ck0001137360-20260529
RACK
| Data
Center Supply Chain ETF
Principal
U.S. Listing Exchange for the Fund: Cboe BZX Exchange, Inc.
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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VANECK®
Data Center Supply Chain ETF
SUMMARY
INFORMATION
INVESTMENT
OBJECTIVE
VanEck
Data Center Supply Chain ETF (the "Fund") seeks to replicate as closely as
possible, before fees and expenses, the price and yield performance of the
MarketVector™ Data Center Supply Chain Index (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) |
0.00 |
% |
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Total
Annual Fund Operating Expenses(b) |
0.50 |
% |
(a) “Other
Expenses” are based on estimated amounts for the current fiscal
year.
(b) 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.
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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$51 |
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$160 |
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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. Because the Fund is newly organized, no portfolio
turnover figures are available.
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. The Index is a rules-based, modified
capitalization-weighted, float-adjusted index intended to replicate the
performance of U.S.-listed companies that derive a significant portion of their
revenues from activities associated with building, operating, and powering
modern data centers (“Data Center Supply Chain Companies”). To be initially
eligible for inclusion in the Index, Data Center Supply Chain Companies must
generate at least 50% of their revenues from one or more of the following
categories: Cloud Networking Solutions; Data Center Supply Chain Services,
Equipment, and Storage; Data Center Real Estate; Fabless and Quantum Computing;
Nuclear Energy Providers and Generators; and Power Supply Chain.
Cloud
Networking Solutions companies may include providers of data center networking
hardware and software, including high-speed switching and routing, optical and
interconnect technologies, and network operating systems and orchestration
tools. Data Center Supply Chain Services, Equipment, and Storage companies may
include providers of servers, storage systems, cooling and thermal management,
racks and enclosures, uninterruptible power supplies, power management
equipment, and data center design, construction, operations, and managed
services. Data Center Real Estate companies may include owners, developers, and
operators of data centers and digital supply chain real estate, including data
center real estate investment trusts ("REITs") and related
landlords.
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Fabless
and Quantum Computing companies may include fabless semiconductor (i.e.,
those
that design, market and/or sell semiconductor chips but do not own or operate
their own manufacturing facilities) and computing platform companies whose
products are primarily designed for data center workloads (including compute,
acceleration, memory, and interconnect) as well as companies developing quantum
computing hardware, software, and enabling components. Nuclear Energy Providers
and Generators companies may include operators and developers of nuclear
generation assets and companies involved in nuclear fuel, services, and
equipment. Power Supply Chain companies may include providers of electric grid
equipment and services, including transmission and distribution supply chain,
transformers, switchgear, power electronics, backup generation, and microgrid
solutions.
Companies
in the Index may be domiciled outside of the U.S. and may include small-,
medium-, and large-capitalization companies, and the Fund may invest in
depositary receipts. As of April 30, 2026, the Index included 59 securities of
companies with a market capitalization range of between approximately $7.3
billion and $4.85 trillion and a weighted average market capitalization of
$405.3 billion.
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 Index is published by MarketVector
Indexes GmbH (the “Index Provider”), which is an indirectly wholly owned
subsidiary of the Adviser. The Index is reconstituted and rebalanced
semiannually.
The
Fund, using a “passive” or indexing investment approach, attempts to approximate
the investment performance of the Index by investing in a portfolio of
securities that generally replicates the Index. Unlike many investment companies
that try to “beat” the performance of a benchmark index, the Fund does not try
to “beat” the Index and does not seek temporary defensive positions that are
inconsistent with its investment objective of seeking to replicate the
Index.
The
Fund is classified as a non-diversified fund under the Investment Company Act of
1940, as amended (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 Index concentrates in an industry or group of industries. As
of April 30, 2026, the information technology, industrials and utilities sectors
represented significant portions 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.
Risk
of Investing in Data Center Supply Chain Companies.
The
Fund invests primarily in the securities of Data Center Supply Chain Companies
and is particularly sensitive to the risks of such companies. These risks
include, but are not limited to, aggressive pricing and rapid product
obsolescence, consolidation, evolving government regulations, new technologies
that may affect demand for data centers, cyclical economic cycles, high capital
costs, supply chain disruptions, research and development costs, natural
disasters and supplier outages, water supply and climate risk, the availability
and price of components, and labor relations. Data Center Supply Chain Companies
face intense competition and are also heavily dependent on intellectual property
rights and may be adversely affected by loss or impairment of those rights.
There can be no assurance these companies will be able to successfully protect
their intellectual property to prevent the misappropriation of their technology,
or that competitors will not develop technology that is substantially similar or
superior to such companies’ technology. In addition, tariffs placed on
specialized components and/or raw materials used by such companies may increase
costs and delay progress associated with research and development. Data Center
Supply Chain Companies involved in quantum computing may have limited operating
histories and may be more volatile compared to other, larger tech companies.
Data Center Supply Chain Companies involved in nuclear energy are subject to
particularly detailed and restrictive regulations, with a scheme for the
monitoring and periodic re-examination of operating authorization, which
primarily takes into account nuclear safety, environmental and public health
protection, and also national security considerations (terrorist threats in
particular). These regulations and any future regulations may be subject to
significant tightening by national and international authorities. Data Center
Supply Chain Companies may be concentrated in a particular country, region or
industry. Any adverse event affecting one of these countries, regions or
industries could have a negative impact on Data Center Supply Chain Companies.
Data centers increasingly rely on the use of electronic data, which may make
them more vulnerable to data security risk. Data centers are potential targets
for cyberattacks, which may have a materially adverse impact on the performance
of these companies. Data centers that do not implement more advanced access
control and security monitoring in response to internal and external threats may
be at greater risk of potential breaches or damage to data integrity. Demand for
data center supply chain products and services is cyclical and may be adversely
affected by reductions in capital expenditure, changes in business cycles, and
the emergence of new technologies.
Industrials
Sector Risk.
The Fund may be sensitive to, and its performance may depend to a greater extent
on, the overall condition of the industrials sector. The industrials sector
comprises companies who produce capital goods used in construction and
manufacturing, such as companies that make and sell machinery, equipment and
supplies that are used to produce other goods. Companies in the industrials
sector may be adversely affected by changes in government regulation, world
events and economic conditions. In addition, companies in the industrials sector
may be adversely affected by environmental damages, product liability claims and
exchange rates.
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Information
Technology Sector Risk. The Fund may be sensitive to, and its performance may depend to a
greater extent on, the overall condition of the information technology sector.
Information technology companies face intense competition, both domestically and
internationally, which may have an adverse effect on profit margins. Information
technology companies may have limited product lines, markets, financial
resources or personnel. The products of information technology companies may
face product obsolescence due to frequent new product introduction,
unpredictable changes in growth rates and competition for the services of
qualified personnel. They may face unexpected risks and costs associated with
technological developments, such as artificial intelligence and machine
learning. Failure to introduce new products, develop and maintain a loyal
customer base, or achieve general market acceptance for their products could
have a material adverse effect on a company’s business. Further, many companies
involved in, or exposed to, artificial intelligence-related businesses may be
substantially exposed to the market and business risks of other industries or
sectors, and the Fund may be adversely affected by negative developments
impacting those companies, industries or sectors. Companies in the information
technology sector are heavily dependent on patent protection and the expiration
of patents may adversely affect the profitability of these companies. In
addition, information technology may face increased government scrutiny and may
be subject to adverse government or legal action.
Utilities
Sector Risk.
The Fund may be sensitive to, and its performance may depend to a greater extent
on, the overall condition of the utilities sector. Companies in the utilities
sector may be adversely affected by changes in exchange rates, domestic and
international competition, difficulty in raising adequate amounts of capital and
governmental limitation on rates charged to
customers.
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.
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.
REITs
Risk. Investing
in REITs exposes investors to the risks of owning real estate directly, as well
as to risks that relate specifically to the way in which REITs are organized and
operated. REITs generally invest directly in real estate, in mortgages or in
some combination of the two. Operating REITs requires specialized management
skills and the Fund indirectly bears management expenses along with the direct
expenses of the Fund. Individual REITs may own a limited number of properties
and may concentrate in a particular region or property type. REITs may also be
subject to heavy cash flow dependency, default by borrowers or tenants and
self-liquidation. REITs also must satisfy specific requirements of the Internal
Revenue Code of 1986 in order to qualify as REITs. The failure of a company to
qualify as a REIT could have adverse consequences for the Fund, including
significantly reducing the return to the Fund on its investment in such company.
In addition, REITs, like mutual funds, have expenses, including management and
administration fees, that are paid by their shareholders. As a result,
shareholders will absorb their proportionate share of duplicate levels of fees
when the Fund invests in REITs.
Equity REITs that invest in commercial real estate may be adversely
affected by conditions in the real estate market, failure of tenants to renew
leases and decline in rental values.
Foreign
Securities Risk.
Investments in the securities of foreign issuers involve risks beyond those
associated with investments in U.S. securities. These additional risks include
greater market volatility, the availability of less reliable financial
information, less stringent investor protections and disclosure standards,
higher transactional and custody costs, taxation by foreign governments,
decreased market liquidity and political instability. Because certain foreign
securities markets may be limited in size, the activity of large traders may
have an undue influence on the prices of securities that trade in such markets.
The Fund invests in securities of issuers located in countries whose economies
are heavily dependent upon trading with key partners. Any reduction in this
trading may have an adverse impact on the Fund’s investments. Certain foreign
markets may rely heavily on particular industries or foreign capital and are
more vulnerable to diplomatic developments (including regional and global,
military or other conflicts), the imposition of economic sanctions against a
particular country or countries, organizations, companies, entities and/or
individuals, changes in international trading patterns, trade barriers
(including tariffs) and other protectionist or retaliatory measures. Investments
in foreign markets may also be adversely affected by governmental interventions
or other actions such as the imposition of capital controls, nationalization of
companies or industries, expropriation of assets or the imposition of punitive
taxes. The cost of investing in foreign securities, including brokerage
commissions and custodial expenses, can be higher than the cost of investing in
domestic securities. Foreign
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market trading hours, clearance and settlement procedures, and holiday
schedules may limit the Fund's ability to buy and sell
securities.
Small-Capitalization
Companies Risk. Small-capitalization
companies may be more volatile and more likely than medium- and
large-capitalization companies to have narrower product lines, fewer financial
resources, less management depth and experience and less competitive strength.
In addition, these companies often have greater price volatility, lower trading
volume and less liquidity than larger more established companies. Returns on
investments in securities of small-capitalization companies could trail the
returns on investments in securities of medium- and large-capitalization
companies.
Medium-Capitalization
Companies Risk.
Medium-capitalization companies may be more volatile and more likely than
large-capitalization companies to have narrower product lines, fewer financial
resources, less management depth and experience and less competitive strength.
In addition, these companies often have greater price volatility, lower trading
volume and less liquidity than larger more established companies. Returns on
investments in securities of medium-capitalization companies could trail the
returns on investments in securities of large-capitalization
companies.
Large-Capitalization
Companies Risk.
The Fund may invest in large-capitalization companies and, therefore will be
subject to certain risks associated with large-capitalization companies.
Securities of large-capitalization companies could fall out of favor with the
market and underperform securities of small- or medium-capitalization companies.
Larger, more established companies may be slow to respond to challenges and may
grow more slowly than smaller
companies.
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
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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 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.
New
Fund Risk.
The Fund is a new fund, with a limited or no operating history and a small asset
base. There can be no assurance that the Fund will grow to or maintain a viable
size. Due to the Fund’s small asset base, certain of the Fund’s expenses and its
portfolio transaction costs may be higher than those of a fund with a larger
asset base. To the extent that the Fund does not grow to or maintain a viable
size, it may be liquidated, and the expenses, timing and tax consequences of
such liquidation may not be favorable to some
shareholders.
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
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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.
Issuer-Specific
Changes Risk.
The value of individual securities in the Fund’s portfolio can be more volatile
than the market as a whole and can perform differently from the value of the
market as a whole, which may have a greater impact if the Fund’s portfolio is
concentrated in a country, region, market, industry, sector or asset class. A
change in the financial condition, market perception or the credit rating of an
issuer of securities included in the Fund may cause the value of its securities
to decline.
PERFORMANCE
The Fund has not
yet commenced operations and therefore does not have a performance
history. Once available, the Fund’s performance information will
be accessible on the Fund’s website at www.vaneck.com.
PORTFOLIO
MANAGEMENT
Investment
Adviser.
Van Eck Associates Corporation.
Portfolio
Managers.
The following individuals are jointly and 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 |
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Peter
H. Liao, CFA |
Portfolio
Manager |
June
2026 |
| Griffin
Driscoll |
Deputy
Portfolio Manager |
June
2026 |
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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 asset 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
Unless
your investment in the Fund is through a tax-exempt entity or tax-deferred
retirement account, such as a 401(k) plan, 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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| ADDITIONAL
INFORMATION ABOUT THE FUND’S INVESTMENT STRATEGIES AND
RISKS |
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. The Index is a rules-based, modified capitalization-weighted,
float-adjusted index intended to replicate the performance of U.S.-listed
companies that derive a significant portion of their revenues from activities
associated with building, operating, and powering modern data centers (“Data
Center Supply Chain Companies”). To be initially eligible for inclusion in the
Index, Data Center Supply Chain Companies must generate at least 50% of their
revenues from one or more of the following categories: Cloud Networking
Solutions; Data Center Supply Chain Services, Equipment, and Storage; Data
Center Real Estate; Fabless and Quantum Computing; Nuclear Energy Providers and
Generators; and Power Supply Chain.
Cloud
Networking Solutions companies may include providers of data center networking
hardware and software, including high-speed switching and routing, optical and
interconnect technologies, and network operating systems and orchestration
tools. Data Center Supply Chain Services, Equipment, and Storage companies may
include providers of servers, storage systems, cooling and thermal management,
racks and enclosures, uninterruptible power supplies, power management
equipment, and data center design, construction, operations, and managed
services. Data Center Real Estate companies may include owners, developers, and
operators of data centers and digital supply chain real estate, including data
center real estate investment trusts ("REITs") and related
landlords.
Fabless
and Quantum Computing companies may include fabless semiconductor (i.e.,
those that design, market and/or sell semiconductor chips but do not own or
operate their own manufacturing facilities) and computing platform companies
whose products are primarily designed for data center workloads (including
compute, acceleration, memory, and interconnect) as well as companies developing
quantum computing hardware, software, and enabling components. Nuclear Energy
Providers and Generators companies may include operators and developers of
nuclear generation assets and companies involved in nuclear fuel, services, and
equipment. Power Supply Chain companies may include providers of electric grid
equipment and services, including transmission and distribution supply chain,
transformers, switchgear, power electronics, backup generation, and microgrid
solutions.
Companies
in the Index may be domiciled outside of the U.S. and may include small-,
medium-, and large-capitalization companies, and the Fund may invest in
depositary receipts. As of April 30, 2026, the Index included 59 securities of
companies with a market capitalization range of between approximately $7.3
billion and $4.85 trillion and a weighted average market capitalization of
$405.3 billion.
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 Index is published by MarketVector
Indexes GmbH (the “Index Provider”), which is an indirectly wholly owned
subsidiary of the Adviser. The Index is reconstituted and rebalanced
semiannually.
The
Fund, using a “passive” or indexing investment approach, attempts to approximate
the investment performance of the Index by investing in a portfolio of
securities that generally replicates the Index. Unlike many investment companies
that try to “beat” the performance of a benchmark index, the Fund does not try
to “beat” the Index and does not seek temporary defensive positions that are
inconsistent with its investment objective of seeking to replicate the
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 Index concentrates in an
industry or group of industries. As of April 30, 2026, the information
technology, industrials and utilities sectors represented significant portions
of the Index.
The
Adviser anticipates that, generally, the Fund will hold or gain exposure to all
of the securities that track and/or comprise the Index in proportion to their
weightings in the Index. However, to the extent it is not possible or
practicable to purchase all of those securities in those weightings, the Fund
may purchase a sample of securities in the Index. The Adviser may also choose to
underweight or overweight a security in the Index, purchase securities not in
the Index that the Adviser believes are appropriate to substitute for certain
securities in the Index, or utilize various combinations of other available
investment techniques in seeking to replicate/track (as applicable) as closely
as possible, before fees and expenses, the price and yield performance of the
Index. The Fund may sell securities that are represented in the Index in
anticipation of their removal from the Index or purchase securities not
represented in the Index in anticipation of their addition to the Index. The
Fund may also, in order to comply with tax diversification requirements of the
Internal Revenue Code of 1986, as amended (the "Internal Revenue Code")
temporarily invest in securities not included in the Index that are expected to
be highly correlated with the securities included in the 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 of the
Trust (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.”
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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. See also
the Fund's SAI for information on certain other investments in which the Fund
may invest and other investment techniques in which the Fund may engage from
time to time and related risks.
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.
Risk
of Investing in Data Center Supply Chain Companies.
The Fund invests primarily in the securities of Data Center Supply Chain
Companies and is particularly sensitive to the risks of such companies. These
risks include, but are not limited to, aggressive pricing and rapid product
obsolescence, consolidation, evolving government regulations, new technologies
that may affect demand for data centers, cyclical economic cycles, high capital
costs, supply chain disruptions, research and development costs, natural
disasters and supplier outages, water supply and climate risk, the availability
and price of components, and labor relations. Data Center Supply Chain Companies
face intense competition and are also heavily dependent on intellectual property
rights and may be adversely affected by loss or impairment of those rights.
There can be no assurance these companies will be able to successfully protect
their intellectual property to prevent the misappropriation of their technology,
or that competitors will not develop technology that is substantially similar or
superior to such companies’ technology. In addition, tariffs placed on
specialized components and/or raw materials used by such companies may increase
costs and delay progress associated with research and development. Data Center
Supply Chain Companies involved in quantum computing may have limited operating
histories and may be more volatile compared to other, larger tech companies.
Data Center Supply Chain Companies involved in nuclear energy are subject to
particularly detailed and restrictive regulations, with a scheme for the
monitoring and periodic re-examination of operating authorization, which
primarily takes into account nuclear safety, environmental and public health
protection, and also national security considerations (terrorist threats in
particular). These regulations and any future regulations may be subject to
significant tightening by national and international authorities. Data Center
Supply Chain Companies may be concentrated in a particular country, region or
industry. Any adverse event affecting one of these countries, regions or
industries could have a negative impact on Data Center Supply Chain Companies.
Data centers increasingly rely on the use of electronic data, which may make
them more vulnerable to data security risk. Data centers are potential targets
for cyberattacks, which may have a materially adverse impact on the performance
of these companies. Data centers that do not implement more advanced access
control and security monitoring in response to internal and external threats may
be at greater risk of potential breaches or damage to data integrity. Demand for
data center supply chain products and services is cyclical and may be adversely
affected by reductions in capital expenditure, changes in business cycles, and
the emergence of new technologies.
Industrials
Sector Risk.
The Fund may be sensitive to, and its performance may depend to a greater extent
on, the overall condition of the industrials sector. The industrials sector
comprises companies who produce capital goods used in construction and
manufacturing, such as companies that make and sell machinery, equipment and
supplies that are used to produce other goods. Companies in the industrials
sector may be adversely affected by changes in government regulation, world
events and economic conditions. In addition, companies in the industrials sector
may be adversely affected by environmental damages, product liability claims and
exchange rates.
The
stock prices of companies in the industrials sector are affected by supply and
demand both for their specific product or service and for industrial sector
products in general. The products of manufacturing companies may face product
obsolescence due to rapid technological developments and frequent new product
introduction. In addition, the industrials sector may also be adversely affected
by changes or trends in commodity prices, which may be influenced or
characterized by unpredictable factors.
Information
Technology Sector Risk.
The Fund may be sensitive to, and its performance may depend to a greater extent
on, the overall condition of the information technology sector. Information
technology companies face intense competition, both domestically and
internationally, which may have an adverse effect on profit margins. Information
technology companies may have limited product lines, markets, financial
resources or personnel. The products of information technology companies may
face product obsolescence due to frequent new product introduction,
unpredictable changes in growth rates and competition for the services of
qualified personnel. They may face unexpected risks and costs associated with
technological developments, such as artificial intelligence and machine
learning. Failure to introduce new products, develop and maintain a loyal
customer base, or achieve general market acceptance for their products could
have a material adverse effect on a company’s business. Further, many companies
involved in, or exposed to, artificial intelligence-related businesses may be
substantially exposed to the market and business risks of other industries or
sectors, and the Fund may be adversely affected by negative developments
impacting those companies, industries or sectors. Companies in the information
technology sector are heavily dependent on patent protection and the expiration
of patents may adversely affect the profitability of these companies. In
addition, information technology may face increased government scrutiny and may
be subject to adverse government or legal action.
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Utilities
Sector Risk.
The Fund may be sensitive to, and its performance may depend to a greater extent
on, the overall condition of the utilities sector. Issuers in the utilities
sector are subject to a variety of factors that may adversely affect their
business or operations, including high interest costs in connection with capital
construction and improvement programs, difficulty in raising capital in adequate
amounts on reasonable terms in periods of high inflation and unsettled capital
markets, and the effects of economic slowdowns and surplus capacity. Companies
in the utilities sector are subject to extensive regulation, including
governmental regulation of rates charged to customers, and may face difficulty
in obtaining regulatory approval of new technologies. The effects of a U.S.
national energy policy and lengthy delays and greatly increased costs and other
problems associated with the design, construction, licensing, regulation and
operation of nuclear facilities for electric generation, including, among other
considerations, the problems associated with the use of radioactive materials
and the disposal of radioactive wastes, may adversely affect companies in the
utilities sector. Certain companies in the utilities sector may be inexperienced
and may suffer potential losses resulting from a developing deregulatory
environment. Technological innovations may render existing plants, equipment or
products obsolete. Companies in the utilities sector may face increased
competition from other providers of utility services. The potential impact of
terrorist activities on companies in the utilities sector and its customers and
the impact of natural or man-made disasters may adversely affect the utilities
sector. Issuers in the utilities sector also may be subject to regulation by
various governmental authorities and may be affected by the imposition of
special tariffs and changes in tax laws, regulatory policies and accounting
standards.
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 equity 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.
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.
REITs
Risk. Investing
in REITs exposes investors to the risks of owning real estate directly, as well
as to risks that relate specifically to the way in which REITs are organized and
operated. REITs generally invest directly in real estate, in mortgages or in
some combination of the two. Operating REITs requires specialized management
skills and the Fund indirectly bears management expenses along with the direct
expenses of the Fund. Individual REITs may own a limited number of properties
and may concentrate in a particular region or property type. REITs may also be
subject to heavy cash flow dependency, default by borrowers or tenants and
self-liquidation. REITs typically use leverage to acquire assets, which
increases the risk of investing in REITs and can cause the values of the Fund's
investments in REITs to be more volatile and to decline if interest rates
increase. REITs also must satisfy specific requirements of the Internal Revenue
Code in order to qualify for tax-free pass-through income. The failure of a
company to qualify as a REIT could have adverse consequences for the Fund,
including significantly reducing the return to the Fund on its investment in
such company. In addition, REITs, like mutual funds, have expenses, including
management and administration fees, that are paid by their shareholders. As a
result, shareholders will absorb their proportionate share of duplicate levels
of fees when the Fund invests in REITs.
Individuals
(and certain other non-corporate entities) are generally eligible for a
deduction of up to 20% on taxable ordinary dividends from REITs and certain
other types of business income. Treasury regulations permit a regulated
investment company to pass through to its shareholders qualified REIT dividends
eligible for the 20% deduction provided holding period and other requirements
are met at both the shareholder and the Fund level. Some portion of the
distributions by the Fund may be taxable ordinary dividends from REITs.
Foreign
Securities Risk.
Investments in the securities of foreign issuers involve risks beyond those
associated with investments in U.S. securities. These additional risks include
greater market volatility, the availability of less reliable financial
information, less stringent investor protections and disclosure standards,
higher transactional and custody costs, taxation by foreign governments,
decreased market liquidity and political instability. Because certain foreign
securities markets may be limited in size, the activity of large traders may
have an undue influence on the prices of securities that trade in such markets.
The Fund invests in securities of issuers located in countries whose economies
are heavily dependent upon trading with key partners. Any reduction in this
trading may have an adverse impact on the Fund’s investments. Certain foreign
markets may
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rely
heavily on particular industries or foreign capital and are more vulnerable to
diplomatic developments (including regional and global, military or other
conflicts), the imposition of economic sanctions against a particular country or
countries, organizations, companies, entities and/or individuals, changes in
international trading patterns, trade barriers (including tariffs) and other
protectionist or retaliatory measures. Investments in foreign markets may also
be adversely affected by governmental interventions or other actions such as the
imposition of capital controls, nationalization of companies or industries,
expropriation of assets or the imposition of punitive taxes. The cost of
investing in foreign securities, including brokerage commissions and custodial
expenses, can be higher than the cost of investing in domestic securities.
Foreign market trading hours, clearance and settlement procedures, and holiday
schedules may limit the Fund's ability to buy and sell securities.
Certain
foreign markets that have historically been considered relatively stable may
become volatile in response to changed conditions or new developments. Increased
interconnectivity of world economies and financial markets increases the
possibility that adverse developments and conditions in one country or region
will affect the stability of economies and financial markets in other countries
or regions. Because the Fund may invest in securities denominated in foreign
currencies and some of the income received by the Fund may be in foreign
currencies, changes in currency exchange rates may negatively impact the Fund’s
return.
Foreign
issuers are often subject to less stringent requirements regarding accounting,
auditing, financial reporting and record keeping than are U.S. issuers, and
therefore, not all material information may be available or reliable. Securities
exchanges or foreign governments may adopt rules or regulations that may
negatively impact the Fund’s ability to invest in foreign securities or may
prevent the Fund from repatriating its investments. The Fund may also invest in
depositary receipts which involve similar risks to those associated with
investments in foreign securities. In addition, the Fund may not receive
shareholder communications or be permitted to vote the securities that it holds,
as the issuers may be under no legal obligation to distribute shareholder
communications.
The
United States and other nations or international organizations may impose
economic sanctions or take other actions that may adversely affect issuers of
specific countries. Economic sanctions could, among other things, effectively
restrict or eliminate the Fund’s ability to purchase or sell securities or
groups of securities for a substantial period of time, and may make the Fund’s
investments in such securities harder to value. These sanctions, any future
sanctions or other actions, or even the threat of further sanctions or other
actions, may negatively affect the value and liquidity of the Fund.
Also,
certain issuers located in foreign countries in which the Fund invests may
operate in, or have dealings with, countries subject to sanctions and/or
embargoes imposed by the U.S. Government and the United Nations and/or countries
identified by the U.S. Government as state sponsors of terrorism. As a result,
an issuer may sustain damage to its reputation if it is identified as an issuer
which operates in, or has dealings with, such countries. The Fund, as an
investor in such issuers, will be indirectly subject to those
risks.
Small-Capitalization
Companies Risk. Small-capitalization
companies may be more volatile and more likely than medium- and
large-capitalization companies to have narrower product lines, fewer financial
resources, less management depth and experience and less competitive strength.
In addition, these companies often have greater price volatility, lower trading
volume and less liquidity than larger more established companies. Returns on
investments in securities of small-capitalization companies could trail the
returns on investments in securities of medium- and large-capitalization
companies.
Medium-Capitalization
Companies Risk.
The Fund may invest in medium-capitalization companies and, therefore will be
subject to certain risks associated with 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
medium-capitalization companies could trail the returns on investments in
securities of larger companies.
Large-Capitalization
Companies Risk.
The Fund may invest in large-capitalization companies and, therefore will be
subject to certain risks associated with large-capitalization companies.
Securities of large-capitalization companies could fall out of favor with the
market and underperform securities of small- or medium-capitalization companies.
Larger, more established companies may be slow to respond to challenges and may
grow more slowly than smaller companies.
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.
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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 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 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.
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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.
New
Fund Risk.
The Fund is a new fund, with a limited or no operating history and a small asset
base. There can be no assurance that the Fund will grow to or maintain a viable
size. Due to the Fund’s small asset base, certain of the Fund’s expenses and its
portfolio transaction costs may be higher than those of a fund with a larger
asset base. To the extent that the Fund does not grow to or maintain a viable
size, it may be liquidated, and the expenses, timing and tax consequences of
such liquidation may not be favorable to some shareholders.
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.
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
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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 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.
Issuer-Specific
Changes Risk.
The value of individual securities in the Fund’s portfolio can be more volatile
than the market as a whole and can perform differently from the value of the
market as a whole, which may have a greater impact if the Fund’s portfolio is
concentrated in a country, region, market, industry, sector or asset class. A
change in the financial condition, market perception or the credit rating of an
issuer of securities included in the Fund may cause the value of its securities
to decline.
ADDITIONAL
NON-PRINCIPAL INVESTMENT STRATEGIES
The
Fund may invest in securities not included in the Index, money market
instruments, including repurchase agreements or other funds which invest
exclusively 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 the Index. Depositary receipts not
included in the Fund’s Index may be used by the Fund in seeking performance that
corresponds to the 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 have 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 is expected 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 the 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.
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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 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.
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 is permitted to enter into an unfunded commitment agreement, and such
unfunded commitment agreement is not subject to the asset coverage requirements
under the Investment Company Act of 1940, if the
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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.
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.
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.
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| TAX
ADVANTAGED PRODUCT STRUCTURE |
Unlike
many conventional mutual funds which are only bought and sold at closing net
asset values, the Shares of the Fund have been designed to be tradable in a
secondary market on an intra-day basis and to be redeemed principally in-kind in
Creation Units at each day’s market close. These in-kind arrangements are
designed to mitigate the adverse effects on the Fund’s portfolio that could
arise from frequent cash redemption transactions that affect the net asset value
of the Fund. Moreover, in contrast to conventional mutual funds, where frequent
redemptions can have an adverse tax impact on taxable shareholders because of
the need to sell portfolio securities which, in turn, may generate taxable gain,
the in-kind redemption mechanism of the Fund, to the extent used, generally is
not expected to lead to a tax event for shareholders whose Shares are not being
redeemed.
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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 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 March 31, 2026, the Adviser
managed approximately $199.12
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 will be
available in the Trust’s filing on Form N-CSR for the period ended March 31,
2026.
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 Agreement, 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) Securities and
Exchange Commission 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.
Manager
of Managers Structure.
The Adviser and the Trust may rely on an exemptive order (the “Order”) from the
Securities and Exchange Commission that permits the Adviser to enter into
investment sub-advisory agreements with unaffiliated sub-advisers without
obtaining shareholder approval. The Adviser, subject to the review and approval
of the Board of Trustees, may select one or more sub- advisers for the Fund and
supervise, monitor and evaluate the performance of each
sub-adviser.
The
Order also permits the Adviser, subject to the approval of the Board of
Trustees, to replace sub-advisers and amend investment sub-advisory agreements,
including applicable fee arrangements, without shareholder approval whenever the
Adviser and the Board of Trustees believe such action will benefit the Fund and
its shareholders. The Adviser thus would have the responsibility (subject to the
oversight of the Board of Trustees) to recommend the hiring and replacement of
sub-advisers as well as the discretion to terminate any sub-adviser and
reallocate the Fund’s assets for management among any other sub-adviser(s) and
itself. This means that the Adviser would be able to reduce the sub-advisory
fees and retain a larger portion of the management fee, or increase the
sub-advisory fees and retain a smaller portion of the management fee. The
Adviser would compensate each sub-adviser out of its management
fee.
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 Agreement.
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 who currently share joint responsibility 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.
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, if any, 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
the 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
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price
quotations obtained from broker-dealers and other market intermediaries that may
trade in the portfolio securities held 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 expected to be listed on the 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.
The
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 AP may be suspended or the date of payment postponed
(1) for any period during which the Exchange is closed (other than customary
weekend and holiday closings); (2) for any period during which trading on the
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 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.” Distributions from the Fund’s
net investment income, 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 and net realized capital gains, if any, is typically
distributed to shareholders annually. Dividends may be declared and paid more
frequently to improve index tracking or to comply with the distribution
requirements of the U.S. Internal Revenue Code. 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.
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 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.
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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.
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 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 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 the Fund’s Shares will be
subject to U.S. 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 IRS 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 IRS which state that they will provide the IRS
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 IRS, 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.
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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
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.
MarketVector
is affiliated with the Adviser. Accordingly, the Adviser has adopted policies
and procedures to address concerns of undue influence between the Adviser and
MarketVector, including a “firewall” around the personnel that have access to
information concerning changes and adjustments to the Index.
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| MARKETVECTOR
DATA CENTER SUPPLY CHAIN INDEX |
The
Index is a rules-based, modified capitalization-weighted, float-adjusted index
comprised of equity securities, which may include depositary receipts, of
publicly traded companies that are generally considered by the Index Provider to
be part of the data center supply chain ecosystem. The Index includes
U.S.-listed companies that derive at least 50% (25% for current Index
components) of their revenues from activities in Cloud Networking Solutions,
Data Center Supply Chain Services, Equipment, and Storage, Data Center Real
Estate, Fabless and Quantum Computing, Nuclear Energy Providers and Generators,
or Power Supply Chain.
As
of April 30, 2026, the Index included 59 securities of companies with a market
capitalization range of between approximately $7.3 billion and $4.85 trillion
and a weighted average market capitalization of $405.3 billion.
Cloud
Networking Solutions companies may include providers of data center networking
hardware and software, including high-speed switching and routing, optical and
interconnect technologies, and network operating systems and orchestration
tools. Data Center Supply Chain Services, Equipment, and Storage companies may
include providers of servers, storage systems, cooling and thermal management,
racks and enclosures, uninterruptible power supplies, power management
equipment, and data center design, construction, operations, and managed
services. Data Center Real Estate companies may include owners, developers, and
operators of data centers and digital supply chain real estate, including data
center REITs and related landlords.
Fabless
and Quantum Computing companies may include fabless semiconductor (i.e.,
those that design, market and/or sell semiconductor chips but do not own or
operate their own manufacturing facilities) and computing platform companies
whose products are primarily designed for data center workloads (including
compute, acceleration, memory, and interconnect) as well as companies developing
quantum computing hardware, software, and enabling components. Nuclear Energy
Providers and Generators companies may include operators and developers of
nuclear generation assets and companies involved in nuclear fuel, services, and
equipment. Power Supply Chain companies may include providers of electric grid
equipment and services, including transmission and distribution supply chain,
transformers, switchgear, power electronics, backup generation, and microgrid
solutions.
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LICENSE
AGREEMENT AND DISCLAIMERS |
The
Adviser has entered into a licensing agreement with MarketVector to use the
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 Fund 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 Indices
are 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.
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The
Fund has not yet commenced operations as of the date of this Prospectus and
therefore does not have a financial history.
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| PREMIUM/DISCOUNT
INFORMATION |
The
Fund has not yet commenced operations and, therefore, does not have information
about the differences between the Fund’s daily market price on the Exchange and
its NAV. 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. PricewaterhouseCoopers
LLP serves as the Trust’s independent registered public accounting firm and will
audit the Fund’s financial statements annually.
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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 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)
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PAGE INTENTIONALLY LEFT BLANK]
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For
more detailed information about the Fund, see the SAI dated June 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
RACKPRO |
800.826.2333
| vaneck.com |