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4974/29/2026ETF Series
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(QTUM)
Defiance Quantum ETF |
|
(UFOX)
Defiance Space and Connective Tech ETF |
| (formerly,
(SIXG) Defiance Connective Technologies ETF) |
|
| Listed
on The Nasdaq Stock Market LLC |
|
|
(JEDI)
Defiance Drone and Modern Warfare ETF |
| Listed
on NYSE Arca, Inc. |
each
a series of ETF Series Solutions
PROSPECTUS
April 30,
2026,
as
supplemented June 29, 2026
The
U.S. Securities and Exchange Commission (“SEC”) has not approved or disapproved
of 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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|
| |
| DEFIANCE
QUANTUM ETF SUMMARY |
Investment
Objective
The
Defiance
Quantum ETF (the “Fund” or the “Quantum ETF”) seeks to track the
total return performance, before fees and expenses, of the BlueStar® Quantum
Computing and Machine Learning Index (the “Index”).
Fees and Expenses of the
Fund
The
following table describes the fees and expenses 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 table and Example
below.
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Annual
Fund Operating Expenses (expenses
that you pay each year as a percentage of the value of your
investment) |
|
|
|
| Management
Fees |
0.40% |
| Distribution
and/or Service (12b-1) Fees |
0.00% |
| Other
Expenses |
0.00% |
|
Total
Annual Fund Operating Expenses |
0.40% |
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although
your actual costs may be higher or lower, based on these assumptions your costs
would be:
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| 1 Year |
3
Years |
5
Years |
10
Years |
| $41 |
$128 |
$224 |
$505 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in annual fund
operating expenses or in the Example, affect the Fund’s performance. For the
fiscal year ended December 31, 2025 , the Fund’s portfolio turnover
rate was 42% of the average value of its
portfolio.
Principal Investment
Strategies
The
Fund uses a “passive management” (or indexing) approach to track the total
return performance, before fees and expenses, of the Index.
BlueStar®
Quantum Computing and Machine Learning Index
The
Index consists of a modified equal-weighted portfolio of the stock of companies
that derive at least 50% of their annual revenue or operating activity from the
development of quantum computing and machine learning technology. “Quantum
computing” refers to hardware and software designed to take advantage of
extremely fast computers that leverage the field of quantum mechanics, a branch
of physics dealing with particles and the complexities in which they naturally
behave. Such technologies include research and development of quantum computers;
use of quantum computing for applied sciences or communications; development of
technology-enabled interactions between quantum and traditional computers;
development of advanced hardware and/or software used in machine learning;
production of specialized machinery used in advanced semiconductor and
integrated circuit packaging; or the production and/or processing of raw
materials used in quantum computing. The companies included in the Index are
screened semi-annually from the universe of globally-listed stocks (including in
emerging markets) by BlueStar Global Investors, LLC (“BlueStar” or the “Index
Provider”) based primarily on descriptions of a company’s primary business
activities in regulatory filings (e.g.,
financial statements, annual reports, investor presentations), analyst reports,
and industry-specific trade publications. Companies identified by BlueStar’s
screening process are then screened for investibility, including a minimum
market capitalization of (i) US$150 million for companies that derive at least
50% of their annual revenue or operating activity from machine learning-related
products or activities and (ii) US$100 million for companies that derive at
least 50% of their annual revenue or operating activity from quantum
computing-related products or activities.
The
Index is rebalanced and reconstituted semi-annually after the close of business
on the third Friday of June and December each year based on data as of the
Tuesday before the second Friday of June and December each year. However, new
initial public offerings (“IPOs”) that meet the Index’s eligibility requirements
may be added on a “fast-entry basis” in between reconstitution dates. In
addition to the semi-annual reconstitutions in June and December, new IPOs are
reviewed for fast-entry addition in March and September, and may be added after
the close of business on the third Friday of March and September. Fast-entry
additions are added at
an
equal weight with the weight reduced from existing components proportionally.
Index constituents will be removed from the Index at the time of a
reconstitution if they fail to meet the eligibility requirements.
In
determining the companies included in the Index at the time of each rebalance
and reconstitution of the Index, the largest eligible companies by market
capitalization are included until 98.5% of the market capitalization of such
eligible companies is included in the Index, plus any companies already included
in the Index whose market capitalization falls between the largest and smallest
market capitalizations of the eligible companies. If such rules result in fewer
than 70 Index components, the largest remaining eligible companies are selected
until the number of components reaches 70.
As
of March 31, 2026, the Index had 82 constituents, 20 of which were listed on a
non-U.S. exchange.
At
the time of each rebalance and reconstitution of the Index, each constituent is
equally-weighted, subject to a downward adjustment for securities trading below
certain liquidity thresholds. Additionally, the weight of each Index component
may rise and/or fall between Index rebalance dates.
The
Index was established in 2018 and is owned by the Index Provider. The Fund’s
Index Provider is not affiliated with the Fund’s adviser, sub-adviser,
administrator, or distributor.
The
Fund’s Investment Strategy
The
Fund will generally use a “replication” strategy to achieve its investment
objective, meaning the Fund will generally invest in all of the component
securities of the Index in the same approximate proportions as in the
Index. However, the Fund may use a “representative sampling” strategy, meaning
it may invest in a sample of the securities in the Index whose risk, return, and
other characteristics closely resemble the risk, return, and other
characteristics of the Index as a whole, when the Fund’s sub-adviser believes it
is in the best interests of the Fund (e.g.,
when replicating the Index involves practical difficulties or substantial costs,
an Index constituent becomes temporarily illiquid, unavailable, or less liquid,
or as a result of legal restrictions or limitations that apply to the Fund but
not to the Index).
The
Fund generally may invest in securities or other investments not included in the
Index, but which the Fund’s sub-adviser believes will help the Fund track the
Index. For example, the Fund may invest in securities that are not components of
the Index to reflect various corporate actions and other changes to the Index
(such as reconstitutions, additions, and deletions).
To
the extent the Index concentrates (i.e., holds more than 25% of its total assets)
in the securities of a particular industry or group of related industries, the
Fund will concentrate its investments to approximately the same extent as the
Index. As of March 31, 2026, the Index was concentrated in the semiconductors
industry and had significant exposure to other information technology sector
industries, including the software industry
group.
Principal
Investment Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As with any investment, there is a risk that you could lose all or
a portion of your investment in the Fund. Some or all of these
risks may adversely affect the Fund’s net asset value per share (“NAV”), trading
price, yield, total return and/or ability to meet its objectives. For more
information about the risks of investing in the Fund, see the section in the
Fund’s Prospectus titled “Additional Information About the Funds”.
•Capital
Controls and Sanctions Risk. Economic conditions, such as volatile currency exchange rates and
interest rates, political events, military action and other conditions may,
without prior warning, lead to foreign government intervention (including
intervention by the U.S. government with respect to foreign governments,
economic sectors, foreign companies and related securities and interests) and
the imposition of capital controls and/or sanctions, which may also include
retaliatory actions of one government against another government, such as
seizure of assets. Capital controls and/or sanctions include the prohibition of,
or restrictions on, the ability to transfer currency, securities or other
assets. Capital controls and/or sanctions may also impact the ability of the
Fund to buy, sell or otherwise transfer securities or currency, negatively
impact the value and/or liquidity of such instruments, adversely affect the
trading market and price for Shares, and cause the Fund to decline in
value.
•Concentration
Risk.
The
Fund’s investments will be concentrated in an industry or group of industries to
the same extent that the Index is so concentrated. In such event, the value of
the Shares may rise and fall more than the value of shares of a fund that
invests in securities of companies in a broader range of industries.
◦Semiconductors
Industry Risk.
Competitive pressures, intense competition, aggressive pricing, technological
developments, changing demand, research and development costs, availability and
price of components and product obsolescence can significantly affect companies
operating in the semiconductors industry. Reduced demand for end-user products,
under-utilization of manufacturing capacity, and other factors could adversely
impact the operating results of companies in the semiconductors industry.
Semiconductor companies typically face high capital costs and may be heavily
dependent on intellectual property rights. The semiconductors industry is highly
cyclical, which may cause the operating results of many semiconductor companies
to vary significantly. The stock prices of companies in the semiconductors
industry have been and likely will continue to be extremely
volatile.
•Currency
Exchange Rate Risk. The Fund may invest in investments denominated in non-U.S. currencies
or in securities that provide exposure to such currencies. Changes in currency
exchange rates and the relative value of non-U.S. currencies will affect the
value of the Fund’s investment and the value of your Shares. Currency exchange
rates can be very volatile and can change quickly and unpredictably. As a
result, the value of an investment in the Fund may change quickly and without
warning and you may lose money.
•Depositary
Receipt Risk. Depositary receipts involve risks similar to those associated with
investments in foreign securities, such as changes in political or economic
conditions of other countries and changes in the exchange rates of foreign
currencies. Depositary receipts listed on U.S. exchanges are issued by banks or
trust companies, and entitle the holder to all dividends and capital gains that
are paid out on the underlying foreign shares (“Underlying Shares”). When the
Fund invests in depositary receipts as a substitute for an investment directly
in the Underlying Shares, the Fund is exposed to the risk that the depositary
receipts may not provide a return that corresponds precisely with that of the
Underlying Shares.
•Emerging
Markets Risk. The Fund may invest in companies organized in emerging market
nations. Investments in securities and instruments traded in developing or
emerging markets, or that provide exposure to such securities or markets, can
involve additional risks relating to global trade policy as well as political,
economic, or regulatory conditions not associated with investments in U.S.
securities and instruments or investments in more developed international
markets. Such conditions may impact the ability of the Fund to buy, sell or
otherwise transfer securities, adversely affect the trading market and price for
Shares and cause the Fund to decline in value.
•Emerging
Technologies Investment Risk. The Fund invests primarily to gain exposure to emerging technologies,
such as quantum computing, in accordance with the Index. Companies across a wide
variety of industries, primarily in the technology and communications services
sectors, are exploring the possible applications of these technologies. The
extent of such technologies’ versatility has not yet been fully explored.
Consequently, the Fund’s holdings may include equity securities of operating
companies that have exposure to a wide variety of industries, and the economic
fortunes of certain companies held by the Fund may be significantly tied to such
industries. Currently, there are few public companies for which these emerging
technologies represent an attributable and significant revenue or profit stream,
and such technologies may not ultimately have a material effect on the economic
returns of companies in which the Fund invests.
•Equity
Market Risk.
The equity securities held in the Fund’s portfolio may experience
sudden, unpredictable drops in value or long periods of decline in value. This
may occur because of factors that affect securities markets generally or factors
affecting specific issuers, industries, or sectors in which the Fund invests.
Common stocks are generally exposed to greater risk than other types of
securities, such as preferred stock and debt obligations, because common
stockholders generally have inferior rights to receive payment from issuers. In
addition, local, regional or global events such as war, including Russia’s
invasion of Ukraine, acts of terrorism, market volatility related to global
trade policy, spread of infectious diseases or other public health issues (such
as the global pandemic caused by the COVID-19 virus), recessions, rising
inflation, or other events could have a significant negative impact on the Fund
and its investments. Such events may affect certain geographic regions,
countries, sectors and industries more significantly than others. Such events
could adversely affect the prices and liquidity of the Fund’s portfolio
securities or other instruments and could result in disruptions in the trading
markets.
•ETF
Risks. The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The Fund has a limited number of financial institutions that may act
as Authorized Participants (“APs”). In addition, there may be a limited number
of market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise
become unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
◦Shares
May Trade at Prices Other Than NAV. As with all ETFs, Shares may be bought and sold in the secondary
market at market prices. Although it is expected that the market price of Shares
will approximate the Fund’s NAV, there may be times when the market price of
Shares is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility, periods of
steep market declines, and periods when there is limited trading activity for
Shares in the secondary market, in which case such premiums or discounts may be
significant. Because securities held by the Fund may trade on foreign exchanges
that are closed when the Fund’s primary listing exchange is open, there are
likely to be deviations between the current price of a security and the
security’s last quoted price from the closed foreign market. This may result in
premiums and discounts that are greater than those experienced by domestic
ETFs.
◦Trading. Although Shares are listed for trading on
the Nasdaq Stock Market, LLC (the “Exchange”) and may be traded on U.S.
exchanges other than the Exchange, there can be no assurance that Shares will
trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Shares.
•Foreign
Securities Risk. Investments in non-U.S. securities involve certain risks that may not
be present with investments in U.S. securities. For example, investments in
non-U.S. securities may be subject to risk of loss due to foreign currency
fluctuations, the imposition of tariffs, or to political or economic
instability. There may be less information publicly available about a non-U.S.
issuer than a U.S. issuer. Investments in non-U.S. securities also may be
subject to withholding or other taxes and may be subject to additional trading,
settlement, custodial, and operational risks. These and other factors can make
investments in the Fund more volatile and potentially less liquid than other
types of investments.
•Geographic
Investment Risk. To the extent the Fund invests a significant portion of its assets
in the securities of companies of a single country or region, it is more likely
to be impacted by events or conditions affecting that country or
region.
•Geopolitical
Risk. Some countries and regions in which the Fund invests have experienced
security concerns, war or threats of war and aggression, terrorism, economic
uncertainty, natural and environmental disasters and/or systemic market
dislocations that have led, and in the future may lead, to increased short-term
market volatility and may have adverse long-term effects on the U.S. and world
economies and markets generally, each of which may negatively impact the Fund’s
investments.
•Index
Methodology Risk. The
Index may not include all companies around the globe whose products or services
are predominantly tied to the development of quantum computing and machine
learning technologies because the Index includes only those companies meeting
the Index criteria. For example, companies that would otherwise be included in
the Index might be excluded from the Index if they omit discussion of their
quantum computing and machine learning technologies from descriptions of their
business in regulatory filings or otherwise keep such work hidden from public
(and the Index Provider’s) view.
•Index
Provider Risk. There
is no assurance that the Index Provider, or any agents that act on its behalf,
will compile the Index accurately, or that the Index will be determined,
maintained, constructed, reconstituted, rebalanced, composed, calculated or
disseminated accurately. The Adviser relies upon the Index Provider and its
agents to compile, determine, maintain, construct, reconstitute, rebalance,
compose, calculate (or arrange for an agent to calculate), and disseminate the
Index accurately. Any losses or costs associated with errors made by the Index
Provider or its agents generally will be borne by the Fund and its
shareholders.
•Market
Capitalization Risk
◦Large-Capitalization
Investing.
The securities of large-capitalization companies may be relatively
mature compared to smaller companies and therefore subject to slower growth
during times of economic expansion. Large-capitalization companies may also be
unable to respond quickly to new competitive challenges, such as changes in
technology and consumer tastes.
◦Mid-Capitalization
Investing. The securities of mid-capitalization companies may be more vulnerable
to adverse issuer, market, political, or economic developments than securities
of large-capitalization companies, but they may also be subject to slower growth
than small-capitalization companies during times of economic expansion. The
securities of mid-capitalization companies generally trade in lower volumes and
are subject to greater and more unpredictable price changes than large
capitalization stocks or the stock market as a whole.
◦Small-Capitalization
Investing.
The securities of small-capitalization companies may be more vulnerable to
adverse issuer, market, political, or economic developments than securities of
large- or mid-capitalization companies. The securities of small-capitalization
companies generally trade in lower volumes and are subject to greater and more
unpredictable price changes than large- or mid-capitalization stocks or the
stock market as a whole. There is typically less publicly available information
concerning smaller-capitalization companies than for larger, more established
companies.
•Passive
Investment Risk. The Fund is not actively managed, and its sub-adviser would not sell
shares of an equity security due to current or projected underperformance of a
security, industry, or sector, unless that security is removed from the Index or
the selling of shares of that security is otherwise required upon a
reconstitution or rebalancing of the Index in accordance with the Index
methodology.
•Quantum
Computing and Machine Learning Investment Risk. Companies engaged in the development of quantum computing or machine
learning technology may be significantly impacted by rapid technological
advancements, product obsolescence, intense competition, consumer demand, and
government regulation. Such companies are also heavily dependent upon patent and
intellectual property rights. A company’s success in obtaining or protecting a
patent related to quantum computing or machine learning, including the
associated costs, are critical factors that may affect such company’s
profitability. 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 in quantum computing and machine
learning.
•Sector
Risk. To
the extent the Fund invests more heavily in particular sectors of the economy,
its performance will be especially sensitive to developments that significantly
affect those sectors.
◦Information
Technology Sector Risk. The Fund is generally expected to invest
significantly in companies in the information technology sector, including the
semiconductor and software industries, and therefore the performance of the Fund
could be negatively impacted by events affecting this sector. Market or economic
factors impacting information technology companies and companies that rely
heavily on technological advances could have a significant effect on the value
of the Fund’s investments. The value of stocks of information technology
companies and companies that rely heavily on technology is particularly
vulnerable to rapid changes in technology product cycles, rapid product
obsolescence, government regulation and competition, both domestically and
internationally, including competition from foreign competitors with lower
production costs. Companies in the software industry are subject to significant
competitive pressures, such as aggressive pricing, new market entrants,
competition for market share, short product cycles due to an accelerated rate of
technological developments and the potential for limited earnings and/or falling
profit margins. While semiconductor companies are also subject to significant
competition and pricing pressure, semiconductor companies may be significantly
impacted by changing demand, research and development costs, and the
availability and price of components. Stocks of information technology companies
and companies that rely heavily on technology, especially those of smaller,
less-seasoned companies, tend to be more volatile than the overall market.
Information technology companies are heavily dependent on patent and
intellectual property rights, the loss or impairment of which may adversely
affect profitability. Information technology companies and companies that rely
heavily on technology may also be prone to operational and information security
risks resulting from cyber-attacks and/or technological
malfunctions.
•Securities
Lending Risk. There are certain risks associated with securities lending, including
the risk that the borrower may fail to return the securities on a timely basis
or even the loss of rights in the collateral deposited by the borrower, if the
borrower should fail financially. The Fund could also lose money in the event of
a decline in the value of collateral provided for loaned securities or a decline
in the value of any investments made with cash collateral. As a result, the Fund
may lose money.
•Tracking
Error Risk. As with all index funds, the performance of the Fund and its Index may
differ from each other for a variety of reasons. For example, the Fund incurs
operating expenses and portfolio transaction costs not incurred by the Index. In
addition, the Fund may not be fully invested in the securities of the Index at
all times or may hold securities not included in the Index.
Performance
The following
performance information indicates some of the risks of investing in the Fund.
The bar chart shows the Fund’s performance for the calendar years ended December
31. The table illustrates how the Fund’s
average annual returns for the 1-year, 5-year, and since inception periods
compare with those of a broad measure of market performance and the
Index. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is available on the
Fund’s website at www.defianceetfs.com.
Calendar Year Total
Returns
During
the period of time shown in the bar chart, the Fund’s highest quarterly
return was 30.89% for the quarter ended June 30, 2020, and
the lowest quarterly return
was -19.48% for the quarter ended June 30,
2022.
Average
Annual Total Returns
(For
the Periods Ended December 31, 2025)
|
|
|
|
|
|
|
|
|
|
|
| |
| Defiance
Quantum ETF |
1
Year |
5
Years |
Since
Inception
(9/4/2018) |
| Return
Before Taxes |
36.35% |
22.62% |
23.41% |
| Return After
Taxes on Distributions |
35.91% |
22.33% |
23.15% |
| Return After
Taxes on Distributions and Sale of Fund Shares |
21.66% |
18.51% |
19.83% |
|
BlueStar®
Quantum Computing and Machine Learning Index
(reflects
no deduction for fees, expenses, or taxes) |
37.04% |
23.27% |
24.04% |
|
S&P
500® TR Index
(reflects no deduction for
fees, expenses, or taxes) |
17.88% |
14.42% |
14.29% |
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual after-tax returns depend on an
investor’s tax situation and may differ from those shown. After-tax returns shown are
not relevant to investors who hold their Shares through tax-deferred
arrangements such as an individual retirement account (“IRA”) or other
tax-advantaged accounts.
Portfolio
Management
|
|
|
|
|
| |
| Adviser |
Defiance
ETFs, LLC |
| Sub-Adviser |
Penserra
Capital Management LLC (“Penserra” or the “Sub-Adviser”) |
|
Portfolio
Managers |
Dustin
Lewellyn, CFA, Managing Director of Penserra, and Ernesto Tong, CFA,
Managing Director of Penserra, have been portfolio managers of the Fund
since its inception in March 2018. Christine Johanson, CFA, Director and
Senior Portfolio Manager of Penserra, has been a portfolio manager of the
Fund since August 2024. |
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.defianceetfs.com.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
|
|
| |
| DEFIANCE
SPACE AND CONNECTIVE TECH ETF SUMMARY |
Investment
Objective
The
Defiance
Space and Connective Tech ETF (the “Fund” or the “Space and
Connective Tech ETF”) seeks to track the total return performance, before fees
and expenses, of the BlueStar® Space and Connective Technologies Index (the
“Index”).
Fees and Expenses of the
Fund
The
following table describes the fees and expenses 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 table and Example
below.
|
|
|
|
|
| |
|
Annual
Fund Operating Expenses (expenses
that you pay each year as a percentage of the value of your
investment) |
|
| |
| Management
Fees |
0.30% |
| Distribution
and/or Service (12b-1) Fees |
0.00% |
| Other
Expenses |
0.00% |
| Total
Annual Fund Operating Expenses |
0.30% |
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
|
| |
| 1 Year |
3
Years |
5
Years |
10
Years |
| $31 |
$97 |
$169 |
$381 |
Portfolio
Turnover
The Fund pays transaction costs, such as commissions, when it buys
and sells securities (or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs and may result in higher
taxes when Shares are held in a taxable account. These costs, which are not
reflected in annual fund operating expenses or in the Example, affect the Fund’s
performance. For the fiscal year ended December 31, 2025 , the Fund’s
portfolio turnover rate was 27% of the average value of its
portfolio.
Principal Investment
Strategies
The
Fund uses a “passive management” (or indexing) approach to track the total
return performance, before fees and expenses, of the Index.
BlueStar®
Space and Connective Technologies Index
The
Index is a thematic index that tracks the performance of Connective Technology
Companies and Space Companies, each defined below, as determined by MarketVector
Indexes Gmb (“MarketVector” or the “Index Provider”).
Connective
Technology Companies are comprised of U.S.-listed companies that offer hardware,
software, or services related to the rollout of 5G or 6G networks or other
connective technologies. Connective Technology Companies include companies whose
business activity, products, or services meet the technical standards for, are
used in the development of, or are otherwise instrumental in the rollout of 5G
or 6G networks and other connective technologies, and derive at least 50% of
their revenue from the following technologies:
•core
carrier grade networking equipment including cellular antennas, routers, related
semi-conductor devices,
•mobile
network operators (“MNOs”),
•enhanced
mobile broadband chips and smart phone manufacturers,
•new
radio technology, wireless network test and optimization equipment, cloud
computing equipment,
•software
defined networking or network functions virtualization, including network and
cloud analytics and monitoring platforms, and/or
•cell
tower or data center real estate investment trusts (“REITs”) and operators.
Space
Companies are U.S.-listed companies companies whose business activity, products,
or services meet the technical standards for, are used in the development of, or
are otherwise instrumental in the space and satellite communications industry,
and derive at least 50% of their revenue from the following technologies:
•space
exploration (including design of commercial spacecrafts, space tourism,
scientific research, or delivery of equipment or cargo to space),
•rockets
and propulsion systems (including products and services directly related to
space vehicle systems or equipment, space payload, other materials and equipment
used to build spacecrafts or other vehicles used in space),
•satellite
equipment and communication solutions (including systems or software for
satellite-based communication), and/or
•other
satellite equipment (including satellite equipment, systems or software for
areas such as research, earth observation, space imaging or global positioning
systems).
Securities
included in the Index must be listed on a U.S. exchange. With respect to
securities that are not already Index constituents, to be eligible for inclusion
in the Index, such securities must have: (i) a free-float of at least 10%, (ii)
full market capitalization exceeding $150 million, (iii) a three-month average
daily trading volume of at least $1 million at the current quarter and at the
previous two quarters, and (iv) at least 250,000 shares traded per month over
the last six months at the current quarter and at the previous two quarters.
With respect to securities that are already Index constituents, to remain
eligible for inclusion in the Index, such securities must have: (i) a free float
of at least 5% (2% for companies with a full market capitalization exceeding $50
billion and related to the Space Companies tier), (ii) a full market
capitalization exceeding $75 million, and (iii) a three-month average daily
trading volume of at least $200,000 for at least two of the latest three
quarters, among other trading volume criteria. The Index will primarily consist
of common stocks and securities with similar characteristics, including initial
public offerings (“IPOs”), and will exclude limited partnerships. Only the three
largest investable REITs and the three largest investable MNOs are included in
the Index’s eligible universe.
At
the time of each semi-annual Index rebalance and reconstitution, each of the
Connective Technology Companies and Space Companies in the eligible universe is
ranked by its free-float market capitalization. The Index targets at least 50
constituents, with at least 40 constituents from Connective Technology Companies
and 10 from Space Companies.
Connective
Technology Companies.
The 40 largest members of the eligible universe based on float-adjusted market
capitalization are selected for inclusion in the Index. In addition, any
existing Index constituents ranked between 41 and 60 will remain in the Index.
Space
Companies.
The 10 largest members of the eligible universe based on float-adjusted market
capitalization are selected for inclusion in the Index. In addition, any
existing Index constituents ranked between 11 and 20 will remain in the Index.
The
Index will be weighted according to a tiered, modified float-adjusted market cap
weighting strategy. The maximum weight for any single Index constituent is the
lesser of (i) 5% (1.5% for REITs and MNOs), or (ii) the security’s three-month
average daily trading volume in U.S. dollars divided by $200 million. The Index
is separated into two tiers and weighted as follows: Connective Technology
Companies (80%) and Space Companies (20%). At the Index rebalance, if a
security’s weight exceeds the maximum weight, its weight will be reduced to the
maximum weight and the excess weight will be redistributed among all other
uncapped Index constituents equally. This process is repeated until no security
has a weight exceeding the respective maximum weight. To reduce turnover,
existing Index constituents will not be removed from the Index solely for not
meeting the minimum market capitalization or liquidity criteria unless they do
not meet such requirements for two consecutive reconstitutions.
The
Index is rebalanced and reconstituted semi-annually in March and September. IPOs
that meet the Index’s eligibility requirements may be added on a “fast-track
addition” basis in between reconstitution dates.
The
Index was established in 2018 and is owned by the Index Provider. The Fund’s
Index Provider is not affiliated with the Fund’s adviser, sub-adviser,
administrator, or distributor.
The
Fund’s Investment Strategy
Under
normal circumstances, at least 80% of the Fund’s net assets (plus borrowings for
investment purposes) will be invested in Connective Technology Companies and
Space Companies, as defined above.
The
Fund will generally use a “replication” strategy to achieve its investment
objective, meaning the Fund will generally invest in all of the component
securities of the Index in the same approximate proportions as in the Index.
However, the Fund may use a “representative sampling” strategy, meaning it may
invest in a sample of the securities in the Index whose risk, return, and other
characteristics closely resemble the risk, return, and other characteristics of
the Index as a whole, when the Fund’s sub-adviser believes it is in the best
interests of the Fund (e.g.,
when replicating the Index involves practical difficulties or substantial costs,
an Index constituent becomes temporarily illiquid, unavailable, or less liquid,
or as a result of legal restrictions or limitations that apply to the Fund but
not to the Index).
The
Fund generally may invest in securities or other investments not included in the
Index, but which the Fund’s sub-adviser believes will help the Fund track the
Index. For example, the Fund may invest in securities that are not constituents
of the Index to reflect various corporate actions and other changes to the Index
(such as reconstitutions, additions, and
deletions).
As of June 29, 2026, the Index, and
consequently the Fund, had significant exposure to companies in the information
technology and communication services sectors.
To
the extent the Index concentrates (i.e., holds more than 25% of its total
assets) in the securities of a particular industry or group of related
industries, the Fund will concentrate its investments to approximately the same
extent as the Index. As of June 29, 2026, the Index, and consequently the Fund,
was concentrated in the communication equipment industry, satellite
communications and space industry, and semiconductors
industry.
Principal
Investment Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented generally in alphabetical order to facilitate finding
particular risks and comparing them with other funds. Each risk summarized below
is considered a “principal risk” of investing in the Fund, regardless of the
order in which it appears. As with any investment, there is a risk
that you could lose all or a portion of your investment in the
Fund. Some or all of these risks may adversely affect the Fund’s
net asset value per share (“NAV”), trading price, yield, total return and/or
ability to meet its objectives. For more information about the risks of
investing in the Fund, see the section in the Fund’s Prospectus titled
“Additional Information About the Funds.”
•Capital
Controls and Sanctions Risk. Economic conditions, such as volatile currency exchange rates and
interest rates, political events, military action and other conditions may,
without prior warning, lead to foreign government intervention (including
intervention by the U.S. government with respect to foreign governments,
economic sectors, foreign companies and related securities and interests) and
the imposition of capital controls and/or sanctions, which may also include
retaliatory actions of one government against another government, such as
seizure of assets. Capital controls and/or sanctions include the prohibition of,
or restrictions on, the ability to transfer currency, securities or other
assets. Capital controls and/or sanctions may also impact the ability of the
Fund to buy, sell or otherwise transfer securities or currency, negatively
impact the value and/or liquidity of such instruments, adversely affect the
trading market and price for Shares, and cause the Fund to decline in
value.
•Concentration
Risk.
The
Fund’s investments will be concentrated in a particular industry or group of
related industries to the extent that the Index is so concentrated. In such
event, the value of the Shares may rise and fall more than the value of shares
of a fund that invests in securities of companies in a broader range of
industries.
◦Communications
Equipment Industry Risk. Failure
to obtain, or delays in obtaining, financing or regulatory approval, intense
competition, product compatibility, consumer preferences, corporate capital
expenditures, and rapid obsolescence can significantly affect the communications
equipment industry. Communications services companies are subject to extensive
government regulation. The costs of complying with governmental regulations,
delays or failure to receive required regulatory approvals, or the enactment of
new adverse regulatory requirements may adversely affect the business of such
companies. These companies can also be significantly affected by competition
with alternative technologies, product compatibility, consumer preferences,
rapid product obsolescence, and research and development of new products.
Technological innovations may make the products and services of such companies
obsolete.
◦Satellite
Communications and Space Industry Risk.
Companies engaged in satellite communications and/or the space industry may be
significantly impacted by rapid and significant technological advancements in
the satellite communications and space industry that result in the obsolescence
of a company’s products and/or services. Satellite companies are subject to
competition from other satellite companies as well as terrestrial industries.
Companies in the space industry may face significant competition from new
entrants, including both governments and the private sector, and are thus
subject to increased risk relative to companies operating in more established
industries. Increased competition may result in the need for significant capital
expenditures by these companies. These companies rely, to a large extent, on
U.S. Government and non-U.S. government demand for their products and services
and may be significantly affected by changes in government regulations and
spending. Changes to an administration’s priorities with respect to space
exploration and scientific discovery may result in budgetary cuts, government
staff reductions, and/or program closures, which in turn may impact the
profitability of these companies. Satellite companies are also subject to
regulatory risks relating to the allocation of orbital positions and spectrum
under the International Telecommunication Union as well as other regulatory
bodies in foreign countries. These companies also rely upon obtaining government
authorization to license and/or operate ground facilities used to operate their
satellites and/or relay data. If a company fails to obtain or maintain
regulatory authorizations with respect to orbital positions, spectrum, or
associated ground facilities, the company may not be able to operate its
existing satellites or expand its operations. Satellite companies are also
subject to manufacturing delays, launch delays or failures, and operational and
environmental risks (e.g.,
signal interference or space debris) that could limit their ability to utilize
satellites needed to deliver services to customers. Such companies may also be
subject to additional risks if they do not carry commercial launch or in-orbit
insurance covering the full value of their satellites. In addition, these
companies are heavily dependent upon patent and intellectual property rights. A
company’s success in obtaining or protecting a patent related to satellite
communication technologies, including the associated costs, are critical factors
that may affect a company’s profitability.
◦Semiconductors
Industry Risk.
Competitive pressures, intense competition, aggressive pricing, technological
developments, changing demand, research and development costs, availability and
price of components and product obsolescence can
significantly
affect companies operating in the semiconductors industry. Reduced demand for
end-user products, under-utilization of manufacturing capacity, and other
factors could adversely impact the operating results of companies in the
semiconductors industry. Semiconductor companies typically face high capital
costs and may be heavily dependent on intellectual property rights. The
semiconductors industry is highly cyclical, which may cause the operating
results of many semiconductor companies to vary significantly. The stock prices
of companies in the semiconductors industry have been and likely will continue
to be extremely volatile.
•Connective
Technology Investment Risk. Companies engaged in 5G, 6G, and other connective technologies may be
significantly impacted by rapid technological advancements, product
obsolescence, intense competition, consumer demand, and government regulation.
Such companies are also heavily dependent upon patent and intellectual property
rights. A company’s success in obtaining or protecting a patent related to
connective technologies, including the associated costs, are critical factors
that may affect a company’s profitability. In addition, cybersecurity attacks or
disruptions in service caused by hardware or software failure, or by
interruptions or delays in service by third-party data center hosting facilities
and maintenance providers, could have a significant impact on the viability
and/or profitability of such companies.
•Depositary
Receipt Risk.
Depositary Receipts involve risks similar to those associated with
investments in foreign securities, such as changes in political or economic
conditions of other countries and changes in the exchange rates of foreign
currencies. Depositary Receipts listed on U.S. exchanges are issued by banks or
trust companies and entitle the holder to all dividends and capital gains that
are paid out on the underlying foreign shares (“Underlying Shares”). When the
Fund invests in Depositary Receipts as a substitute for an investment directly
in the Underlying Shares, the Fund is exposed to the risk that the Depositary
Receipts may not provide a return that corresponds precisely with that of the
Underlying Shares.
•Emerging
Technologies Investment Risk. The Fund invests primarily to gain exposure to emerging
technologies, such as 5G, 6G, and other connective technologies, in accordance
with the Index. Companies across a wide variety of industries, primarily in the
technology sector, are exploring the possible applications of these
technologies. The extent of such technologies’ versatility has not yet been
fully explored. Consequently, the Fund’s holdings may include equity securities
of operating companies that have exposure to a wide variety of industries, and
the economic fortunes of certain companies held by the Fund may be significantly
tied to such industries. Currently, there are few public companies for which
these emerging technologies represent an attributable and significant revenue or
profit stream, and such technologies may not ultimately have a material effect
on the economic returns of companies in which the Fund
invests.
•Equity
Market Risk.
The equity securities held in the Fund’s portfolio may experience
sudden, unpredictable drops in value or long periods of decline in value. This
may occur because of factors that affect securities markets generally or factors
affecting specific issuers, industries, or sectors in which the Fund invests.
Common stocks are generally exposed to greater risk than other types of
securities, such as preferred stock and debt obligations, because common
stockholders generally have inferior rights to receive payment from issuers. In
addition, local, regional or global events such as war, including Russia’s
invasion of Ukraine, acts of terrorism, market volatility related to global
trade policy, spread of infectious diseases or other public health issues (such
as the global pandemic caused by the COVID-19 virus), recessions, rising
inflation, or other events could have a significant negative impact on the Fund
and its investments. Such events may affect certain geographic regions,
countries, sectors and industries more significantly than others. Such events
could adversely affect the prices and liquidity of the Fund’s portfolio
securities or other instruments and could result in disruptions in the trading
markets.
•ETF
Risks. The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The Fund has a limited number of financial institutions that may act
as Authorized Participants (“APs”). In addition, there may be a limited number
of market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise
become unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares. Due to the costs of buying or selling Shares, including brokerage
commissions imposed by brokers and bid/ask spreads, frequent trading of Shares
may significantly reduce investment results and an investment in Shares may not
be advisable for investors who anticipate regularly making small
investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant. Because
securities held by the Fund may trade on foreign exchanges that are closed when
the Fund’s primary listing exchange is open, there are likely to be deviations
between the
current price of a security and the security’s last quoted price from
the closed foreign market. This may result in premiums and discounts that are
greater than those experienced by domestic ETFs.
◦Trading. Although Shares are listed for trading on
the Nasdaq Stock Market, LLC (the “Exchange”) and may be traded on U.S.
exchanges other than the Exchange, there can be no assurance that Shares will
trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Shares.
•Foreign
Securities Risk. Investments in non-U.S. securities involve certain risks that may
not be present with investments in U.S. securities. For example, investments in
non-U.S. securities may be subject to risk of loss due to foreign currency
fluctuations, the imposition of tariffs, or to political or economic
instability. There may be less information publicly available about a non-U.S.
issuer than a U.S. issuer. Investments in non-U.S. securities also may be
subject to withholding or other taxes. These and other factors can make
investments in the Fund more volatile and potentially less liquid than other
types of investments.
•Index
Methodology Risk. The Index may not include all Connective Technology Companies around
the globe because the Index includes only those companies meeting the Index
criteria. For example, companies that would otherwise be included in the Index
might be excluded from the Index if they omit discussion of their development of
5G or 6G networks and other connective technologies from descriptions of their
business in regulatory filings, analyst reports, and industry-specific trade
publications screened by the Index Provider or otherwise keep such work hidden
from public (and the Index Provider’s) view.
•Index
Provider Risk. There is no assurance that the Index Provider, or any agents that act
on its behalf, will compile the Index accurately, or that the Index will be
determined, maintained, constructed, reconstituted, rebalanced, composed,
calculated or disseminated accurately. The Adviser relies upon the Index
Provider and its agents to compile, determine, maintain, construct,
reconstitute, rebalance, compose, calculate (or arrange for an agent to
calculate), and disseminate the Index accurately. Any losses or costs associated
with errors made by the Index Provider or its agents generally will be borne by
the Fund and its shareholders.
•IPO
Risk.
The Fund may invest in securities offered in an IPO or in companies that have
recently completed an IPO. IPO shares are often subject to extreme price
volatility and speculative trading due to factors such as the absence of a prior
public market, unseasoned trading, the small number of shares available for
trading and limited information about the issuer’s business model, quality of
management, earnings growth potential, and other criteria used to evaluate its
investment prospects. Such stocks may have exhibited price appreciation in
connection with the IPO that is not sustained, and it is not uncommon for stocks
to decline in value in the period following the IPO. The purchase of IPO shares
may involve high transaction costs, and the Fund may lose money on an investment
in such securities. In addition, IPOs share similar illiquidity risks of private
equity and venture capital.
•Market
Capitalization Risk
◦Large-Capitalization
Investing.
The securities of large-capitalization companies may be relatively
mature compared to smaller companies and therefore subject to slower growth
during times of economic expansion. Large-capitalization companies may also be
unable to respond quickly to new competitive challenges, such as changes in
technology and consumer tastes.
◦Mid-Capitalization
Investing. The securities of mid-capitalization companies may be more
vulnerable to adverse issuer, market, political, or economic developments than
securities of large-capitalization companies, but they may also be subject to
slower growth than small-capitalization companies during times of economic
expansion. The securities of mid-capitalization companies generally trade in
lower volumes and are subject to greater and more unpredictable price changes
than large capitalization stocks or the stock market as a
whole.
◦Small-Capitalization
Investing. The securities of small-capitalization
companies may be more vulnerable to adverse issuer, market, political, or
economic developments than securities of large- or mid-capitalization companies.
The securities of small-capitalization companies generally trade in lower
volumes and are subject to greater and more unpredictable price changes than
large- or mid-capitalization stocks or the stock market as a whole. There is
typically less publicly available information concerning smaller-capitalization
companies than for larger, more established
companies.
•Passive
Investment Risk. The Fund is not actively managed, and its sub-adviser would not
sell shares of an equity security due to current or projected underperformance
of a security, industry, or sector, unless that security is removed from the
Index or the selling of shares of that security is otherwise required upon a
reconstitution or rebalancing of the Index in accordance with the Index
methodology.
•REIT
Investment Risk. Investments in REITs involve unique risks. REITs may have
limited financial resources, may trade less frequently and in limited volume,
and may be more volatile than other securities. REITs may be affected by changes
in the value of their underlying properties or mortgages or by defaults by their
borrowers or tenants. Furthermore, these entities depend upon specialized
management skills, have limited diversification and are, therefore, subject to
risks inherent in financing a limited number of projects. In addition, the
performance of a U.S. REIT may be affected by changes in the tax laws or by its
failure to qualify for tax-free pass-through of income.
•Sector
Risk.
To the extent the Fund invests more heavily in particular sectors of the
economy, its performance will be especially sensitive to developments that
significantly affect those sectors.
◦Communications
Services Sector Risk. The Fund is generally expected to invest significantly in companies
in the communications services sector, including those in the communications
equipment industry, and therefore the performance of the Fund could be
negatively impacted by events affecting this sector. Communications services
companies are subject to extensive government regulation. The costs of complying
with governmental regulations, delays or failure to receive required regulatory
approvals, or the enactment of new adverse regulatory requirements may adversely
affect the business of such companies. Companies in the communications services
sector can also be significantly affected by intense competition, including
competition with alternative technologies such as wireless communications
(including with 5G, 6G, and other connective technologies), product
compatibility, consumer preferences, rapid product obsolescence, and research
and development of new products. Technological innovations may make the products
and services of such companies obsolete.
◦Information
Technology Sector Risk. The Fund is generally expected to invest
significantly in companies in the information technology sector, including the
semiconductor and software industries, and therefore the performance of the Fund
could be negatively impacted by events affecting this sector. Market or economic
factors impacting information technology companies and companies that rely
heavily on technological advances could have a significant effect on the value
of the Fund’s investments. The value of stocks of information technology
companies and companies that rely heavily on technology is particularly
vulnerable to rapid changes in technology product cycles, rapid product
obsolescence, government regulation and competition, both domestically and
internationally, including competition from foreign competitors with lower
production costs. Companies in the software industry are subject to significant
competitive pressures, such as aggressive pricing, new market entrants,
competition for market share, short product cycles due to an accelerated rate of
technological developments and the potential for limited earnings and/or falling
profit margins. While semiconductor companies are also subject to significant
competition and pricing pressure, semiconductor companies may be significantly
impacted by changing demand, research and development costs, and the
availability and price of components. Stocks of information technology companies
and companies that rely heavily on technology, especially those of smaller,
less-seasoned companies, tend to be more volatile than the overall market.
Information technology companies are heavily dependent on patent and
intellectual property rights, the loss or impairment of which may adversely
affect profitability. Information technology companies and companies that rely
heavily on technology may also be prone to operational and information security
risks resulting from cyber-attacks and/or technological
malfunctions.
•Securities
Lending Risk. There are certain risks associated with securities lending,
including the risk that the borrower may fail to return the securities on a
timely basis or even the loss of rights in the collateral deposited by the
borrower, if the borrower should fail financially. The Fund could also lose
money in the event of a decline in the value of collateral provided for loaned
securities or a decline in the value of any investments made with cash
collateral. As a result, the Fund may lose money.
•Tracking
Error Risk. As with all index funds, the performance of the Fund and its Index
may differ from each other for a variety of reasons. For example, the Fund
incurs operating expenses and portfolio transaction costs not incurred by the
Index. In addition, the Fund may not be fully invested in the securities of the
Index at all times or may hold securities not included in the
Index.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for the most
recent calendar year ended December 31. The table
illustrates how the Fund’s average annual returns for the 1-year, 5-year, and
since inception periods compare with those of a broad measure of market
performance and the Index. The Fund’s
past performance, before and after taxes, does not necessarily indicate how it
will perform in the future. Updated performance information is
available on the Fund’s website at www.defianceetfs.com.
On September 23, 2024, the Index’s name and methodology and the
Fund’s name, investment objective, and principal investment strategies changed.
Therefore, the performance and average annual total returns shown for periods
prior to September 23, 2024 may have differed had the Index’s current
methodology and the Fund’s current investment strategies been in effect during
those periods.
Calendar Year Total
Returns
During
the period of time shown in the bar chart, the highest quarterly
return was 25.18% for the quarter ended June 30, 2020, and the
lowest quarterly return
was -16.38% for the quarter ended March 31,
2020.
Average
Annual Total Returns
(For
the Periods ended December 31, 2025)
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Defiance
Connective Technologies ETF1 |
1
Year |
5
Years |
Since
Inception
(3/4/2019) |
| Return
Before Taxes |
34.76% |
15.03% |
16.04% |
| Return
After Taxes on Distributions |
34.55% |
14.72% |
15.73% |
| Return
After Taxes on Distributions and Sale of Shares |
20.69% |
12.02% |
13.14% |
|
BlueStar®
Connective Technologies Index1,2
(reflects
no deduction for fees, expenses, or taxes) |
35.28% |
15.20% |
16.27% |
|
S&P
500® TR Index
(reflects no deduction for
fees, expenses, or taxes) |
17.88% |
14.42% |
15.85% |
1
Effective
June 29, 2026, the Fund’s investment objective changed to track the performance,
before fees and expenses, of the BlueStar®
Space and Connective Technologies Index. Effective September 23, 2024, the
Fund’s investment objective changed to track the performance, before fees and
expenses, of the BlueStar®
Connective Technologies Index. Prior to September 23, 2024, the Fund’s
investment objective was to track the total return performance, before fees and
expenses, of the BlueStar 5G Communications Index. Performance shown for periods
prior to September 23, 2024, is that of the BlueStar 5G Communications
Index.
2
Performance
shown for periods prior to September 23, 2024, is that of the BlueStar 5G
Communications Index.
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual after-tax returns depend on an
investor’s tax situation and may differ from those shown. After-tax returns shown are
not relevant to investors who hold their Shares through tax-deferred
arrangements such as an individual retirement account (“IRA”) or other
tax-advantaged accounts.
Portfolio
Management
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| Adviser |
Defiance
ETFs, LLC |
| Sub-Adviser |
Penserra
Capital Management LLC (“Penserra” or the “Sub-Adviser”) |
| Portfolio
Managers |
Dustin
Lewellyn, CFA, Managing Director of Penserra, and Ernesto Tong, CFA,
Managing Director of Penserra, have been portfolio managers of the Fund
since its inception in March 2019. Christine Johanson, CFA, Director and
Senior Portfolio Manager of Penserra, has been a portfolio manager of the
Fund since August 2024. |
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask
spread”).
Recent information about the Fund, including its NAV, market price, premiums and
discounts, and bid-ask spreads is available on the Fund’s website at
www.defianceetfs.com.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
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DEFIANCE
DRONE AND MODERN WARFARE ETF
SUMMARY |
Investment
Objective
The
Defiance
Drone and Modern Warfare ETF (the “Fund” or the “Drone ETF”)
seeks to track the total return performance, before fees and expenses, of the
BITA Drone & Modern Warfare Select Index (the
“Index”).
Fees and Expenses of the
Fund
The
following table describes the fees and expenses 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 table and Example
below.
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Annual
Fund Operating Expenses (expenses
that you pay each year as a percentage of the value of your
investment) |
|
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| Management
Fees |
0.69% |
| Distribution
and/or Service (12b-1) Fees |
0.00% |
| Other
Expenses |
0.00% |
| Total
Annual Fund Operating Expenses |
0.69% |
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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| 1 Year |
3
Years |
5
Years |
10
Years |
| $70 |
$221 |
$384 |
$859 |
Portfolio
Turnover
The Fund pays transaction costs, such as commissions, when it buys
and sells securities (or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs and may result in higher
taxes when Shares are held in a taxable account. These costs, which are not
reflected in annual fund operating expenses or in the Example, affect the Fund’s
performance. For the fiscal period September 25, 2025 (commencement of
operations) through December 31, 2025, the Fund’s portfolio turnover rate
was 3% of the average
value of its portfolio.
Principal Investment
Strategies
The
Fund uses a “passive management” (or indexing) approach to track the total
return performance, before fees and expenses, of the Index.
BITA
Drone & Modern Warfare Select Index
The
Index seeks to track the performance of companies that are publicly traded on
recognized global exchanges in developed markets and generate significant
revenue from the drone and modern warfare industry. Each Index constituent must
derive at least 50% of its total revenue, from one or a combination of the
following advanced capability areas within the drone and modern warfare
industry: military and commercial drones; unmanned aerial systems; artificial
intelligence (“AI”)-driven warfare and military information technology; unmanned
surface, ground, and underwater systems; electronic and communication warfare
solutions; intelligence, surveillance, reconnaissance (“ISR”); space and defense
infrastructure, military satellites and missile solutions; military
cybersecurity; military robotics; and electric vertical take-off and landing
(eVTOL) aircraft and related advanced air mobility solutions (each, a “Drone and
Modern Warfare Company”). The companies included in the Index are screened
semi-annually from the universe of globally-listed stocks by BITA GmbH (“BITA”
or the “Index Provider”). Companies identified by BITA’s screening process are
then screened for investibility, including a minimum market capitalization of US
$100 million and minimum liquidity thresholds.
The
Index is rebalanced and reconstituted semi-annually after the close of business
on the third Friday of March and September each year based on data as of the
close of business of the first Friday of the rebalancing month. However, between
semi-annual rebalances, the Index Provider may, in accordance with the Index
methodology, i) add, as Index constituents, initial public offerings (“IPOs”) or
companies pivoting to drone and modern warfare technology that meet the
definition of a Drone and Modern Warfare Company; and/or ii) substitute an Index
constituent or perform an extraordinary adjustment to the Index upon the
occurrence of an extraordinary event as deemed by the Index Provider
(e.g.,
a company files a shareholder report with the SEC that reflects at least 50% of
the company’s revenue derives from advanced capability areas within the drone
and modern warfare industry). In such cases, the Index Provider will announce
the extraordinary Index adjustment with a notice period of at least two trading
days (with respect to the affected constituent) and proceed to its
implementation after the close of business on the effective date specified in
the announcement.
At
the time of each rebalance and reconstitution of the Index, each Drone and
Modern Warfare Company is weighted according to its liquidity-momentum factor,
which is determined by dividing each Company’s 3-month average daily traded
value by its market capitalization. After applying minimum liquidity thresholds,
the Index caps the weight of any single Drone and Modern Warfare Company at 10%.
The Index further limits the cumulative weight of all Index constituents
individually representing more than 5% of the Index to 45% of the total Index
weight. If a stock exceeds the maximum weight, then the weight will be reduced
to the maximum weight and the excess weight shall be redistributed
proportionally across all other index constituents. This process is repeated
until no stocks have weights exceeding the respective maximum
weight.
The
Index was established in 2025 and is owned by the Index Provider. The Fund’s
Index Provider is not affiliated with the Fund’s adviser, sub-adviser,
administrator, or distributor.
The
Index’s total return performance reflects the price movement of Index
constituents, reinvestments of cash, and special dividend distributions, but
does not reflect deductions due to taxes.
The
Fund’s Investment Strategy
Under
normal circumstances, the Fund invests at least 80% of its net assets (plus
borrowings for investment purposes) in Drone and Modern Warfare Companies (as
defined above).
The
Fund will generally use a “replication” strategy to achieve its investment
objective, meaning the Fund will generally invest in all of the component
securities of the Index in the same approximate proportions as in the Index.
However, the Fund may use a “representative sampling” strategy, meaning it may
invest in a sample of the securities in the Index whose risk, return, and other
characteristics closely resemble the risk, return, and other characteristics of
the Index as a whole, when the Fund’s sub-adviser believes it is in the best
interests of the Fund (e.g.,
when replicating the Index involves practical difficulties or substantial costs,
an Index constituent becomes temporarily illiquid, unavailable, or less liquid,
or as a result of legal restrictions or limitations that apply to the Fund but
not to the Index).
The
Fund generally may invest in securities or other investments not included in the
Index, but which the Fund’s sub-adviser believes will help the Fund track the
Index. For example, the Fund may invest in securities that are not components of
the Index to reflect various corporate actions and other changes to the Index
(such as reconstitutions, additions, and deletions).
The
Fund is considered to be non-diversified, which means that it may invest more of
its assets in the securities of a single issuer or a smaller number of issuers
than if it were a diversified fund. To the extent
the Index concentrates (i.e., holds more than 25% of its total assets) in the securities of a
particular industry or group of related industries, the Fund will concentrate
its investments to approximately the same extent as the Index. The Adviser
expects that the Index, and consequently the Fund, will generally be
concentrated in the securities of the aerospace and defense industry and have
significant exposure to the industrials sector.
The
Fund may also engage in securities lending as part of the Fund’s principal
investment strategy.
Principal
Investment Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As with any investment, there is a risk that you could lose all or
a portion of your investment in the Fund. Some or all of these
risks may adversely affect the Fund’s net asset value per share (“NAV”), trading
price, yield, total return and/or ability to meet its objectives. For more
information about the risks of investing in the Fund, see the section in the
Fund’s Prospectus titled “Additional Information About the Fund”.
•Aerospace
and Defense Companies Risk. Government aerospace and defense regulation and spending policies
can significantly affect the aerospace and defense industry because many
companies involved in the aerospace and defense industry rely to a large extent
on U.S. (and other) government demand for their products and services. There are
significant inherent risks in contracting with the U.S. government that could
have a material adverse effect on the business, financial condition and results
of operations of industry participants.
•Capital
Controls and Sanctions Risk. Economic conditions, such as volatile currency exchange rates and
interest rates, political events, military action and other conditions may,
without prior warning, lead to foreign government intervention (including
intervention by the U.S. government with respect to foreign governments,
economic sectors, foreign companies and related securities and interests) and
the imposition of capital controls and/or sanctions, which may also include
retaliatory actions of one government against another government, such as
seizure of assets. Capital controls and/or sanctions include the prohibition of,
or restrictions on, the ability to transfer currency, securities or other
assets. Capital controls and/or sanctions may also impact the ability of the
Fund to buy, sell or otherwise transfer securities or currency, negatively
impact the value and/or liquidity of such instruments, adversely affect the
trading market and price for Shares, and cause the Fund to decline in
value.
•Concentration
Risk.
The Fund’s investments will be concentrated in a particular industry
or group of related industries to the extent that the Index is so concentrated.
In such event, the value of the Shares may rise and fall more than the value of
shares of a fund that invests in securities of companies in a broader range of
industries.
•Cybersecurity
Companies Risk.
Companies in the cybersecurity field face intense competition, both domestically
and internationally, which may have an adverse effect on profit margins.
Cybersecurity companies may have limited product lines, markets, financial
resources or personnel. The products of cybersecurity companies may face
obsolescence due to rapid technological developments and frequent new product
introduction, and such companies may face unpredictable changes in growth rates,
competition for the services of qualified personnel and competition from foreign
competitors with lower production costs. Companies in the cybersecurity field
are heavily dependent on patent and intellectual property rights. The loss or
impairment of these rights may adversely affect the profitability of these
companies. Additionally, companies in the cybersecurity field may be the target
of cyber-attacks, which, if successful, could significantly or permanently
damage a company’s reputation, financial condition and ability to conduct
business in the future.
•Depositary
Receipt Risk.
Depositary Receipts involve risks similar to those associated with
investments in foreign securities, such as changes in political or economic
conditions of other countries and changes in the exchange rates of foreign
currencies. Depositary Receipts listed on U.S. exchanges are issued by banks or
trust companies and entitle the holder to all dividends and capital gains that
are paid out on the underlying foreign shares (“Underlying Shares”). When the
Fund invests in Depositary Receipts as a substitute for an investment directly
in the Underlying Shares, the Fund is exposed to the risk that the Depositary
Receipts may not provide a return that corresponds precisely with that of the
Underlying Shares.
•Drone
Companies Risk. Drone companies are subject to the risks of changes in business
cycles, global economic growth, technological advances, and government
regulation. Drone companies may have limited product lines, markets, financial
resources or personnel. Drone companies may be dependent on the U.S. Government
and its agencies for a significant portion of their sales, and their success and
growth may be dependent on their ability to win future government contracts. As
a result, such companies may be negatively affected by budgetary constraints,
spending reductions, congressional appropriations, and administrative
allocations of funds that affect the U.S. Government and its agencies.
Additionally, securities of drone companies, especially start-up companies, tend
to be more volatile than securities of companies that do not rely heavily on
technology. Further, drone companies may rely on a combination of copyrights,
trademarks patents, and trade secret laws to establish and protect their
proprietary rights in their technologies and products, and may be adversely
affected by loss or impairment of those rights. Legal and regulatory changes may
have a negative impact on a drone company’s products or
services.
•Equity
Market Risk.
The equity securities held in the Fund’s portfolio may experience
sudden, unpredictable drops in value or long periods of decline in value. This
may occur because of factors that affect securities markets generally or factors
affecting specific issuers, industries, or sectors in which the Fund invests.
Common stocks are generally exposed to greater risk than other types of
securities, such as preferred stock and debt obligations, because common
stockholders generally have inferior rights to receive payment from issuers. In
addition, local, regional or global events such as war, including Russia’s
invasion of Ukraine, regional armed conflict, acts of terrorism, market
volatility related to global trade policy and the imposition of tariffs, the
spread of infectious diseases or other public health issues (such as the global
pandemic caused by the COVID-19 virus), recessions, rising inflation, or other
events could have a significant negative impact on the Fund and its investments.
Such events may affect certain geographic regions, countries, sectors and
industries more significantly than others. Such events could adversely affect
the prices and liquidity of the Fund’s portfolio securities or other instruments
and could result in disruptions in the trading markets.
•ETF
Risks. The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The Fund has a limited number of financial institutions that may act
as Authorized Participants (“APs”). In addition, there may be a limited number
of market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise
become unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares. Due to the costs of buying or selling Shares, including brokerage
commissions imposed by brokers and bid/ask spreads, frequent trading of Shares
may significantly reduce investment results and an investment in Shares may not
be advisable for investors who anticipate regularly making small
investments.
◦Shares
May Trade at Prices Other Than NAV. As with all ETFs, Shares may be bought and sold in the secondary
market at market prices. Although it is expected that the market price of Shares
will approximate the Fund’s NAV, there may be times when the market price of
Shares is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility, periods of
steep market declines, and periods when there is limited trading activity for
Shares in the secondary market, in which case such premiums or discounts may be
significant. Because securities held by the Fund may trade on foreign exchanges
that are closed when the Fund’s primary listing exchange is open, there are
likely to be deviations between the current price of a security and the
security’s last quoted price from the closed foreign market. This may result in
premiums and discounts that are greater than those experienced by domestic
ETFs.
◦Trading. Although Shares are listed for trading on
the NYSE Arca, Inc. (the “Exchange”) and may be traded on U.S. exchanges other
than the Exchange, there can be no assurance that Shares will trade with any
volume, or at all, on any stock exchange. In stressed market conditions, the
liquidity of Shares may begin to mirror the liquidity of the Fund’s underlying
portfolio holdings, which can be significantly less liquid than
Shares.
•Foreign
Securities Risk. Investments in non-U.S. securities involve certain risks that may
not be present with investments in U.S. securities. For example, investments in
non-U.S. securities may be subject to risk of loss due to foreign currency
fluctuations or to political or economic instability. There may be less
information publicly available about a non-U.S. issuer than a U.S. issuer.
Investments in non-U.S. securities also may be subject to withholding or other
taxes. These and other factors can make investments in the Fund more volatile
and potentially less liquid than other types of investments.
•Geographic
Investment Risk. To the extent the Fund invests a significant portion of its assets
in the securities of companies of a single country or region, it is more likely
to be impacted by events or conditions affecting that country or
region.
•Geopolitical
Risk. Some countries and regions in which the Fund invests have
experienced security concerns, war or threats of war and aggression, terrorism,
economic uncertainty, natural and environmental disasters and/or systemic market
dislocations that have led, and in the future may lead, to increased short-term
market volatility and may have adverse long-term effects on the U.S. and world
economies and markets generally, each of which may negatively impact the Fund’s
investments.
•Index
Methodology Risk. The Index may not include all Drone and Modern Warfare Companies
around the globe because the Index includes only those companies meeting the
Index criteria. For example, companies that would otherwise be included in the
Index might be excluded from the Index if they omit discussion of their
development of advanced methods and strategies to enhance military capabilities
from descriptions of their business in regulatory filings, analyst reports, and
industry-specific trade publications screened by the Index Provider or otherwise
keep such work hidden from public (and the Index Provider’s)
view.
•Index
Provider Risk. There is no assurance that the Index Provider, or any agents that act
on its behalf, will compile the Index accurately, or that the Index will be
determined, maintained, constructed, reconstituted, rebalanced, composed,
calculated or disseminated accurately. The Adviser relies upon the Index
Provider and its agents to compile, determine, maintain, construct,
reconstitute, rebalance, compose, calculate (or arrange for an agent to
calculate), and disseminate the Index accurately. Any losses or costs associated
with errors made by the Index Provider or its agents generally will be borne by
the Fund and its shareholders.
•Market
Capitalization Risk
◦Large-Capitalization
Investing.
The securities of large-capitalization companies may be relatively
mature compared to smaller companies and therefore subject to slower growth
during times of economic expansion. Large-capitalization companies may also be
unable to respond quickly to new competitive challenges, such as changes in
technology and consumer tastes.
◦Mid-Capitalization
Investing. The securities of mid-capitalization companies may be more
vulnerable to adverse issuer, market, political, or economic developments than
securities of large-capitalization companies, but they may also be subject to
slower growth than small-capitalization companies during times of economic
expansion. The securities of mid-capitalization companies generally trade in
lower volumes and are subject to greater and more unpredictable price changes
than large capitalization stocks or the stock market as a
whole.
◦Small-Capitalization
Investing. The securities of small-capitalization
companies may be more vulnerable to adverse issuer, market, political, or
economic developments than securities of large- or mid-capitalization companies.
The securities of small-capitalization companies generally trade in lower
volumes and are subject to greater and more unpredictable price changes than
large- or mid-capitalization stocks or the stock market as a whole. There is
typically less publicly available information concerning smaller-capitalization
companies than for larger, more established
companies.
•New
Fund Risk. The
Fund is a recently organized investment company with limited operating history.
As a result, prospective investors have limited track record or history on which
to base their investment decision.
•Non-Diversification
Risk.
The
Fund is considered to be non-diversified, which means that it may invest more of
its assets in the securities of a single issuer or a smaller number of issuers
than if it were a diversified fund. As a result, the Fund may be more exposed to
the risks associated with and developments affecting an individual issuer or a
smaller number of issuers than a fund that invests more widely. This may
increase the Fund’s volatility and cause the performance of a relatively smaller
number of issuers to have a greater impact on the Fund’s performance. However,
the Fund intends to satisfy the diversification requirements for qualifying as a
regulated investment company (“RIC”) under Subchapter M of the Internal Revenue
Code of 1986, as amended (the “Code”).
•Passive
Investment Risk. The Fund is not actively managed, and its sub-adviser would not
sell shares of an equity security due to current or projected underperformance
of a security, industry, or sector, unless that security is removed from the
Index or the selling of shares of that security is otherwise required upon a
reconstitution or rebalancing of the Index in accordance with the Index
methodology.
•Sector
Risk.
To the extent the Fund invests more heavily in particular sectors of the
economy, its performance will be especially sensitive to developments that
significantly affect those sectors.
◦Industrials
Sector Risk. The industrials sector can be
significantly affected by, among other things, worldwide economic growth, supply
and demand for specific products and services, rapid technological developments,
international political and economic developments, environmental issues, tariffs
and trade barriers, and tax and governmental regulatory policies. As the demand
for, or prices of, industrials increase, the value of the Fund’s investments
generally would be expected to also increase. Conversely, declines in the demand
for, or prices of, industrials generally would be expected to contribute to
declines in the value of such securities. Such declines may occur quickly and
without warning and may negatively impact the value of the Fund and your
investment.
•Securities
Lending Risk. There are certain risks associated with securities lending,
including the risk that the borrower may fail to return the securities on a
timely basis or even the loss of rights in the collateral deposited by the
borrower, if the borrower should fail financially. The Fund could also lose
money in the event of a decline in the value of collateral provided for loaned
securities or a decline in the value of any investments made with cash
collateral. As a result, the Fund may lose money.
•Tracking
Error Risk. As with all index funds, the performance of the Fund and its Index
may differ from each other for a variety of reasons. For example, the Fund
incurs operating expenses and portfolio transaction costs not incurred by the
Index. In addition, the Fund may not be fully invested in the securities of the
Index at all times or may hold securities not included in the
Index.
Performance
Performance
information for the Fund is not included because the Fund did not have a full
calendar year of performance prior to the date of this
Prospectus. In the future, performance information for the Fund
will be presented in this section. Updated performance information will be
available on the Fund’s website at www.defianceetfs.com.
Portfolio
Management
|
|
|
|
|
| |
| Adviser |
Defiance
ETFs, LLC |
| Sub-Adviser |
Penserra
Capital Management LLC (“Penserra” or the “Sub-Adviser”) |
| Portfolio
Managers |
Dustin
Lewellyn, CFA, Managing Director of Penserra, Ernesto Tong, CFA, Managing
Director of Penserra, and Christine Johanson, CFA, Director and Senior
Portfolio Manager of Penserra have been portfolio managers of the Fund
since its inception in September, 2025.
|
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.defianceetfs.com.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
ADDITIONAL
INFORMATION ABOUT THE INDEXES
Each
Index is calculated by an independent third-party calculation agent that is not
affiliated with the applicable Fund or its Adviser, Sub-Adviser, distributor,
Index Provider, or any of their affiliates. Each Fund’s Index Provider is not
affiliated with the Funds’ Adviser, Sub-Adviser, administrator, or distributor.
Each Index was created for the purpose of being licensed for use by the
applicable Fund.
BlueStar
Quantum Computing and Machine Learning Index
The
BlueStar Quantum Computing and Machine Learning Index consists of a modified
equal-weighted portfolio of the stock of companies that derive at least 50% of
their annual revenue or operating activity from the development of quantum
computing and machine learning technology. “Quantum computing” refers to
hardware and software designed to take advantage of extremely fast computers
that leverage the field of quantum mechanics, a branch of physics dealing with
particles and the complexities in which they naturally behave. Quantum computers
are capable of processing multiple pieces of information at the smallest
particle level, as opposed to traditional computers, whose smallest unit of data
(a “bit”) can only be a zero or a one. “Machine learning” refers to technologies
that enable a computer to “learn” from data it has processed to incorporate
different assumptions or past experience into future computations or
analyses.
In
determining the companies included in the Index at the time of each rebalance
and reconstitution of the Index, the largest eligible companies by market
capitalization are included until 98.5% of the market capitalization of such
eligible companies is included in the Index, plus any companies already included
in the Index whose market capitalization falls between the largest and smallest
market capitalizations of the eligible companies. If such rules result in fewer
than 70 Index components, the largest remaining eligible companies are selected
until the number of components reaches 70.
ADDITIONAL
INFORMATION ABOUT THE FUNDS
Investment
Objectives
Each
Fund’s investment objective has been adopted as a non-fundamental investment
policy and may be changed without shareholder approval upon written notice to
shareholders.
Principal
Investment Risks
This
section provides additional information regarding the principal risks described
in each Fund Summary. As in each Fund Summary, the principal risks below are
presented in alphabetical order to facilitate finding particular risks and
comparing them with other funds. Each risk described below is considered a
“principal risk” of investing in the applicable Fund, regardless of the order in
which it appears. Each of the factors below could have a negative impact on the
applicable Fund’s performance and trading prices.
•Aerospace
and Defense Companies Risk (Drone
ETF only).
Government aerospace and defense regulation and spending policies can
significantly affect the aerospace & defense industry, as companies involved
in the aerospace & defense industry rely to a large extent on U.S. (and
other) government demand for their products and services. There are significant
inherent risks in contracting with the U.S. government, which could have a
material adverse effect on the business, financial condition and results of
operations of industry participants, including: termination by the U.S.
government of any contract as a result of a default by industry participants
could subject them to liability for the excess costs incurred by the U.S.
government in procuring undelivered items from another source; termination by
the U.S. government of any contract for convenience generally would limit
industry participants’ recovery to costs already incurred or committed and limit
participants profit to work completed prior to termination; modification of U.S.
government contracts due to lack of congressional funding or changes in such
funding could subject certain contracts to termination or modification; failure
to comply, even inadvertently, with the extensive and complex U.S. government
laws and regulations applicable to certain U.S. government contracts and the
laws governing the export of controlled products and commodities could subject
industry participants to contract termination, civil and criminal penalties and,
under certain circumstances, suspension from future U.S. government contracts
and exporting of product for a specific period of time; results of routine U.S.
government audits and review could, in certain circumstances, lead to
adjustments to industry contract prices, which could be significant; and
successful bids for U.S. government contracts or the profitability of such
contracts, if awarded, cannot be guaranteed in the light of the competitive
bidding atmosphere under which U.S. government contracts are
awarded.
Furthermore,
because companies involved in the aerospace & defense industry rely to a
large extent on U.S. (and other) government demand for their products and
services, those companies could be adversely impacted by future reductions or
changes in government spending. Government spending in aerospace and defense
generally is not correlated with any economic cycle, but rather, on the cycle of
general political support for this type of spending. However, there is no
assurance that future levels of aerospace and defense spending will increase or
that levels of aerospace and defense spending will not decrease in the
future.
In
addition, competition within the industry, labor relations, and the price of
fuel can affect the aerospace & defense industry. Airline deregulation has
substantially diminished the U.S. government’s role in the air transport
industry while promoting an increased level of competition. However, regulations
and policies of various domestic and foreign governments can still affect the
profitability of individual carriers as well as the entire
industry.
•Capital
Controls and Sanctions Risk.
Economic conditions, such as volatile currency exchange rates and interest
rates, political events, military action and other conditions, may, without
prior warning, lead to government intervention (including intervention by the
U.S. government with respect to foreign governments, economic sectors, foreign
companies and related securities and interests) and the imposition of capital
controls and/or sanctions, which may also include retaliatory actions of one
government against another government, such as seizure of assets. Capital
controls and/or sanctions include the prohibition of, or restrictions on, the
ability to transfer currency, securities or other assets. Levies may be placed
on profits repatriated by foreign entities (such as the Fund). Capital controls
and/or sanctions may also impact the ability of the Fund to buy, sell or
otherwise transfer securities or currency, negatively impact the value and/or
liquidity of such instruments, adversely affect the trading market and price for
Shares, and cause the Fund to decline in value.
•Concentration
Risk.
Each
Fund’s investments will be concentrated in an industry or group of industries to
the extent that the Index is so concentrated. In such event, the value of the
Shares may rise and fall more than the value of shares of a fund that invests in
securities of companies in a broader range of industries.
◦Communications
Equipment Industry Risk. (Connective ETF only). The
communications equipment industry can be significantly affected by failure to
obtain, or delays in obtaining, financing or regulatory approval, intense
competition, product compatibility, consumer preferences, corporate capital
expenditures, and rapid obsolescence. Communications services companies are
subject to extensive government regulation. The costs of complying with
governmental regulations, delays or failure to receive required regulatory
approvals, or the enactment of new adverse regulatory requirements may adversely
affect the business of such companies. These companies can also be significantly
affected by intense competition, including competition with alternative
technologies, product compatibility, consumer preferences, rapid product
obsolescence, and research and development of new products. Technological
innovations may make the products and services of such companies
obsolete.
◦Satellite
Communications and Space Industry Risk (Connective ETF only).
Companies engaged in satellite communications and/or the space industry may be
significantly impacted by rapid and significant technological advancements in
the satellite communications and space industry that result in the obsolescence
of a company’s products and/or services. Satellite companies are subject to
competition from other satellite companies as well as terrestrial industries.
Companies in the space industry may face significant competition from new
entrants, including both governments and the private sector, and are thus
subject to increased risk relative to companies operating in more established
industries. Increased competition may result in the need for significant capital
expenditures by these companies. These companies rely, to a large extent, on
U.S. Government and non-U.S. government demand for their products and services
and may be significantly affected by changes in government regulations and
spending. Changes to an administration’s priorities with respect to space
exploration and scientific discovery may result in budgetary cuts, government
staff reductions, and/or program closures, which in turn may impact the
profitability of these companies. Satellite companies are also subject to
regulatory risks relating to the allocation of orbital positions and spectrum
under the International Telecommunication Union as well as other regulatory
bodies in foreign countries. These companies also rely upon obtaining government
authorization to license and/or operate ground facilities used to operate their
satellites and/or relay data. If a company fails to obtain or maintain
regulatory authorizations with respect to orbital positions, spectrum, or
associated ground facilities, the company may not be able to operate its
existing satellites or expand its operations. Satellite companies are also
subject to manufacturing delays, launch delays or failures, and operational and
environmental risks (e.g.,
signal interference or space debris) that could limit their ability to utilize
satellites needed to deliver services to customers. Such companies may also be
subject to additional risks if they do not carry commercial launch or in-orbit
insurance covering the full value of their satellites. In addition, these
companies are heavily dependent upon patent and intellectual property rights. A
company’s success in obtaining or protecting a patent related to satellite
communication technologies, including the associated costs, are critical factors
that may affect a company’s profitability.
◦Semiconductors
Industry Risk (Quantum ETF and Connective ETF only).
Competitive pressures may have a significant effect on the financial condition
of semiconductor companies and, as product cycles shorten and manufacturing
capacity increases, these companies may become increasingly subject to
aggressive pricing, which hampers profitability. Reduced demand for end-user
products, under-utilization of manufacturing capacity, and other factors could
adversely impact the operating results of companies in the Semiconductors
Industry. Semiconductor companies typically face high capital costs and may be
heavily dependent on intellectual property rights. The Semiconductors Industry
is highly cyclical, which may cause the operating results of many semiconductor
companies to vary significantly. The stock prices of companies in the
Semiconductors Industry have been and likely will continue to be extremely
volatile.
•Connective
Technology Investment Risk
(Connective
ETF only).
Companies engaged in 5G, 6G, and other connective technologies may be
significantly impacted by rapid technological advancements, product
obsolescence, intense competition, consumer demand, and government regulation.
Such companies are also heavily dependent upon patent and intellectual property
rights. A company’s success in obtaining or protecting a patent related to
connective technologies, including the associated costs, are critical factors
that may affect a company’s profitability. In addition, cybersecurity attacks or
disruptions in service caused by hardware or software failure, or by
interruptions or delays in service by third-party data center hosting facilities
and maintenance
providers,
could have a significant impact on the viability and/or profitability of such
companies. Additionally, smaller connective technology companies may have
limited product lines, markets, financial resources, or personnel and may be
more volatile compared to other larger, tech companies.
•Currency
Exchange Rate Risk
(Quantum
ETF only).
Changes in currency exchange rates and the relative value of non-U.S. currencies
will affect the value of the Fund’s investments and the value of your Shares.
Because the Fund’s NAV is determined on the basis of U.S. dollars, the U.S.
dollar value of your investment in the Fund may go down if the value of the
local currency of the non-U.S. markets in which the Fund invests depreciates
against the U.S. dollar. This is true even if the local currency value of
securities in the Fund’s holdings goes up. Conversely, the dollar value of your
investment in the Fund may go up if the value of the local currency appreciates
against the U.S. dollar. The value of the U.S. dollar measured against other
currencies is influenced by a variety of factors. These factors include:
national debt levels and trade deficits, changes in balances of payments and
trade, domestic and foreign interest and inflation rates, global or regional
political, economic or financial events, monetary policies of governments,
actual or potential government intervention, and global energy prices. Political
instability, the possibility of government intervention and restrictive or
opaque business and investment policies may also reduce the value of a country’s
currency. Government monetary policies and the buying or selling of currency by
a country’s government may also influence exchange rates. Currency exchange
rates can be very volatile and can change quickly and unpredictably. As a
result, the value of an investment in the Fund may change quickly and without
warning, and you may lose money.
•Cybersecurity
Companies Risk (Drone
ETF only).
Cybersecurity companies are particularly vulnerable to rapid changes in
technology, rapid obsolescence of products and services, the loss of patent,
copyright and trademark protections, government regulation and competition, both
domestically and internationally, including competition from foreign competitors
with lower production costs, evolving industry standards and frequent new
product and service introductions. These companies may also be smaller and less
experienced companies, with limited product or service lines, markets or
financial resources and fewer experienced management or marketing personnel.
Cybersecurity company stocks, especially those which are internet-related, have
experienced extreme price and volume fluctuations in the past that have often
been unrelated to their operating performance. As a result of these risks, the
Fund’s investments can be adversely affected, and you may lose money on your
investment in the Fund.
•Depositary
Receipt Risk.
Each Fund may hold the securities of non-U.S. companies in the form of American
Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”). ADRs are
negotiable certificates issued by a U.S. financial institution that represent a
specified number of shares in a foreign stock and trade on a U.S. national
securities exchange, such as the New York Stock Exchange. Sponsored ADRs are
issued with the support of the issuer of the foreign stock underlying the ADRs
and carry all of the rights of common shares, including voting rights. GDRs are
similar to ADRs but may be issued in bearer form and are typically offered for
sale globally and held by a foreign branch of an international bank. The
underlying issuers of certain depositary receipts, particularly unsponsored or
unregistered 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. Issuers of
unsponsored depositary receipts are not contractually obligated to disclose
material information in the U.S. and, therefore, such information may not
correlate to the market value of the unsponsored depositary receipt. The
underlying securities of the ADRs and GDRs in a Fund’s portfolio are usually
denominated or quoted in currencies other than the U.S. Dollar. As a result,
changes in foreign currency exchange rates may affect the value of a Fund’s
portfolio. In addition, because the underlying securities of ADRs and GDRs trade
on foreign exchanges at times when the U.S. markets are not open for trading,
the value of the securities underlying the ADRs and GDRs may change materially
at times when the U.S. markets are not open for trading, regardless of whether
there is an active U.S. market for Shares.
•Drone
Companies Risk (Drone
ETF only).
Drone companies are subject to the risks of changes in business cycles, global
economic growth, technological advances, and government regulation. Drone
companies may have limited product lines, markets, financial resources or
personnel. Drone companies may be dependent on the U.S. Government and its
agencies for a significant portion of their sales, and their success and growth
may be dependent on their ability to win future government contracts. As a
result, such companies may be negatively affected by budgetary constraints,
spending reductions, congressional appropriations, and administrative
allocations of funds that affect the U.S. Government and its agencies.
Additionally, securities of drone companies, especially start-up companies, tend
to be more volatile than securities of companies that do not rely heavily on
technology. Further, drone companies may rely on a combination of copyrights,
trademarks patents, and trade secret laws to establish and protect their
proprietary rights in their technologies and products, and may be adversely
affected by loss or impairment of those rights. Legal and regulatory changes may
have a negative impact on a drone company’s products or services. In addition,
drone companies may also be subject to increasing regulatory constraints that
may limit the sale or use of a company’s products, such as the need to obtain
certain regulatory approvals from government agencies. Drone companies typically
engage in significant spending on research and development, and there is no
guarantee that the products or services produced by these companies will be
successful.
•Emerging
Markets Risk (Quantum
ETF only).
Investments
in securities and instruments traded in developing or emerging markets, or that
provide exposure to such securities or markets, can involve additional risks
relating to global trade policy as well as political, economic, or regulatory
conditions not associated with investments in U.S. securities and instruments.
For example,
developing
and emerging markets may be subject to (i) greater market volatility, (ii) lower
trading volume and liquidity, (iii) greater social, political and economic
uncertainty, (iv) governmental controls on foreign investments and limitations
on repatriation of invested capital, (v) lower disclosure, corporate
governance, auditing and financial reporting standards, (vi) fewer protections
of property rights, (vii) restrictions on the transfer of securities or
currency, and (viii) settlement and trading practices that differ from those in
U.S. markets. Each of these factors may impact the ability of the Fund to buy,
sell or otherwise transfer securities, adversely affect the trading market and
price for Shares and cause the Fund to decline in value.
Additionally,
limitations on the availability of financial and business information about
companies in emerging markets may affect the Index Provider’s ability to
accurately determine the companies meeting the Index’s criteria.
•Emerging
Technologies Investment Risk (Quantum
ETF and Connective ETF only).
Each Fund invests primarily to gain exposure to emerging technologies, such as
5G and/or 6G technologies or quantum computing, in accordance with the Fund’s
Index. Companies across a wide variety of industries, primarily in the
technology sector, are exploring the possible applications of these
technologies. The extent of such technologies’ versatility has not yet been
fully explored. Consequently, each Fund’s holdings may include equity securities
of operating companies that focus on or have exposure to a wide variety of
industries, and the economic fortunes of certain companies held by the Fund may
not be significantly tied to such technologies. Currently, there are few public
companies for which these emerging technologies represent an attributable and
significant revenue or profit stream, and such technologies may not ultimately
have a material effect on the economic returns of companies in which a Fund
invests.
•Equity
Market Risk.
Common stocks are susceptible to general stock market fluctuations and to
volatile increases and decreases in value as market confidence in and
perceptions of their issuers change. These investor perceptions are based on
various and unpredictable factors including: expectations regarding government,
economic, monetary and fiscal policies; inflation and interest rates; economic
expansion or contraction; local, regional or global events such as acts of
terrorism or war, including Russia’s invasion of Ukraine; regional armed
conflict; market volatility related to global trade policy and the imposition of
tariffs; and global or regional political, economic, public health, and banking
crises. If you held common stock, or common stock equivalents, of any given
issuer, you would generally be exposed to greater risk than if you held
preferred stocks and debt obligations of the issuer because common stockholders,
or holders of equivalent interests, generally have inferior rights to receive
payments from issuers in comparison with the rights of preferred stockholders,
bondholders, and other creditors of such issuers.
•ETF
Risks. Each
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration Risk.
Each
Fund has a limited number of financial institutions that may act as APs. In
addition, there may be a limited number of market makers and/or liquidity
providers in the marketplace. To the extent either of the following events
occur, Shares may trade at a material discount to NAV and possibly face
delisting: (i) APs exit the business or otherwise become unable to process
creation and/or redemption orders and no other APs step forward to perform these
services, or (ii) market makers and/or liquidity providers exit the
business or significantly reduce their business activities and no other entities
step forward to perform their functions.
◦Costs
of Buying or Selling Shares. Investors
buying or selling Shares in the secondary market will pay brokerage commissions
or other charges imposed by brokers, as determined by that broker. Brokerage
commissions are often a fixed amount and may be a significant proportional cost
for investors seeking to buy or sell relatively small amounts of Shares. In
addition, secondary market investors will also incur the cost of the difference
between the price at which an investor is willing to buy Shares (the “bid”
price) and the price at which an investor is willing to sell Shares (the “ask”
price). This difference in bid and ask prices is often referred to as the
“spread” or “bid/ask spread.” The bid/ask spread varies over time for Shares
based on trading volume and market liquidity, and is generally lower if Shares
have more trading volume and market liquidity and higher if Shares have little
trading volume and market liquidity. Further, a relatively small investor base
in a Fund, asset swings in a Fund and/or increased market volatility may cause
increased bid/ask spreads. Due to the costs of buying or selling Shares,
including bid/ask spreads, frequent trading of Shares may significantly reduce
investment results and an investment in Shares may not be advisable for
investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of the Shares will
approximate a Fund’s NAV, there may be times when the market price and the NAV
vary significantly, including due to supply and demand of a Fund’s Shares and/or
during periods of market volatility. Thus, you may pay more (or less) than NAV
intra-day when you buy Shares in the secondary market, and you may receive more
(or less) than NAV when you sell those Shares in the secondary market. This risk
is heightened in times of market volatility, periods of steep market declines,
and periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant. To the
extent securities held by a Fund
may
trade on foreign exchanges that are closed when the Fund’s primary listing
exchange is open, there are likely to be deviations between the current price of
a security and the security’s last quoted price from the closed foreign market.
This may result in premiums and discounts that are greater than those
experienced by domestic ETFs.
◦Trading. Although
Shares are listed for trading on the applicable Exchange and may be listed or
traded on U.S. and non-U.S. stock exchanges other than the Exchange, there can
be no assurance that an active trading market for such Shares will develop or be
maintained. Trading in Shares 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 Exchange “circuit breaker” rules, which temporarily halt trading on
the Exchange when a decline in the S&P® 500 Index during a single day
reaches certain thresholds (e.g.,
7%, 13%, and 20%). Additional rules applicable to the Exchange may halt trading
in Shares when extraordinary volatility causes sudden, significant swings in the
market price of Shares. There can be no assurance that Shares will trade with
any volume, or at all, on any stock exchange. In stressed market conditions, the
liquidity of Shares may begin to mirror the liquidity of a Fund’s underlying
portfolio holdings, which can be significantly less liquid than Shares, and this
could lead to differences between the market price of the Shares and the
underlying value of those Shares.
•Foreign
Securities Risk.
Investments in non-U.S. securities involve certain risks that may not be present
with investments in U.S. securities. For example, investments in non-U.S.
securities may be subject to risk of loss due to foreign currency fluctuations,
the imposition of tariffs, or to political or economic instability. There may be
less information publicly available about a non-U.S. issuer than a U.S. issuer.
Non-U.S. issuers may be subject to different accounting, auditing, financial
reporting and investor protection standards than U.S. issuers. Investments in
non-U.S. securities also may be subject to withholding or other taxes and may be
subject to additional trading, settlement, custodial, and operational risks.
With respect to certain countries, there is the possibility of government
intervention and expropriation or nationalization of assets. Because legal
systems differ, there is also the possibility that it will be difficult to
obtain or enforce legal judgments in certain countries. Since foreign exchanges
may be open on days when a 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 Shares. Conversely, Shares may trade on days
when foreign exchanges are closed. Each of these factors can make investments in
a Fund more volatile and potentially less liquid than other types of
investments.
•Geographic
Investment Risk (Quantum
ETF and Drone ETF only).
To the extent that the Fund’s Index invests a significant portion of its assets
in the securities of companies of a single country or region, it is more likely
to be impacted by events or conditions affecting that country or region. For
example, political and economic conditions and changes in regulatory, tax, or
economic policy in a country could significantly affect the market in that
country and in surrounding or related countries and have a negative impact on
the Fund’s performance. Currency developments or restrictions, political and
social instability, and changing economic conditions have resulted in
significant market volatility.
•Geopolitical
Risk (Quantum
ETF and Drone ETF only).
Some countries and regions in which the Fund invests have experienced security
concerns, war or threats of war and aggression, terrorism, economic uncertainty,
natural and environmental disasters and/or systemic market dislocations that
have led, and in the future may lead, to increased short-term market volatility
and may have adverse long-term effects on the U.S. and world economies and
markets generally. Such geopolitical and other events may also disrupt
securities markets and, during such market disruptions, the Fund’s exposure to
the other risks described herein will likely increase. Each of the foregoing may
negatively impact the Fund’s investments.
•Index
Methodology Risk.
An Index may not include all companies around the globe whose products or
services are predominantly tied to the theme of the applicable Index because the
Index includes only those companies meeting the Index criteria. For example,
companies that would otherwise be included in the Index might be excluded from
the Index if they omit discussion of their emerging technologies for the
Connective ETF or development of advanced methods and strategies to enhance
military capabilities for the Drone ETF from descriptions of their business in
regulatory filings or otherwise keep such work hidden from public (and the Index
Provider’s) view.
•Index
Provider Risk.
There
is no assurance that an Index Provider, or any agents that act on its behalf,
will compile its Index accurately, or that the Index will be determined,
maintained, constructed, reconstituted, rebalanced, composed, calculated or
disseminated accurately. The Adviser relies upon each Index Provider and its
agents to compile, determine, maintain, construct, reconstitute, rebalance,
compose, calculate (or arrange for an agent to calculate), and disseminate its
Index accurately. Any losses or costs associated with errors made by an Index
Provider or its agents generally will be borne by the applicable Fund and its
shareholders. To correct any such error, the Index Provider or its agents may
carry out an unscheduled rebalance of the Index or other modification of Index
constituents or weightings. When a Fund in turn rebalances its portfolio, any
transaction costs and market exposure arising from such portfolio rebalancing
will be borne by the Fund and its shareholders. Unscheduled rebalances also
expose a Fund to additional tracking error risk. 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 for a period of time or at all, particularly where the Index is less
commonly used as a benchmark by funds or advisors. For example, during a period
where the Index contains incorrect constituents, the Fund tracking the Index
would have market exposure to such constituents and would be underexposed to the
Index’s other constituents. Such errors may negatively impact a Fund and its
shareholders. Each Index Provider and its agents rely on various sources of
information to assess the criteria of issuers included in the Index, including
information that may be based on assumptions and estimates. Neither a Fund nor
the Adviser can offer assurances that the Index’s calculation methodology or
sources of information will provide an accurate assessment of included
issuers.
•IPO
Risk.
The Fund may invest in securities offered in an IPO or in companies that have
recently completed an IPO. The stocks of such companies are unseasoned equities
lacking a trading history, a track record of reporting to investors, and widely
available
research
coverage. IPO shares are thus often subject to extreme price volatility and
speculative trading due to factors such as the absence of a prior public market,
unseasoned trading, the small number of shares available for trading and limited
information about the issuer’s business model, quality of management, earnings
growth potential, and other criteria used to evaluate its investment prospects.
These stocks may have above-average price appreciation in connection with the
IPO that is not sustained, and it is not uncommon for stocks to decline in value
in the period following the IPO. In addition, IPOs share similar illiquidity
risks of private equity and venture capital. The free float shares held by the
public in an IPO are typically a small percentage of the market capitalization.
The ownership of many IPOs often include large holdings by venture capital and
private equity investors who seek to sell their shares in the public market in
the months following an IPO when shares restricted by lock-up are released,
causing greater volatility and possible downward pressure during the time that
locked-up shares are released.
•Market
Capitalization Risk.
◦Large-Capitalization
Investing. The
securities of large-capitalization companies may be relatively mature compared
to smaller companies and therefore subject to slower growth during times of
economic expansion. Large-capitalization companies may also be unable to respond
quickly to new competitive challenges, such as changes in technology and
consumer tastes.
◦Mid-Capitalization
Investing.
The securities of mid-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
large-capitalization companies, but they may also be subject to slower growth
than small-capitalization companies during times of economic expansion. The
securities of mid-capitalization companies generally trade in lower volumes and
are subject to greater and more unpredictable price changes than large
capitalization stocks or the stock market as a whole. Some medium capitalization
companies have limited product lines, markets, financial resources, and
management personnel and tend to concentrate on fewer geographical markets
relative to large-capitalization companies.
◦Small-Capitalization
Investing.
The securities of small-capitalization companies may be more vulnerable to
adverse issuer, market, political, or economic developments than securities of
larger-capitalization companies. The securities of small-capitalization
companies generally trade in lower volumes and are subject to greater and more
unpredictable price changes than larger capitalization stocks or the stock
market as a whole. Some small capitalization companies have limited product
lines, markets, and financial and managerial resources and tend to concentrate
on fewer geographical markets relative to larger capitalization companies. There
is typically less publicly available information concerning
smaller-capitalization companies than for larger, more established companies.
Small-capitalization companies also may be particularly sensitive to changes in
interest rates, government regulation, borrowing costs and
earnings.
•New
Fund Risk (Drone
ETF only).
The Fund is a recently organized investment company with limited operating
history. As a result, prospective investors have no track record or history on
which to base their investment decision.
•Non-Diversification
Risk (Drone
ETF only).
The Fund is considered to be non-diversified, which means that it may invest
more of its assets in the securities of a single issuer or a smaller number of
issuers than if it were a diversified fund. As a result, the Fund may be more
exposed to the risks associated with and developments affecting an individual
issuer or a smaller number of issuers than a fund that invests more widely. This
may increase the Fund’s volatility and cause the performance of a relatively
smaller number of issuers to have a greater impact on the Fund’s performance.
However, the Fund intends to satisfy the diversification requirements for
qualifying as a RIC under Subchapter M of the Code.
•Passive
Investment Risk.
Each Fund invests in the securities included in, or representative of, its Index
regardless of their investment merit. Each Fund does not attempt to outperform
its Index or take defensive positions in declining markets. As a result, a
Fund’s performance may be adversely affected by a general decline in the market
segments relating to its Index. The returns from the types of securities in
which a Fund invests may underperform returns from the various general
securities markets or different asset classes. This may cause a Fund to
underperform other investment vehicles that invest in different asset classes.
Different types of securities (for example, large-, mid- and
small-capitalization stocks) tend to go through cycles of doing better – or
worse – than the general securities markets. In the past, these periods have
lasted for as long as several years.
•Quantum
Computing and Machine Learning Investment Risk (Quantum
ETF only).
Companies engaged in the development of quantum computing or machine learning
technology may be significantly impacted by rapid technological advancements,
product obsolescence, intense competition, consumer demand, and government
regulation. Such companies are also heavily dependent upon patent and
intellectual property rights. A company’s success in obtaining or protecting a
patent related to quantum computing or machine learning, including the
associated costs, are critical factors that may affect such company’s
profitability. 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 in quantum computing and machine
learning. Additionally, smaller companies developing these technologies may have
limited operating histories and may be more volatile compared to other larger,
tech companies.
•REIT
Investment Risk
(Connective
ETF only). Investments
in REITs involve unique risks. REITs may have limited financial resources, may
trade less frequently and in limited volume, and may be more volatile than other
securities. In addition, to the
extent
the Fund holds interests in REITs, it is expected that investors in the Fund
will bear two layers of asset-based management fees and expenses (directly at
the Fund level and indirectly at the REIT level). The risks of investing in
REITs include certain risks associated with the direct ownership of real estate
and the real estate industry in general. These include risks related to general,
regional and local economic conditions; fluctuations in interest rates and
property tax rates; shifts in zoning laws, environmental regulations and other
governmental action such as the exercise of eminent domain; cash flow
dependency; increased operating expenses; lack of availability of mortgage
funds; losses due to natural disasters; overbuilding; losses due to casualty or
condemnation; changes in property values and rental rates; and other
factors.
In
addition to these risks, residential/diversified REITs and commercial equity
REITs may be affected by changes in the value of the underlying property owned
by the trusts, while mortgage REITs may be affected by the quality of any credit
extended. Further, REITs are dependent upon management skills and generally may
not be diversified. REITs are also subject to heavy cash flow dependency,
defaults by borrowers and self-liquidation. In addition, REITs could possibly
fail to qualify for the beneficial tax treatment available to REITs under the
Code, or to maintain their exemptions from registration under the Investment
Company Act of 1940, as amended (the “1940 Act”). The Fund expects that
dividends received from a REIT and distributed to Fund shareholders generally
will be taxable to the shareholder as ordinary income. The above factors may
also adversely affect a borrower’s or a lessee’s ability to meet its obligations
to the REIT. In the event of a default by a borrower or lessee, the REIT may
experience delays in enforcing its rights as a mortgagee or lessor and may incur
substantial costs associated with protecting investments.
•Sector
Risk. To
the extent a Fund invests more heavily in particular sectors of the economy, its
performance will be especially sensitive to developments that significantly
affect those sectors.
◦Communications
Services Sector Risk (Connective ETF only). The
Fund is generally expected to invest significantly in companies in the
communications services sector, and therefore the performance of the Fund could
be negatively impacted by events affecting this sector. Communications services
companies are subject to extensive government regulation. The costs of complying
with governmental regulations, delays or failure to receive required regulatory
approvals, or the enactment of new adverse regulatory requirements may adversely
affect the business of such companies. Companies in the communications services
sector can also be significantly affected by intense competition, including
competition with alternative technologies such as wireless communications
(including with 5G, 6G, and other technologies), product compatibility, consumer
preferences, rapid product obsolescence, and research and development of new
products. Technological innovations may make the products and services of such
companies obsolete.
◦Industrials
Sector Risk (Drone ETF only). The
industrials sector can be significantly affected by, among other things,
worldwide economic growth, supply and demand for specific products and services,
rapid technological developments, international political and economic
developments, environmental issues, tariffs and trade barriers, and tax and
governmental regulatory policies. As the demand for, or prices of, industrials
increase, the value of the Fund’s investments generally would be expected to
also increase. Conversely, declines in the demand for, or prices of, industrials
generally would be expected to contribute to declines in the value of such
securities. Such declines may occur quickly and without warning and may
negatively impact the value of the Fund and your investment.
◦Information
Technology Sector Risk (Quantum ETF and Connective ETF only). A
Fund is generally expected to invest significantly in companies in the
information technology sector, including those in the semiconductor and software
industries, and therefore the performance of a Fund could be negatively impacted
by events affecting this sector.
Market
or economic factors impacting information technology companies and companies
that rely heavily on technological advances could have a significant effect on
the value of the Fund’s investments. The value of stocks of information
technology companies and companies that rely heavily on technology is
particularly vulnerable to rapid changes in technology product cycles, rapid
product obsolescence, government regulation and competition, both domestically
and internationally, including competition from foreign competitors with lower
production costs. Companies in the software industry are subject to significant
competitive pressures, such as aggressive pricing, new market entrants,
competition for market share, short product cycles due to an accelerated rate of
technological developments and the potential for limited earnings and/or falling
profit margins. While semiconductor companies are also subject to significant
competition and pricing pressure, semiconductor companies may be significantly
impacted by changing demand, research and development costs, and the
availability and price of components. Stocks of information technology companies
and companies that rely heavily on technology, especially those of smaller,
less-seasoned companies, tend to be more volatile than the overall market.
Information technology companies are heavily dependent on patent and
intellectual property rights, the loss or impairment of which may adversely
affect profitability. Additionally, companies in the technology sector may face
dramatic and often unpredictable changes in growth rates and competition for the
services of qualified personnel.
Information
technology companies and companies that rely heavily on technology may also be
prone to operational and information security risks resulting from cyber-attacks
and/or technological malfunctions. Cyber-attacks include, among others, stealing
or corrupting data maintained online or digitally, preventing legitimate users
from accessing information or services on a website, releasing confidential
information without authorization, and causing operational disruption. In
general, cyber-attacks are deliberate, but unintentional events may have similar
effects. Successful cyber-attacks against, or
security
breakdowns of, a company included in the Index may result in material adverse
consequences for such company, as well as other companies included in the Index,
and may cause a Fund’s investments to lose value.
•Securities
Lending Risk.
There
are certain risks associated with securities lending, including the risk that
the borrower may fail to return the securities on a timely basis or even the
loss of rights in the collateral deposited by the borrower, if the borrower
should fail financially. As a result, a Fund may lose money. A Fund could also
lose money in the event of a decline in the value of collateral provided for
loaned securities or a decline in the value of any investments made with cash
collateral. These events could also trigger adverse tax consequences for a Fund.
•Tracking
Error Risk.
As
with all index funds, the performance of each Fund and its respective Index may
differ from each other for a variety of reasons. For example, the Funds incur
operating expenses and portfolio transaction costs not incurred by an Index. In
addition, the Funds may not be fully invested in the securities of their
respective Index at all times or may hold securities not included in the Index.
A Fund may use a representative sampling strategy to achieve its investment
objective, if the Fund’s Sub-Adviser believes it is in the best interest of the
Fund, which generally can be expected to produce a greater non-correlation
risk.
PORTFOLIO
HOLDINGS INFORMATION
Information
about the Funds’ daily portfolio holdings is available at www.defianceetfs.com.
A description of the Funds’ policies and procedures with respect to the
disclosure of the Funds’ portfolio holdings is available in the Funds’ Statement
of Additional Information (“SAI”).
MANAGEMENT
Investment
Adviser
Defiance
ETFs, LLC serves as the investment adviser and has overall responsibility for
the general management and administration of the Funds. The Adviser is located
at 78 SW 7th Street, 5th Floor, Miami, Florida 33130, and is an SEC-registered
investment adviser. The Adviser was founded in 2018 and arranges for
sub-advisory, transfer agency, custody, fund administration, and all other
related services necessary for the Funds to operate. The Adviser provides
investment advisory services to ETFs, including the Funds.
The
Adviser provides oversight of the Funds’ Sub-Adviser, monitoring of the
Sub-Adviser’s buying and selling of securities for the Funds, and review of the
Sub-Adviser’s performance.
For
the services it provides to the Funds, each Fund pays the Adviser a unified
management fee, which is calculated daily and paid monthly, at an annual rate
based on the applicable Fund’s average daily net assets as set forth in the
table below.
|
|
|
|
|
| |
| Name
of Fund |
Management
Fee |
|
Quantum
ETF |
0.40% |
|
Connective
ETF |
0.30% |
| Drone
ETF |
0.69% |
|
| |
|
| |
Under
the Investment Advisory Agreement (the “Advisory Agreement”), the Adviser has
agreed to pay all expenses of the Funds, except for interest charges on any
borrowings, dividends and other expenses on securities sold short, taxes,
brokerage commissions and other expenses incurred in placing orders for the
purchase and sale of securities and other investment instruments, acquired fund
fees and expenses, accrued deferred tax liability, extraordinary expenses,
distribution fees and expenses paid by the Funds under any distribution plan
adopted pursuant to Rule 12b-1 under the 1940 Act, and the unified management
fee payable to the Adviser. The Adviser, in turn, compensates the Sub-Adviser
from the management fee it receives.
A
discussion regarding the basis for the Board of Trustees’ (the “Board”) most
recent approval of the Funds’ Investment Advisory Agreement is available in the
Funds’ Annual Financial Statements and Additional Information dated
December 31, 2025 which is included in the Funds’ most recent Form
N-CSR
filing.
Sub-Adviser
The
Adviser has retained Penserra Capital Management LLC to serve as sub-adviser for
the Funds. The Sub-Adviser is responsible for the day-to-day management of the
Funds. The Sub-Adviser is a registered investment adviser and New York limited
liability company whose principal office is located at 4 Orinda Way, Suite
100-A, Orinda, California 94563. The Sub-Adviser provides investment management
services to investment companies and other investment advisers. The Sub-Adviser
is responsible for trading portfolio securities for the Funds, including
selecting broker-dealers to execute purchase and sale transactions or in
connection with any rebalancing or reconstitution of the Index, subject to the
supervision of the Adviser and the Board.
For
its services to each Fund, the Sub-Adviser is paid a fee by the Adviser, which
fee is calculated daily and paid monthly, at an annual rate of 0.0375% based on
the average daily net assets of the Fund. The Drone ETF is also subject to an
annual minimum fee of $15,000.
A
discussion regarding the basis for the Board’s most recent approval of the
Quantum ETF’s and Connective ETF’s Sub-Advisory Agreement is available in the
Funds’ Semi-Annual Financial Statements and Additional Information dated June
30, 2025 which is
included
in the Funds’ most recent Form N-CSR
filing. A discussion regarding the basis for the Board of Trustees’ approval of
the Drone ETF’s Sub-Advisory Agreement is available in the Fund’s Annual
Financial Statements and Additional Information dated December 31, 2025 which is
included in the Funds’ most recent Form N-CSR
filing.
Manager
of Managers Structure
The
Drone ETF and the Adviser have received an exemptive order from the SEC
permitting the Adviser (subject to certain conditions and the Board’s approval)
to select or change sub-advisers without obtaining shareholder approval. The
order also permits the Adviser to materially amend the terms of agreements with
a sub-adviser (including an increase in the fee paid by the Adviser to the
sub-adviser (and not paid by the Fund)) or to continue the employment of a
sub-adviser after an event that would otherwise cause the automatic termination
of services with Board approval, but without shareholder approval. Shareholders
will be notified of any sub-adviser changes.
Portfolio
Managers
The
Funds are managed by Dustin Lewellyn, Ernesto Tong, and Christine Johanson (the
“Portfolio Managers”). The Portfolio Managers are jointly responsible for the
day-to-day management of the Funds. The Portfolio Managers are responsible for
various functions related to portfolio management, including, but not limited
to, investing cash inflows, implementing investment strategy, researching and
reviewing investment strategy, and overseeing members of their portfolio
management team with more limited responsibilities.
Dustin
Lewellyn, CFA, has been a Managing Director with the Sub-Adviser since 2012. He
was President and Founder of Golden Gate Investment Consulting LLC from 2011
through 2015. Prior to that, Mr. Lewellyn was a managing director at Charles
Schwab Investment Management, Inc. (“CSIM”), which he joined in 2009, and head
of portfolio management for Schwab ETFs. Prior to joining CSIM, he worked for
two years as director of ETF product management and development at a major
financial institution focused on asset and wealth management. Prior to that, he
was a portfolio manager for institutional clients at a financial services firm
for three years. In addition, he held roles in portfolio accounting and
portfolio management at a large asset management firm for more than six
years.
Ernesto
Tong, CFA, has been a Managing Director with the Sub-Adviser since 2015. Prior
to joining Penserra, Mr. Tong spent seven years as a vice president at
Blackrock, where he was a portfolio manager for a number of the iShares ETFs,
and prior to that, he spent two years in the firm’s index research
group.
Christine
Johanson, CFA, has been a Director with the Sub-Adviser since 2023. Prior to
joining Penserra, Ms. Johanson was a Director at BlackRock on the US Transition
Management team from March 2022 through March 2023 where she developed custom
solutions for institutional investors seeking to restructure portfolios across
multiple asset classes. Ms. Johanson also served as Head of Fixed Income
Transition Management for Russell Investments from March 2018 through February
2022. Ms. Johanson holds a B.S.B.A. from the University of Missouri and is a CFA
Charterholder.
The
Funds’ SAI provides additional information about the Portfolio Managers’
compensation structure, other accounts managed by the Portfolio Managers, and
the Portfolio Managers’ ownership of shares in each Fund.
HOW
TO BUY AND SELL SHARES
Each
Fund issues and redeems Shares at NAV only in Creation Units. Only APs may
acquire Shares directly from a Fund, and only APs may tender their Shares for
redemption directly to a Fund, at NAV. APs must be a member or participant of a
clearing agency registered with the SEC and must execute a Participant Agreement
that has been agreed to by the Distributor (defined below), and that has been
accepted by a Fund’s transfer agent, with respect to purchases and redemptions
of Creation Units. Once created, Shares trade in the secondary market in
quantities less than a Creation Unit.
Most
investors buy and sell Shares in secondary market transactions through brokers.
Shares are listed for trading on the secondary market on the Exchange and can be
bought and sold throughout the trading day like other publicly traded
securities.
When
buying or selling Shares through a broker, you will incur customary brokerage
commissions and charges, and you may pay some or all of the spread between the
bid and the offer price in the secondary market on each leg of a round trip
(purchase and sale) transaction. In addition, because secondary market
transactions occur at market prices, you may pay more than NAV when you buy
Shares and receive less than NAV when you sell those Shares.
Book
Entry
Shares
are held in book-entry form, which means that no stock certificates are issued.
The Depository Trust Company (“DTC”) or its nominee is the record owner of all
outstanding Shares.
Investors
owning Shares are beneficial owners as shown on the records of DTC or its
participants. DTC serves as the securities depository for all Shares. DTC’s
participants include securities brokers and dealers, banks, trust companies,
clearing corporations and other institutions that directly or indirectly
maintain a custodial relationship with DTC. As a beneficial owner of Shares, you
are not entitled to receive physical delivery of stock certificates or to have
Shares registered in your name, and you are not considered a
registered
owner of Shares. Therefore, to exercise any right as an owner of Shares, you
must rely upon the procedures of DTC and its participants. These procedures are
the same as those that apply to any other securities that you hold in book entry
or “street name” through your brokerage account.
Frequent
Purchases and Redemptions of Shares
The
Funds impose no restrictions on the frequency of purchases and redemptions of
Shares. In determining not to approve a written, established policy, the Board
evaluated the risks of market timing activities by Fund shareholders. Purchases
and redemptions by APs, who are the only parties that may purchase or redeem
Shares directly with a Fund, are an essential part of the ETF process and help
keep Share trading prices in line with NAV. As such, the Funds accommodate
frequent purchases and redemptions by APs. However, the Board has also
determined that frequent purchases and redemptions for cash may increase
tracking error and portfolio transaction costs and may lead to the realization
of capital gains. To minimize these potential consequences of frequent purchases
and redemptions, the Funds employ fair value pricing and may impose transaction
fees on purchases and redemptions of Creation Units to cover the custodial and
other costs incurred by a Fund in effecting trades. In addition, the Funds and
the Adviser reserve the right to reject any purchase order at any
time.
Determination
of Net Asset Value
Each
Fund’s NAV is calculated as of the scheduled close of regular trading on the New
York Stock Exchange (“NYSE”), generally 4:00 p.m. Eastern time, each day
the NYSE is open for business. The NAV for each Fund is calculated by dividing
the Fund’s net assets by its Shares outstanding.
In
calculating its NAV, each Fund generally values its assets on the basis of
market quotations, last sale prices, or estimates of value furnished by a
pricing service or brokers who make markets in such instruments. In particular,
each Fund generally values equity securities traded on any recognized U.S. or
non-U.S. exchange at the last sale price or official closing price on the
exchange or system on which they are principally traded. If such information is
not available for a security held by a Fund or is determined to be unreliable,
the security will be valued by the Adviser at fair value pursuant to procedures
established by the Adviser and approved by the Board (as described
below).
Fair
Value Pricing
The
Adviser has been designated by the Board as the valuation designee for the Funds
pursuant to Rule 2a-5 under the 1940 Act. In its capacity as valuation designee,
the Adviser has adopted procedures and methodologies to fair value Fund
securities whose market prices are not “readily available” or are deemed to be
unreliable. For example, such circumstances may arise when: (i) a security has
been de-listed or has had its trading halted or suspended; (ii) a security’s
primary pricing source is unable or unwilling to provide a price; (iii) a
security’s primary trading market is closed during regular market hours; or (iv)
a security’s value is materially affected by events occurring after the close of
the security’s primary trading market. The Board has appointed the Adviser as
each Fund’s valuation designee to perform all fair valuations of the Funds’
portfolio investments, subject to the Board’s oversight. Accordingly, the
Adviser has established procedures for its fair valuation of each Fund’s
portfolio investments. Generally, when fair valuing a security held by a Fund,
the Adviser will take into account all reasonably available information that may
be relevant to a particular valuation including, but not limited to, fundamental
analytical data regarding the issuer, information relating to the issuer’s
business, recent trades or offers of the security, general and/or specific
market conditions and the specific facts giving rise to the need to fair value
the security. Fair value determinations are made in good faith and in accordance
with the fair value methodologies established by the Adviser. Due to the
subjective and variable nature of determining the fair value of a security or
other investment, there can be no assurance that the Adviser’s fair value will
match or closely correlate to any market quotation that subsequently becomes
available or the price quoted or published by other sources. In addition, a Fund
may not be able to obtain the fair value assigned to the security upon the sale
of such security.
Delivery
of Shareholder Documents – Householding
Householding
is an option available to certain investors of the Funds. Householding is a
method of delivery, based on the preference of the individual investor, in which
a single copy of certain shareholder documents can be delivered to investors who
share the same address, even if their accounts are registered under different
names. Householding for the Funds is available through certain broker-dealers.
If you are interested in enrolling in householding and receiving a single copy
of prospectuses and other shareholder documents, please contact your
broker-dealer. If you are currently enrolled in householding and wish to change
your householding status, please contact your broker-dealer.
Investments
by Registered Investment Companies
Section 12(d)(1)
of the 1940 Act restricts investments by registered investment companies in the
securities of other investment companies, including Shares. Registered
investment companies are permitted to invest in a Fund beyond the limits set
forth in section 12(d)(1) subject to certain terms and conditions set forth in
Rule 12d1-4 under the 1940 Act, including that such investment companies enter
into an agreement with a Fund.
DIVIDENDS,
DISTRIBUTIONS, AND TAXES
Dividends
and Distributions
Each
Fund intends to pay out dividends, if any, and distribute any net realized
capital gains to its shareholders at least annually. Each Fund will declare and
pay capital gain distributions in cash. Distributions in cash may be reinvested
automatically in additional whole Shares only if the broker through whom you
purchased Shares makes such option available. Your broker is responsible for
distributing the income and capital gain distributions to you.
Taxes
The
following discussion is a summary of certain important U.S. federal income tax
considerations generally applicable to investments in the Funds. Your investment
in a Fund may have other tax implications. Please consult your tax advisor about
the tax consequences of an investment in Shares, including the possible
application of foreign, state, and local tax laws. This summary does not apply
to Shares held in an IRA or other tax-qualified plans, which are generally not
subject to current tax. Transactions relating to Shares held in such accounts
may, however, be taxable at some time in the future. This summary is based on
current tax laws, which may change.
Each
Fund has elected and intends to continue to qualify each year for treatment as a
RIC. If a Fund meets certain minimum distribution requirements, a RIC is not
subject to tax at the fund level on income and gains from investments that are
timely distributed to shareholders. However, a Fund’s failure to qualify as a
RIC or to meet minimum distribution requirements would result (if certain relief
provisions were not available) in fund-level taxation and, consequently, a
reduction in income available for distribution to shareholders.
Unless
your investment in Shares is made through a tax-exempt entity or tax-advantaged
account, such as an IRA plan, you need to be aware of the possible tax
consequences when a Fund makes distributions, when you sell your Shares listed
on the Exchange; and when you purchase or redeem Creation Units (APs
only).
Taxes
on Distributions
Each
Fund intends to distribute, at least annually, substantially all of its net
investment income and net capital gains. For federal income tax purposes,
distributions of investment income are generally taxable as ordinary income or
qualified dividend income. Taxes on distributions of capital gains (if any) are
determined by how long a Fund owned the investments that generated them, rather
than how long a shareholder has owned his or her Shares. Sales of assets held by
a Fund for more than one year generally result in long-term capital gains and
losses, and sales of assets held by a Fund for one year or less generally result
in short-term capital gains and losses. Distributions of a Fund’s net capital
gain (the excess of net long-term capital gains over net short-term capital
losses) that are reported by such Fund as capital gain dividends (“Capital Gain
Dividends”) will be taxable as long-term capital gains, which for non-corporate
shareholders are subject to tax at reduced rates of up to 20% (lower rates apply
to individuals in lower tax brackets). Distributions of short-term capital gain
will generally be taxable as ordinary income. Dividends and distributions are
generally taxable to you whether you receive them in cash or reinvest them in
additional Shares.
Distributions
reported by the Funds as “qualified dividend income” are generally taxed to
non-corporate shareholders at rates applicable to long-term capital gains,
provided holding period and other requirements are met. “Qualified dividend
income” generally is income derived from dividends paid by U.S. corporations or
certain foreign corporations that are either incorporated in a U.S. possession
or eligible for tax benefits under certain U.S. income tax treaties. In
addition, dividends that the Funds received in respect of stock of certain
foreign corporations may be qualified dividend income if that stock is readily
tradable on an established U.S. securities market. Corporate shareholders may be
entitled to a dividends received deduction for the portion of dividends they
receive from a Fund that are attributable to dividends received by the Fund from
U.S. corporations, subject to certain limitations. Dividends received by a Fund
from a REIT may be treated as qualified dividend income generally only to the
extent so reported by such REIT. A Fund’s investment strategy may limit the
amount of distributions eligible for treatment as qualified dividend income in
the hands of non-corporate shareholders or eligible for the dividends received
deduction for corporate shareholders.
A
RIC that receives business interest income may pass through its net business
interest income for purposes of the tax rules applicable to the interest expense
limitations under Section 163(j) of the Code. A RIC’s total “Section 163(j)
Interest Dividend” for a tax year is limited to the excess of the RIC’s business
interest income over the sum of its business interest expense and its other
deductions properly allocable to its business interest income. A RIC may, in its
discretion, designate all or a portion of ordinary dividends as Section 163(j)
Interest Dividends, which would allow the recipient shareholder to treat the
designated portion of such dividends as interest income for purposes of
determining such shareholder’s interest expense deduction limitation under
Section 163(j). This can potentially increase the amount of a shareholder’s
interest expense deductible under Section 163(j). Such treatment of Section
163(j) Interest Dividends by a shareholder is generally subject to holding
period requirements and other potential limitations, although the holding period
requirements are generally not applicable to dividends declared by money market
funds and certain other funds that declare dividends daily and pay such
dividends on a monthly or more frequent basis. Section 163(j) Interest
Dividends, if so designated by the Fund, will be reported to your financial
intermediary or otherwise in accordance with the requirements specified by the
IRS.
Shortly
after the close of each calendar year, you will be informed of the amount and
character of any distributions received from a Fund.
In
general, your distributions are subject to federal income tax for the year in
which they are paid. Certain distributions paid in January, however, may be
treated as paid on December 31 of the prior year. Distributions are generally
taxable even if they are paid from income or gains earned by a Fund before your
investment (and thus were included in the Shares’ NAV when you purchased your
Shares).
You
may wish to avoid investing in a Fund shortly before a dividend or other
distribution, because such a distribution will generally be taxable even though
it may economically represent a return of a portion of your investment.
If
you are neither a resident nor a citizen of the United States or if you are a
foreign entity, distributions (other than Capital Gain Dividends) paid to you by
the Fund will generally be subject to a U.S. withholding tax at the rate of 30%,
unless a lower treaty rate applies. Gains from the sale or other disposition of
Shares by non-U.S. shareholders generally are not subject to U.S. taxation,
unless you are a nonresident alien individual who is physically present in the
U.S. for 183 days or more per year. The Fund may, under certain circumstances,
report all or a portion of a dividend as an “interest-related dividend” or a
“short-term capital gain dividend,” which would generally be exempt from this
30% U.S. withholding tax, provided certain other requirements are met.
Different tax consequences may result if you are a foreign shareholder engaged
in a trade or business within the United States or if a tax treaty applies.
Each
Fund (or a financial intermediary, such as a broker, through which a shareholder
owns Shares) generally is required to withhold and remit to the U.S. Treasury a
percentage (currently 24%) of the taxable distributions and sale proceeds paid
to any shareholder who fails to properly furnish a correct taxpayer
identification number, who has underreported dividend or interest income, or who
fails to certify that the shareholder is not subject to such withholding.
Taxes
When Shares are Sold on the Exchange
Provided
that a shareholder holds Shares as capital assets, any capital gain or loss
realized upon a sale of Shares generally is treated as a long-term capital gain
or loss if Shares have been held for more than one year and as a short-term
capital gain or loss if Shares have been 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 of Capital Gain Dividends paid with respect
to such Shares. Any loss realized on a sale will be disallowed to the extent
Shares of the Fund are acquired, including through reinvestment of dividends,
within a 61-day period beginning 30 days before and ending 30 days after the
disposition of Shares. The ability to deduct capital losses may be limited.
The
cost basis of Shares of the Fund acquired by purchase will generally be based on
the amount paid for the Shares and then may be subsequently adjusted for other
applicable transactions as required by the Code. The difference between the
selling price and the cost basis of Shares generally determines the amount of
the capital gain or loss realized on the sale or exchange of Shares. Contact the
broker through whom you purchased your Shares to obtain information with respect
to the available cost basis reporting methods and elections for your account.
Taxes
on Purchases and Redemptions of Creation Units
An
AP having the U.S. dollar as its functional currency for U.S. federal income tax
purposes who exchanges securities for Creation Units generally recognizes a gain
or a loss. The gain or loss will be equal to the difference between the value of
the Creation Units at the time of the exchange and the exchanging AP’s aggregate
basis in the securities delivered, plus the amount of any cash paid for the
Creation Units. An AP who exchanges Creation Units for securities will generally
recognize a gain or loss equal to the difference between the exchanging AP’s
basis in the Creation Units and the aggregate U.S. dollar market value of the
securities received, plus any cash received for such Creation Units. The IRS may
assert, however, that a loss that is realized upon an exchange of securities for
Creation Units may not be currently deducted under the rules governing “wash
sales” (for an AP who does not mark-to-market its holdings), or on the basis
that there has been no significant change in economic position. APs exchanging
securities should consult their own tax advisor with respect to whether the wash
sales rule applies and when a loss might be deductible.
Each
Fund may include a payment of cash in addition to, or in place of, the delivery
of a basket of securities upon the redemption of Creation Units. Such Fund may
sell portfolio securities to obtain the cash needed to distribute redemption
proceeds. This may cause such Fund to recognize investment income and/or capital
gains or losses that it might not have recognized if it had completely satisfied
the redemption in-kind. As a result, such Fund may be less tax efficient if it
includes such a cash payment in the proceeds paid upon the redemption of
Creation Units.
Net
Investment Income Tax
U.S.
individuals with income exceeding specified thresholds are subject to a 3.8% tax
on all or a portion of their “net investment income,” which includes interest,
dividends, and certain capital gains (generally including capital gains
distributions and capital gains realized on the sale of Shares). This 3.8% tax
also applies to all or a portion of the undistributed net investment income of
certain shareholders that are estates and trusts.
Foreign
Investments by the Funds
Interest
and other income received by a Fund with respect to foreign securities may give
rise to withholding and other taxes imposed by foreign countries. Tax
conventions between certain countries and the United States may reduce or
eliminate such taxes. If as of the close of a taxable year more than 50% of the
value of a Fund’s assets consists of certain foreign stock or securities, the
Fund will be eligible to elect to “pass through” to investors the amount of
foreign income and similar taxes (including withholding taxes) paid by the Fund
during that taxable year. This means that investors would be considered to have
received as additional income their respective Shares of such foreign taxes, but
investors may be entitled to either a corresponding tax deduction in calculating
taxable income, or, subject to certain limitations, a credit in calculating
federal income tax. If a Fund does not so elect, the Fund will be entitled to
claim a deduction for certain foreign taxes incurred by the Fund. The Fund (or
its administrative agent) will notify you if it makes such an election and
provide you with the information necessary to reflect foreign taxes paid on your
income tax return.
Investments
in Complex Securities (Connective
ETF only)
The
Fund may invest in REITs. “Qualified REIT dividends” (i.e.,
ordinary REIT dividends other than capital gain dividends and portions of REIT
dividends designated as qualified dividend income eligible for capital gain tax
rates) are eligible for a 20% deduction by non-corporate taxpayers. This
deduction, if allowed in full, equates to a maximum effective tax rate of 29.6%
(37% top rate applied to income after 20% deduction). Distributions by the Fund
to its shareholders that are attributable to qualified REIT dividends received
by the Fund and which the Fund properly reports as “section 199A dividends,” are
treated as “qualified REIT dividends” in the hands of non-corporate
shareholders. A section 199A dividend is treated as a qualified REIT dividend
only if the shareholder receiving such dividend holds the dividend-paying RIC
shares for at least 46 days of the 91-day period beginning 45 days before the
shares become ex-dividend, and is not under an obligation to make related
payments with respect to a position in substantially similar or related
property. The Fund is permitted to report such part of their dividends as
section 199A dividends as are eligible, but is not required to do
so.
REITs
in which the Fund invests often do not provide complete and final tax
information to the Fund until after the time that the Fund issues a tax
reporting statement. As a result, the Fund may at times find it necessary to
reclassify the amount and character of its distributions to you after it issues
your tax reporting statement. When such reclassification is necessary, the Fund
(or its administrative agent) will send you a corrected, final Form 1099-DIV to
reflect the reclassified information. If you receive a corrected Form 1099-DIV,
use the information on this corrected form, and not the information on the
previously issued tax reporting statement, in completing your tax
returns.
The
foregoing discussion summarizes some of the possible consequences under current
federal tax law of an investment in each Fund. It is not a substitute for
personal tax advice. You also may be subject to state and local tax on Fund
distributions and sales of Shares. Consult your personal tax advisor about the
potential tax consequences of an investment in Shares
under
all applicable tax laws. For more information, please see the section entitled
“Federal Income Taxes” in the SAI.
DISTRIBUTION
The
Distributor, Foreside Fund Services, LLC, a wholly-owned subsidiary of Foreside
Financial Group, LLC (d/b/a ACA Group), is a broker-dealer registered with the
SEC. The Distributor distributes Creation Units for the Funds on an agency basis
and does not maintain a secondary market in Shares. The Distributor has no role
in determining the policies of the Funds or the securities that are purchased or
sold by the Funds. The Distributor’s principal address is 190 Middle Street,
Suite 301, Portland, Maine 04101.
The
Board has adopted a Distribution and Service Plan (the “Plan”) pursuant to Rule
12b-1 under the 1940 Act. In accordance with the Plan, each Fund is authorized
to pay an amount up to 0.25% of its average daily net assets each year for
certain distribution-related activities and shareholder services.
No
Rule 12b-1 fees are currently paid by the Funds, and there are no plans to
impose these fees. However, in the event Rule 12b-1 fees are charged in the
future, because the fees are paid out of Fund assets, over time these fees will
increase the cost of your investment and may cost you more than certain other
types of sales charges.
PREMIUM/DISCOUNT
INFORMATION
Information
regarding how often Shares traded on the Exchange at a price above (i.e., at
a premium) or below (i.e., at
a discount) the NAV per Share is available for the Funds free of charge, on the
Funds’ website at www.defianceetfs.com.
ADDITIONAL
NOTICES
Shares
are not sponsored, endorsed, or promoted by the Exchange. The Exchange makes no
representation or warranty, express or implied, to the owners of the Shares or
any member of the public regarding the ability of the Funds to track the total
return performance of their respective Index or the ability of the Indexes
identified herein to track the performance of their constituent securities. The
Exchange is not responsible for, nor has it participated in, the determination
of the compilation or the calculation of the Indexes, nor in the determination
of the timing of, prices of, or quantities of the Shares to be issued, nor in
the determination or calculation of the equation by which the Shares are
redeemable. The Exchange has no obligation or liability to owners of the Shares
in connection with the administration, marketing, or trading of the Shares.
The
Exchange does not guarantee the accuracy and/or the completeness of the Indexes
or the data included therein. The Exchange makes no warranty, express or
implied, as to results to be obtained by the Funds, owners of the Shares, or any
other person or entity from the use of the Indexes or the data included therein.
The Exchange makes no express or implied warranties, and hereby expressly
disclaims all warranties of merchantability or fitness for a particular purpose
with respect to the Indexes or the data included therein. Without limiting any
of the foregoing, in no event shall the Exchange have any liability for any lost
profits or indirect, punitive, special, or consequential damages even if
notified of the possibility thereof.
The
Adviser, the Sub-Adviser, each Index Provider, each Exchange, and each Fund make
no representation or warranty, express or implied, to the owners of Shares or
any member of the public regarding the advisability of investing in securities
generally or in a Fund particularly or the ability of an Index to track general
stock market performance. Each Index Provider has no obligation to take the
needs of the applicable Funds or the owners of Shares into consideration in
determining, composing, or calculating an Index. Each Index Provider is not
responsible for, and has not participated in, the determination of the timing
of, prices of, or quantities of Shares to be issued or in the determination or
calculation of the equation by which Shares are redeemable. The Funds, the
Adviser, and the Sub-Adviser do not guarantee the accuracy, completeness, or
performance of an Index or the data included therein and shall have no liability
in connection with the Index or Index calculation. The Index Calculation Agent
maintains and calculates the Index used by each Fund. The Index Calculation
Agent shall have no liability for any errors or omissions in calculating an
Index.
FINANCIAL
HIGHLIGHTS
The
financial highlights tables are intended to help you understand each Fund’s
financial performance for each Fund’s five most recent fiscal years (or the life
of the Fund, if shorter). Certain information reflects financial results for a
single Share. The total returns in the tables represent the rate that an
investor would have earned or lost on an investment in a Fund (assuming
reinvestment of all dividends and distributions). This information has been
audited by Cohen & Company, Ltd., the Funds’ independent registered public
accounting firm, whose report, along with the Funds’ financial statements, is
included in the Funds’ Annual Financial Statements and Additional Information,
which is available upon request and as part of the Funds’ most recent Form
N-CSR, which can be located on the SEC’s website.
Defiance
Quantum ETF
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year
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| Year
Ended December 31, |
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| 2025 |
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2024 |
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2023 |
| 2022 |
| 2021 |
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| PER
SHARE DATA: |
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| Net
asset value, beginning of year |
$ |
81.24 |
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| $ |
54.33 |
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| $ |
39.27 |
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| $ |
55.76 |
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| $ |
41.44 |
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| |
| INVESTMENT
OPERATIONS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Net
investment income (loss)(a) |
0.87 |
|
| 0.59 |
|
| 0.49 |
|
| 0.56 |
|
| 0.31 |
|
|
|
|
|
|
| |
| Net
realized and unrealized gain (loss) on investments |
28.53 |
|
| 26.81 |
|
| 15.01 |
|
| (16.48) |
|
| 14.26 |
|
|
|
|
|
|
| |
| Total
from investment operations |
29.40 |
|
| 27.40 |
|
| 15.50 |
|
| (15.92) |
|
| 14.57 |
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| LESS
DISTRIBUTIONS FROM: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Net
investment income |
(1.09) |
|
| (0.49) |
|
| (0.44) |
|
| (0.57) |
|
| (0.24) |
|
|
|
|
|
|
| |
| Net
realized gains |
(0.02) |
|
| — |
|
| — |
|
| — |
|
| (0.03) |
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Total
distributions |
(1.11) |
|
| (0.49) |
|
| (0.44) |
|
| (0.57) |
|
| (0.27) |
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
ETF
transaction fees per share |
0.01 |
|
| 0.00 |
|
(b) |
0.00 |
|
(b) |
0.00 |
|
(b) |
0.02 |
|
|
|
|
|
|
| |
| Net
asset value, end of year |
$ |
109.54 |
|
| $ |
81.24 |
|
| $ |
54.33 |
|
| $ |
39.27 |
|
| $ |
55.76 |
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Total
return |
36.35 |
% |
| 50.69 |
% |
| 39.60 |
% |
| -28.56 |
% |
| 35.27 |
% |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| SUPPLEMENTAL
DATA AND RATIOS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Net
assets, end of year (in thousands) |
$ |
3,176,550 |
|
| $ |
804,275 |
|
| $ |
203,746 |
|
| $ |
102,108 |
|
| $ |
178,418 |
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Ratio
of expenses to average net assets |
0.40 |
% |
| 0.40 |
% |
| 0.40 |
% |
| 0.40 |
% |
| 0.40 |
% |
|
|
|
|
|
| |
| Ratio
of excise tax expenses to average net assets |
0.00 |
% |
(c) |
— |
% |
| — |
% |
| — |
% |
| — |
% |
|
|
|
|
|
| |
| Ratio
of net investment income (loss) to average net assets |
0.91 |
% |
| 0.93 |
% |
| 1.01 |
% |
| 1.25 |
% |
| 0.61 |
% |
|
|
|
|
|
| |
|
Portfolio
turnover rate(d) |
42 |
% |
| 46 |
% |
| 31 |
% |
| 24 |
% |
| 35 |
% |
|
|
|
|
|
| |
(a)
Net investment income per share has been calculated based on average shares
outstanding during the years.
(b)
Amount represents less than $0.005 per share.
(c)
Amount represents less than 0.005%.
(d)
Portfolio turnover rate excludes in-kind transactions.
Defiance
Space and Connective Technologies ETF
(formerly,
Defiance Connective Technologies ETF)
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
| Year
Ended December 31, |
|
| |
|
| 2025 |
|
2024 |
|
2023 |
| 2022 |
| 2021 |
|
|
|
| |
| PER
SHARE DATA: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Net
asset value, beginning of year |
$ |
47.67 |
|
| $ |
35.86 |
|
| $ |
29.88 |
|
| $ |
41.68 |
|
| $ |
33.60 |
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
INVESTMENT
OPERATIONS: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Net
investment income (loss)(a) |
0.35 |
|
| 0.37 |
|
| 0.48 |
|
| 0.46 |
|
| 0.48 |
|
|
|
|
| |
| Net
realized and unrealized gain (loss) on investments |
16.16 |
|
| 11.82 |
|
| 6.00 |
|
| (11.77) |
|
| 8.09 |
|
|
|
|
| |
|
Total
from investment operations
|
16.51 |
|
| 12.19 |
|
| 6.48 |
|
| (11.31) |
|
| 8.57 |
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| LESS
DISTRIBUTIONS FROM: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Net
investment income |
(0.35) |
|
| (0.38) |
|
| (0.50) |
|
| (0.49) |
|
| (0.47) |
|
|
|
|
| |
| Return
of capital |
— |
|
| — |
|
| — |
|
| — |
|
| (0.02) |
|
|
|
|
| |
| Total
distributions |
(0.35) |
|
| (0.38) |
|
| (0.50) |
|
| (0.49) |
|
| (0.49) |
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| ETF
transaction fees per share |
0.00 |
|
(b) |
— |
|
| — |
|
| 0.00 |
|
(b) |
— |
|
|
|
|
| |
| Net
asset value, end of year |
$ |
63.83 |
|
| $ |
47.67 |
|
| $ |
35.86 |
|
| $ |
29.88 |
|
| $ |
41.68 |
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Total
return |
34.76 |
% |
| 34.10 |
% |
| 21.88 |
% |
| -27.20 |
% |
| 25.63 |
% |
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| SUPPLEMENTAL
DATA AND RATIOS: |
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Net
assets, end of year (in thousands) |
$ |
657,411 |
|
| $ |
619,704 |
|
| $ |
575,607 |
|
| $ |
690,178 |
|
| $ |
1,383,735 |
|
|
|
|
| |
| Ratio
of expenses to average net assets |
0.30 |
% |
| 0.30 |
% |
| 0.30 |
% |
| 0.30 |
% |
| 0.30 |
% |
|
|
|
| |
| Ratio
of net investment income (loss) to average net assets |
0.67 |
% |
| 0.90 |
% |
| 1.49 |
% |
| 1.36 |
% |
| 1.29 |
% |
|
|
|
| |
|
Portfolio
turnover rate(c) |
27 |
% |
| 29 |
% |
| 56 |
% |
| 25 |
% |
| 24 |
% |
|
|
|
| |
(a)
Net investment income per share has been calculated based on average shares
outstanding during the years.
(b)
Amount represents less than $0.005 per share.
(c)
Portfolio turnover rate excludes in-kind transactions.
Defiance
Drone and Modern Warfare ETF
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year
|
|
|
|
|
|
|
|
|
| |
|
|
Period
Ended December 31, 2025(a) |
|
| |
| PER
SHARE DATA: |
|
|
|
| |
| Net
asset value, beginning of period |
$ |
24.76 |
|
|
|
| |
|
|
|
|
|
| |
|
INVESTMENT
OPERATIONS: |
|
|
|
| |
|
Net
investment income (loss)(b) |
(0.01) |
|
|
|
| |
| Net
realized and unrealized gain (loss) on investments |
(0.58) |
|
|
|
| |
|
Total
from investment operations
|
(0.59) |
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
| |
| Net
asset value, end of period |
$ |
24.17 |
|
|
|
| |
|
|
|
|
|
| |
|
Total
return(c) |
-2.37 |
% |
|
|
| |
|
|
|
|
|
| |
| SUPPLEMENTAL
DATA AND RATIOS: |
|
|
|
| |
| Net
assets, end of period (in thousands) |
$ |
25,382 |
|
|
|
| |
|
Ratio
of expenses to average net assets(d) |
0.69 |
% |
|
|
| |
|
Ratio
of net investment income (loss) to average net assets(d) |
(0.12 |
%) |
|
|
| |
|
Portfolio
turnover rate(c)(e) |
3 |
% |
|
|
| |
(a)
Inception date of the Fund was September 25, 2025.
(b)
Net investment income per share has been calculated based on average shares
outstanding during the period.
(c)
Not annualized for periods less than one year.
(d)
Annualized for periods less than one year.
(e)
Portfolio turnover rate excludes in-kind transactions.
DEFIANCE
ETFs
|
|
|
|
|
|
|
|
|
|
|
| |
| Adviser |
Defiance
ETFs, LLC
78
SW 7th Street, 5th Floor
Miami,
Florida, 33130 |
Sub-Adviser |
Penserra
Capital Management LLC
4
Orinda Way, Suite 100-A
Orinda,
California 94563 |
| Index
Provider |
BlueStar
Global Investors, LLC
d/b/a
BlueStar Indexes
1350
Avenue of the Americas, 4th Floor New York, New York 10019
MarketVector
Indexes Gmb
666
Third Avenue, 8th Floor
New
York, New York 10017
BITA
GmbH
Mainzer
Landstraße 51, 60329
Frankfurt
am Main Germany |
Transfer
Agent,
Index
Receipt
Agent,
and
Administrator |
U.S.
Bancorp Fund Services, LLC
d/b/a
U.S. Bank Global Fund Services
615
East Michigan Street
Milwaukee,
Wisconsin 53202 |
| Distributor |
Foreside
Fund Services, LLC
Three
Canal Plaza, Suite 100
Portland,
Maine 04101 |
Custodian |
U.S.
Bank National Association
1555
N. Rivercenter Drive, Suite 302
Milwaukee,
Wisconsin 53212 |
Independent Registered
Public Accounting Firm |
Cohen
& Company, Ltd.
1835
Market Street, Suite 310, Philadelphia, Pennsylvania 19103
|
Legal
Counsel |
Morgan,
Lewis & Bockius LLP
1111
Pennsylvania Avenue, NW
Washington,
DC 20004-2541 |
Investors
may find more information about the Funds in the following documents:
Statement
of Additional Information: The
Funds’ SAI provides additional details about the investments of the Funds and
certain other additional information. A current SAI dated April 30, 2026,
as supplemented from time to time, is on file with the SEC and is herein
incorporated by reference into this Prospectus. It is legally considered a part
of this Prospectus.
Annual/Semi-Annual
Reports: Additional
information about the Funds’ investments is available in the Funds’ annual and
semi-annual reports to shareholders and in Form N-CSR. In the annual report, you
will find a discussion of the market conditions and investment strategies that
significantly affected the Funds’ performance. In Form
N-CSR,
you will find the Funds’ annual and semi-annual financial
statements.
You
can obtain free copies of these documents, request other information or make
general inquiries about the Funds by contacting the Funds at Defiance ETFs or
calling 1-833-333-9383.
Shareholder
reports and other information about the Funds are available:
•Free
of charge from the SEC’s EDGAR database on the SEC’s website at
http://www.sec.gov; or
•Free
of charge from the Funds’ Internet website at www.defianceetfs.com
or,
(SEC
Investment Company Act File No. 811-22668)