| |
(a) |
As
of the end of the period covered by this report, the registrant has
adopted a code of ethics that applies to the registrant’s principal
executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless
of whether these individuals are employed by the registrant or a third
party (the “Code of Ethics”). |
| |
(c) |
During
the period covered by this report, no amendments were made to the
provisions of the Code of Ethics. |
| |
(d) |
During
the period covered by this report, the registrant did not grant any
waivers, including an implicit waiver, from any provision of the Code of
Ethics. |
| |
(f) |
A
copy of the Code of Ethics is available as provided in Item 19(a)(1) of
this report. |
| ITEM 3. |
AUDIT
COMMITTEE FINANCIAL EXPERT. |
The
registrant’s board of trustees has determined that the registrant has at least
one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its audit committee.
Michael Latham is the “audit committee financial expert” and “independent” (as
each term is defined in Item 3 of Form N-CSR).
| ITEM 4. |
PRINCIPAL
ACCOUNTANT FEES AND SERVICES. |
Table
1 — Items 4(a) - 4(d). The accountant fees below reflect the aggregate fees
billed by the Funds of the Goldman Sachs ETF Trust to which this certified
shareholder report relates.
|
|
|
|
|
|
|
|
|
|
|
|
| |
| |
|
2025 |
|
2024 |
|
Description of Services Rendered |
|
|
|
| |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Audit
Fees: |
|
|
|
|
| |
|
|
|
| |
|
|
|
|
| |
• PricewaterhouseCoopers LLP
(“PwC”) |
|
|
|
$1,146,021 |
| |
|
|
$1,075,295
|
|
|
Financial Statement audits. |
|
|
|
| |
|
Audit-Related
Fees: |
|
|
|
|
| |
|
|
|
| |
|
|
|
|
| |
|
•
PwC |
|
|
|
$233,200 |
| |
|
|
$393,867 |
| |
Other attest services. |
|
|
|
| |
|
Tax
Fees: |
|
|
|
|
| |
|
|
|
| |
|
|
|
|
| |
|
•
PwC |
|
|
|
$ 0 |
| |
|
|
$ 0 |
| |
|
|
|
|
| |
|
All
Other Fees: |
|
|
|
|
| |
|
|
|
| |
|
|
|
|
| |
|
•
PwC |
|
|
|
$ 0 |
| |
|
|
$ 0 |
| |
|
|
Table
2 — Items 4(b)(c) & (d). Non-Audit Services to the Goldman Sachs
ETF Trust’s service affiliates* that were pre-approved by the Audit Committee of
the Goldman Sachs ETF Trust pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X. |
| |
|
2025 |
|
2024 |
|
Description of Services Rendered |
|
|
|
| |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Audit-Related Fees: |
|
|
|
|
| |
|
|
|
| |
|
|
|
|
| |
|
•
PwC |
|
|
|
$2,081,340 |
| |
|
|
$2,122,312 |
| |
Internal control review performanced in
accordance with Statement on Standards for Attestation Engagements
No. 16 and semi-annual updates related to withholding tax accrual for
non-US jurisdictions. These fees are borne by the Funds’
Adviser. |
| * |
These
include the advisor (excluding sub-advisors) and any entity
controlling, controlled by or under common control with the advisor that
provides ongoing services to the registrant (hereinafter referred to as
“service affiliates”). |
Item 4(e)(1)
— Audit Committee Pre-Approval Policies
and Procedures
Pre-Approval of Audit and Non-Audit Services Provided to the Funds of
the Goldman Sachs ETF Trust. The Audit and Non-Audit Services Pre-Approval Policy (the “Policy”) adopted by
the Audit Committee of Goldman Sachs ETF Trust (“GS ETF”) sets forth the
procedures and the conditions pursuant to which services performed by an
independent auditor for GS ETF may be pre-approved. Services may be pre-approved specifically by the Audit
Committee as a whole or, in certain circumstances, by the Audit Committee
Chairman or the person designated as the Audit Committee Financial Expert. In
addition, subject to specified cost limitations, certain services may be pre-approved under the provisions of the
Policy. The Policy provides that the Audit Committee will consider whether the
services provided by an independent auditor are consistent with the Securities
and Exchange Commission’s rules on auditor independence. The Policy provides for
periodic review and pre-approval by the
Audit Committee of the services that may be provided by the independent auditor.
De Minimis Waiver. The pre-approval requirements of the Policy may
be waived with respect to the provision of non-audit services that are permissible for
an independent auditor to perform, provided (1) the aggregate amount of all
such services provided constitutes no more than five percent of the total amount
of revenues subject to pre-approval
that was paid to the independent auditors during the fiscal year in which the
services are provided; (2) such services were not recognized by GS ETF at
the time of the engagement to be non-audit services; and (3) such
services are promptly brought to the attention of the Audit Committee and
approved prior to the completion of the audit by the Audit Committee or by one
or more members of the Audit Committee to whom authority to grant such approvals
has been delegated by the Audit Committee, pursuant to the pre-approval provisions of the Policy.
Pre-Approval of Non-Audit Services Provided to the Goldman
Sachs ETF Trust’s Investment Advisers. The Policy provides that, in
addition to requiring pre-approval of
audit and non-audit services provided
to GS ETF, the Audit Committee will pre-approve those non-audit services provided to GS ETF’s
investment advisers (and entities controlling, controlled by or under common
control with the investment advisers that provide ongoing services to GS ETF)
where the engagement relates directly to the operations or financial reporting
of GS ETF.
Item 4(e)(2) – 0% of the audit-related fees,
tax fees and other fees listed in Table 1 were approved by GS ETF’s Audit
Committee pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) of Regulation S-X. In addition, 0% of the non-audit services to the GS ETF’s service
affiliates listed in Table 2 were approved by GS ETF’s Audit Committee pursuant
to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) of Regulation S-X.
Item 4(f) – Not applicable.
Item 4(g)
Aggregate Non-Audit Fees Disclosure
The
aggregate non-audit fees billed to GS
ETF by PwC for the twelve months ended December 31, 2025 and
December 31, 2024 were approximately $233,200 and 393,867, respectively.
The aggregate non-audit fees billed to
GS ETF’s adviser and service affiliates by PwC for non-audit services for the twelve months
ended December 31, 2025 and December 31, 2024 were approximately $19.0
million and $20.7 million, respectively. With regard to the aggregate non-audit fees billed to GS ETF’s adviser and
service affiliates, the 2024 and 2023 amounts include fees for non-audit services required to be pre-approved [see Table 2] and fees for non-audit services that did not require pre-approval since they did not directly
relate to GS ETF’s operations or financial reporting.
Item 4(h) — GS ETF’s Audit Committee has
considered whether the provision of non-audit services to GS ETF’s investment
adviser and service affiliates that did not require pre-approval pursuant to paragraph (c)(7)(ii)
of Rule 2-01 of Regulation S-X is compatible with maintaining the
auditors’ independence.
Item 4(i) – Not applicable.
Item 4(j) – Not applicable.
| ITEM 5. |
AUDIT
COMMITTEE OF LISTED REGISTRANTS. |
The
Registrant has a separately-designated standing Audit Committee established in
accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as
amended. The members of the Audit Committee are Cheryl K. Beebe, Dwight L. Bush,
Kathryn A. Cassidy, John G. Chou, Joaquin Delgado, Eileen H. Dowling, Lawrence
Hughes, John F. Killian, Steven D. Krichmar, Michael Latham, Lawrence W.
Stranghoener, and Gregory G. Weaver, each a Trustee of the Registrant.
Schedule
of Investments is included in Item 7 of this report.
| ITEM 7. |
FINANCIAL
STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT
COMPANIES. |
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
Notes to Financial Statements
December 31,
2025 |
Goldman
Sachs ETF Trust (the “Trust”) is an open-end management investment company,
registered under the Investment Company Act of 1940, as amended (the “Act”),
consisting of multiple series. The Trust was organized as a Delaware statutory
trust on December 16, 2009. The following table lists those series of the
Trust that are included in this report (collectively, the “Funds” or
individually a “Fund”) along with their respective diversification status under
the Act:
|
|
|
|
| |
| Fund |
|
|
|
Diversified/ Non-Diversified |
|
|
| |
| Goldman
Sachs Nasdaq-100 Premium Income
ETF |
|
|
|
Non-Diversified |
|
|
| |
| Goldman
Sachs S&P 500 Premium Income ETF |
|
|
|
Diversified |
The
investment objective of each Fund is to seek current income while maintaining
prospects for capital appreciation.
Goldman
Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman Sachs &
Co. LLC (“Goldman Sachs”), serves as investment adviser to the Funds pursuant to
a management agreement (the “Agreement”) with the Trust. Each Fund is an
exchange-traded fund (“ETF”). Shares of the Funds are listed and traded on the
NASDAQ Stock Market LLC (“NASDAQ”). Market prices for the Funds’ shares may be
different from their net asset value (“NAV”). The Funds issue and redeem shares
at their respective NAV only in blocks of a specified number of shares, or
multiples thereof, referred to as “Creation Units.” Creation Units are issued
and redeemed generally for a designated portfolio of securities (including any
portion of such securities for which cash may be substituted) and a specified
amount of cash. Shares generally trade in the secondary market in quantities
less than a Creation Unit at market prices that change throughout the day. Only
those that have entered into an authorized participant agreement with ALPS
Distributors, Inc. (the “Distributor”) may do business directly with the Funds.
|
|
|
2. SIGNIFICANT
ACCOUNTING POLICIES |
The
financial statements have been prepared in accordance with accounting principles
generally accepted in the United States of America (“GAAP”) and require
management to make estimates and assumptions that may affect the reported
amounts and disclosures. Actual results may differ from those estimates and
assumptions. Each Fund is an investment company under GAAP and follows the
accounting and reporting guidance applicable to investment companies.
A. Investment Valuation — The Funds’ valuation policy is to value
investments at fair value.
B. Investment Income and Investments — Investment income includes interest
income, dividend income, and securities lending income, if any. Interest income
is accrued daily and adjusted for amortization of premiums and accretion of
discounts. Dividend income is recognized on ex-dividend date or, for certain foreign
securities, as soon as such information is obtained subsequent to the ex-dividend date. Non-cash dividends, if any, are recorded at
the fair market value of the securities received. Investment transactions are
reflected on trade date. Realized gains and losses are calculated using
identified cost. Investment transactions are recorded on the following business
day for daily NAV calculations. Investment income is recorded net of any foreign
withholding taxes, less any amounts reclaimable. The Funds may file withholding
tax reclaims in certain jurisdictions to recover a portion of amounts previously
withheld. These reclaims, if any, are recorded when the amount is known and
there are no significant uncertainties on collectability. Such amounts
recovered, if any, are reflected as other income in the Statements of
Operations. Any foreign capital gains tax is accrued daily based upon net
unrealized gains, and is payable upon sale of such investments. Distributions
received from the Funds’ investments in U.S. real estate investment trusts
(“REITs”) may be characterized as ordinary income, net capital gain and/or a
return of capital. A return of capital is recorded by the Funds as a reduction
to the cost basis of the REIT.
For
derivative contracts, unrealized gains and losses are recorded daily and become
realized gains and losses upon disposition or termination of the contract.
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
|
2. SIGNIFICANT
ACCOUNTING POLICIES (continued) |
C. Expenses — Expenses incurred directly by a Fund are
charged to the Fund, and certain expenses incurred by the Trust are allocated
across the applicable Funds on a straight-line and/or pro-rata basis, depending upon the nature of
the expenses, and are accrued daily.
D. Federal Taxes and Distributions to
Shareholders — It is each
Fund’s policy to comply with the requirements of the Internal Revenue Code of
1986, as amended (the “Code”), applicable to regulated investment companies and
to distribute each year substantially all of its investment company taxable
income and capital gains to its shareholders. Accordingly, each Fund is not
required to make any provisions for the payment of federal income tax.
Distributions to shareholders are recorded on the ex-dividend date. For the Funds, income
distributions, if any, are normally declared and paid monthly. Capital gains
distributions, if any, are normally declared and paid annually. Because the Fund
seeks to provide monthly distributions at a relatively stable rate, shareholders
may receive distributions which constitute a return of capital for tax purposes.
A return of capital is not taxable, but it reduces the shareholder’s basis in
its shares, which reduces the loss (or increases the gain) on a subsequent
taxable disposition by such shareholder of the shares.
Net
capital losses, if any, are carried forward to future fiscal years and may be
used to the extent allowed by the Code to offset any future capital gains.
Losses that are carried forward will retain their character as either short-term
or long-term capital losses. Utilization of capital loss carryforwards will
reduce the requirement of future capital gains distributions.
The
characterization of distributions to shareholders for financial reporting
purposes is determined in accordance with federal income tax rules, which may
differ from GAAP. The source of each Fund’s distributions may be shown in the
accompanying financial statements as either from distributable earnings or
capital. Certain components of the Funds’ net assets on the Statements of Assets
and Liabilities reflect permanent GAAP/tax differences based on the appropriate
tax character.
E. Foreign Currency Translation — The accounting records and reporting
currency of a Fund are maintained in U.S. dollars. Assets and liabilities
denominated in foreign currencies are translated into U.S. dollars using the
current exchange rates at the close of each business day. The effect of changes
in foreign currency exchange rates on investments is included within net
realized and unrealized gain (loss) on investments. Changes in the value of
other assets and liabilities as a result of fluctuations in foreign exchange
rates are included in the Statements of Operations within net change in
unrealized gain (loss) on foreign currency translations. Transactions
denominated in foreign currencies are translated into U.S. dollars on the date
the transaction occurred, the effects of which are included within net realized
gain (loss) on foreign currency transactions.
F. Segment Reporting — The Funds follow Financial Accounting
Standards Board Accounting Standards Update 2023-07, Segment Reporting (Topic
280)—Improvements to Reportable Segment Disclosures. Each Fund operates in one
segment. The segment derives its revenues from Fund investments made in
accordance with the defined investment strategy of the Fund, as prescribed in
the Funds’ prospectus. The Chief Operating Decision Maker (“CODM”) is the
portfolio management team within the Funds’ Investment Adviser. The CODM
monitors and actively manages the operating results of each Fund. The financial
information the CODM leverages to assess the segment’s performance and to make
decisions for the Funds’ single segment, is consistent with that presented
within the Funds’ financial statements.
|
|
|
3. INVESTMENTS AND
FAIR VALUE MEASUREMENTS |
GAAP
defines the fair value of a financial instrument as the amount that would be
received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date (i.e., the exit
price); the Funds’ policy is to use the market approach. GAAP establishes a fair
value hierarchy that prioritizes the inputs to valuation techniques used to
measure fair value. The hierarchy gives the highest priority to unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1
measurements) and the lowest priority to unobservable inputs (Level 3
measurements). The level in the fair value hierarchy within which the fair value
measurement in its entirety falls shall be determined based on the lowest level
input that is significant to the fair value measurement in its entirety. The
levels used for classifying investments are not necessarily an indication of the
risk associated with investing in these investments. The three levels of the
fair value hierarchy are described below:
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
Notes to Financial Statements (continued)
December 31,
2025 |
|
|
|
3. INVESTMENTS AND
FAIR VALUE MEASUREMENTS (continued) |
Level 1
— Unadjusted quoted prices in active markets that are accessible at the
measurement date for identical, unrestricted assets or liabilities;
Level 2
— Quoted prices in markets that are not active or financial instruments for
which significant inputs are observable (including, but not limited to, quoted
prices for similar investments, interest rates, foreign exchange rates,
volatility and credit spreads), either directly or indirectly;
Level 3
— Prices or valuations that require significant unobservable inputs (including
GSAM’s assumptions in determining fair value measurement).
The
Board of Trustees (“Trustees”) has approved valuation procedures that govern the
valuation of the portfolio investments held by the Funds (“Valuation
Procedures”), including investments for which market quotations are not readily
available. With respect to the Funds’ investments that do not have readily
available market quotations, the Trustees have designated GSAM as the valuation
designee to perform fair valuations pursuant to Rule 2a-5 under the Act (the “Valuation
Designee”). GSAM has day-to-day responsibility for
implementing and maintaining internal controls and procedures related to the
valuation of the Funds’ investments. To assess the continuing appropriateness of
pricing sources and methodologies, GSAM regularly performs price verification
procedures and issues challenges as necessary to third party pricing vendors or
brokers, and any differences are reviewed in accordance with the Valuation
Procedures.
A. Level 1 and Level 2 Fair Value
Investments — The valuation
techniques and significant inputs used in determining the fair values for
investments classified as Level 1 and Level 2 are as follows:
Equity Securities — Equity securities traded on a United
States (“U.S.”) securities exchange or the NASDAQ system, or those located on
certain foreign exchanges, including but not limited to the Americas, are valued
daily at their last sale price or official closing price on the principal
exchange or system on which they are traded. If there is no sale or official
closing price or such price is believed by GSAM to not represent fair value,
equity securities will be valued at the valid closing bid price for long
positions and at the valid closing ask price for short positions (i.e. where
there is sufficient volume, during normal exchange trading hours). If no valid
bid/ask price is available, the equity security will be valued pursuant to the
Valuation Procedures and consistent with applicable regulatory guidance. To the
extent these investments are actively traded, they are classified as
Level 1 of the fair value hierarchy, otherwise they are generally
classified as Level 2. Certain equity securities containing unique
attributes may be classified as Level 2.
Unlisted
equity securities for which market quotations are available are valued at the
last sale price on the valuation date, or if no sale occurs, at the last bid
price for long positions or the last ask price for short positions, and are
generally classified as Level 2.
Underlying Funds (including Money Market
Funds) — Underlying funds
(“Underlying Funds”) include exchange-traded funds (“ETFs”) and other investment
companies. Investments in the Underlying Funds (except ETFs) are valued at the
NAV per share on the day of valuation. ETFs are valued daily at the last sale
price or official closing price on the principal exchange or system on which the
investment is traded. Because the Funds invest in Underlying Funds that
fluctuate in value, the Funds’ shares will correspondingly fluctuate in value.
Underlying Funds are generally classified as Level 1 of the fair value
hierarchy. To the extent that underlying ETFs are actively traded, they are
classified as Level 1 of the fair value hierarchy, otherwise they are
generally classified as Level 2. For information regarding an Underlying
Fund’s accounting policies and investment holdings, please see the Underlying
Fund’s financial statements at SEC.gov.
Derivative Contracts — A derivative is an instrument whose
value is derived from underlying assets, indices, reference rates or a
combination of these factors. A Fund enters into derivative transactions to
hedge against changes in interest rates, securities prices, and/or currency
exchange rates, to increase total return, or to gain access to certain markets
or attain exposure to other underliers. For financial reporting purposes, cash
collateral that has been pledged to cover obligations of a Fund and cash
collateral received, if any, is reported separately on the Statements of Assets
and Liabilities as either due to broker/receivable for collateral on certain
derivative contracts. Non-cash
collateral pledged by a Fund, if any, is noted in the Schedules of Investments.
Exchange-traded
derivatives, including futures and options contracts, are generally valued at
the last sale or settlement price on the exchange where they are principally
traded. Exchange-traded options without settlement prices are generally valued
at the last bid price for long positions and the last ask price for short
positions on the exchange where they are principally traded. Exchange-traded
derivatives typically fall within Level 1 of the fair value hierarchy.
Over-the-counter (“OTC”) and centrally
cleared derivatives
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
|
3. INVESTMENTS AND
FAIR VALUE MEASUREMENTS (continued) |
are
valued using market transactions and other market evidence, including
market-based inputs to models, calibration to market-clearing transactions,
broker or dealer quotations, or other alternative pricing sources. Where models
are used, the selection of a particular model to value OTC and centrally cleared
derivatives depends upon the contractual terms of, and specific risks inherent
in, the instrument, as well as the availability of pricing information in the
market. Valuation models require a variety of inputs, including contractual
terms, market prices, yield curves, credit curves, measures of volatility,
voluntary and involuntary prepayment rates, loss severity rates and correlations
of such inputs. For OTC and centrally cleared derivatives that trade in liquid
markets, model inputs can generally be verified and model selection does not
involve significant management judgment. OTC and centrally cleared derivatives
are classified within Level 2 of the fair value hierarchy when significant
inputs are corroborated by market evidence.
i. Options — When a Fund writes call or put options,
an amount equal to the premium received is recorded as a liability and is
subsequently marked-to-market to reflect the
current value of the option written. Swaptions are options on swap contracts.
Upon
the purchase of a call option or a put option by a Fund, the premium paid is
recorded as an investment and subsequently marked-to-market to reflect the
current value of the option. Certain options may be purchased with premiums to
be determined on a future date. The premiums for these options are based upon
implied volatility parameters at specified terms.
B. Level 3 Fair Value Investments — To the extent that significant inputs to
valuation models and other alternative pricing sources are unobservable, or if
quotations are not readily available, or if GSAM believes that such quotations
do not accurately reflect fair value, the fair value of a Fund’s investments may
be determined under the Valuation Procedures. GSAM, consistent with its
procedures and applicable regulatory guidance, may make an adjustment to the
most recent valuation prices of either domestic or foreign securities in light
of significant events to reflect what it believes to be the fair value of the
securities at the time of determining a Fund’s NAV. To the extent investments
are valued using single source broker quotations obtained directly from the
broker or passed through from third party pricing vendors, such investments are
classified as Level 3 investments.
C. Fair Value Hierarchy — The following is a summary of the Funds’
investments and derivatives classified in the fair value hierarchy as of
December 31, 2025:
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Nasdaq-100 Premium Income ETF |
|
|
|
| |
|
|
| |
|
| |
|
|
|
| |
| Investment Type |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
|
|
|
|
|
|
| |
|
Assets |
|
|
|
| |
|
|
| |
|
| |
|
|
|
| |
|
Common
Stock and/or Other Equity Investments(a) |
|
|
|
| |
|
|
| |
|
| |
|
Asia |
|
$ |
10,294,111 |
|
|
$ |
— |
|
|
$ |
— |
|
|
Europe |
|
|
34,934,927 |
|
|
|
— |
|
|
|
— |
|
|
North
America |
|
|
2,528,186,425 |
|
|
|
— |
|
|
|
— |
|
|
South
America |
|
|
14,059,535 |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
| |
|
Total |
|
$ |
2,587,474,998 |
|
|
$ |
— |
|
|
$ |
— |
|
|
|
|
|
|
|
| |
| Derivative
Type |
|
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
|
|
| |
| Liabilities |
|
|
|
| |
|
|
| |
|
| |
|
|
|
| |
|
Written
Options Contracts |
|
$ |
— |
|
|
$ |
(10,049,192 |
) |
|
$ |
— |
|
|
|
|
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
|
4. INVESTMENTS IN
DERIVATIVES (continued) |
|
|
|
|
|
|
|
|
|
|
| |
| Nasdaq-100 Premium Income ETF |
|
|
|
| |
|
| |
|
|
|
| |
| Risk |
|
Statement of Operations |
|
Net Realized
Gain
(Loss) |
|
|
Net Change in
Unrealized
Gain
(Loss) |
|
|
|
|
| |
| Equity |
|
Net
realized gain (loss) from written options/Net
change in unrealized gain
(loss) on written options |
|
$ |
(11,338,717 |
) |
|
$ |
8,461,479 |
|
|
|
| |
| S&P 500 Premium Income ETF |
|
|
|
| |
|
| |
|
|
|
| |
| Risk |
|
Statement of Operations |
|
Net Realized
Gain
(Loss) |
|
|
Net
Change in
Unrealized
Gain
(Loss) |
|
|
|
|
| |
| Equity |
|
Net
realized gain (loss) from written options/Net
change in unrealized gain
(loss) on written options |
|
|
(10,540,696 |
) |
|
|
5,181,788 |
|
For
the fiscal year ended December 31, 2025, the relevant values for each derivative
type was as follows:
|
|
| |
| |
|
Average number of
Contracts(a) |
|
| |
|
| |
|
|
| |
| Fund |
|
Written Options |
|
|
|
|
| |
|
Nasdaq-100 Premium Income ETF |
|
8,078 |
|
|
|
| |
|
S&P
500 Premium Income ETF |
|
6,855 |
|
|
| |
(a) |
Amounts
disclosed represent average number of contracts based on absolute values,
which is indicative of volume of this derivative type, for the months that
the Fund held such derivatives during the fiscal year ended December 31,
2025. |
|
|
|
5. AGREEMENTS AND
AFFILIATED TRANSACTIONS |
A. Management Agreement — Under the Agreement, GSAM manages the
Funds, subject to the general supervision of the Trustees.
As
compensation for the services rendered pursuant to the Agreement, the assumption
of the expenses related thereto and administration of the Funds’ business
affairs, including providing facilities, GSAM is entitled to a management fee,
accrued daily and paid monthly, equal to an annual percentage rate of each
Fund’s average daily net assets.
The
Funds operate under a unitary management fee structure. Under the unitary fee
structure, GSAM is responsible for paying substantially all the expenses of each
Fund, excluding payments under a Fund’s 12b-1 plan (if any), interest expenses,
taxes, acquired fund fees and expenses, brokerage fees, costs of holding
shareholder meetings, litigation, indemnification and extraordinary expenses. As
the Funds directly pay fees and expenses of the independent Trustees, the
management fee collected by GSAM will be reduced by an amount equal to the fees
and expenses paid by the Funds to the independent Trustees.
For
the fiscal year ended December 31, 2025 contractual and effective net unitary
management fees with GSAM for each Fund were at the following rates:
|
|
|
|
|
|
| |
| Fund |
|
Contractual
Unitary Management
Fee |
|
Effective
Net
Unitary
Management
Fee* |
|
|
|
|
|
|
|
|
| |
|
Goldman
Sachs Nasdaq-100 Premium Income
ETF |
|
0.35% |
|
0.29% |
|
|
|
|
|
|
|
|
| |
|
Goldman
Sachs S&P 500 Premium Income ETF |
|
0.35% |
|
0.29% |
|
|
|
|
|
| |
* |
Effective
Net Unitary Management Fee includes the impact of management fee waivers,
if any. |
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
Notes to Financial Statements (continued)
December 31,
2025 |
|
|
|
5. AGREEMENTS AND
AFFILIATED TRANSACTIONS (continued) |
GSAM
has agreed to waive a portion of its management fee in order to achieve an
effective net management fee rate of 0.29% as an annual percentage rate of
average daily net assets of each Fund. These arrangements will remain in effect
through at least April 30, 2026, and prior to such date GSAM may not terminate
the arrangements without the approval of the Board of Trustees. For the fiscal
year ended December 31, 2025, GSAM waived $698,346 and $720,645 of the
Funds’ management fees for Nasdaq-100
Premium Income ETF and S&P 500 Premium Income ETF, respectively.
The
Funds invest in Institutional Shares of the Goldman Sachs Financial Square
Treasury Obligations Fund, which is an affiliated Underlying Fund. GSAM has
agreed to waive a portion of its management fee payable by the Funds in an
amount equal to the management fee it earns as an investment adviser to the
affiliated Underlying Fund in which the Funds invest, except those management
fees it earns from the Funds’ investments of cash collateral received in
connection with securities lending transactions in the Goldman Sachs Financial
Square Treasury Obligations Fund. For the fiscal year ended December 31,
2025, GSAM waived $5,792 and $5,710 of the Funds’ management fees for Nasdaq-100 Premium Income ETF and S&P 500
Premium Income ETF, respectively.
B. Other Transactions with Affiliates — For the fiscal year ended December 31,
2025, Goldman Sachs did not earn any brokerage commissions from portfolio
transactions on behalf of the Funds.
The
following table provides information about the Funds’ investment in the Goldman
Sachs Financial Square Treasury Obligations Fund as of and for the fiscal year
ended December 31, 2025:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Nasdaq-100 Premium Income ETF
|
|
|
|
|
| |
|
|
| |
|
| |
| Underlying Fund |
|
Beginning value
as of December 31,
2024 |
|
|
Purchases at Cost |
|
|
Proceeds from Sales |
|
|
Ending value as
of
December 31, 2025 |
|
|
Shares as
of
December 31, 2025 |
|
|
Dividend Income |
|
|
|
|
|
|
Goldman
Sachs Financial Square Treasury Obligations Fund – Institutional
Shares |
|
|
|
|
|
|
|
| |
|
| |
$ |
– |
|
|
$ |
146,240,815 |
|
|
$ |
(146,240,815 |
) |
|
$ |
– |
|
|
|
– |
|
|
$ |
125,018 |
|
|
| |
|
|
|
|
|
| S&P 500 Premium Income ETF |
|
| Underlying Fund |
|
Beginning
value
as of December 31,
2024 |
|
|
Purchases at Cost |
|
|
Proceeds from Sales |
|
|
Ending value as of
December 31,
2025 |
|
|
Shares as of
December 31, 2025 |
|
|
Dividend Income |
|
|
|
|
|
|
Goldman
Sachs Financial Square Treasury Obligations Fund – Institutional
Shares |
|
|
|
|
|
|
|
| |
|
| |
|
– |
|
|
|
128,446,406 |
|
|
|
(125,750,436 |
) |
|
|
2,695,970 |
|
|
|
2,695,970 |
|
|
|
124,368 |
|
|
| |
|
|
|
|
|
|
|
6. CREATION AND
REDEMPTION OF CREATION UNITS |
The
Trust issues and redeems shares of the Funds only in Creation Units on a
continuous basis through the Distributor, without an initial sales load, at NAV
next determined after receipt, on any Business Day (as defined in the Statement
of Additional Information), of an order in proper form. Shares of the Funds may
only be purchased or redeemed by certain financial institutions (each an
“Authorized Participant”). An Authorized Participant is either (1) a
“Participating Party” or other participant in the clearing process through the
Continuous Net Settlement System of the National Securities Clearing
Corporation; or (2) a Depository Trust Company participant; which, in
either case, must have executed an agreement with the Distributor. Retail
investors will typically not qualify as an Authorized Participant or have the
resources to buy and sell whole Creation Units. Therefore, they will be unable
to purchase or redeem the shares directly from the Funds. Rather, most retail
investors will purchase shares in the secondary market at market prices with the
assistance of a broker and may be subject to customary brokerage commissions or
fees. Fixed creation and redemption transaction fees are imposed in connection
with creations and redemptions.
Authorized
Participants transacting in Creation Units for cash may also pay a variable
charge to compensate the relevant fund for certain transaction costs (e.g. taxes
on currency or other financial transactions, and brokerage costs) and market
impact expenses
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
Notes to Financial Statements (continued)
December 31,
2025 |
The
Funds may lend their securities through a securities lending agent, the Bank of
New York (“BNY”), to certain qualified borrowers. In accordance with the Funds’
securities lending procedures, the Funds receive cash collateral at least equal
to the market value of the securities on loan. The market value of the loaned
securities is determined at the close of business of the Funds, at their last
sale price or official closing price on the principal exchange or system on
which they are traded, and any additional required collateral is delivered to
the Funds on the next business day. As with other extensions of credit, the
Funds may experience delay in the recovery of their securities or incur a loss
should the borrower of the securities breach its agreement with the Funds or
become insolvent at a time when the collateral is insufficient to cover the cost
of repurchasing securities on loan. Dividend income received from securities on
loan may not be subject to withholding taxes and therefore withholding taxes
paid may differ from the amounts listed in the Statements of Operations. Loans
of securities are terminable at any time and as such 1) the remaining
contractual maturities of the outstanding securities lending transactions are
considered to be overnight and continuous and 2) the borrower, after notice, is
required to return borrowed securities within the standard time period for
settlement of securities transactions. The Funds invest the cash collateral
received in connection with securities lending transactions in the Goldman Sachs
Financial Square Government Fund (“Government Money Market Fund”), an affiliated
series of the Goldman Sachs Trust. The Government Money Market Fund is
registered under the Act as an open end investment company, is subject to Rule
2a-7 under the Act, and is managed by
GSAM, for which GSAM may receive a management fee of up to 0.16% on an
annualized basis of the average daily net assets of the Government Money Market
Fund.
In
the event of a default by a borrower with respect to any loan, BNY may exercise
any and all remedies provided under the applicable borrower agreement to make
the Funds whole. These remedies include purchasing replacement securities by
applying the collateral held from the defaulting broker against the purchase
cost of the replacement securities. If BNY is unable to purchase replacement
securities, BNY will indemnify the Funds by paying the Funds an amount equal to
the market value of the securities loaned minus the value of cash collateral
received from the borrower for the loan, subject to an exclusion for any
shortfalls resulting from a loss of value in such cash collateral due to
reinvestment risk. The Funds’ master netting agreements with certain borrowers
provide the right, in the event of a default (including bankruptcy or
insolvency), for the non-defaulting
party to liquidate the collateral and calculate net exposure to the defaulting
party or request additional collateral. However, in the event of a default by a
borrower, a resolution authority could determine that such rights are not
enforceable due to the restrictions or prohibitions against the right of set-off that may be imposed in accordance
with a particular jurisdiction’s bankruptcy or insolvency laws. The Funds’
loaned securities were all subject to enforceable Securities Lending Agreements,
and the value of the collateral was at least equal to the value of the cash
received. The amounts of the Funds’ overnight and continuous agreements, which
represent the gross amounts of recognized liabilities for securities lending
transactions outstanding as of December 31, 2025, are disclosed as “Payable
upon return of securities loaned” on the Statements of Assets and Liabilities,
where applicable. The Funds did not have securities on loan as of
December 31, 2025.
Both
the Funds and BNY received compensation relating to the lending of the Funds’
securities. The amounts earned, if any, by the Funds for the fiscal year ended
December 31, 2025 are reported under Investment Income on the Statements of
Operations.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Fund |
|
Beginning value as
of December 31, 2024 |
|
|
Purchases
at
Cost |
|
|
Proceeds
from
Sales |
|
|
Ending
value as
of December 31, 2025 |
|
|
|
|
|
|
|
|
| |
|
Nasdaq-100 Premium Income ETF |
|
$ |
— |
|
|
$ |
10,675,186 |
|
|
$ |
(10,675,186) |
|
|
$ |
— |
|
|
|
|
|
|
|
|
|
| |
|
S&P
500 Premium Income ETF |
|
|
— |
|
|
|
7,430,415 |
|
|
|
(7,430,415) |
|
|
|
— |
|
|
|
|
|
The
tax character of distributions paid during the fiscal period ended
December 31, 2025 were as follows:
|
|
|
|
|
|
|
|
| |
| |
|
Nasdaq-100
Premium Income ETF |
|
|
S&P
500
Premium Income ETF |
|
|
|
|
|
|
| |
|
Distributions
paid from: |
|
|
|
| |
|
| |
|
|
| |
|
Ordinary
Income |
|
$ |
4,974,900 |
|
|
$ |
11,651,970 |
|
|
|
| |
|
Return
of Capital |
|
$ |
109,258,161 |
|
|
$ |
82,911,796 |
|
|
|
|
|
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
|
9. TAX INFORMATION
(continued) |
The
tax character of distributions paid during the fiscal period ended
December 31, 2024 were as follows:
|
|
|
|
|
|
|
|
| |
| |
|
Nasdaq-100
Premium Income ETF |
|
|
S&P 500 Premium
Income ETF |
|
|
|
|
|
|
| |
|
Distributions
paid from: |
|
|
|
| |
|
| |
|
|
| |
|
Ordinary
Income |
|
$ |
1,930,464 |
|
|
$ |
1,230,787 |
|
|
|
| |
|
Return
of Capital |
|
$ |
6,752,871 |
|
|
$ |
5,954,977 |
|
|
|
|
|
As
of December 31, 2025, the components of accumulated earnings (losses) on a tax-basis were as follows:
|
|
|
|
|
|
|
|
| |
| |
|
Nasdaq-100
Premium Income
ETF |
|
|
S&P 500 Premium
Income
ETF |
|
|
|
|
|
|
|
| |
|
Capital
loss carryforwards: |
|
|
|
| |
|
| |
|
|
| |
|
Perpetual
Short-Term |
|
$ |
(2,618,055 |
) |
|
$ |
(11,777,174 |
) |
|
|
|
|
|
|
| |
|
Timing
differences — (Straddle Loss Deferrals, Late Year Loss Deferral, Real
Estate Investment Trusts and Post October Capital Loss Deferral) |
|
|
(71,970,950 |
) |
|
|
(63,447,065 |
) |
|
|
| |
|
Unrealized
gains (losses) — net |
|
|
340,961,262 |
|
|
|
311,945,130 |
|
|
|
| |
|
Total
accumulated earnings (losses) — net |
|
$ |
266,372,257 |
|
|
$ |
236,720,891 |
|
|
|
|
|
As
of December 31, 2025, the Funds’ aggregate security unrealized gains and losses
based on cost for U.S. federal income tax purposes were as follows:
|
|
|
|
|
|
|
|
| |
| |
|
Nasdaq-100 Premium
Income ETF |
|
|
S&P 500 Premium
Income ETF |
|
|
|
|
|
|
|
| |
|
Tax
Cost |
|
$ |
2,257,004,174 |
|
|
$ |
2,358,667,476 |
|
|
|
|
|
|
|
| |
|
Gross
unrealized gain |
|
|
395,045,810 |
|
|
|
343,337,877 |
|
|
|
| |
|
Gross
unrealized loss |
|
|
(54,084,548 |
) |
|
|
(31,392,747) |
|
|
|
|
|
|
|
| |
|
Net
unrealized gain (loss) |
|
$ |
340,961,262 |
|
|
$ |
311,945,130 |
|
|
|
|
|
The
difference between GAAP-basis and tax basis unrealized gains (losses) is
attributable primarily to wash sales, and differences in the tax treatment of
underlying fund investments..
In
order to present certain components of the Funds’ capital accounts on a tax-basis, certain reclassifications have
been recorded to the Funds’ accounts. These reclassifications have no impact on
the net asset value of the Funds’ and result primarily from redemption in-kind transactions.
|
|
|
|
|
|
|
|
| |
| Fund |
|
Paid in
Capital |
|
|
Total
Distributable
Earnings |
|
|
|
|
|
|
|
| |
|
Goldman
Sachs Nasdaq-100 Premium Income
ETF |
|
$ |
978 |
|
|
$ |
(978 |
) |
|
|
|
|
|
|
| |
|
Goldman
Sachs S&P 500 Premium Income ETF |
|
|
71,404 |
|
|
|
(71,404) |
|
|
|
|
|
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
Notes to Financial Statements (continued)
December 31,
2025 |
|
|
|
9. TAX INFORMATION
(continued) |
GSAM
has reviewed the Funds’ tax positions for all open tax years (the current year,
as applicable) and has concluded that no provision for income tax is required in
the Funds’ financial statements. Such open tax years remain subject to
examination and adjustment by tax authorities.
The
Funds’ risks include, but are not limited to, the following:
Industry Concentration Risk — Concentrating Fund investments in a
limited number of issuers conducting business in the same industry or group of
industries will subject the Fund to a greater risk of loss as a result of
adverse economic, business, political, environmental or other developments than
if its investments were diversified across different industries.
Large Shareholder Transaction Risk — Certain shareholders, including other
funds advised by the Investment Adviser, may from time to time own a substantial
amount of the Fund’s Shares. In addition, a third party investor, the Investment
Adviser or an affiliate of the Investment Adviser, an authorized participant, a
lead market maker, or another entity (i.e., a seed investor) may invest in the
Fund and hold its investment solely to facilitate commencement of the Fund or to
facilitate the Fund’s achieving a specified size or scale. Any such investment
may be held for a limited period of time. There can be no assurance that any
large shareholder would not redeem its investment, that the size of the Fund
would be maintained at such levels or that the Fund would continue to meet
applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund, including on the Fund’s liquidity. In
addition, transactions by large shareholders may account for a large percentage
of the trading volume on NASDAQ and may, therefore, have a material upward or
downward effect on the market price of the Shares.
Market Risk — The value of the securities in which the
Fund invests may go up or down in response to the prospects of individual
companies, particular sectors, governments or countries and/or general economic
conditions throughout the world due to increasingly interconnected global
economies and financial markets. Events such as war, military conflict,
geopolitical disputes, acts of terrorism, social or political unrest, natural
disasters, recessions, inflation, rapid interest rate changes, supply chain
disruptions, tariffs and other restrictions on trade, sanctions, or the spread
of infectious illness or other public health threats, or the threat or potential
of one or more such events and developments, could also significantly impact the
Fund and its investments.
Market Trading Risk — Each Fund faces numerous market trading
risks, including disruptions to creations and redemptions, the existence of
extreme market volatility or potential lack of an active trading market for
Shares. If a shareholder purchases Shares at a time when the market price is at
a premium to the NAV or sells Shares at a time when the market price is at a
discount to the NAV, the shareholder may pay more for, or receive less than, the
underlying value of the Shares, respectively. The Investment Adviser cannot
predict whether Shares will trade below, at or above their NAV. 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 will be closely related to,
but not identical to, the same forces influencing the prices of the securities
of a Fund’s Index trading individually or in the aggregate at any point in time.
Non-Diversification Risk — The Nasdaq-100 Premium Income ETF is non-diversified, meaning that it is permitted
to invest a larger percentage of its assets in one or more issuers or in fewer
issuers than diversified funds. Thus, the Fund may be more susceptible to
adverse developments affecting any single issuer held in its portfolio, and may
be more susceptible to greater losses because of these developments.
Option Writing Risk — Writing (selling) options may limit the
opportunity to profit from an increase or decrease in the market value of a
reference security in exchange for up-front cash (the premium) at the time of
selling the option. In a sharp rising or falling market, the Fund could
significantly underperform the market or other portfolios without an option
writing strategy. The Fund could also experience a sudden, significant permanent
loss due to dramatic movements in the market value of reference security, which
may far exceed the premiums received for writing the option. Such significant
losses could cause significant deteriorations in the Fund’s NAV. Furthermore,
the premium received from the Fund’s option writing strategies may not fully
protect it against market movements because the Fund will continue to bear the
risk of movements in the value of its portfolio investments.
GOLDMAN
SACHS PREMIUM INCOME ETFS
|
|
|
10. OTHER RISKS
(continued) |
Tracking Error/Index Risk — Tracking error is the divergence of the
Fund’s performance (without regard to the options overwrite strategy) from that
of the benchmark. The performance of the Fund’s equity investments may diverge
from that of the benchmark for a number of reasons. Tracking error may occur
because of transaction costs, the Fund’s holding of cash, differences in accrual
of dividends, changes to the benchmark or the need to meet new or existing
regulatory requirements. Unlike the Fund, the returns of the benchmark are not
reduced by investment and other operating expenses, including the trading costs
associated with implementing changes to its portfolio of investments. Tracking
error risk may be heightened during times of market volatility or other unusual
market conditions. The Fund will be negatively affected by general declines in
the securities and asset classes represented in the benchmark. In addition,
unless a specific security is removed from the benchmark, the Fund generally
would not sell a security because the security’s issuer was in financial
trouble.
Under
the Trust’s organizational documents, its Trustees, officers, employees and
agents are indemnified, to the extent permitted by the Act and state law,
against certain liabilities that may arise out of performance of their duties to
the Funds. Additionally, in the course of business, the Funds enter into
contracts that contain a variety of indemnification clauses. The Funds’ maximum
exposure under these arrangements is unknown, as this would involve future
claims that may be made against the Funds that have not yet occurred. However,
GSAM believes the risk of loss under these arrangements to be remote.
Effective
after the close of business on April 30, 2025, the Goldman Sachs Nasdaq-100 Core Premium Income ETF and
Goldman Sachs S&P 500 Core Premium Income ETF were renamed the Goldman Sachs
Nasdaq-100 Premium Income ETF and
Goldman Sachs S&P 500 Premium Income ETF, respectively.
Subsequent
events have been evaluated through the date of issuance, and GSAM has concluded
that there is no impact requiring adjustment or disclosure in the financial
statements.
Report of Independent Registered Public
Accounting Firm
To
the Board of Trustees of Goldman Sachs ETF Trust and Shareholders of Goldman
Sachs Nasdaq-100 Premium Income ETF and
Goldman Sachs S&P 500 Premium Income ETF
Opinions on the Financial Statements
We
have audited the accompanying statements of assets and liabilities, including
the schedules of investments, of Goldman Sachs Nasdaq-100 Premium Income ETF and Goldman
Sachs S&P 500 Premium Income ETF (two of the funds constituting Goldman
Sachs ETF Trust, hereafter collectively referred to as the “Funds”) as of
December 31, 2025, the related statements of operations for the year ended
December 31, 2025, the statements of changes in net assets for the year ended
December 31, 2025 and for the periods September 1, 2024 through December 31,
2024 and October 24, 2023 (commencement of operations) through August 31, 2024,
including the related notes, and the financial highlights for the year ended
December 31, 2025 and for the periods September 1, 2024 through December 31,
2024 and October 24, 2023 (commencement of operations) through August 31, 2024
(collectively referred to as the “financial statements”). In our opinion, the
financial statements present fairly, in all material respects, the financial
position of each of the Funds as of December 31, 2025, the results of each of
their operations for the year ended December 31, 2025, the changes in each of
their net assets for the year ended December 31, 2025 and for the periods
September 1, 2024 through December 31, 2024 and October 24, 2023 (commencement
of operations) through August 31, 2024, and each of the financial
highlights for the year ended December 31, 2025 and for each of the periods
September 1, 2024 through December 31, 2024 and October 24, 2023 (commencement
of operations) through August 31, 2024 in conformity with accounting principles
generally accepted in the United States of America.
Basis for Opinions
These
financial statements are the responsibility of the Funds’ management. Our
responsibility is to express an opinion on the Funds’ financial statements based
on our audits. We are a public accounting firm registered with the Public
Company Accounting Oversight Board (United States) (PCAOB) and are required to
be independent with respect to the Funds in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We
conducted our audits of these financial statements in accordance with the
standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement, whether due to error or fraud.
Our
audits included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and
performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the amounts and disclosures in
the financial statements. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as well as
evaluating the overall presentation of the financial statements. Our procedures
included confirmation of securities owned as of December 31, 2025 by
correspondence with the custodian and brokers; when replies were not received
from brokers, we performed other auditing procedures. We believe that our audits
provide a reasonable basis for our opinions.
/s/
PricewaterhouseCoopers LLP
Boston,
Massachusetts
February 24,
2026
We
have served as the auditor of one or more investment companies in the Goldman
Sachs fund complex since 2000.
