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The
information in this Prospectus is not complete and may be changed. The
Trust may not sell these securities until the registration statement filed
with the Securities and Exchange Commission is effective. This Prospectus
is not an offer to sell these securities and is not soliciting an offer to
buy these securities in any jurisdiction where the offer or sale is not
permitted. |
|
Subject
to Completion
Preliminary
Prospectus dated February 4, 2026
[
, ]
Prospectus
[DGEN]
| Digital Native Economy ETF
Principal
U.S. Listing Exchange for the Fund: The NASDAQ Stock Market LLC.
The
U.S. Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the accuracy or adequacy of this Prospectus. Any
representation to the contrary is a criminal offense.
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| TABLE
OF CONTENTS |
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VANECK®
DIGITAL NATIVE ECONOMY ETF
INVESTMENT
OBJECTIVE
VanEck®
Digital Native Economy ETF1
(the
“Fund”) seeks to replicate as closely as possible, before fees and expenses, the
price and yield performance of the MarketVector Digital Native Economy Index
(the “Digital Index” or the “Index”).
FUND
FEES AND EXPENSES
The
following tables describe the fees and expenses that you may pay if you buy,
hold and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the tables and examples below.
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Shareholder
Fees (fees
paid directly from your investment) |
None |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment)
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| Management
Fee |
0.50 |
% |
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Other
Expenses (a)(b)
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0.01 |
% |
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Total
Annual Fund Operating Expenses(a) |
0.51 |
% |
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(a) Van
Eck Associates Corporation (the “Adviser”) will pay all expenses of the Fund,
except for the fee payment under the investment management agreement, acquired
fund fees and expenses, interest expense, offering costs, trading expenses,
taxes and extraordinary expenses. Notwithstanding the foregoing, the Adviser has
agreed to pay the offering costs until at least [February 1, 2028].
(b)
“Other Expenses” have been restated to reflect current
fees.
EXPENSE
EXAMPLE
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. This example does not take into account
brokerage commissions that you pay when purchasing or selling Shares of the
Fund.
The
example assumes that you invest $10,000 in the Fund for the time periods
indicated and then sell or hold all of your Shares at the end of those periods.
The example also assumes that your investment has a 5% annual return and that
the Fund’s operating expenses remain the same (except that the example
incorporates the fee waivers and/or expense reimbursement arrangement for only
the first year). Although your actual costs may be higher or lower, based on
these assumptions, your costs would be:
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| Year |
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$52 |
| 3 |
$164 |
| 5 |
$285 |
| 10 |
$640 |
PORTFOLIO
TURNOVER
The
Fund will pay transaction costs, such as commissions, when it purchases and
sells securities (or “turns over” its portfolio). A higher portfolio turnover
will cause the Fund to incur additional transaction costs and may result in
higher taxes when Fund Shares are held in a taxable account. These costs, which
are not reflected in annual fund operating expenses or in the example, may
affect the Fund’s performance. During the most recent fiscal year, the Fund’s
portfolio turnover rate was 16% of the average value of its
portfolio.
PRINCIPAL
INVESTMENT STRATEGIES
The
Fund normally invests at least 80% of its total assets in securities that
comprise the Fund’s benchmark index. For purposes of this policy, the term
“assets” means net assets plus the amount of any borrowings for investment
purposes. To be initially eligible for the Index, (i) companies must generate at
least 50% of their revenues from one or more of the following: Millennial
Finance (including digital brokerage platforms, digital asset exchanges,
neobanks, consumer credit scoring services, and electronic payment or BNPL
providers), Gig Economy and Online Forums (including ride-hailing, food and
grocery delivery, online forums, and freelance or peer-to-peer marketplaces), or
Digital Sports Betting and Video Game Developers (including online gambling
platforms, iGaming software, digital lottery and casino services, video game
developers and/or sports data and analytics providers); and (ii) all stocks must
be listed on a U.S. exchange and have a market capitalization of greater than
$150 million as of the end of the month prior to the month in which a
rebalancing date occurs. Additionally, the Index has
1
Prior to April 8, 2026, the Fund’s name was VanEck®
Gaming
ETF.
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average
trading volume criteria that are specified in the rulebook. The
Index applies market capitalization and liquidity screens to eligible companies,
requiring a minimum free float of 10%, minimum market capitalization of $150
million for new components (and $75 million for current components), and minimum
trading volume thresholds. As of [________], the Digital Index included [__]
securities of companies with a market capitalization range of between
approximately $[__] and $[__] and a weighted average market capitalization of
$[__]. These
amounts are subject to change. The
Fund’s 80% investment policy is non-fundamental and may be changed without
shareholder approval upon 60 days’ prior written notice to
shareholders.
The
Fund, using a “passive” or indexing investment approach, attempts to approximate
the investment performance of the Digital Index by investing in a portfolio of
securities that generally replicates the Digital Index. Unlike many investment
companies that try to “beat” the performance of a benchmark index, the Fund does
not try to “beat” the Digital Index and does not seek temporary defensive
positions that are inconsistent with its investment objective of seeking to
replicate the Digital Index.
The
Fund is classified as a non-diversified fund under the Investment Company Act of
1940 and, therefore, may invest a greater percentage of its assets in a
particular issuer. The Fund may concentrate its investments in a particular
industry or group of industries to the extent that the Digital Index
concentrates in an industry or group of industries.
As of December 31, 2025, the [ ] sectors represented a significant portion of
the Index.
PRINCIPAL
RISKS OF INVESTING IN THE FUND
Investors
in the Fund should be willing to accept a high degree of volatility in the price
of the Fund’s Shares and the possibility of significant losses. An investment in
the Fund involves a substantial degree of risk.
An
investment in the Fund is not a deposit with a bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency.
Therefore,
you should consider carefully the following risks before investing in the Fund,
each of which could significantly and adversely affect the value of an
investment in the Fund.
Digital
Native Economy Risk. The
Fund may be sensitive to, and its performance may depend to a greater extent on,
the overall condition of companies that are primarily engaged in the emerging
“Digital Native Economy.” Companies in the Digital Native Economy include those
engaged in millennial finance, the gig economy and online forums, and digital
sports betting and video game development. These companies face intense
competition, both domestically and internationally, may have limited product
lines, markets, financial resources, or personnel, may have products that face
rapid obsolescence, and are heavily dependent on the protection of patent and
intellectual property rights. Pure-play companies (i.e.,
companies that focus only on a particular product or activity) may be dependent
on one or a small number of product or product franchises for a significant
portion of their revenue and profits. Companies in the Digital Native Economy
may also be subject to shifting consumer preferences and changes in consumer
discretionary spending, marketing campaigns and social trends. These factors may
adversely affect the profitability and value of such companies. Companies in the
Digital Native Economy are also subject to increasing regulatory constraints,
particularly with respect to cybersecurity and privacy. In addition to the costs
of complying with such constraints, the unintended disclosure of confidential
information, whether because of an error or a cybersecurity event, could
adversely affect the profitability and value of these companies. Millennial
finance companies may be subject to the adverse effects of economic recession,
decreases in the availability of capital, volatile interest rates, and
competition from larger and more established firms. Companies involved with the
gig economy and online forums may be subject to risks related to changes in the
labor market and technological innovation, which could affect the demand for or
success of these companies. Digital sports betting and video game development
companies may be highly regulated, and state and federal legislative or
regulatory changes and licensing issues (as well as the laws of other countries)
can significantly affect their ability to operate in certain jurisdictions, the
activities in which such companies are allowed to engage and the profitability
of companies in the industry. These companies may be subject to sophisticated
intellectual property infringement schemes and piracy efforts, particularly in
foreign markets, which may limit the revenue potential in such markets, and
combatting such infringement or piracy schemes may require significant expenses
and may not be effective.
[High
Portfolio Turnover Risk. The
Fund may engage in active and frequent trading of its portfolio investments,
which will result in increased transaction costs to the Fund, including
brokerage commissions, dealer mark-ups and other transaction costs on the sale
of the investments and on reinvestment in other investments. High portfolio
turnover may also result in higher taxes when Fund Shares are held in a taxable
account. The effects of high portfolio turnover may adversely affect Fund
performance.]
Equity Securities Risk.
The
value of the equity securities held by the Fund may fall due to general market
and economic conditions, perceptions regarding the markets in which the issuers
of securities held by the Fund participate, or factors relating to specific
issuers in which the Fund invests. Equity securities are subordinated to
preferred securities and debt in a company’s capital structure with respect to
priority to a share of corporate income, and therefore will be subject to
greater dividend risk than preferred securities or debt instruments. In
addition, while broad market measures of equity securities have historically
generated higher average returns than fixed income securities, equity securities
have generally also experienced significantly more volatility in those
returns.
[Consumer Discretionary Sector
Risk.
The Fund may be sensitive to, and its performance may depend to a greater extent
on, the overall condition of the consumer discretionary sector. The
consumer discretionary sector comprises companies whose
businesses are sensitive to economic cycles, such as manufacturers of high-end
apparel and automobile and leisure companies. Companies in
the consumer discretionary sector are subject to
fluctuations in supply and demand. These
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companies
may also be adversely affected by changes in consumer spending as a result of
world events, political and economic conditions, commodity price volatility,
changes in exchange rates, imposition of import controls, increased competition,
depletion of resources and labor relations.]
[Special
Risk Considerations of Investing in Australian Issuers.
Investments in securities of Australian issuers involve risks and special
considerations not typically associated with investments in the U.S. securities
markets. The Australian economy is heavily dependent on exports from the
agricultural and mining sectors. As a result, the Australian economy is
susceptible to fluctuations in the commodity markets. The Australian economy is
also dependent on trading with key trading partners.]
[Special
Risk Considerations of Investing in Asian Issuers. Investments
in securities of Asian issuers involve risks and special considerations not
typically associated with investments in the U.S. securities markets. Many Asian
economies have experienced rapid growth and industrialization in recent years,
but there is no assurance that this growth rate will be maintained. Certain
Asian economies have experienced over-extension of credit, currency devaluations
and restrictions, high unemployment, high inflation, decreased exports and
economic recessions. Geopolitical hostility, political instability, as well as
economic or environmental events in any one Asian country can have a significant
effect on the entire Asian region as well as on major trading partners outside
Asia, and any adverse effect on some or all of the Asian countries and regions
in which the Fund invests. The securities markets in some Asian economies are
relatively underdeveloped and may subject the Fund to higher action costs or
greater uncertainty than investments in more developed securities markets. Such
risks may adversely affect the value of the Fund’s investments. Certain Asian
countries have developed increasingly strained relationships with the U.S. or
with China, and if these relations were to worsen, they could adversely affect
Asian issuers that rely on the U.S. or China for trade. In addition, many Asian
countries are subject to social and labor risks associated with demands for
improved political, economic and social conditions. These risks, among others,
may adversely affect the value of the Fund's investments.]
[Special
Risk Considerations of Investing in European Issuers. Investments
in securities of European issuers involve risks and special considerations not
typically associated with investments in the U.S. securities markets. The
Economic and Monetary Union of the European Union requires member countries to
comply with restrictions on inflation rates, deficits, interest rates, debt
levels and fiscal and monetary controls, each of which may significantly affect
every country in Europe. Decreasing imports or exports, changes in governmental
or European Union regulations on trade, changes in the exchange rate of the
euro, the default or threat of default by a European Union member country on its
sovereign debt, and/or an economic recession in a European Union member country
may have a significant adverse effect on the economies of other European Union
countries and on major trading partners outside Europe. If any member country
exits the Economic and Monetary Union, the departing country would face the
risks of currency devaluation and its trading partners and banks and others
around the world that hold the departing country’s debt would face the risk of
significant losses. The European financial markets have previously experienced,
and may continue to experience, volatility and have been adversely affected, and
may in the future be affected, by concerns about economic downturns, credit
rating downgrades, rising government debt levels and possible default on or
restructuring of government debt in several European countries. These events
have adversely affected, and may in the future affect, the value and exchange
rate of the euro and may continue to significantly affect the economies of every
country in Europe, including European Union member countries that do not use the
euro and non-European Union member countries. Following the United Kingdom's
withdrawal from the European Union on January 31, 2020 (“Brexit”), certain
trading matters between the United Kingdom and the European Union remain
unresolved, including with respect to financial services. The continuing
uncertainty could have an adverse impact on the U.K. economy and currency.]
Depositary Receipts
Risk.
The Fund may invest in depositary receipts (including American Depositary
Receipts), which involve similar risks to those associated with investments in
foreign securities. Depositary receipts are receipts listed on U.S. or foreign
exchanges issued by banks or trust companies that entitle the holder to all
dividends and capital gains that are paid out on the underlying foreign shares.
The issuers of certain depositary receipts are under no obligation to distribute
shareholder communications to the holders of such receipts, or to pass through
to them any voting rights with respect to the deposited securities. Investments
in depositary receipts may be less liquid than the underlying shares in their
primary trading market. The issuers of depositary receipts may discontinue
issuing new depositary receipts and withdraw existing depositary receipts at any
time, which may result in costs and delays in the distribution of the underlying
assets to the Fund and may negatively impact the Fund’s
performance.
Small-
and Medium-Capitalization Companies Risk.
The Fund may invest in small- and medium-capitalization companies and, therefore
will be subject to certain risks associated with small- and
medium-capitalization companies. These companies are often subject to less
analyst coverage and may be in early and less predictable periods of their
corporate existences, with little or no record of profitability. In addition,
these companies often have greater price volatility, lower trading volume and
less liquidity than larger more established companies. These companies tend to
have smaller revenues, narrower product lines, less management depth and
experience, smaller shares of their product or service markets, fewer financial
resources and less competitive strength than large-capitalization companies.
Returns on investments in securities of small- and medium-capitalization
companies could trail the returns on investments in securities of larger
companies.
Cash
Transactions Risk.
Unlike other ETFs, the Fund expects to effect its creations and redemptions at
least partially for cash, rather than wholly for in-kind securities. Therefore,
it may be required to sell portfolio securities and subsequently incur brokerage
costs and/or recognize gains or losses on such sales that the Fund might not
have recognized if it were to distribute portfolio securities in kind. As such,
investments in Shares may be less tax-efficient than an investment in a
conventional ETF.
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Transaction
costs, including brokerage costs, will decrease the Fund’s net asset value to
the extent not offset by the transaction fee payable by an Authorized
Participant.
Market
Risk.
The prices of securities are subject to the risks associated with investing in
the securities market, including general economic conditions, sudden and
unpredictable drops in value, exchange trading suspensions and closures and
public health risks. These risks may be magnified if certain social, political,
economic and other conditions and events (such as natural disasters, epidemics
and pandemics, terrorism, conflicts, social unrest, recessions, inflation,
interest rate changes, supply chain disruptions, embargoes, tariffs, sanctions
and other trade barriers) adversely interrupt the global economy; in these and
other circumstances, such events or developments might affect companies
world-wide. Overall securities values could decline generally or underperform
other investments. An investment may lose money.
Operational
Risk. The
Fund is exposed to operational risk arising from a number of factors, including
human error, processing and communication errors, errors of the Fund’s service
providers, counterparties or other third-parties, failed or inadequate processes
and technology or system failures.
Index Tracking Risk. The
Fund’s return may not match the return of the Index for a number of reasons. For
example, the Fund incurs operating expenses, including taxes, not applicable to
the Index and incurs costs associated with buying and selling securities and
entering into derivatives transactions (if applicable), especially when
rebalancing the Fund’s securities holdings to reflect changes in the composition
of the Index or (if applicable) raising cash to meet redemptions or deploying
cash in connection with inflows into the Fund. Transaction costs, including
brokerage costs, will decrease the Fund’s net asset value. Conversely, the Fund
may generate earnings through its securities lending activities, which may
increase the Fund’s return relative to the Index.
Market
disruptions and regulatory restrictions could have an adverse effect on the
Fund’s ability to adjust its exposure to the required levels in order to track
the Index. The Index provider may rely on various sources of information to
assess the criteria of components of the Index, including information that may
be based on assumptions and estimates. Errors in the Index data, the Index
computations and/or the construction of the Index in accordance with its
methodology may occur from time to time, and the Index provider may not identify
or correct them promptly or at all, which may have an adverse impact on the Fund
and its shareholders. Shareholders should understand that any gains from the
Index provider’s or others’ errors will be kept by the Fund and its shareholders
and any losses or costs resulting from the Index provider’s or others’ errors
will be borne by the Fund and its shareholders. Additionally, when the Index is
rebalanced and the Fund in turn rebalances its portfolio to attempt to increase
the correlation between the Fund’s portfolio and the Index, any transaction
costs and market exposure arising from such portfolio rebalancing will be borne
directly by the Fund and its shareholders. Apart from scheduled rebalances, the
Index provider or its agents may carry out additional ad hoc rebalances to the
Index. Therefore, errors and additional ad hoc rebalances carried out by the
Index provider or its agents to the Index may increase the costs to and the
tracking error risk of the Fund.
The
Fund may not be fully invested at times either as a result of cash flows into
the Fund or reserves of cash held by the Fund to pay expenses or to meet
redemptions. In addition, the Fund may not invest in certain securities included
in the Index, or invest in them in the exact proportions in which they are
represented in the Index. The Fund’s performance may also deviate from the
return of the Index for various reasons, including legal restrictions or
limitations imposed by the governments of certain countries, certain exchange
listing standards (where applicable), a lack of liquidity in markets in which
such securities trade, potential adverse tax consequences or other regulatory
reasons (such as diversification requirements). To the extent the Fund utilizes
depositary receipts, the purchase of depositary receipts may negatively affect
the Fund’s ability to track the performance of the Index and increase tracking
error, which may be exacerbated if the issuer of the depositary receipt
discontinues issuing new depositary receipts or withdraws existing depositary
receipts.
The
Fund may value certain of its investments, underlying currencies and/or other
assets based on fair value prices. To the extent the Fund calculates its net
asset value based on fair value prices and the value of the Index is based on
securities’ closing prices on local foreign markets (i.e.,
the value of the Index is not based on fair value prices), the Fund’s ability to
track the Index may be adversely affected. In addition, any issues the Fund
encounters with regard to currency convertibility (including the cost of
borrowing funds, if any), repatriation or economic sanctions may also increase
the index tracking risk. The Fund’s performance may also deviate from the
performance of the Index due to the impact of withholding taxes, late
announcements relating to changes to the Index and high turnover of the Index.
When markets are volatile, the ability to sell securities at fair value prices
may be adversely impacted and may result in additional trading costs and/or
increase the index tracking risk. The Fund may also need to rely on borrowings
to meet redemptions, which may lead to increased expenses. For tax efficiency
purposes, the Fund may sell certain securities, and such sale may cause the Fund
to realize a loss and deviate from the performance of the Index. In light of the
factors discussed above, the Fund’s return may deviate significantly from the
return of the Index. Changes to the composition of the Index in connection with
a rebalancing or reconstitution of the Index may cause the Fund to experience
increased volatility, during which time the Fund’s index tracking risk may be
heightened.
Authorized
Participant Concentration Risk. The
Fund may have a limited number of Authorized Participants, none of which are
obligated to engage in creation and/or redemption transactions. To the extent
that those Authorized Participants exit the business, or do not process creation
and/or redemption orders, there may be a significantly diminished trading market
for Shares or Shares may trade like closed-end funds at a discount (or premium)
to net asset value and possibly face trading halts and/or de-listing. This can
be reflected as a spread between the bid-ask prices for the Fund. The Authorized
Participant
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concentration
risk may be heightened with respect to certain types of assets or in cases where
Authorized Participants have limited or diminished access to the capital
required to post collateral.
No
Guarantee of Active Trading Market Risk.
There can be no assurance that an active trading market for the Shares will
develop or be maintained, as applicable. Further, secondary markets may be
subject to irregular trading activity, wide bid/ask spreads and extended trade
settlement periods in times of market stress because market makers and
Authorized Participants may step away from making a market in the Shares and in
executing creation and redemption orders, which could cause a material deviation
in the Fund’s market price from its net asset value.
Trading
Issues Risk.
Trading in shares on the exchange may be halted due to market conditions or for
reasons that, in the view of the exchange, make trading in shares inadvisable.
In addition, trading in shares on the exchange is subject to trading halts
caused by extraordinary market volatility pursuant to the relevant exchange’s
“circuit breaker” rules. If a trading halt or unanticipated early close of the
exchange occurs, a shareholder may be unable to purchase or sell Shares of the
Fund. There can be no assurance that requirements of the exchange necessary to
maintain the listing of the Fund will continue to be met or will remain
unchanged.
Passive
Management Risk.
Unlike many investment companies, the Fund is not “actively” managed. Therefore,
unless a specific security/asset is removed from its Index, the Fund generally
would not sell such a security/asset because the security’s issuer is in
financial trouble. If a specific security/asset is removed from the Fund’s
Index, the Fund may be forced to sell such security/asset at an inopportune time
or for prices other than at current market values. An investment in the Fund
involves risks similar to those of investing in any fund that invests in a
similar asset class, such as market fluctuations caused by such factors as
economic and political developments, changes in interest rates and perceived
trends in security/asset prices. The Fund’s Index may not contain the
appropriate or a diversified mix of securities and/or assets for any particular
economic cycle. The timing of changes in the composition of the Fund’s portfolio
in seeking to track its Index could have a negative effect on the Fund. Unlike
with an actively managed fund, the Adviser does not use techniques or defensive
strategies designed to lessen the effects of market volatility or to reduce the
impact of periods of market decline. Additionally, unusual market conditions may
cause the Fund’s Index provider to postpone a scheduled rebalance or
reconstitution, which could cause the Fund’s Index to vary from its normal or
expected composition. This means that, based on market and economic conditions,
the Fund’s performance could be lower than funds that may actively shift their
portfolio assets to take advantage of market opportunities or to lessen the
impact of a market decline or a decline in the value of one or more issuers.
Fund Shares Trading, Premium/Discount Risk and Liquidity of
Fund Shares.
The market price of the Shares may fluctuate in response to the Fund’s net asset
value, the intraday value of the Fund’s holdings and supply and demand for
Shares. Shares may trade above, below, or at their most recent net asset value.
Factors including disruptions to creations and redemptions, the existence of
market volatility or potential lack of an active trading market for Shares
(including through a trading halt), may result in Shares trading at a
significant premium or discount to net asset value or to the intraday value of
the Fund’s holdings. If a shareholder purchases Shares at a time when the market
price is at a premium to the net asset value or sells Shares at a time when the
market price is at a discount to the net asset value, the shareholder may pay
significantly more or receive significantly less than the underlying value of
the Shares. The securities held by the Fund may be traded in markets that close
at a different time than the exchange on which the Shares are traded. Liquidity
in those securities may be reduced after the applicable closing times.
Accordingly, during the time when the exchange is open but after the applicable
market closing, fixing or settlement times, bid/ask spreads on the exchange and
the resulting premium or discount to the Shares’ net asset value may widen.
Additionally, in stressed market conditions, the market for the Fund’s Shares
may become less liquid in response to deteriorating liquidity in the markets for
the Fund’s underlying portfolio holdings and a shareholder may be unable to sell
his or her Shares.
Non-Diversified
Risk. The
Fund is classified as a “non-diversified” fund under the Investment Company Act
of 1940. The Fund is subject to the risk that it will be more volatile than a
diversified fund because the Fund may invest a relatively high percentage of its
assets in a smaller number of issuers or may invest a larger proportion of its
assets in a single issuer. Moreover, the gains and losses on a single investment
may have a greater impact on the Fund’s net asset value and may make the Fund
more volatile than more diversified funds. The Fund may be particularly
vulnerable to this risk if it is comprised of a limited number of investments.
Index-Related
Concentration Risk. The
Fund’s assets may be concentrated in a particular sector or sectors or industry
or group of industries to reflect the Index’s allocation to such sector or
sectors or industry or group of industries. The securities of many or all of the
companies in the same sector or industry may decline in value due to
developments adversely affecting such sector or industry. By concentrating its
assets in a particular sector or sectors or industry or group of industries, the
Fund is subject to the risk that economic, political or other conditions that
have a negative effect on those sectors and/or industries may negatively impact
the Fund to a greater extent than if the Fund’s assets were invested in a wider
variety of securities.
PERFORMANCE
The
bar chart that follows shows how the Fund performed for the calendar years
shown. The table below the bar chart shows the Fund’s average annual returns
(before and after taxes). The bar chart and table provide an indication of the
risks of investing in the Fund by comparing the Fund’s performance from year to
year and by showing how the Fund’s average annual returns for the one year, five
year, ten year and/or since inception periods, as applicable, compared with the
Fund’s benchmark index and a broad-based benchmark index. Prior to market close
on April 8, 2026, the Fund sought to replicate as closely as
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possible,
before fees and expenses, the price and yield performance of the MVIS
Global Gaming Index
(the “Prior Index”). Therefore, performance information prior to market close on
April 8, 2026 reflects the performance of the Fund while seeking to replicate
the Prior Index. All returns assume reinvestment of dividends and distributions.
The Fund’s past performance (before and after taxes) is not necessarily
indicative of how the Fund will perform in the future. Updated performance
information is available online at www.vaneck.com.
Annual
Total Returns (%)—Calendar Years
The
year-to-date total return as of March 31, 2026 was [ ]%.
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| Best
Quarter: |
29.22% |
2Q
2020 |
| Worst
Quarter: |
-38.32% |
1Q
2020 |
Average
Annual Total Returns for the Periods Ended December 31, 2025
The
after-tax returns presented in the table below are calculated using the highest
historical individual federal marginal income tax rates and do not reflect the
impact of state and local taxes. Your actual after-tax returns will depend on
your specific tax situation and may differ from those shown below. After-tax
returns are not relevant to investors who hold Shares of the Fund through
tax-deferred arrangements, such as 401(k) plans or individual retirement
accounts.
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Past
One Year |
Past
Five Years |
Past
Ten Years |
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VanEck
Digital Native Economy ETF
(return
before taxes) |
3.32% |
-0.92% |
4.77% |
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VanEck
Digital Native Economy ETF
(return
after taxes on distributions) |
2.29% |
-1.42% |
4.14% |
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VanEck
Digital Native Economy ETF
(return
after taxes on distributions and sale of Fund Shares) |
2.30% |
-0.79% |
3.64% |
|
MarketVector
Digital Native Economy Index (reflects no deduction for fees, expenses or
taxes, except withholding taxes)* |
[
] |
[
] |
[
] |
|
MVIS
Global Gaming Index
(reflects
no deduction for fees, expenses or taxes, except withholding
taxes) |
3.48% |
-0.49% |
5.14% |
|
MSCI
ACWI Net TR Index
(reflects
no deduction for fees, expenses or taxes, except withholding
taxes) |
22.34% |
11.19% |
11.72% |
*Performance
information prior to market close on April 8, 2026 reflects that of the Prior
Index. Thereafter, performance information reflects that of the MarketVector
Digital Native Economy Index.
See
“License Agreement and Disclaimers” for important information.
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8 |
PORTFOLIO
MANAGEMENT
Investment
Adviser. Van
Eck Associates Corporation.
Portfolio
Managers.
The
following individuals are primarily responsible for the day-to-day management of
the Fund’s portfolio:
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| Name |
Title
with Adviser |
Date
Began Managing the Fund |
| Peter
H. Liao |
Portfolio
Manager |
January
2008 |
| Griffin
Driscoll |
Deputy
Portfolio Manager |
February
2024 |
PURCHASE
AND SALE OF FUND SHARES
Individual
Shares of the Fund may only be purchased and sold in secondary market
transactions through a broker or dealer at a market price. Shares of the Fund
are listed on the Exchange, and because Shares trade at market prices rather
than net asst value, Shares of the Fund may trade at a price greater than net
asset value (i.e.,
a “premium”) or less than net asset value (i.e.,
a “discount”).
An
investor may incur costs attributable to the difference between the highest
price a buyer is willing to pay to purchase Shares of the Fund (bid) and the
lowest price a seller is willing to accept for Shares (ask) when buying or
selling Shares in the secondary market (the “bid/ask spread”).
Recent
information, including information about the Fund’s net asset value, market
price, premiums and discounts, and bid/ask spreads, is included on the Fund’s
website at www.vaneck.com.
TAX
INFORMATION
The
Fund’s distributions (other than return of capital distributions) are taxable
and will generally be taxed as ordinary income or capital gains. Any return of
capital will reduce the shareholder’s basis in their Fund Shares, reducing any
loss or increasing any gain on a subsequent taxable disposition of
Shares.
PAYMENTS
TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES
The
Adviser and its related companies may pay broker-dealers or other financial
intermediaries (such as a bank) for the sale of the Fund Shares and related
services. These payments may create a conflict of interest by influencing your
broker-dealer or other intermediary or its employees or associated persons to
recommend the Fund over another investment. Ask your financial adviser or visit
your financial intermediary’s website for more information.
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PRINCIPAL
INVESTMENT STRATEGIES
The
Fund normally invests at least 80% of its total assets in securities that
comprise the Fund’s benchmark index. For purposes of this policy, the term
“assets” means net assets plus the amount of any borrowings for investment
purposes. To be initially eligible for the Index, (i) companies must generate at
least 50% of their revenues from one or more of the following: Millennial
Finance (including digital brokerage platforms, digital asset exchanges,
neobanks, consumer credit scoring services, and electronic payment or BNPL
providers), Gig Economy and Online Forums (including ride-hailing, food and
grocery delivery, online forums, and freelance or peer-to-peer marketplaces), or
Digital Sports Betting and Video Game Developers (including online gambling
platforms, iGaming software, digital lottery and casino services, video game
developers and/or sports data and analytics providers); and (ii) all stocks must
be listed on a U.S. exchange and have a market capitalization of greater than
$150 million as of the end of the month prior to the month in which a
rebalancing date occurs. Additionally, the Index has average trading volume
criteria that are specified in the rulebook. The
Index applies market capitalization and liquidity screens to eligible companies,
requiring a minimum free float of 10%, minimum market capitalization of $150
million for new components (and $75 million for current components), and minimum
trading volume thresholds. As of [________], the Digital Index included [__]
securities of companies with a market capitalization range of between
approximately $[__] and $[__] and a weighted average market capitalization of
$[__]. These
amounts are subject to change. The
Fund’s 80% investment policy is non-fundamental and may be changed without
shareholder approval upon 60 days’ prior written notice to
shareholders.
The
Fund, using a “passive” or indexing investment approach, attempts to approximate
the investment performance of the Digital Index by investing in a portfolio of
securities that generally replicates the Digital Index. Unlike many investment
companies that try to “beat” the performance of a benchmark index, the Fund does
not try to “beat” the Digital Index and does not seek temporary defensive
positions that are inconsistent with its investment objective of seeking to
replicate the Digital Index.
The
Fund is classified as a non-diversified fund under the Investment Company Act of
1940 and, therefore, may invest a greater percentage of its assets in a
particular issuer. The Fund may concentrate its investments in a particular
industry or group of industries to the extent that the Digital Index
concentrates in an industry or group of industries.
As of December 31, 2025, the [ ] sectors represented a significant portion of
the Index.
The
Adviser anticipates that, generally, the Fund will hold or gain exposure to all
of the securities that comprise its Index in proportion to their weightings in
the Index. However, under various circumstances, it may not be possible or
practicable to purchase all of those securities in those weightings. In these
circumstances, the Fund may purchase a sample of securities in its Index. There
also may be instances in which the Adviser may choose to underweight or
overweight a security in the Fund’s Index, purchase securities not in the Fund’s
Index that the Adviser believes are appropriate to substitute for certain
securities in such Index or utilize various combinations of other available
investment techniques in seeking to replicate as closely as possible, before
fees and expenses, the price and yield performance of the Fund’s Index. The Fund
may sell securities that are represented in its Index in anticipation of their
removal from its Index or purchase securities not represented in its Index in
anticipation of their addition to such Index. The Fund may also, in order to
comply with the tax diversification requirements of the Internal Revenue Code of
1986, as amended (the “Code”), temporarily invest in securities not included in
its Index that are expected to be highly correlated with the securities included
in its Index.
FUNDAMENTAL
AND NON-FUNDAMENTAL POLICIES
The
Fund’s investment objective and each of its other investment policies are
non-fundamental policies that may be changed by the Board of Trustees (the
"Board of Trustees") of VanEck ETF Trust (the "Trust") without shareholder
approval, except as noted in this Prospectus or the Statement of Additional
Information (“SAI”) under the section entitled “Investment Policies and
Restrictions—Investment Restrictions.”
RISKS
OF INVESTING IN THE FUND
The
following section provides additional information regarding the principal risks
identified under “Principal Risks of Investing in the Fund” in the Fund’s
“Summary Information” section followed by additional risk
information.
Investors
in the Fund should be willing to accept a high degree of volatility in the price
of the Fund’s Shares and the possibility of significant losses. An investment in
the Fund involves a substantial degree of risk. An investment in the Fund is not
a deposit with a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Therefore, you should
consider carefully the following risks before investing in the Fund, each of
which could significantly and adversely affect the value of an investment in the
Fund.
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Digital
Native Economy Risk. The
Fund may be sensitive to, and its performance may depend to a greater extent on,
the overall condition of companies that are primarily engaged in the emerging
“Digital Native Economy.” Companies in the Digital Native Economy include those
engaged in millennial finance, the gig economy and online forums, and digital
sports betting and video game development. These companies face intense
competition, both domestically and internationally, may have limited product
lines, markets, financial resources, or personnel, may have products that face
rapid obsolescence, and are heavily dependent on the protection of patent and
intellectual property rights. Pure-play companies (i.e.,
companies that focus only on a particular product or activity) may be dependent
on one or a small number of product or product franchises for a significant
portion of their revenue and profits. Companies in the Digital Native Economy
may also be subject to shifting consumer preferences and changes in consumer
discretionary spending, marketing campaigns and social trends. These factors may
adversely affect the profitability and value of such companies. Companies in the
Digital Native Economy are also subject to increasing regulatory constraints,
particularly with respect to cybersecurity and privacy. In addition to the costs
of complying with such constraints, the unintended disclosure of confidential
information, whether because of an error or a cybersecurity event, could
adversely affect the profitability and value of these companies. Millennial
finance companies may be subject to the adverse effects of economic recession,
decreases in the availability of capital, volatile interest rates, and
competition from larger and more established firms. Companies involved with the
gig economy and online forums may be subject to risks related to changes in the
labor market and technological innovation, which could affect the demand for or
success of these companies. Digital sports betting and video game development
companies may be highly regulated, and state and federal legislative or
regulatory changes and licensing issues (as well as the laws of other countries)
can significantly affect their ability to operate in certain jurisdictions, the
activities in which such companies are allowed to engage and the profitability
of companies in the industry. These companies may be subject to sophisticated
intellectual property infringement schemes and piracy efforts, particularly in
foreign markets, which may limit the revenue potential in such markets, and
combatting such infringement or piracy schemes may require significant expenses
and may not be effective.
High
Portfolio Turnover Risk. The
Fund may engage in active and frequent trading of its portfolio investments,
which will result in increased transaction costs to the Fund, including
brokerage commissions, dealer mark-ups and other transaction costs on the sale
of the investments and on reinvestment in other investments. High portfolio
turnover may also result in higher taxes when Fund Shares are held in a taxable
account. The effects of high portfolio turnover may adversely affect Fund
performance.
Equity Securities Risk. The
value of the equity securities held by the Fund may fall due to general market
and economic conditions, perceptions regarding the markets in which the issuers
of securities held by the Fund participate, or factors relating to specific
issuers in which the Fund invests. For example, an adverse event, such as an
unfavorable earnings report, may result in a decline in the value of equity
securities of an issuer held by the Fund; the price of the equity securities of
an issuer may be particularly sensitive to general movements in the securities
markets; or a drop in the securities markets may depress the price of most or
all of the equities securities held by the Fund. In addition, the equity
securities of an issuer in the Fund’s portfolio may decline in price if the
issuer fails to make anticipated dividend payments. Equity securities are
subordinated to preferred securities and debt in a company’s capital structure
with respect to priority to a share of corporate income, and therefore will be
subject to greater dividend risk than preferred securities or debt instruments.
In addition, while broad market measures of equity securities have historically
generated higher average returns than fixed income securities, equity securities
have generally also experienced significantly more volatility in those returns.
[Consumer Discretionary Sector
Risk. The
Fund will be sensitive to, and its performance will depend to a greater extent
on, the overall condition of the consumer discretionary sector. The
consumer discretionary sector comprises companies whose
businesses are sensitive to economic cycles, such as manufacturers of high-end
apparel and automobile and leisure companies. Companies in
the consumer discretionary sector are subject to
fluctuations in supply and demand. These companies may also be adversely
affected by changes in consumer spending as a result of world events, political
and economic conditions, commodity price volatility, changes in exchange rates,
imposition of import controls, increased competition, depletion of resources and
labor relations.]
[Special
Risk Considerations of Investing in Australian Issuers. Investments
in securities of Australian issuers, including issuers located outside of
Australia that generate significant revenues from Australia, involve risks
and special considerations not typically associated with investments in the U.S.
securities markets. Investments in Australian issuers may subject the Fund to
regulatory, political, currency, security, and economic risk specific to
Australia. The Australian economy is heavily dependent on exports from the
agricultural and mining sectors. As a result, the Australian economy is
susceptible to fluctuations in the commodity markets. The Australian economy is
also becoming increasingly dependent on its growing services industry. The
Australian economy is dependent on trading with key trading partners, including
the United States, China, Japan, Singapore and certain European countries.
Reduction in spending on Australian products and services, or changes in any of
the economies, may cause an adverse impact on the Australian
economy.
Additionally,
Australia is located in a part of the world that has historically been prone to
natural disasters, such as hurricanes, droughts and bushfires, and is
economically sensitive to environmental events. Any such event may adversely
impact the Australian economy, causing an adverse impact on the value of the
Fund.]
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[Special
Risk Considerations of Investing in Asian Issuers. Investments
in securities of Asian issuers involve risks and special considerations not
typically associated with investments in the U.S. securities markets. Many Asian
economies have experienced rapid growth and industrialization in recent years,
but there is no assurance that this growth rate will be maintained. Certain
Asian economies have experienced over-extension of credit, currency devaluations
and restrictions, high unemployment, high inflation, decreased exports and
economic recessions. Geopolitical hostility, political instability, as well as
economic or environmental events in any one Asian country can have a significant
effect on the entire Asian region as well as on major trading partners outside
Asia, and any adverse effect on some or all of the Asian countries and regions
in which the Fund invests. The securities markets in some Asian economies are
relatively underdeveloped and may subject the Fund to higher action costs or
greater uncertainty than investments in more developed securities markets. Such
risks may adversely affect the value of the Fund’s investments. Certain Asian
countries have developed increasingly strained relationships with the U.S. or
with China, and if these relations were to worsen, they could adversely affect
Asian issuers that rely on the U.S. or China for trade. In addition, many Asian
countries are subject to social and labor risks associated with demands for
improved political, economic and social conditions. These risks, among others,
may adversely affect the value of the Fund's investments.
Governments
of many Asian countries have implemented significant economic reforms in order
to liberalize trade policy, promote foreign investment in their economies,
reduce government control of the economy and develop market mechanisms. There
can be no assurance these reforms will continue or that they will be effective.
Despite recent reform and privatizations, significant regulation of investment
and industry is still pervasive in many Asian countries and may restrict foreign
ownership of domestic corporations and repatriation of assets, which may
adversely affect the Fund’s investments. Governments in some Asian countries are
authoritarian in nature, have been installed or removed as a result of military
coups or have periodically used force to suppress civil dissent. Disparities of
wealth, the pace and success of democratization, and ethnic, religious and
racial disaffection have led to social turmoil, violence and labor unrest in
some countries. Unanticipated or sudden political or social developments may
result in sudden and significant investment losses. Investing in certain Asian
countries involves risk of loss due to expropriation, nationalization, or
confiscation of assets and property or the imposition of restrictions on foreign
investments and on repatriation of capital invested. In addition, several
countries in Asia may be impacted by the occurrence of global events such as
war, terrorism, environmental disasters, natural disasters or events, country
instability, and infectious disease epidemics and pandemics.]
[Special
Risk Considerations of Investing in European Issuers. Investments
in securities of European issuers involve risks and special considerations not
typically associated with investments in the U.S. securities markets. The
Economic and Monetary Union of the European Union requires member countries to
comply with restrictions on inflation rates, deficits, interest rates, debt
levels and fiscal and monetary controls, each of which may significantly affect
every country in Europe. Decreasing imports or exports, changes in governmental
or European Union regulations on trade, changes in the exchange rate of the
euro, the default or threat of default by a European Union member country on its
sovereign debt, and/or an economic recession in a European Union member country
may have a significant adverse effect on the economies of other European Union
countries and on major trading partners outside Europe. If any member country
exits the Economic and Monetary Union, the departing country would face the
risks of currency devaluation and its trading partners and banks and others
around the world that hold the departing country’s debt would face the risk of
significant losses. The European financial markets have previously experienced,
and may continue to experience, volatility and have been adversely affected, and
may in the future be affected, by concerns about economic downturns, credit
rating downgrades, rising government debt levels and possible default on or
restructuring of government debt in several European countries. These events
have adversely affected, and may in the future affect, the value and exchange
rate of the euro and may continue to significantly affect the economies of every
country in Europe, including European Union member countries that do not use the
euro and non-European Union member countries. Following the United Kingdom's
withdrawal from the European Union on January 31, 2020 (“Brexit”), certain
trading matters between the United Kingdom and the European Union remain
unresolved, including with respect to financial services. The continuing
uncertainty could have an adverse impact on the U.K. economy and currency.
Responses
to the financial problems by European governments, central banks and others,
including austerity measures and reforms, may not work, may result in social
unrest and may limit future growth and economic recovery or have other
unintended consequences. The governments of European Union countries may be
subject to change and such countries may experience social and political unrest.
Unanticipated or sudden political or social developments may result in sudden
and significant investment losses. The occurrence of terrorist incidents,
outbreaks of war or ongoing regional armed conflict throughout Europe also could
impact financial markets. Further defaults or restructurings by governments and
other entities of their debt could have additional adverse effects on economies,
financial markets and asset valuations around the world. In addition, one or
more countries may abandon the euro and/or withdraw from the European Union. The
impact of these actions, especially if they occur in a disorderly fashion, is
not clear but could be significant and far-reaching.]
Depositary Receipts
Risk.
The Fund may invest in depositary receipts (including American Depositary
Receipts), which involve similar risks to those associated with investments in
foreign securities. Depositary receipts are receipts listed on U.S. or foreign
exchanges issued by banks or trust companies that entitle the holder to all
dividends and capital gains that are paid out on the underlying foreign shares.
The issuers of certain depositary receipts are under no obligation to distribute
shareholder communications to the holders of such receipts, or to pass through
to them any voting rights with respect to the deposited securities. Investments
in depositary receipts may be less liquid than the underlying shares in their
primary trading market. The issuers of depositary receipts may discontinue
issuing new depositary receipts and withdraw existing depositary receipts
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at
any time, which may result in costs and delays in the distribution of the
underlying assets to the Fund and may negatively impact the Fund’s
performance.
Small-
and Medium-Capitalization Companies Risk.
The Fund may invest in small- and medium-capitalization companies and, therefore
will be subject to certain risks associated with small- and
medium-capitalization companies. These companies are often subject to less
analyst coverage and may be in early and less predictable periods of their
corporate existences, with little or no record of profitability. In addition,
these companies often have greater price volatility, lower trading volume and
less liquidity than larger more established companies. These companies tend to
have smaller revenues, narrower product lines, less management depth and
experience, smaller shares of their product or service markets, fewer financial
resources and less competitive strength than large-capitalization companies.
Returns on investments in securities of small- and medium-capitalization
companies could trail the returns on investments in securities of larger
companies.
Cash
Transactions Risk.
Unlike other ETFs, the Fund effects its creations and redemptions at least
partially for cash, rather than wholly for in-kind securities. Because the Fund
currently intends to effect all or a portion of redemptions for cash, rather
than in-kind distributions, it may be required to sell portfolio securities in
order to obtain the cash needed to distribute redemption proceeds, which
involves transaction costs that the Fund may not have incurred had it effected
redemptions entirely in-kind. These costs may include brokerage costs and/or
taxable gains or losses, which may be imposed on the Fund and decrease the
Fund’s net asset value to the extent such costs are not offset by a transaction
fee payable by an Authorized Participant. If the Fund recognizes a gain on these
sales, this generally will cause the Fund to recognize a gain it might not
otherwise have recognized if it were to distribute portfolio securities in-kind,
or to recognize such gain sooner than would otherwise be required. As a result,
an investment in the Fund may be less tax-efficient than an investment in a more
conventional ETF. Other ETFs generally are able to make in-kind redemptions and
avoid realizing gains in connection with transactions designed to raise cash to
meet redemption requests. The Fund generally intends to distribute these gains
to shareholders to avoid being taxed on this gain at the Fund level and
otherwise comply with the special tax rules that apply to it. This strategy may
cause shareholders to be subject to tax on gains they would not otherwise be
subject to, or at an earlier date than, if they had made an investment in a
different ETF. Additionally, transactions may have to be carried out over
several days if the securities market is relatively illiquid and may involve
considerable transaction fees and taxes.
Market
Risk.
The prices of securities are subject to the risks associated with investing in
the securities market, including general economic conditions, sudden and
unpredictable drops in value, exchange trading suspensions and closures and
public health risks. These risks may be magnified if certain social, political,
economic and other conditions and events (such as natural disasters, epidemics
and pandemics, terrorism, conflicts, social unrest, recessions, inflation,
interest rate changes, supply chain disruptions, embargoes, tariffs, sanctions
and other trade barriers) adversely interrupt the global economy; in these and
other circumstances, such events or developments might affect companies
world-wide. Overall securities values could decline generally or underperform
other investments. An investment may lose money.
Operational
Risk.
The Fund is exposed to operational risk arising from a number of factors,
including human error, processing and communication errors, errors of the Fund’s
service providers, counterparties or other third-parties, failed or inadequate
processes and technology or system failures.
Index Tracking Risk. The
Fund’s return may not match the return of the Index for a number of reasons. For
example, the Fund incurs operating expenses, including taxes, not applicable to
the Index and incurs costs associated with buying and selling securities and
entering into derivatives transactions (if applicable), especially when
rebalancing the Fund’s securities holdings to reflect changes in the composition
of the Index, or (if applicable) raising cash to meet redemptions or deploying
cash in connection with inflows into the Fund. Transaction costs, including
brokerage costs, will decrease the Fund’s net asset value. Conversely, the Fund
may generate earnings through its securities lending activities, which may
increase the Fund’s return relative to the Index.
Market
disruptions and regulatory restrictions could have an adverse effect on the
Fund’s ability to adjust its exposure to the required levels in order to track
the Index. The Index provider may rely on various sources of information to
assess the criteria of components of the Index, including information that may
be based on assumptions and estimates. Errors in the Index data, the Index
computations and/or the construction of the Index in accordance with its
methodology may occur from time to time, and the Index provider may not identify
or correct them promptly or at all, which may have an adverse impact on the Fund
and its shareholders. There is no assurance that the Index provider or any
agents that may act on its behalf will compile the Index accurately, or that the
Index will be determined, composed or calculated accurately. Errors in respect
of the quality, accuracy and completeness of the data used to compile the Index
may occur from time to time and may not be identified and corrected by the Index
provider, particularly where the indices are less commonly used as benchmarks by
funds or managers. Therefore, gains, losses or costs associated with errors of
the Index provider or its agents will generally be borne by the Fund and its
shareholders. For example, during a period where the Index contains incorrect
constituents, the Fund would have market exposure to such constituents and would
be underexposed to the Index’s other constituents. Such errors may negatively or
positively impact the Fund and its shareholders.
When
the Index is rebalanced and the Fund in turn rebalances its portfolio to attempt
to increase the correlation between the Fund’s portfolio and the Index, any
transaction costs and market exposure arising from such portfolio rebalancing
will be borne directly by the Fund and its shareholders. The Fund may not be
fully invested at times either as a result of cash flows into the Fund or
reserves of cash held by the Fund to pay expenses or to meet redemptions. In
addition, the Fund may not
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invest
in certain securities and/or other assets included in the Index, or invest in
them in the exact proportions in which they are represented in the Index. The
Fund’s performance may also deviate from the return of the Index for a variety
of reasons, including legal restrictions or limitations imposed by the
governments of certain countries, certain exchange listing standards (where
applicable), a lack of liquidity in markets in which such securities trade,
potential adverse tax consequences or other regulatory reasons (such as
diversification requirements). A lack of liquidity may be due to various events,
including market events, economic conditions or investor perceptions. Illiquid
securities may be difficult to value and their value may be lower than the
market price of comparable liquid securities, which would negatively affect the
Fund’s performance. Moreover, the Fund may be delayed in purchasing or selling
securities included in the Index. When markets are volatile, the ability to sell
securities at fair value prices may be adversely impacted and may result in
additional trading costs and/or increase the index tracking risk. To the extent
the Fund encounters any issues with regard to currency convertibility (including
the cost of borrowing funds, if any), repatriation or economic sanctions, such
issues may also increase index tracking risk. The Fund may also need to rely on
borrowings to meet redemptions, which may lead to increased expenses. For tax
efficiency purposes, the Fund may sell certain securities, and such sale may
cause the Fund to realize a loss and deviate from the performance of the Index.
The Fund’s performance may also deviate from the performance of the Index due to
the impact of withholding taxes, including differences between the amount and/or
timing of withholding taxes on dividends reflected in the Index from the Fund's
actual, if any, foreign withholding tax obligations, late announcements relating
to changes to the Index and high turnover of the Index.
The
Fund may fair value certain of its investments, underlying currencies and/or
other assets. To the extent the Fund calculates its net asset value based on
fair value prices and the value of the Index is based on securities’ closing
prices on local foreign markets (i.e.,
the value of the Index is not based on fair value prices) or if the Fund
otherwise calculates its net asset value based on prices that differ from those
used in calculating the Index, the Fund’s ability to track the Index may be
adversely affected. The need to comply with the tax diversification and other
requirements of the Internal Revenue Code of 1986 may also impact the Fund’s
ability to track the performance of the Index. In addition, if the Fund utilizes
depositary receipts or other derivative instruments, its return may not
correlate as well with the return of the Index as would be the case if the Fund
purchased all the securities in the Index directly. To the extent the Fund
utilizes depositary receipts, the purchase of depositary receipts may negatively
affect the Fund’s ability to track the performance of the Index and increase
tracking error, which may be exacerbated if the issuer of the depositary receipt
discontinues issuing new depositary receipts or withdraws existing depositary
receipts. Actions taken in response to proposed corporate actions could also
result in increased tracking error. In light of the factors discussed above, the
Fund’s return may deviate significantly from the return of the
Index.
Apart
from scheduled rebalances, the Index provider or its agents may carry out
additional ad hoc rebalances to the Index in order, for example, to correct an
error in the selection of index constituents. When the Index is rebalanced and
the Fund in turn rebalances its portfolio to attempt to increase the correlation
between the Fund’s portfolio and the Index, any transaction costs and market
exposure arising from such portfolio rebalancing will be borne directly by the
Fund and its shareholders. Therefore, errors and additional ad hoc rebalances
carried out by the Index provider to the Index may increase the costs to and the
tracking error risk of the Fund.
Index
tracking risk may be heightened during times of increased market volatility or
other unusual market conditions. Changes to the composition of the Index in
connection with a rebalancing or reconstitution of the Index may cause the Fund
to experience increased volatility, during which time the Fund’s index tracking
risk may be heightened.
Authorized
Participant Concentration Risk.
The Fund may have a limited number of Authorized Participants, none of which are
obligated to engage in creation and/or redemption transactions. To the extent
that those Authorized Participants exit the business, or do not process creation
and/or redemption orders, there may be a significantly diminished trading market
for Shares or Shares may trade like closed-end funds at a discount (or premium)
to net asset value and possibly face trading halts and/or de-listing. This can
be reflected as a spread between the bid-ask prices for the Fund. The Authorized
Participant concentration risk may be heightened with respect to certain types
of assets or in cases where Authorized Participants have limited or diminished
access to the capital required to post collateral.
No
Guarantee of Active Trading Market Risk. There
can be no assurance that an active trading market for the Shares will develop or
be maintained, as applicable. Further, secondary markets may be subject to
irregular trading activity, wide bid/ask spreads and extended trade settlement
periods in times of market stress because market makers and Authorized
Participants may step away from making a market in the Shares and in executing
creation and redemption orders, which could cause a material deviation in the
Fund’s market price from its net asset value.
Van
Eck Securities Corporation, the distributor of the Shares, does not maintain a
secondary market in the Shares. Investors purchasing and selling Shares in the
secondary market may not experience investment results consistent with those
experienced by those Authorized Participants creating and redeeming directly
with the Fund.
Decisions
by market makers or Authorized Participants to reduce their role or “step away”
from these activities in times of market stress could inhibit the effectiveness
of the arbitrage process in maintaining the relationship between the underlying
value of the Fund’s portfolio securities and the Fund’s market price. This
reduced effectiveness could result in Fund Shares trading at a price which
differs materially from net asset value and also in greater than normal intraday
bid/ask spreads for Fund Shares.
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Trading
Issues Risk.
Trading in shares on the exchange may be halted due to market conditions or for
reasons that, in the view of the exchange, make trading in shares inadvisable.
In addition, trading in shares on the exchange is subject to trading halts
caused by extraordinary market volatility pursuant to the relevant exchange’s
“circuit breaker” rules. If a trading halt or unanticipated early close of the
exchange occurs, a shareholder may be unable to purchase or sell Shares of the
Fund. There can be no assurance that requirements of the exchange necessary to
maintain the listing of the Fund will continue to be met or will remain
unchanged.
Passive
Management Risk.
Unlike many investment companies, the Fund is not “actively” managed. Therefore,
unless a specific security/asset is removed from its Index, the Fund generally
would not sell such a security/asset because the security’s issuer is in
financial trouble. If a specific security/asset is removed from the Fund’s
Index, the Fund may be forced to sell such security/asset at an inopportune time
or for prices other than at current market values. An investment in the Fund
involves risks similar to those of investing in any fund that invests in a
similar asset class, such as market fluctuations caused by such factors as
economic and political developments, changes in interest rates and perceived
trends in security/asset prices. The Fund’s Index may not contain the
appropriate or a diversified mix of securities and/or assets for any particular
economic cycle. The timing of changes in the composition of the Fund’s portfolio
in seeking to track its Index could have a negative effect on the Fund. Unlike
with an actively managed fund, the Adviser does not use techniques or defensive
strategies designed to lessen the effects of market volatility or to reduce the
impact of periods of market decline. Additionally, unusual market conditions may
cause the Fund’s Index provider to postpone a scheduled rebalance or
reconstitution, which could cause the Fund’s Index to vary from its normal or
expected composition. This means that, based on market and economic conditions,
the Fund’s performance could be lower than funds that may actively shift their
portfolio assets to take advantage of market opportunities or to lessen the
impact of a market decline or a decline in the value of one or more issuers.
Fund Shares Trading, Premium/Discount Risk and Liquidity of
Fund Shares. Disruptions
to creations and redemptions, the existence of market volatility or potential
lack of an active trading market for Shares (including through a trading halt),
as well as other factors, may result in Shares trading at a significant premium
or discount to net asset value or to the intraday value of the Fund’s holdings.
The net asset value of the Shares will fluctuate with changes in the market
value of the Fund’s securities holdings. The market price of Shares may
fluctuate, in some cases materially, in accordance with changes in net asset
value and the intraday value of the Fund’s holdings, as well as supply and
demand on the Exchange. Shares may trade below, at or above their net asset
value. While the creation/redemption feature is designed to make it likely that
Shares normally will trade close to the value of the Fund’s holdings, market
prices are not expected to correlate exactly to the Fund’s net asset value due
to timing reasons, supply and demand imbalances and other factors. The price
differences may be due, in large part, to the fact that supply and demand forces
at work in the secondary trading market for Shares may be closely related to,
but not necessarily identical to, the same forces influencing the prices of the
securities of the Fund’s portfolio of investments trading individually or in the
aggregate at any point in time. If a shareholder purchases Shares at a time when
the market price is at a premium to the net asset value or sells Shares at a
time when the market price is at a discount to the net asset value, the
shareholder may pay significantly more or receive significantly less than the
underlying value of the Shares that were bought or sold or the shareholder may
be unable to sell his or her Shares. Any of these factors, discussed above and
further below, may lead to the Shares trading at a premium or discount to the
Fund’s net asset value. In addition, because certain of the Fund’s underlying
securities may trade on exchanges that are closed when the exchange that Shares
of the Fund trade on is open, there are likely to be deviations between the
expected value of an underlying security and the closing security’s price
(i.e.,
the last quote from its closed foreign market) resulting in premiums or
discounts to net asset value that may be greater than those experienced by other
ETFs. In addition, the securities held by the Fund may be traded in markets that
close at a different time than the Exchange. Liquidity in those securities may
be reduced after the applicable closing times. Accordingly, during the time when
the Exchange is open but after the applicable market closing, fixing or
settlement times, bid/ask spreads and the resulting premium or discount to the
Shares’ net asset value may widen. Additionally, in stressed market conditions,
the market for the Fund’s Shares may become less liquid in response to
deteriorating liquidity in the markets for the Fund’s underlying portfolio
holdings.
When
you buy or sell Shares of the Fund through a broker, you will likely incur a
brokerage commission or other charges imposed by brokers. In addition, the
market price of Shares, like the price of any exchange-traded security, includes
a bid/ask spread charged by the market makers or other participants that trade
the particular security. The spread of the Fund’s Shares varies over time based
on the Fund’s trading volume and market liquidity and may increase if the Fund’s
trading volume, the spread of the Fund’s underlying securities, or market
liquidity decrease. In times of severe market disruption, including when trading
of the Fund’s holdings may be halted, the bid/ask spread may increase
significantly. This means that Shares may trade at a discount to the Fund’s net
asset value, and the discount is likely to be greatest during significant market
volatility.
Non-Diversified
Risk.
The Fund is classified as a “non-diversified” fund under the Investment Company
Act of 1940. The Fund is subject to the risk that it will be more volatile than
a diversified fund because the Fund may invest a relatively high percentage of
its assets in a smaller number of issuers or may invest a larger proportion of
its assets in a single issuer. Moreover, the gains and losses on a single
investment may have a greater impact on the Fund’s net asset value and may make
the Fund more volatile than more diversified funds. The Fund may be particularly
vulnerable to this risk if it is comprised of a limited number of
investments.
Index-Related
Concentration Risk. The
Fund’s assets may be concentrated in a particular sector or sectors or industry
or group of industries to reflect the Index’s allocation to such sector or
sectors or industry or group of industries. The securities of
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many
or all of the companies in the same sector or industry may decline in value due
to developments adversely affecting such sector or industry. By concentrating
its assets in a particular sector or sectors or industry or group of industries,
the Fund is subject to the risk that economic, political or other conditions
that have a negative effect on those sectors and/or industries may negatively
impact the Fund to a greater extent than if the Fund’s assets were invested in a
wider variety of securities.
ADDITIONAL
NON-PRINCIPAL INVESTMENT STRATEGIES
The
Fund may invest in securities not included in its Index, money market
instruments, including repurchase agreements or other funds which invest in
money market instruments, convertible securities, structured notes (notes on
which the amount of principal repayment and interest payments are based on the
movement of one or more specified factors, such as the movement of a particular
stock or stock index) and/or certain derivatives, which the Adviser believes
will help the Fund track its Index. Depositary receipts not included in the
Fund’s Index may be used by the Fund in seeking performance that corresponds to
its respective Index and in managing cash flows, and may count towards
compliance with the Fund’s 80% policy. The Fund may also invest, to the extent
permitted by the Investment Company Act of 1940, in other affiliated and
unaffiliated funds, such as open-end or closed-end management investment
companies, including other ETFs. The Fund does not employ a temporary defensive
strategy to protect against potential stock market declines.
BORROWING
MONEY
The
Fund may borrow money from a bank up to a limit of one-third of the market value
of its assets. The Fund has entered or intends to enter into a credit facility
to borrow money for temporary, emergency or other purposes, including the
funding of shareholder redemption requests, trade settlements and as necessary
to distribute to shareholders any income required to maintain the Fund’s status
as a regulated investment company. To the extent that the Fund borrows money, it
may be leveraged; at such times, the Fund will appreciate or depreciate in value
more rapidly than its Index. Leverage generally has the effect of increasing the
amount of loss or gain the Fund might realize, and may increase volatility in
the value of the Fund’s investments.
LENDING
PORTFOLIO SECURITIES
The
Fund may lend its portfolio securities to brokers, dealers and other financial
institutions desiring to borrow securities to complete transactions and for
other purposes. In connection with such loans, the Fund receives cash, U.S.
government securities and stand-by letters of credit not issued by the Fund’s
bank lending agent equal to at least 102% of the value of the portfolio
securities being loaned. This collateral is marked-to-market on a daily basis.
Although the Fund will receive collateral in connection with all loans of its
securities holdings, the Fund would be exposed to a risk of loss should a
borrower fail to return the borrowed securities (e.g.,
the Fund would have to buy replacement securities and the loaned securities may
have appreciated beyond the value of the collateral held by the Fund) or become
insolvent. The Fund may pay fees to the party arranging the loan of securities.
In addition, the Fund will bear the risk that it may lose money because the
borrower of the loaned securities fails to return the securities in a timely
manner or at all. The Fund could also lose money in the event of a decline in
the value of any cash collateral or in the value of the investments made with
the cash collateral. These events could trigger adverse tax consequences for the
Fund. Substitute payments for dividends received by the Fund for securities
loaned out by the Fund will not be considered qualified dividend
income.
ADDITIONAL
NON-PRINCIPAL RISKS
Derivatives
Risk. Derivatives
are financial instruments whose values are based on the value of one or more
reference assets or indicators, such as a security, currency, interest rate, or
index. The Fund’s use of derivatives involves risks different from, and possibly
greater than, the risks associated with investing directly in securities and
other more traditional investments. Moreover, although the value of a derivative
is based on an underlying asset or indicator, a derivative typically does not
carry the same rights as would be the case if the Fund invested directly in the
underlying securities, currencies or other assets.
Derivatives
are subject to a number of risks, such as potential changes in value in response
to market developments or, in the case of “over-the-counter” derivatives, as a
result of a counterparty’s credit quality and the risk that a derivative
transaction may not have the effect the Adviser anticipated. Derivatives also
involve the risk of mispricing or improper valuation and the risk that changes
in the value of a derivative may not achieve the desired correlation with the
underlying asset or indicator. Derivative transactions can create investment
leverage and may be highly volatile, and the Fund could lose more than the
amount it invests. The use of derivatives may increase the amount and affect the
timing and character of taxes payable by shareholders of the Fund.
Many
derivative transactions are entered into “over-the-counter” without a central
clearinghouse; as a result, the value of such a derivative transaction will
depend on, among other factors, the ability and the willingness of the Fund’s
counterparty to perform its obligations under the transaction. If a counterparty
were to default on its obligations, the Fund’s contractual remedies against such
counterparty may be subject to bankruptcy and insolvency laws, which could
affect the Fund’s rights as a creditor (e.g.,
the Fund may not receive the net amount of payments that it is contractually
entitled to receive). Counterparty risk also refers to the related risks of
having concentrated exposure to such a counterparty. A liquid secondary market
may not always exist for the Fund’s derivative positions at any time, and the
Fund may not be able to initiate or liquidate a swap position at an advantageous
time or price, which may result in significant losses. The Fund may also face
the risk that it may not be able to meet margin and payment requirements to
maintain a derivatives position.
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Derivatives
are also subject to operational and legal risks. Operational risk generally
refers to risk related to potential operational issues, including documentation
issues, settlement issues, system failures, inadequate controls, and human
errors. Legal risk generally refers to insufficient documentation, insufficient
capacity or authority of counterparty, or legality or enforceability of a
contract.
Under
Rule 18f-4 (the “derivatives rule”), funds need to trade derivatives and other
transactions that create future fund payment or delivery obligations subject to
a value-at-risk (“VaR”) leverage limit, and certain derivatives risk management
program and reporting requirements. Generally, these requirements apply unless a
fund qualifies as a “limited derivatives user,” as defined in the derivatives
rule. Under the derivatives rule, when a fund trades reverse repurchase
agreements or similar financing transactions, including certain tender option
bonds, it needs to aggregate the amount of indebtedness associated with the
reverse repurchase agreements or similar financing transactions with the
aggregate amount of any other senior securities representing indebtedness when
calculating the fund’s asset coverage ratio or treat all such transactions as
derivatives transactions. Reverse repurchase agreements or similar financing
transactions aggregated with other indebtedness do not need to be included in
the calculation of whether a fund is a limited derivatives user, but for funds
subject to the VaR testing, reverse repurchase agreements and similar financing
transactions must be included for purposes of such testing whether treated as
derivatives transactions or not. The Securities and Exchange Commission also
provided guidance in connection with the derivatives rule regarding use of
securities lending collateral that may limit a fund's securities lending
activities. In addition, under the derivatives rule, the Fund is permitted to
invest in a security on a when-issued or forward-settling basis, or with a
non-standard settlement cycle, and the transaction will be deemed not to involve
a senior security under the Investment Company Act of 1940, provided that (i)
the Fund intends to physically settle the transaction and (ii) the transaction
will settle within 35 days of its trade date (the “Delayed-Settlement Securities
Provision”). The Fund may otherwise engage in such transactions that do not meet
the conditions of the Delayed-Settlement Securities Provision so long as the
Fund treats any such transaction as a “derivatives transaction” for purposes of
compliance with the derivatives rule. Furthermore, under the derivatives rule,
the Fund will be permitted to enter into an unfunded commitment agreement, and
such unfunded commitment agreement will not be subject to the asset coverage
requirements under the Investment Company Act of 1940, if the Fund reasonably
believes, at the time it enters into such agreement, that it will have
sufficient cash and cash equivalents to meet its obligations with respect to all
such agreements as they come due.
Leverage
Risk.
To the extent that the Fund borrows money or utilizes certain derivatives, it
may be leveraged. Leveraging generally exaggerates the effect on net asset value
of any increase or decrease in the market value of the Fund’s portfolio
securities. The Fund is required to comply with the derivatives rule when it
engages in transactions that create future Fund payment or delivery obligations.
The Fund is required to comply with the asset coverage requirements under the
Investment Company Act of 1940 when it engages in borrowings and/or transactions
treated as borrowings.
Shareholder
Risk. Certain
shareholders, including other funds advised by the Adviser, may from time to
time own a substantial amount of the Fund’s Shares. In addition, a third-party
investor, the Adviser or an affiliate of the Adviser, an Authorized Participant,
a market maker, or another entity may invest in the Fund and hold its investment
for a limited period of time. There can be no assurance that any large
shareholder would not redeem (through an Authorized Participant) its investment.
Redemptions by shareholders (through an Authorized Participant) could have a
negative impact on the Fund. In addition, transactions by large shareholders may
account for a large percentage of the trading volume on the exchange and may,
therefore, have a material effect on the market price of the
Shares.
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A
description of the Fund’s policies and procedures with respect to the disclosure
of the Fund’s portfolio securities is available in the Fund’s SAI.
Board
of Trustees. The
Board of Trustees of the Trust has responsibility for the general oversight of
the management of the Fund, including general supervision of the Adviser and
other service providers, but is not involved in the day-to-day management of the
Trust. A list of the Trustees and the Trust officers, and their present
positions and principal occupations, is provided in the Fund’s SAI.
Investment
Adviser. Under
the terms of an investment management agreement between the Trust and Van Eck
Associates Corporation with respect to the Fund (the “Investment Management
Agreement”), Van Eck Associates Corporation serves as the adviser to the Fund
and, subject to the supervision of the Board of Trustees, is responsible for the
day-to-day investment management of the Fund. As
of December 31, 2025, the Adviser managed approximately $181.37 billion in
assets. The
Adviser has been an investment adviser since 1955 and also acts as adviser or
sub-adviser to mutual funds, other ETFs, other pooled investment vehicles and
separate accounts. The Adviser’s principal business address is 666 Third Avenue,
9th Floor, New York, New York 10017. A
discussion regarding the Board of Trustees’ approval of the Investment
Management Agreement is available in the Trust’s filing on Form N-CSR for the
period ended September 30, 2025.
Pursuant
to the Investment Management Agreement, the Adviser is responsible for all
expenses of the Fund including the costs of transfer agency, custody, fund
administration, legal, audit and other services, except for the fee payment
under the Investment Management Agreements, acquired fund fees and expenses,
interest expense, offering costs, trading expenses, taxes and extraordinary
expenses. For its services to the Fund, the Fund has agreed to pay the Adviser
an annual unitary management fee equal to 0.50% of its average daily net assets.
Offering costs excluded from the annual unitary management fee are: (a) legal
fees pertaining to the Fund’s Shares offered for sale; (b) SEC and state
registration fees; and (c) initial fees paid for Shares of the Fund to be listed
on an exchange. Notwithstanding the foregoing, the Adviser has agreed to pay all
such offering costs until at least [February 1, 2028] with respect to the
Fund.
Administrator,
Custodian and Transfer Agent. Van
Eck Associates Corporation is the administrator for the Fund (the
“Administrator”), and State Street Bank and Trust Company is the custodian of
the Fund’s assets and provides transfer agency and fund accounting services to
the Fund. The Administrator is responsible for certain clerical, recordkeeping
and/or bookkeeping services which are required to be provided pursuant to the
Investment Management Agreements.
Distributor.
Van
Eck Securities Corporation is the distributor of the Shares (the "Distributor").
The Distributor will not distribute Shares in less than a specified number of
Shares, each called a "Creation Unit," and does not maintain a secondary market
in the Shares. The Shares are traded in the secondary market.
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The
portfolio managers currently responsible for the day-to-day management of the
Fund’s portfolio are Peter H. Liao, CFA and Griffin Driscoll.
Mr.
Liao has been employed by the Adviser as an analyst since the summer of 2004 and
has been a portfolio manager since 2006. Mr. Liao graduated from New York
University in 2004 with a Bachelor of Arts in Economics and
Mathematics.
Mr.
Driscoll is deputy portfolio manager of the Fund. He has been employed with the
Adviser since 2018 and has over 6 years' experience in the financial markets.
Mr. Driscoll received his Bachelor of Science in Finance from Providence
College.
Each
of Messrs. Driscoll and Liao serve as a portfolio manager of other funds of the
Trust. Messrs. Driscoll and Liao also serve as portfolio managers for certain
other investment companies and pooled investment vehicles advised by the
Adviser. See the Fund’s SAI for additional information about the portfolio
managers’ compensation, other accounts managed by the portfolio managers and
their respective ownership of Shares of the Fund.
DETERMINATION
OF NAV
The
net asset value (“NAV”) per Share for the Fund is computed by dividing the value
of the net assets of the Fund (i.e.,
the value of its total assets less total liabilities) by the total number of
Shares outstanding. Expenses and fees, including the management fee, are accrued
daily and taken into account for purposes of determining NAV. The NAV of the
Fund is determined each business day as of the close of trading (ordinarily 4:00
p.m., Eastern time) on the New York Stock Exchange.
The
values of the Fund’s portfolio securities are based on the securities’ closing
prices on the markets on which the securities trade, when available. Due to the
time differences between the United States and certain countries in which the
Fund invests, securities on these exchanges may not trade at times when Shares
of the Fund will trade. In the absence of a last reported sales price, or if no
sales were reported, and for other assets for which market quotes are not
readily available, values may be based on quotes obtained from a quotation
reporting system, established market makers or by an outside independent pricing
service. Debt instruments with remaining maturities of more than 60 days are
valued at the evaluated mean price provided by an outside independent pricing
service. If an outside independent pricing service is unable to provide a
valuation, the instrument is valued at the mean of the highest bid and the
lowest asked quotes obtained from one or more brokers or dealers selected by the
Adviser. Prices obtained by an outside independent pricing service may use
information provided by market makers or estimates of market values obtained
from yield data related to investments or securities with similar
characteristics and may use a computerized grid matrix of securities and its
evaluations in determining what it believes is the fair value of the portfolio
securities. Short-term debt instruments having a maturity of 60 days or less are
valued at amortized cost. Any assets or liabilities denominated in currencies
other than the U.S. dollar are converted into U.S. dollars at the current market
rates on the date of valuation as quoted by one or more sources. If a market
quotation for a security or other asset is not readily available or the Adviser
believes it does not otherwise accurately reflect the market value of the
security or asset at the time the Fund calculates its NAV, the Board of Trustees
has designated the Adviser as the valuation designee pursuant to Rule 2a-5 under
the Investment Company Act of 1940 to perform fair valuation for such security
or asset in accordance with the Trust’s and Adviser’s valuation policies and
procedures approved by the Board of Trustees. The Fund may also use fair value
pricing in a variety of circumstances, including but not limited to, situations
when the value of a security in the Fund’s portfolio has been materially
affected by events occurring after the close of the market on which the security
is principally traded (such as a corporate action or other news that may
materially affect the price of a security) or trading in a security has been
suspended or halted. In addition, the Fund currently expects that it will fair
value certain of the foreign equity securities held by the Fund each day the
Fund calculates its NAV, except those securities principally traded on exchanges
that close at the same time the Fund calculates its NAV.
Accordingly,
the Fund’s NAV may reflect certain portfolio securities’ fair values rather than
their market prices at the time the exchanges on which they principally trade
close. Fair value pricing involves subjective judgments and it is possible that
a fair value determination for a security or other asset is materially different
than the value that could be realized upon the sale of such security or asset.
In addition, fair value pricing could result in a difference between the prices
used to calculate the Fund’s NAV and the prices used by the Fund’s Index. This
may adversely affect the Fund’s ability to track its Index. With respect to
securities that are principally traded on foreign exchanges, the value of the
Fund’s portfolio securities may change on days when you will not be able to
purchase or sell your Shares.
INTRADAY
VALUE
The
trading prices of the Fund’s Shares in the secondary market generally differ
from the Fund’s daily NAV and are affected by market forces such as the supply
of and demand for Fund Shares and underlying securities held by the Fund,
economic conditions and other factors. Information regarding the intraday value
of the Fund’s Shares (“IIV”) may be disseminated throughout each trading day by
an Exchange or by market data vendors or other information providers. The IIV is
based on the current market value of the securities and/or cash required to be
deposited in exchange for a Creation Unit. The IIV does not necessarily reflect
the precise composition of the current portfolio of securities held by the Fund
at a particular point in time or the best possible valuation of the current
portfolio. Therefore, the IIV should not be viewed as a “real-time” update of
the Fund’s NAV, which is computed only once a day. The IIV is generally
determined by using current market quotations and/or price quotations obtained
from broker-dealers and other market intermediaries that may trade in the
portfolio securities held
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by
the Fund and valuations based on current market rates. The quotations and/or
valuations of certain Fund holdings may not be updated during U.S. trading hours
if such holdings do not trade in the United States. The Fund is not involved in,
or responsible for, the calculation or dissemination of the IIV and makes no
warranty as to its accuracy.
RULE
144A AND OTHER UNREGISTERED SECURITIES
An
Authorized Participant (i.e., a person eligible to place orders with the
Distributor to create or redeem Creation Units of the Fund) that is not a
“qualified institutional buyer,” as such term is defined under Rule 144A of the
Securities Act of 1933, as amended (the “Securities Act”), will not be able to
receive, as part of a redemption, restricted securities eligible for resale
under Rule 144A or other unregistered securities.
BUYING
AND SELLING EXCHANGE-TRADED SHARES
The
Shares of the Fund are listed on an Exchange. If you buy or sell Shares in the
secondary market, you will incur customary brokerage commissions and charges and
may pay some or all of the “spread,” which is any difference between the bid
price and the ask price. The spread varies over time for the Fund’s Shares based
on the Fund’s trading volume and market liquidity, and is generally lower if the
Fund has high trading volume and market liquidity, and generally higher if the
Fund has little trading volume and market liquidity (which is often the case for
funds that are newly launched or small in size). In times of severe market
disruption or low trading volume in the Fund’s Shares, this spread can increase
significantly. It is anticipated that the Shares will trade in the secondary
market at prices that may differ to varying degrees from the NAV of the Shares.
During periods of disruptions to creations and redemptions or the existence of
extreme market volatility, the market prices of Shares are more likely to differ
significantly from the Shares’ NAV.
The
Depository Trust Company (“DTC”) serves as securities depository for the Shares.
(The Shares may be held only in book- entry form; stock certificates will not be
issued.) DTC, or its nominee, is the record or registered owner of all
outstanding Shares. Beneficial ownership of Shares will be shown on the records
of DTC or its participants (described below). Beneficial owners of Shares are
not entitled to have Shares registered in their names, will not receive or be
entitled to receive physical delivery of certificates in definitive form and are
not considered the registered holder thereof. Accordingly, to exercise any
rights of a holder of Shares, each beneficial owner must rely on the procedures
of: (i) DTC; (ii) “DTC Participants,” i.e., securities brokers and dealers,
banks, trust companies, clearing corporations and certain other organizations,
some of whom (and/or their representatives) own DTC; and (iii) “Indirect
Participants,” i.e., brokers, dealers, banks and trust companies that clear
through or maintain a custodial relationship with a DTC Participant, either
directly or indirectly, through which such beneficial owner holds its interests.
The Trust understands that under existing industry practice, in the event the
Trust requests any action of holders of Shares, or a beneficial owner desires to
take any action that DTC, as the record owner of all outstanding Shares, is
entitled to take, DTC would authorize the DTC Participants to take such action
and that the DTC Participants would authorize the Indirect Participants and
beneficial owners acting through such DTC Participants to take such action and
would otherwise act upon the instructions of beneficial owners owning through
them. As described above, the Trust recognizes DTC or its nominee as the owner
of all Shares for all purposes. For more information, see the section entitled
“Book Entry Only System” in the Fund’s SAI.
Each
Exchange is open for trading Monday through Friday and is closed on weekends and
the following holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’
Day, Good Friday, Memorial Day, Juneteenth National Independence Day,
Independence Day, Labor Day, Thanksgiving Day and Christmas Day. Because
non-U.S. exchanges may be open on days when the Fund does not price its Shares,
the value of the securities in the Fund’s portfolio may change on days when
shareholders will not be able to purchase or sell the Fund’s
Shares.
The
right of redemption by an Authorized Participant may be suspended or the date of
payment postponed (1) for any period during which an Exchange is closed (other
than customary weekend and holiday closings); (2) for any period during which
trading on an Exchange is suspended or restricted; (3) for any period during
which an emergency exists as a result of which disposal of the Shares of the
Fund or determination of its NAV is not reasonably practicable; or (4) in such
other circumstance as is permitted by the Securities and Exchange
Commission.
Market
Timing and Related Matters.
The Fund imposes no restrictions on the frequency of purchases and redemptions.
Frequent purchases and redemptions of Fund Shares may attempt to take advantage
of a potential arbitrage opportunity presented by a lag between a change in the
value of the Fund’s portfolio securities after the close of the primary markets
for the Fund’s portfolio securities and the reflection of that change in the
Fund’s NAV (“market timing”). The Board of Trustees considered the nature of the
Fund (i.e., a fund whose shares are expected to trade intraday), that the
Adviser monitors the trading activity of Authorized Participants for patterns of
abusive trading, that the Fund reserves the right to reject orders that may be
disruptive to the management of or otherwise not in the Fund’s best interests,
and that the Fund may fair value certain of its securities. Given this
structure, the Board of Trustees determined that it is not necessary to impose
restrictions on the frequency of purchases and redemptions for the Fund at the
present time.
DISTRIBUTIONS
Net
Investment Income and Capital Gains. As
a shareholder of the Fund, you are entitled to your share of the Fund’s
distributions of net investment income and net realized capital gains on its
investments. The Fund pays out substantially all of its net earnings to its
shareholders as “distributions.”
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The
Fund typically earns income dividends from stocks and may earn interest from
debt securities. These amounts, net of expenses, are typically passed along to
Fund shareholders as dividends from net investment income. The Fund realizes
capital gains or losses whenever it sells securities. Net capital gains are
distributed to shareholders as “capital gain distributions.” Dividends paid by
the Fund that are properly reported as exempt-interest dividends will not be
subject to regular federal income tax. Distributions from the Fund’s net
investment income (other than net tax-exempt income, if applicable), including
net short-term capital gains, if any, are taxable to you as ordinary income. Any
long-term capital gains distributions you receive from the Fund are taxable as
long-term capital gains.
Net
investment income, if any, is typically distributed to shareholders at least
annually for the Fund while net realized capital gains, if any, are also
typically distributed to shareholders at least annually. Dividends may be
declared and paid more frequently to improve index tracking or to comply with
the distribution requirements of the Internal Revenue Code of 1986. In addition,
in situations where the Fund acquires investment securities after the beginning
of a dividend period, the Fund may elect to distribute at least annually amounts
representing the full dividend yield net of expenses on the underlying
investment securities, as if the Fund owned the underlying investment securities
for the entire dividend period. If the Fund so elects, some portion of each
distribution may result in a return of capital, which, for tax purposes, is
treated as a return of your investment in Shares. You will be notified regarding
the portion of the distribution which represents a return of
capital.
Distributions
in cash may be reinvested automatically in additional Shares of the Fund only if
the broker through which you purchased Shares makes such option
available.
TAX
INFORMATION
As
with any investment, you should consider how your Fund investment will be taxed.
The tax information in this Prospectus is provided as general information. You
should consult your own tax professional about the tax consequences of an
investment in the Fund, including the possible application of foreign, state and
local taxes. Unless your investment in the Fund is through a tax-exempt entity
or tax-deferred retirement account, such as a 401(k) plan, you need to be aware
of the possible tax consequences when: (i) the Fund makes distributions, (ii)
you sell Shares in the secondary market or (iii) you create or redeem Creation
Units.
Taxes
on Distributions. As
noted above, the Fund expects to distribute net investment income, if any, at
least annually, and any net realized long-term or short-term capital gains, if
any, annually. The Fund may also pay a special distribution at any time to
comply with U.S. federal tax requirements.
In
general, your distributions are subject to U.S. federal income tax when they are
paid, whether you take them in cash or reinvest them in the Fund. Distributions
of net investment income, including net short-term gains, if any, are generally
taxable as ordinary income. Whether distributions of capital gains represent
long-term or short-term capital gains is determined by how long the Fund owned
the investments that generated them, rather than how long you have owned your
Shares. Distributions of net short-term capital gains in excess of net long–term
capital losses, if any, are generally taxable as ordinary income. Distributions
of net long-term capital gains in excess of net short-term capital losses, if
any, that are properly reported as capital gain dividends are generally taxable
as long-term capital gains. Long-term capital gains of a non-corporate
shareholder are generally taxable at a maximum rate of 15% or 20%, depending on
whether the shareholder’s income exceeds certain threshold amounts.
The
Fund may receive dividends, the distribution of which the Fund may report as
qualified dividends. In the event that the Fund receives such a dividend and
reports the distribution of such dividend as a qualified dividend, the dividend
may be taxed at the maximum capital gains rates of 15% or 20%, provided holding
period and other requirements are met at both the shareholder and the Fund
level. There can be no assurance that any significant portion of the Fund’s
distributions will be eligible for qualified dividend treatment.
Distributions
in excess of the Fund’s current and accumulated earnings and profits are treated
as a tax-free return of your investment to the extent of your basis in the
Shares, and generally as capital gain thereafter. A return of capital, which for
tax purposes is treated as a return of your investment, reduces your basis in
Shares, thus reducing any loss or increasing any gain on a subsequent taxable
disposition of Shares. A distribution will reduce the Fund’s NAV per Share and
may be taxable to you as ordinary income or capital gain even though, from an
economic standpoint, the distribution may constitute a return of
capital.
Dividends,
interest and gains from non-U.S. investments of the Fund may give rise to
withholding and other taxes imposed by foreign countries. Tax conventions
between certain countries and the United States may, in some cases, reduce or
eliminate such taxes.
If
more than 50% of the Fund’s total assets at the end of its taxable year consist
of foreign securities, the Fund may elect to “pass through” to its investors
certain foreign income taxes paid by the Fund, with the result that each
investor will (i) include in gross income, even though not actually received,
the investor’s pro rata share of the Fund’s foreign income taxes, and (ii)
either deduct (in calculating U.S. taxable income) or credit (in calculating
U.S. federal income), subject to certain holding period and other limitations,
the investor’s pro rata share of the Fund’s foreign income taxes. It is expected
that more than 50% of the Fund’s assets will consist of securities that are
foreign-listed companies and/or foreign-domiciled companies.
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The
Fund may make investments in companies classified as passive foreign investment
companies (“PFICs”) for U.S. federal income tax purposes. Investments in PFICs
are subject to special tax rules which may result in adverse tax consequences to
the Fund and its shareholders. The Fund generally intends to elect to “mark to
market” these investments at the end of each taxable year. By making this
election, the Fund will recognize as ordinary income any increase in the value
of such shares as of the close of the taxable year over their adjusted basis and
as ordinary loss any decrease in such investment (but only to the extent of
prior income from such investment under the mark to market rules). Gains
realized with respect to a disposition of a PFIC that the Fund has elected to
mark to market will be ordinary income. By making the mark to market election,
the Fund may recognize income in excess of the distributions that it receives
from its investments. Accordingly, the Fund may need to borrow money or dispose
of some of its investments in order to meet its distribution requirements. If
the Fund does not make the mark to market election with respect to an investment
in a PFIC, the Fund could become subject to U.S. federal income tax with respect
to certain distributions from, and gain on the dispositions of, the PFIC which
cannot be avoided by distributing such amounts to the Fund’s
shareholders.
Backup
Withholding.
The Fund may be required to withhold a percentage of your distributions and
proceeds if you have not provided a taxpayer identification number or social
security number or otherwise established a basis for exemption from backup
withholding. The backup withholding rate for individuals is currently 24%. This
is not an additional tax and may be refunded, or credited against your U.S.
federal income tax liability, provided certain required information is timely
furnished to the Internal Revenue Service.
Taxes
on the Sale or Cash Redemption of Exchange Listed Shares. Currently,
any capital gain or loss realized upon a sale of Shares is generally treated as
long-term capital gain or loss if the Shares have been held for more than one
year and as a short-term capital gain or loss if held for one year or less.
However, any capital loss on a sale of Shares held for six months or less is
treated as long-term capital loss to the extent that capital gain dividends were
paid with respect to such Shares. The ability to deduct capital losses may be
limited. To the extent that the Fund shareholder’s Shares are redeemed for cash,
this is normally treated as a sale for tax purposes.
Taxes
on Creations and Redemptions of Creation Units. A
person who exchanges securities for Creation Units generally will recognize a
gain or loss. The gain or loss will be equal to the difference between the
market value of the Creation Units at the time of exchange and the sum of the
exchanger’s aggregate basis in the securities surrendered and the amount of any
cash paid for such Creation Units. A person who exchanges Creation Units for
securities will generally recognize a gain or loss equal to the difference
between the exchanger’s basis in the Creation Units and the sum of the aggregate
market value of the securities received. The Internal Revenue Service, however,
may assert that a loss realized upon an exchange of primarily securities for
Creation Units cannot be deducted currently under the rules governing “wash
sales,” or on the basis that there has been no significant change in economic
position. Persons exchanging securities for Creation Units or redeeming Creation
Units should consult their own tax adviser with respect to whether wash sale
rules apply and when a loss might be deductible and the tax treatment of any
creation or redemption transaction.
Under
current U.S. federal income tax laws, any capital gain or loss realized upon a
redemption (or creation) of Creation Units held as capital assets is generally
treated as long-term capital gain or loss if the Shares (or securities
surrendered) have been held for more than one year and as a short-term capital
gain or loss if the Shares (or securities surrendered) have been held for one
year or less.
If
you create or redeem Creation Units, you will be sent a confirmation statement
showing how many Shares you created or sold and at what price.
Medicare
Tax. An
additional 3.8% Medicare tax is imposed on certain net investment income
(including ordinary dividends and capital gain distributions received from the
Fund and net gains from redemptions or other taxable dispositions of Fund
Shares) of U.S. individuals, estates and trusts to the extent that such person’s
“modified adjusted gross income” (in the case of an individual) or “adjusted
gross income” (in the case of an estate or trust) exceeds certain threshold
amounts.
Non-U.S.
Shareholders. Dividends
paid by the Fund to non-U.S. shareholders are generally subject to withholding
tax at a 30% rate or a reduced rate specified by an applicable income tax treaty
to the extent derived from investment income and short-term capital gains.
Dividends paid by the Fund from net tax-exempt income or long-term capital gains
are generally not subject to such withholding tax. Properly-reported dividends
are generally exempt from U.S. federal withholding tax where they (i) are paid
in respect of the Fund’s “qualified net interest income” (generally, the Fund’s
U.S. source interest income, other than certain contingent interest and interest
from obligations of a corporation or partnership in which the Fund is at least a
10% shareholder, reduced by expenses that are allocable to such income); or (ii)
are paid in respect of the Fund’s “qualified short-term capital gains”
(generally, the excess of the Fund’s net short-term capital gain over the Fund’s
long-term capital loss for such taxable year). However, depending on its
circumstances, the Fund may report all, some or none of its potentially eligible
dividends as such qualified net interest income or as qualified short-term
capital gains and/or treat such dividends, in whole or in part, as ineligible
for this exemption from withholding.
Any
capital gain realized by a Non-U.S. shareholder upon a sale of Shares of the
Fund will generally not be subject to U.S. federal income or withholding tax
unless (i) the gain is effectively connected with the shareholder’s trade or
business in the United States, or in the case of a shareholder who is a
nonresident alien individual, the shareholder is present in the United States
for 183 days or more during the taxable year and certain other conditions are
met or (ii) the Fund is or has been a U.S. real property holding corporation, as
defined below, at any time within the five-year period preceding the date of
disposition of
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the
Fund’s Shares or, if shorter, within the period during which the Non-U.S.
shareholder has held the Shares. Generally, a corporation is a U.S. real
property holding corporation if the fair market value of its U.S. real property
interests, as defined in the Internal Revenue Code of 1986 and applicable
regulations, equals or exceeds 50% of the aggregate fair market value of its
worldwide real property interests and its other assets used or held for use in a
trade or business. The Fund may be, or may prior to a Non-U.S. shareholder’s
disposition of Shares become, a U.S. real property holding corporation. If the
Fund is or becomes a U.S. real property holding corporation, so long as the
Fund’s Shares are regularly traded on an established securities market, only a
Non-U.S. shareholder who holds or held (at any time during the shorter of the
five year period preceding the date of disposition or the holder’s holding
period) more than 5% (directly or indirectly as determined under applicable
attribution rules of the Internal Revenue Code of 1986) of the Fund’s Shares
will be subject to United States federal income tax on the disposition of
Shares.
As
part of the Foreign Account Tax Compliance Act, (“FATCA”), the Fund may be
required to withhold 30% tax on certain types of U.S. sourced income
(e.g.,
dividends, interest, and other types of passive income), paid to (i) foreign
financial institutions (“FFIs”), including non-U.S. investment funds, unless
they agree to collect and disclose to the Internal Revenue Service information
regarding their direct and indirect U.S. account holders and (ii) certain
nonfinancial foreign entities (“NFFEs”), unless they certify certain information
regarding their direct and indirect U.S. owners. To avoid possible withholding,
FFIs will need to enter into agreements with the Internal Revenue Service which
state that they will provide the Internal Revenue Service information, including
the names, account numbers and balances, addresses and taxpayer identification
numbers of U.S. account holders and comply with due diligence procedures with
respect to the identification of U.S. accounts as well as agree to withhold tax
on certain types of withholdable payments made to non-compliant foreign
financial institutions or to applicable foreign account holders who fail to
provide the required information to the Internal Revenue Service, or similar
account information and required documentation to a local revenue authority,
should an applicable intergovernmental agreement be implemented. NFFEs will need
to provide certain information regarding each substantial U.S. owner or
certifications of no substantial U.S. ownership, unless certain exceptions
apply, or agree to provide certain information to the Internal Revenue
Service.
While
some parts of the FATCA rules have not been finalized, the Fund may be subject
to the FATCA withholding obligation, and also will be required to perform due
diligence reviews to classify foreign entity investors for FATCA purposes.
Investors are required to agree to provide information necessary to allow the
Fund to comply with the FATCA rules. If the Fund is required to withhold amounts
from payments pursuant to FATCA, investors will receive distributions that are
reduced by such withholding amounts.
Non-U.S.
shareholders are advised to consult their tax advisors with respect to the
particular tax consequences to them of an investment in the Fund, including the
possible applicability of the U.S. estate tax.
The
foregoing discussion summarizes some of the consequences under current U.S.
federal income tax law of an investment in the Fund. It is not a substitute for
personal tax advice. Consult your own tax advisor about the potential tax
consequences of an investment in the Fund under all applicable tax laws. Changes
in applicable tax authority could materially affect the conclusions discussed
above and could adversely affect the Fund, and such changes often
occur.
The,
MarketVector
Digital Native Economy
Index is published by MarketVector IndexesTM
GmbH (“MarketVector”), which is an indirectly wholly owned subsidiary of the
Adviser.
MarketVector
does not sponsor, endorse, or promote the Fund and bears no liability with
respect to the Fund or any security.
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The
Digital Index is a rules-based, modified capitalization-weighted, float-adjusted
index intended to give investors a means of tracking the overall performance of
companies that are primarily engaged in the emerging “Digital Native
Economy.”
To
be initially eligible for the Index, (i) companies must generate at least 50% of
their revenues from one or more of the following: Millennial Finance (including
digital brokerage platforms, digital asset exchanges, neobanks, consumer credit
scoring services, and electronic payment or BNPL providers), Gig Economy and
Online Forums (including ride-hailing, food and grocery delivery, online forums,
and freelance or peer-to-peer marketplaces), or Digital Sports Betting and Video
Game Developers (including online gambling platforms, iGaming software, digital
lottery and casino services, video game developers and/or sports data and
analytics providers); and (ii) all stocks must be listed on a U.S. exchange and
have a market capitalization of greater than $150 million as of the end of the
month prior to the month in which a rebalancing date occurs. Additionally, the
Index has average trading volume criteria that are specified in the
rulebook.
The
Index applies market capitalization and liquidity screens to eligible companies,
requiring a minimum free float of 10%, minimum market capitalization of $150
million for new components (and $75 million for current components), and minimum
trading volume thresholds.
At
each quarterly rebalance, the Index components are weighted using a tiered,
modified float-adjusted market capitalization approach. Aggregate tier weights
are equally distributed across Millennial Finance, Gig Economy & Online
Forums, and Digital Sports Betting & Video Game Developers. Individual
component weights are capped at 8% (4.5% for companies with less than 50%
revenue exposure to eligible activities), and the aggregate weight of companies
with less than 50% exposure to eligible activities may not exceed
20%.
The
Index is currently reconstituted and rebalanced quarterly. MarketVector may
delay or change a scheduled rebalancing or reconstitution of the Index or the
implementation of certain rules at its sole discretion.
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The
Adviser has entered into a licensing agreement with MarketVector to use the
Digital Index (the “MarketVector Index”). The Fund is entitled to use its Index
pursuant to a sub-licensing arrangement with the Adviser.
Shares
of the Fund are not sponsored, endorsed, sold or promoted by MarketVector.
MarketVector makes no representation or warranty, express or implied, to the
owners of the Shares of the Fund or any member of the public regarding the
advisability of investing in securities generally or in the Shares of the Fund
particularly or the ability of the MarketVector Index to track the performance
of its respective securities markets. The MarketVector Index is determined and
composed by MarketVector without regard to the Adviser or the Shares of the
Fund. MarketVector has no obligation to take the needs of the Adviser or the
owners of the Shares of the IFund into consideration in determining or composing
the Index. MarketVector is not responsible for and has not participated in the
determination of the timing of, prices at, or quantities of the Shares of the
Fund to be issued or in the determination or calculation of the equation by
which the Shares of the Fund are to be converted into cash. MarketVector has no
obligation or liability in connection with the administration, marketing or
trading of the Shares of the Fund.
The
Shares of the Fund are not sponsored, promoted, sold or supported in any other
manner by Solactive AG nor does Solactive AG offer any express or implicit
guarantee or assurance either with regard to the results of using the
MarketVector Index and/or its trade mark or its price at any time or in any
other respect. The MarketVector Index is calculated and maintained by Solactive
AG. Solactive AG uses its best efforts to ensure that the MarketVector Index is
calculated correctly. Irrespective of its obligations towards MarketVector,
Solactive AG has no obligation to point out errors in the MarketVector Index to
third parties including but not limited to investors and/or financial
intermediaries of the Fund. Neither publication of the MarketVector Index by
Solactive AG nor the licensing of the MarketVector Index or its trade mark for
the purpose of use in connection with the Fund constitutes a recommendation by
Solactive AG to invest capital in the Fund nor does it in any way represent an
assurance or opinion of Solactive AG with regard to any investment in the Fund.
Solactive AG is not responsible for fulfilling the legal requirements concerning
the accuracy and completeness of the prospectus of the Fund.
MARKETVECTOR
DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE
MARKETVECTOR
INDEX OR ANY DATA INCLUDED THEREIN AND MARKETVECTOR SHALL HAVE NO LIABILITY FOR
ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. MARKETVECTOR MAKES NO WARRANTY,
EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ADVISER, OWNERS OF
SHARES OF THE FUND OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE
MARKETVECTOR INDEX OR ANY DATA INCLUDED THEREIN. MARKETVECTOR MAKES NO EXPRESS
OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKETVECTOR
INDEX
OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT
SHALL MARKETVECTOR HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR
CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE
POSSIBILITY OF SUCH DAMAGES.
The
MSCI ACWI Index included in the Fund’s performance table is a product of MSCI
Inc. and/or its affiliates and has been licensed for use by the Adviser.
Redistribution or reproduction in whole or in part are prohibited without
written permission of MSCI Inc. For more information on any of the MSCI indices
please visit www.msci.com.
Neither MSCI, their affiliates nor their third party licensors make any
representation or warranty, express or implied, as to the ability of any index
to accurately represent the asset class or market sector that it purports to
represent and neither MSCI, their affiliates nor their third party licensors
shall have any liability for any errors, omissions, or interruptions of any
index or the data included therein.
Certain
information contained herein (the “Information”) is sourced from/copyright of
MSCI Inc., MSCI ESG Research LLC, or their affiliates (“MSCI”), or information
providers (together the “MSCI Parties”) and may have been used to calculate
scores, signals, or other indicators. The Information is for internal use only
and may not be reproduced or disseminated in whole or part without prior written
permission. The Information may not be used for, nor does it constitute, an
offer to buy or sell, or a promotion or recommendation of, any security,
financial instrument or product, trading strategy, or index, nor should it be
taken as an indication or guarantee of any future performance. Some funds may be
based on or linked to MSCI indexes, and MSCI may be compensated based on the
fund’s assets under management or other measures. MSCI has established an
information barrier between index research and certain Information. None of the
Information in and of itself can be used to determine which securities to buy or
sell or when to buy or sell them. The Information is provided “as is” and the
user assumes the entire risk of any use it may make or permit to be made of the
Information. No MSCI Party warrants or guarantees the originality, accuracy
and/or completeness of the Information and each expressly disclaims all express
or implied warranties. No MSCI Party shall have any liability for any errors or
omissions in connection with any Information herein, or any liability for any
direct, indirect, special, punitive, consequential or any other damages
(including lost profits) even if notified of the possibility of such
damages.
THE
FUND IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. (“MSCI”), ANY OF
ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY
INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX
(COLLECTIVELY, THE “MSCI PARTIES”). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY
OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS
AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY VAN ECK
ASSOCIATES CORPORATION. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR
WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER
PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING IN FUNDS GENERALLY OR
IN THIS FUND PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK
CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS
OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES
WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THIS
FUND OR THE ISSUER
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OR
OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN
DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES
IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF,
PRICES AT, OR QUANTITIES OF THIS FUND TO BE ISSUED OR IN THE DETERMINATION OR
CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHICH THIS FUND IS
REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO
THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY IN CONNECTION
WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THIS FUND.
ALTHOUGH
MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF
THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI
PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS
OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES
ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF
THE FUND, OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY
MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY
LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH
ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES
MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY
EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED
THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE
MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE,
CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF
THE POSSIBILITY OF SUCH DAMAGES.
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800.826.2333
| vaneck.com |
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26 |
The
financial highlights tables which follow are intended to help you understand the
Fund’s financial performance for the past five years or as indicated. Certain
information reflects financial results for a single Fund share. The total
returns in the table represent the rate that an investor would have earned (or
lost) on an investment in the Fund (assuming reinvestment of all dividends and
distributions). The information for the fiscal years ended September 30, 2022,
September 30, 2023, September 30, 2024 and September 30, 2025 has been audited
by [ ], the Trust's independent registered public accounting firm, whose report,
along with the Fund’s financial statements, is included in the Fund’s filing on
Form N-CSR, which is available upon request. The information for periods prior
to the fiscal year ended September 30, 2022 was audited by another independent
registered public accounting firm.
For
a share outstanding throughout each year:
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Digital
Native Economy ETF |
|
Year
Ended September 30, |
|
2025 |
|
2024 |
|
2023 |
|
2022 |
|
2021 |
|
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| Net
asset value, beginning of year |
$ |
44.93 |
|
|
$ |
39.94 |
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|
$ |
32.74 |
|
|
$ |
48.32 |
|
|
$ |
39.14 |
|
| Net
investment income (a) |
1.15 |
|
|
0.59 |
|
|
0.42 |
|
|
0.25 |
|
|
0.16 |
|
| Net
realized and unrealized gain (loss) on investments |
(0.02) |
|
|
5.11 |
|
|
6.95 |
|
|
(15.48) |
|
|
9.24 |
|
| Total
from investment operations |
1.13 |
|
|
5.70 |
|
|
7.37 |
|
|
(15.23) |
|
|
9.40 |
|
| Distributions
from: |
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| Net
investment income |
(1.17) |
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|
(0.71) |
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|
(0.17) |
|
|
(0.35) |
|
|
(0.22) |
|
| Net
asset value, end of year |
$ |
44.89 |
|
|
$ |
44.93 |
|
|
$ |
39.94 |
|
|
$ |
32.74 |
|
|
$ |
48.32 |
|
| Total
return (b) |
2.76 |
% |
|
14.38 |
% |
|
22.55 |
% |
|
(31.72) |
% |
|
24.06 |
% |
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| Ratios
to average net assets |
|
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|
| Gross
expenses |
0.83 |
% |
|
0.78 |
% |
|
0.74 |
% |
|
0.65 |
% |
|
0.62 |
% |
| Net
expenses |
0.66 |
% |
|
0.67 |
% |
|
0.72 |
% |
|
0.65 |
% |
|
0.62 |
% |
| Net
expenses excluding interest and taxes |
0.65 |
% |
|
0.65 |
% |
|
0.65 |
% |
|
0.63 |
% |
|
0.62 |
% |
| Net
investment income |
2.73 |
% |
|
1.43 |
% |
|
0.99 |
% |
|
0.63 |
% |
|
0.32 |
% |
| Supplemental
data |
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| Net
assets, end of year (in millions) |
$ |
27 |
|
|
$ |
38 |
|
|
$ |
50 |
|
|
$ |
61 |
|
|
$ |
118 |
|
| Portfolio
turnover rate (c) |
16 |
% |
|
22 |
% |
|
15 |
% |
|
16 |
% |
|
20 |
% |
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| (a)
Calculated based upon average shares outstanding |
| (b)
Returns are not annualized and include adjustments required by U.S.
Generally Accepted Accounting Principles and may differ from net asset
values and performance reported elsewhere by the Fund. |
| (c)
Portfolio turnover rate is not annualized and excludes in-kind
transactions. |
Information
regarding how often the closing trading price of the Shares of the Fund was
above (i.e., at a premium) or below (i.e., at a discount) the NAV of the Fund
for the most recently completed calendar year and the most recently completed
calendar quarter(s) since that year (or the life of the Fund, if shorter) can be
found at www.vaneck.com.
CONTINUOUS
OFFERING
The
method by which Creation Units are created and traded may raise certain issues
under applicable securities laws. Because new Creation Units are issued and sold
by the Trust on an ongoing basis, a “distribution,” as such term is used in the
Securities Act, may occur at any point. Broker dealers and other persons are
cautioned that some activities on their part may, depending on the
circumstances, result in their being deemed participants in a distribution in a
manner which could render them statutory underwriters and subject them to the
prospectus delivery and liability provisions of the Securities Act.
For
example, a broker dealer firm or its client may be deemed a statutory
underwriter if it takes Creation Units after placing an order with the
Distributor, breaks them down into constituent Shares, and sells such Shares
directly to customers, or if it chooses to couple the creation of a supply of
new Shares with an active selling effort involving solicitation of secondary
market demand for Shares. A determination of whether one is an underwriter for
purposes of the Securities Act must take into account all the facts and
circumstances pertaining to the activities of the broker dealer or its client in
the particular case, and the examples mentioned above should not be considered a
complete description of all the activities that could lead to a categorization
as an underwriter.
Broker
dealers who are not “underwriters” but are participating in a distribution (as
contrasted to ordinary secondary trading transactions), and thus dealing with
Shares that are part of an “unsold allotment” within the meaning of Section
4(a)(3)(C) of the Securities Act, would be unable to take advantage of the
prospectus delivery exemption provided by Section 4(a)(3) of the Securities Act.
This is because the prospectus delivery exemption in Section 4(a)(3) of the
Securities Act is not available in respect of such transactions as a result of
Section 24(d) of the Investment Company Act of 1940. As a result, broker dealer
firms should note that dealers who are not underwriters but are participating in
a distribution (as contrasted with ordinary secondary market transactions) and
thus dealing with the Shares that are part of an overallotment within the
meaning of Section 4(a)(3)(A) of the Securities Act would be unable to take
advantage of the prospectus delivery exemption provided by Section 4(a)(3) of
the Securities Act. Firms that incur a prospectus delivery obligation with
respect to Shares are reminded that, under Rule 153 of the Securities Act, a
prospectus delivery obligation under Section 5(b)(2) of the Securities Act owed
to an exchange member in connection with a sale on the Exchange is satisfied by
the fact that the prospectus is available at the Exchange upon request. The
prospectus delivery mechanism provided in Rule 153 is only available with
respect to transactions on an exchange.
In
addition, certain affiliates of the Fund and the Adviser may purchase and resell
Fund shares pursuant to this Prospectus.
OTHER
INFORMATION
The
Trust was organized as a Delaware statutory trust on March 15, 2001. Its
Declaration of Trust currently permits the Trust to issue an unlimited number of
Shares of beneficial interest. If shareholders are required to vote on any
matters, each Share outstanding would be entitled to one vote. Annual meetings
of shareholders will not be held except as required by the Investment Company
Act of 1940 and other applicable law. See the Fund’s SAI for more information
concerning the Trust’s form of organization. Section 12(d)(1) of the Investment
Company Act of 1940 restricts investments by investment companies in the
securities of other investment companies, including Shares of the Fund..
Registered investment companies are permitted to invest in the Fund beyond the
limits set forth in Section 12(d)(1) subject to certain terms and conditions set
forth in Securities and Exchange Commission regulations, including that such
investment companies enter into an agreement with the Fund.
The
Prospectus, SAI and any other Fund communication do not create any contractual
obligations between the Fund’s shareholders and the Trust, the Fund, the Adviser
and/or the Trustees. Further, shareholders are not intended third-party
beneficiaries of any contracts entered into by (or on behalf of) the Fund,
including contracts with the Adviser or other parties who provide services to
the Fund.
Dechert
LLP serves as counsel to the Trust, including the Fund. [ ] serves as the
Trust’s independent registered public accounting firm and audits the Fund’s
financial statements annually.
ADDITIONAL
INFORMATION
This
Prospectus does not contain all the information included in the Registration
Statement filed with the Securities and Exchange Commission with respect to the
Fund’s Shares. The Fund’s Registration Statement, including this Prospectus, the
Fund’s SAI and the exhibits are available on the EDGAR database at the
Securities and Exchange Commission’s website (http://www.sec.gov), and copies
may be obtained, after paying a duplicating fee, by electronic request at the
following email address: [email protected].
The
SAI for the Fund, which has been filed with the Securities and Exchange
Commission, provides more information about the Fund. The SAI for the Fund dated
________________, 2026, as may be supplemented from time to time, is
incorporated herein by reference and is legally part of this Prospectus.
Shareholder
inquiries may be directed to the Fund in writing to 666 Third Avenue, 9th Floor,
New York, New York 10017 or by calling 800.826.2333.
The
Fund’s SAI is available at www.vaneck.com.
(Investment
Company Act file no. 811-10325)
For
more detailed information about the Fund, see the SAI dated February 1, 2026, as
may be supplemented from time to time.
Additional
information about the Fund’s investments is or will be available in the Fund’s
annual and semi-annual reports to shareholders and in Form N-CSR. In the Fund’s
annual report, you will find a discussion of the market conditions and
investment strategies that significantly affected the Fund’s performance during
its last fiscal year. In Form N-CSR, you will find the Fund’s annual and
semi-annual financial statements.
Call
VanEck at 800.826.2333 or write to the Fund at Van Eck Securities Corporation,
the Fund’s Distributor, at 666 Third Avenue, 9th Floor, New York, New York 10017
to request, free of charge, the annual or semi-annual reports, the SAI, the
Fund’s financial statements or other information about the Fund or to make
shareholder inquiries. You may also obtain the SAI, the Fund’s financial
statements or the Fund’s annual or semi-annual reports by visiting the VanEck
website at www.vaneck.com.
Reports
and other information about the Fund are available on the EDGAR Database on the
Securities and Exchange Commission’s internet site at http://www.sec.gov. In
addition, copies of this information may be obtained, after paying a duplicating
fee, by electronic request at the following email address:
[email protected]
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Transfer
Agent: State Street Bank and Trust Company
SEC
Registration Number: 333-123257
1940
Act Registration Number: 811-10325
[
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800.826.2333
| vaneck.com |