PROSHARES
TRUST
Distributor:
SEI
Investments
Distribution
Co.
SEMIANNUAL
REPORT
NOVEMBER
30,
2023
Short
7-10
Year
Treasury
TBX
Short
20+
Year
Treasury
TBF
Short
Dow30
SM
DOG
Short
Financials
SEF
Short
FTSE
China
50
YXI
Short
High
Yield
SJB
Short
MidCap400
MYY
Short
MSCI
EAFE
EFZ
Short
MSCI
Emerging
Markets
EUM
Short
QQQ
PSQ
Short
Real
Estate
REK
Short
Russell2000
RWM
Short
S&P500
®
SH
Short
SmallCap600
SBB
Ultra
7-10
Year
Treasury
UST
Ultra
20+
Year
Treasury
UBT
Ultra
Communication
Services*
LTL
Ultra
Consumer
Discretionary*
UCC
Ultra
Consumer
Staples*
UGE
Ultra
Dow30
SM
DDM
Ultra
Energy*
DIG
Ultra
Financials*
UYG
Ultra
FTSE
China
50
XPP
Ultra
FTSE
Europe
UPV
Ultra
Health
Care*
RXL
Ultra
High
Yield
UJB
Ultra
Industrials*
UXI
Ultra
Materials*
UYM
Ultra
MidCap400
MVV
Ultra
MSCI
Brazil
Capped
UBR
Ultra
MSCI
EAFE
EFO
Ultra
MSCI
Emerging
Markets
EET
Ultra
MSCI
Japan
EZJ
Ultra
Nasdaq
Biotechnology*
BIB
Ultra
Nasdaq
Cloud
Computing*
SKYU
Ultra
Nasdaq
Cybersecurity*
UCYB
Ultra
QQQ
QLD
Ultra
Real
Estate*
URE
Ultra
Russell2000
UWM
Ultra
S&P500
®
SSO
Ultra
Semiconductors
USD
Ultra
SmallCap600
SAA
Ultra
Technology*
ROM
Ultra
Utilities*
UPW
UltraPro
Dow30
SM
*
UDOW
UltraPro
MidCap400*
UMDD
UltraPro
QQQ*
TQQQ
UltraPro
Russell2000*
URTY
UltraPro
S&P500
®
*
UPRO
UltraPro
Short
20+
Year
Treasury*
TTT
UltraPro
Short
Dow30
SM
*
SDOW
UltraPro
Short
MidCap400*
SMDD
UltraPro
Short
QQQ*
SQQQ
UltraPro
Short
Russell2000*
SRTY
UltraPro
Short
S&P500
®
*
SPXU
UltraShort
7-10
Year
Treasury*
PST
UltraShort
20+
Year
Treasury*
TBT
UltraShort
Consumer
Discretionary*
SCC
UltraShort
Consumer
Staples*
SZK
UltraShort
Dow30
SM
*
DXD
UltraShort
Energy*
DUG
UltraShort
Financials*
SKF
UltraShort
FTSE
China
50
FXP
UltraShort
FTSE
Europe
EPV
UltraShort
Health
Care*
RXD
UltraShort
Industrials*
SIJ
UltraShort
Materials*
SMN
UltraShort
MidCap400*
MZZ
UltraShort
MSCI
Brazil
Capped
BZQ
UltraShort
MSCI
EAFE
EFU
UltraShort
MSCI
Emerging
Markets
EEV
UltraShort
MSCI
Japan
EWV
UltraShort
Nasdaq
Biotechnology*
BIS
UltraShort
QQQ*
QID
UltraShort
Real
Estate*
SRS
UltraShort
Russell2000
TWM
UltraShort
S&P500
®
*
SDS
UltraShort
Semiconductors
SSG
UltraShort
SmallCap600*
SDD
UltraShort
Technology*
REW
UltraShort
Utilities*
SDP
*
A
claim
of
exemption
pursuant
to
the
Commodity
Futures
Trading
Commission
(“CFTC”)
Rule
4.7
has
been
made
by
the
Investment
Adviser
with
respect
to
these
funds.
The
exemption
relieves
these
funds
of
certain
disclosure
and
reporting
obligations
under
the
commodity
pool
rules
of
the
CFTC.
TABLE
OF
CONTENTS
Receive
investor
materials
electronically:
Shareholders
may
sign
up
for
electronic
delivery
of
investor
materials.
By
doing
so,
you
will
receive
the
information
faster
and
help
us
reduce
the
impact
on
the
environment
of
providing
these
materials.
To
enroll
in
electronic
delivery,
1.
Go
to
www.icsdelivery.com
2.
Select
the
first
letter
of
your
brokerage
firm’s
name.
3.
From
the
list
that
follows,
select
your
brokerage
firm.
If
your
brokerage
firm
is
not
listed,
electronic
delivery
may
not
be
available.
Please
contact
your
brokerage
firm.
4.
Complete
the
information
requested,
including
the
e-mail
address
where
you
would
like
to
receive
notifications
for
electronic
documents.
Your
information
will
be
kept
confidential
and
will
not
be
used
for
any
purpose
other
than
electronic
delivery.
If
you
change
your
mind,
you
can
cancel
electronic
delivery
at
any
time
and
revert
to
physical
delivery
of
your
materials.
Just
go
to
www.icsdelivery.com,
perform
the
first
three
steps
above,
and
follow
the
instructions
for
cancelling
electronic
delivery.
If
you
have
any
questions,
please
contact
your
brokerage
firm.
Table
of
Contents
I
Shareholder
Letter
III
Allocation
Of
Portfolio
Holdings
&
Index
Composition
LII
Expense
Examples
1
Schedule
of
Portfolio
Investments
142
Statements
of
Assets
and
Liabilities
160
Statements
of
Operations
178
Statements
of
Changes
in
Net
Assets
206
Financial
Highlights
249
Notes
to
Financial
Statements
279
Liquidity
Risk
Management
Program
280
Board
Approval
of
Investment
Advisory
Agreement
284
Miscellaneous
Information
PROSHARES.COM
::
I
::
I
DEAR
SHAREHOLDER:
Sentiments
seem
to
have
become
more
positive
over
the
re-
porting
period,
though
some
concerns
about
inflation,
the
po-
tential
for
recession,
and
other
market
headwinds
continue
to
linger.
ProShares
is
committed
to
helping
you,
our
investors,
meet
these
challenging
times
by
providing
an
innovative
array
of
products
and
services
designed
to
help
you
meet
your
objec-
tives
under
a
range
of
conditions.
Following
is
the
ProShares
Trust
Semiannual
Report
for
the
six
months
ended
November
30,
2023.
Interest
Rates
Remain
High
Amid
Moderating
Inflation
Moderating
but
still
elevated
inflation
and
the
possibility
of
recession
continued
to
dominate
economic
policymaking
over
the
past
six
months.
In
the
United
States,
the
Federal
Reserve
continued
to
tighten
monetary
policy
at
the
beginning
of
the
period,
raising
its
short-term
rate
to
a
target
range
of
between
5.25%
and
5.5%
at
its
July
meeting.
Since
then,
however,
the
Fed
has
left
rates
unchanged,
communicating
that
it
will
“let
the
data
reveal
the
appropriate
path”
before
it
decides
whether
to
begin
lowering
rates.
The
picture
was
similar
outside
the
United
States.
The
Euro-
pean
Central
Bank
(ECB)
and
Bank
of
England
raised
interest
rates
through
the
summer
but
have
since
left
them
on
hold.
ECB
President
Christine
Lagarde
has
commented
that
rates
will
stay
high
for
“as
long
as
necessary”
to
beat
back
inflation.
The
Bank
of
Japan,
which
continued
to
hold
its
short-term
rate
at
-0.1%,
remains
the
lone
exception
in
the
developed
world.
A
Tale
of
Two
Markets:
Volatility,
Then
Recovery
In
terms
of
market
performance,
the
period
can
be
roughly
divided
into
two
segments.
Through
the
end
of
the
summer,
most
asset
classes
and
financial
markets
experienced
volatil-
ity
as
investors
tried
to
navigate
elevated
interest
rates,
high
bond
yields,
and
a
resilient
U.S.
labor
market.
Since
then,
many
markets
have
rallied,
netting
positive
returns
for
the
period.
In
the
United
States,
the
large-cap
S&P
500
®
rose
10.2%,
and
the
Dow
Jones
Industrial
Average
®
climbed
10.5%.
The
technology-
and
growth-stock-heavy
Nasdaq-100
Index
also
posted
strong
returns,
gaining
12.4%.
Midsize
and
smaller
company
stocks
posted
weaker
but
still-positive
results
for
the
period:
The
S&P
MidCap
400
®
climbed
7.4%,
and
the
small-cap
Russell
2000
®
Index
rose
4.2%.
Nine
of
the
S&P
Sectors
and
Industry
Indi-
ces
posted
gains,
with
the
strongest
performers
being
finan-
cials
(14.1%),
technology
(13.3%),
and
communication
services
(12.6%).
Utilities
(-1.7%)
and
consumer
staples
(-1.3%)
declined
for
the
period.
Most
international
equity
markets
also
posted
positive
results
for
the
period,
though
not
as
strong
as
U.S.
domestic
markets.
The
MSCI
EAFE
Index
®
,
which
tracks
developed
markets
out-
side
North
America,
rose
5.1%,
while
the
MSCI
Emerging
Mar-
kets
Index
®
gained
4.6%.
The
MSCI
Europe
Index
®
climbed
5.3%,
and
the
MSCI
Japan
Index
®
rose
6.2%.
The
notable
excep-
tion
to
this
positive
performance
was
China,
as
the
FTSE
China
50
®
declined
2.2%.
Bonds
generated
mixed
performance
over
the
period.
The
Bloomberg
U.S.
Aggregate
Bond
Index
was
roughly
flat,
losing
0.8%.
Longer
duration
meant
weaker
returns:
The
Ryan
Labs
Treasury
5-Year
Index
gained
2.3%,
but
the
10-
and
30-Year
In-
dexes
lost
3.5%
and
9.4%,
respectively.
High-yield
corporate
bonds,
as
measured
by
the
Markit
iBoxx
$
Liquid
High
Yield
Index,
gained
5.4%,
while
their
investment-grade
peers
gained
1.0%.
U.S.
Economy
Shows
Continued
Resilience
Fears
of
recession
remained
unrealized
during
the
period,
and
the
potential
for
a
soft
landing
seemed
to
grow.
While
U.S.
real
GDP
growth
slowed
slightly
in
the
second
quarter
of
2023,
third-quarter
growth
came
in
strong
at
5.2%.
The
U.S.
unem-
ployment
rate
ticked
up
slightly
through
the
fall,
but
it
remains
low
at
3.7%.
The
Bloomberg
Dollar
Spot
Index
was
roughly
flat
for
the
period,
declining
0.6%.
Investors
Find
Opportunities
Amid
Complex
Markets
As
markets
responded
to
an
array
of
challenges
over
the
past
six
months—including
uncertainty
around
the
forward
path
of
interest
rates
and
new
outbreaks
of
geopolitical
conflict—Pro-
Shares
investors
found
pockets
of
opportunity
in
the
tactical
deployment
of
our
inverse
and
leveraged
ETFs.
Amid
market
II
::
PROSHARES.COM
::
I
volatility
earlier
in
the
reporting
period,
particularly
among
small-
and
mid-cap
firms,
inverse
strategies
indexed
to
those
markets
gave
investors
the
opportunity
to
hedge
their
portfo-
lios
against
declines.
And
in
the
latter
part
of
the
period,
lever-
aged
strategies,
particularly
those
focused
on
technology,
may
also
have
benefited.
In
addition,
ProShares
Trust
continued
to
innovate
for
investors
during
the
period
by
offering
a
new
geared
strategy
for
participating
in
the
cryptocurrency
mar-
ket.
Overall,
net
flows
into
ProShares
increased
by
4.5%
during
the
reporting
period.
Many
investors
turn
to
ProShares
ETFs
for
access
to
a
breadth
of
investment
choices
across
diverse
market
segments,
en-
abling
them
to
adapt
their
investments
to
their
latest
market
views.
We
thank
you
for
the
trust
and
confidence
you
have
placed
in
us
by
choosing
ProShares,
and
we
appreciate
the
op-
portunity
to
continue
serving
your
investment
needs.
Sincerely,
Michael
L.
Sapir
Chairman
of
the
Board
of
Trustees
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
III
PROSHARES
TRUST
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
IV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Short
7-10
Year
Treasury
(Ticker:
TBX) 
ProShares
Short
7-10
Year
Treasury
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
 While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
public-
ly-issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
seven
years
and
less
than
or
equal
to
ten
years
and
have
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve.
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed
rate
and
denominated
in
U.S.
dollars.
Excluded
from
the
Underlying
Index
are
inflation-linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
govern-
ment
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying
bonds.
The
Underlying
Index
is
market
value
weighted,
and
the
securities
in
the
Underlying
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Short
20+
Year
Treasury
(Ticker:
TBF) 
ProShares
Short
20+
Year
Treasury
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
ICE
U.S.
Treasury
20+
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
 While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
public-
ly-issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
twenty
years
and
have
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve.
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed-rate
and
denominated
in
U.S.
dollars.
Excluded
from
the
Underlying
Index
are
inflation-linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
government
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying
bonds.
The
Underlying
Index
is
market
value
weighted
and
the
securities
in
the
Un-
derlying
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(9
9
%)
Futures
Contracts
(2%)
Total
Exposure
(10
1
%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
7-1Fultra
co0
Year
Bond
Index
–
Composition
%
of
Index
7-10
Year
U.S.
Treasury
100.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Futures
Contracts
(1%)
Total
Exposure
(101%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
20+
Year
Bond
Index
–
Composition
%
of
Index
20+
Year
U.S.
Treasury
100.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
V
PROSHARES
TRUST
ProShares
Short
Dow30
SM
(Ticker:
DOG) 
ProShares
Short
Dow30
SM
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
Dow
Jones
Industrial
Average
SM
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
 While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
price-weighted
index
and
includes
30
large-cap,
“blue-chip”
U.S.
stocks,
excluding
utility
and
transportation
companies.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Short
Financials
(Ticker:
SEF)
ProShares
Short
Financials
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
S&P
Financial
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
in-
verse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
financials
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
banks;
financial
services;
consumer
finance;
capital
markets;
mortgage
real
estate
invest-
ment
trusts
(REITS);
and
insurance.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
method-
ology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(96%)
Futures
Contracts
(4%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Dow
Jones
Industrial
Average
–
Composition
%
of
Index
Financials
20.3%
Health
Care
19.8%
Information
Technology
19.7%
Industrials
14.3%
Consumer
Discretionary
12.9%
Consumer
Staples
7.1%
Energy
2.6%
Communication
Services
2.4%
Materials
0.9%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Financial
Select
Sector
Index
–
Composition
%
of
Index
Diversified
Financials
59.1%
Banks
23.8%
Insurance
17.1%
VI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Short
FTSE
China
50
(Ticker:
YXI)
ProShares
Short
FTSE
China
50
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
FTSE
China
50
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
FTSE
International
Limited.
It
is
a
modified
capitalization
weighted
index
that
includes
50
of
the
largest
and
most
liquid
Chinese
stocks
listed
on
the
Hong
Kong
Stock
Exchange.
H
Shares,
P
Chips
and
Red
Chips
are
eligible
for
inclusion.
Index
constituents
are
screened
for
liquidity
and
weightings
are
capped.
Each
constitu-
ent
in
the
Index
is
a
constituent
of
the
FTSE
All-World
Index. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Short
High
Yield
(Ticker:
SJB) 
ProShares
Short
High
Yield
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
Markit
iBoxx
®
$
Liquid
High
Yield
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
IHS
Markit
Benchmark
Administration
Limited
(IMBA)
is
the
Index
Administrator
of
the
Index.
The
Index
is
a
market-value
weighted
index
designed
to
provide
a
balanced
representation
of
U.S.
dollar
denominated
high
yield
corporate
bonds
for
sale
within
the
United
States
by
means
of
including
the
most
liquid
high
yield
corporate
bonds
available
as
determined
by
a
set
of
transparent
and
objective
Index
rules.
Currently,
the
bonds
eligible
for
inclusion
in
the
Index
include
U.S.
dollar
denominated,
corporate
bonds
for
sale
in
the
United
States
that
are
issued
by
companies
domiciled
in
developed
countries;
are
rated
sub-investment
grade
using
an
average
of
Moody’s
Investor
Service,
Fitch
Ratings
or
S&P
Global
Ratings;
are
from
issu-
ers
with
at
least
$1
billion
par
outstanding;
have
at
least
$400
million
of
outstanding
face
value;
and
have
at
issuance
an
expected
remaining
life
of
15
years
of
less,
and
at
rebalancing
minimum
one
year
to
expected
maturity
with
new
insertions
minimum
of
at
least
one
year
and
6
months
to
maturity.
There
is
no
limit
to
the
number
of
issues
in
the
Index.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
FTSE
China
50
Index
–
Composition
%
of
Index
Consumer
Discretionary
32.2%
Financials
27.7%
Communication
Services
21.6%
Energy
4.7%
Information
Technology
3.6%
Health
Care
3.0%
Real
Estate
2.3%
Consumer
Staples
2.1%
Materials
1.5%
Industrials
1.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Markit
iBoxx
$
Liquid
High
Yield
Index
–
Composition
%
of
Index
High
Yield
100.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
VII
PROSHARES
TRUST
ProShares
Short
MidCap400
(Ticker:
MYY) 
ProShares
Short
MidCap400
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
in-
verse
(-1x)
of
the
daily
performance
of
the S&P MidCap
400
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
toler-
ance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
midsize
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
400
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
via-
bility,
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Short
MSCI
EAFE
(Ticker:
EFZ) 
ProShares
Short
MSCI
EAFE
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
MSCI
EAFE
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
ob-
jective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
signifi-
cant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
developed
market
countries,
excluding
the
U.S.
and
Canada.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(93%)
Futures
Contracts
(7%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
MidCap
400
–
Composition
%
of
Index
Industrials
21.6%
Consumer
Discretionary
15.7%
Financials
15.3%
Information
Technology
10.1%
Real
Estate
7.9%
Health
Care
7.8%
Materials
7.0%
Energy
5.4%
Consumer
Staples
4.2%
Utilities
3.3%
Communication
Services
1.7%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
EAFE
Index
–
Country
%
of
Index
Japan
22.8%
United
Kingdom
14.9%
France
12.1%
Others
10.5%
Switzerland
9.9%
Germany
8.6%
Australia
7.2%
Netherlands
4.6%
Denmark
3.4%
Sweden
3.2%
Spain
2.8%
MSCI
EAFE
Index
–
Composition
%
of
Index
Financials
19.0%
Industrials
16.1%
Health
Care
12.8%
Consumer
Discretionary
11.9%
Consumer
Staples
9.6%
Information
Technology
8.5%
Materials
7.6%
Energy
4.5%
Communication
Services
4.1%
Utilities
3.5%
Real
Estate
2.4%
VIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Short
MSCI
Emerging
Markets
(Ticker:
EUM)
ProShares
Short
MSCI
Emerging
Markets
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
corre-
spond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
MSCI
Emerging
Markets
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
emerging
market
countries. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Short
QQQ
(Ticker:
PSQ) 
ProShares
Short
QQQ
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
Nasdaq-100
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
The
Index
includes
100
of
the
largest
domestic
and
international
non-fi-
nancial
companies
listed
on
The
Nasdaq
Stock
Market
based
on
market
capitalization.
The
Index
reflects
companies
across
major
industry
groups
including
computer
hardware
and
software,
telecommunications,
retail/wholesale
trade
and
biotechnology. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Emerging
Markets
Index
–
Country
%
of
Index
China
28.4%
Taiwan
15.8%
India
15.7%
South
Korea
12.7%
Others
8.4%
Brazil
5.7%
Saudi
Arabia
4.0%
South
Africa
3.1%
Mexico
2.6%
Indonesia
1.9%
Thailand
1.7%
MSCI
Emerging
Markets
Index
–
Composition
%
of
Index
Financials
22.1%
Information
Technology
21.5%
Consumer
Discretionary
13.1%
Communication
Services
9.7%
Materials
7.8%
Industrials
6.5%
Consumer
Staples
6.1%
Energy
5.1%
Health
Care
3.9%
Utilities
2.6%
Real
Estate
1.6%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(96%)
Futures
Contracts
(4%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Nasdaq-100
Index
–
Composition
%
of
Index
Information
Technology
50.3%
Communication
Services
15.5%
Consumer
Discretionary
14.2%
Health
Care
6.5%
Consumer
Staples
6.2%
Industrials
4.8%
Utilities
1.2%
Financials
0.5%
Energy
0.5%
Real
Estate
0.3%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
IX
PROSHARES
TRUST
ProShares
Short
Real
Estate
(Ticker:
REK) 
ProShares
Short
Real
Estate
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
S&P
Real
Estate
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
in-
verse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
real
estate
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
diversified
REITs;
industrial
REITs;
hotel
&
resort
REITs;
office
REITs;
heath
care
REITs;
res-
idential
REITs;
retail
REITs;
specialized
REITs;
and
real
estate
management
&
development.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Real
Estate
Select
Sector
Index
–
Composition
%
of
Index
Specialized
REITs
46.5%
Residential
REITs
11.9%
Retail
REITs
11.6%
Industrial
REITs
11.4%
Health
Care
REITs
8.3%
Real
Estate
Management
&
Development
6.3%
Office
REITs
2.7%
Hotel
&
Resort
REITs
1.3%
X
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Short
Russell2000
(Ticker:
RWM) 
ProShares
Short
Russell2000
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
in-
verse
(-1x)
of
the
daily
performance
of
the
Russell
2000
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
invest-
ment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
Russell.
The
Index
is
a
measure
of
small-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
containing
approximately
2,000
of
the
smallest
companies
in
the
Rus-
sell
3000
®
Index,
or
approximately
7%
of
the
total
market
capitalization
of
the
Russell
3000
®
Index,
as
of
June
30,
2023.
The
Rus-
sell
3000
®
includes
approximately
3,000
of
the
largest
companies
in
the
U.S.,
representing
approximately
96%
of
the
investable
U.S.
equity
market,
as
of
June
30,
2023.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(97%)
Futures
Contracts
(3%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Russell
2000
Index
–
Composition
%
of
Index
Industrials
17.3%
Financials
16.8%
Health
Care
14.6%
Information
Technology
13.4%
Consumer
Discretionary
10.9%
Energy
7.5%
Real
Estate
6.2%
Materials
4.5%
Consumer
Staples
3.5%
Utilities
2.9%
Communication
Services
2.4%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XI
PROSHARES
TRUST
ProShares
Short
S&P500
®
(Ticker:
SH)
ProShares
Short
S&P500
®
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the S&P
500
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
se-
lected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Short
SmallCap600
(Ticker:
SBB) 
ProShares
Short
SmallCap600
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
daily
performance
of
the
S&P
SmallCap
600
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
the
inverse
(-1x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
small-cap
company
U.S.
stock
market
performance.
It
is
a
market
capitalization
weighted
index
of
600
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
finan-
cial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(95%)
Futures
Contracts
(5%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
500
–
Composition
%
of
Index
Information
Technology
29.1%
Financials
12.9%
Health
Care
12.7%
Consumer
Discretionary
10.7%
Communication
Services
8.6%
Industrials
8.3%
Consumer
Staples
6.3%
Energy
4.1%
Materials
2.5%
Real
Estate
2.4%
Utilities
2.4%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
SmallCap
600
–
Composition
%
of
Index
Financials
18.3%
Industrials
17.2%
Consumer
Discretionary
14.4%
Information
Technology
12.5%
Health
Care
9.9%
Real
Estate
7.7%
Materials
5.7%
Energy
4.8%
Consumer
Staples
4.5%
Communication
Services
2.8%
Utilities
2.2%
XII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
7-10
Year
Treasury
(Ticker:
UST) 
ProShares
Ultra
7-10
Year
Treasury
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
differ-
ence
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
publicly-issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
seven
years
and
less
than
or
equal
to
ten
years
and
have
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve
System
(the
“Fed”).
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed
rate
and
denominated
in
U.S.
dollars.
Excluded
from
the
Underlying
Index
are
inflation
linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
government
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying
bonds.
The
Underlying
Index
is
mar-
ket
value
weighted,
and
the
securities
in
the
Underlying
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
20+
Year
Treasury
(Ticker:
UBT) 
ProShares
Ultra
20+
Year
Treasury
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
ICE
U.S.
Treasury
20+
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
differ-
ence
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
publicly-issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
twenty
years
and
has
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve.
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed-rate
and
denominated
in
U.S.
dollars.
Excluded
from
the
Underlying
Index
are
inflation
linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
government
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying
bonds.
The
Underlying
Index
is
market
value
weighted,
and
the
securities
in
the
Underly-
ing
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
198%
Futures
Contracts
2%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
7-10
Year
Bond
Index
–
Composition
%
of
Index
7-10
Year
U.S.
Treasury
100.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
197%
Futures
Contracts
3%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
20+
Year
Bond
Index
–
Composition
%
of
Index
20+
Year
U.S.
Treasury
100.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XIII
PROSHARES
TRUST
ProShares
Ultra
Communication
Services
(Ticker:
LTL) 
ProShares
Ultra
Communication
Services
(formerly
known
as
ProShares
Ultra
Telecommunications)
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
S&P
Communication
Services
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
communication
services
sector
of
the
S&P
500
Index
(“S&P500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
in-
dustries:
diversified
telecommunications
services;
wireless
telecommunications
services;
media;
entertainment;
and
interactive
media
&
services.
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
92%
Swap
Agreements
108%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Meta
Platforms,
Inc.,
Class
A
23.4%
Alphabet,
Inc.,
Class
A
11.2%
Alphabet,
Inc.,
Class
C
9.6%
AT&T,
Inc.
4.8%
Verizon
Communications,
Inc.
4.8%
S&P
Communication
Services
Select
Sector
Index
–
Composition
%
of
Index
Interactive
Media
&
Services
48.9%
Entertainment
20.8%
Media
15.0%
Diversified
Telecommunication
Services
10.4%
Wireless
Telecommunication
Services
4.9%
XIV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
Consumer
Discretionary
(Ticker:
UCC) 
ProShares
Ultra
Consumer
Discretionary
(formerly
known
as
ProShares
Ultra
Consumer
Services)
(the
“Fund”)
seeks
daily
in-
vestment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
Consumer
Discre-
tionary
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
consumer
discretionary
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
automobile
components;
automobiles;
household
durables;
leisure
products;
textiles,
apparel
&
luxury
goods;
hotels,
restaurants,
&
leisure;
diversified
consumer
services;
distributors;
broadline
retail;
and
specialty
retail.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
80%
Swap
Agreements
120%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Amazon.com,
Inc.
19.3%
Tesla,
Inc.
14.5%
McDonald's
Corp.
3.6%
Home
Depot,
Inc.
(The)
3.4%
NIKE,
Inc.,
Class
B
3.4%
S&P
Consumer
Discretionary
Select
Sector
Index
–
Composition
%
of
Index
Retailing
44.3%
Consumer
Services
23.5%
Automobiles
&
Components
21.7%
Consumer
Durables
&
Apparel
10.5%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XV
PROSHARES
TRUST
ProShares
Ultra
Consumer
Staples
(Ticker:
UGE) 
ProShares
Ultra
Consumer
Staples
(formerly
known
as
ProShares
Ultra
Consumer
Goods)
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
Consumer
Staples
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Tar-
get”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
consumer
staples
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
consumer
staples
distribution
&
retail;
beverages;
food
products;
tobacco;
household
products;
and
personal
care
products.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
Dow30
SM
(Ticker:
DDM) 
ProShares
Ultra
Dow30
SM
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Dow
Jones
Industrial
Average
SM
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
ob-
jective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
signif-
icant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
price-weighted
index
and
includes
30
large-cap,
“blue-chip”
U.S.
stocks,
excluding
utility
and
transportation
companies.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
78%
Swap
Agreements
122%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Procter
&
Gamble
Co.
(The)
11.7%
Costco
Wholesale
Corp.
8.5%
PepsiCo,
Inc.
7.5%
Walmart,
Inc.
7.2%
Mondelez
International,
Inc.,
Class
A
3.6%
S&P
Consumer
Staples
Select
Sector
Index
–
Composition
%
of
Index
Food,
Beverage
&
Tobacco
45.3%
Food
&
Staples
Retailing
29.5%
Household
&
Personal
Products
25.2%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
72%
Swap
Agreements
120%
Futures
Contracts
8%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
UnitedHealth
Group,
Inc.
7.3%
Microsoft
Corp.
5.0%
Goldman
Sachs
Group,
Inc.
(The)
4.5%
Home
Depot,
Inc.
(The)
4.1%
McDonald's
Corp.
3.7%
Dow
Jones
Industrial
Average
–
Composition
%
of
Index
Financials
20.3%
Health
Care
19.8%
Information
Technology
19.7%
Industrials
14.3%
Consumer
Discretionary
12.9%
Consumer
Staples
7.1%
Energy
2.6%
Communication
Services
2.4%
Materials
0.9%
XVI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
Energy
(Ticker:
DIG) 
ProShares
Ultra
Energy
(formerly
known
as
ProShares
Ultra
Oil
&
Gas)
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
S&P
Energy
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
energy
sector
of
the
S&P
500
Index
("S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
energy
equipment
&
services
and
oil
&
gas
consumable
fuels.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
Financials
(Ticker:
UYG) 
ProShares
Ultra
Financials
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P Financial
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
invest-
ment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
financials
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
banks;
financial
services;
consumer
finance;
capital
markets;
mortgage
real
estate
investment
trusts
(REITS);
and
insurance.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
84%
Swap
Agreements
116%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Exxon
Mobil
Corp.
18.8%
Chevron
Corp.
14.4%
EOG
Resources,
Inc.
4.1%
ConocoPhillips
3.9%
Marathon
Petroleum
Corp.
3.8%
S&P
Energy
Select
Sector
Index
–
Composition
%
of
Index
Oil,
Gas
&
Consumable
Fuels
90.7%
Energy
Equipment
&
Services
9.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
73%
Swap
Agreements
127%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Berkshire
Hathaway,
Inc.,
Class
B
9.7%
JPMorgan
Chase
&
Co.
6.7%
Visa,
Inc.,
Class
A
6.1%
Mastercard,
Inc.,
Class
A
5.1%
Bank
of
America
Corp.
3.1%
S&P
Financial
Select
Sector
Index
–
Composition
%
of
Index
Diversified
Financials
59.1%
Banks
23.8%
Insurance
17.1%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XVII
PROSHARES
TRUST
ProShares
Ultra
FTSE
China
50
(Ticker:
XPP)
ProShares
Ultra
FTSE
China
50
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
FTSE
China
50
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
ob-
jective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
signifi-
cant.
The
Index
is
constructed
and
maintained
by
FTSE
International
Limited.
It
is
a
modified
capitalization
weighted
index
that
includes
50
of
the
largest
and
most
liquid
Chinese
stocks
listed
on
the
Hong
Kong
Stock
Exchange.
H
Shares,
P
Chips
and
Red
Chips
are
eligible
for
inclusion.
Index
constituents
are
screened
for
liquidity
and
weightings
are
capped.
Each
constituent
in
the
Index
is
a
constituent
of
the
FTSE
All-World
Index. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
FTSE
Europe
(Ticker:
UPV) 
ProShares
Ultra
FTSE
Europe
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
FTSE
Developed
Europe
All
Cap
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
International
Limited.
The
Index
is
a
market
capitalization
weighted
index
representing
the
performance
of
large,
mid-
and
small
cap
companies
in
Developed
European
markets,
including
the
United
Kingdom. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
200%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
FTSE
China
50
Index
–
Composition
%
of
Index
Consumer
Discretionary
32.2%
Financials
27.7%
Communication
Services
21.6%
Energy
4.7%
Information
Technology
3.6%
Health
Care
3.0%
Real
Estate
2.3%
Consumer
Staples
2.1%
Materials
1.5%
Industrials
1.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
200%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
FTSE
Developed
Europe
All
Cap
Index
–
Country
%
of
Index
United
Kingdom
24.3%
France
17.0%
Switzerland
14.2%
Germany
13.3%
Netherlands
6.5%
Sweden
5.3%
Others
4.9%
Denmark
4.9%
Spain
4.2%
Italy
3.6%
Finland
1.8%
FTSE
Developed
Europe
All
Cap
Index
–
Composition
%
of
Index
Financials
18.2%
Industrials
16.4%
Health
Care
14.2%
Consumer
Staples
11.1%
Consumer
Discretionary
10.4%
Information
Technology
7.3%
Materials
7.1%
Energy
5.8%
Utilities
4.2%
Communication
Services
3.6%
Real
Estate
1.7%
XVIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
Health
Care
(Ticker:
RXL) 
ProShares
Ultra
Health
Care
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
S&P
Health
Care
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
health
care
sector
of
the
S&P
500
Index
(“S&P
500").
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
health
care
equipment
&
supplies,
health
care
providers
&
services;
health
care
technology;
biotechnology;
pharmaceuticals;
and
life
sciences
tools
&
services.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
High
Yield
(Ticker:
UJB) 
ProShares
Ultra
High
Yield
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Markit
iBoxx
®
$
Liquid
High
Yield
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
IHS
Markit
Benchmark
Administration
Limited
(IMBA)
is
the
Index
Administrator
of
the
Index.
The
Index
is
a
market-value
weighted
index
designed
to
provide
a
balanced
representation
of
U.S.
dollar
denominated
high
yield
corporate
bonds
for
sale
within
the
United
States
by
means
of
including
the
most
liquid
high
yield
corporate
bonds
available
as
determined
by
a
set
of
transparent
and
objective
Index
rules.
Currently,
the
bonds
eligible
for
inclusion
in
the
Index
include
U.S.
dollar
denominated,
corporate
bonds
for
sale
in
the
United
States
that
are
issued
by
companies
domiciled
in
developed
countries;
are
rated
sub-invest-
ment
grade
using
an
average
of
Moody’s
Investor
Service,
Fitch
Ratings
or S&P
Global
Ratings;
are
from
issuers
with
at
least
$1
billion
par
outstanding;
have
at
least
$400
million
of
outstanding
face
value;
and
have
at
issuance
an
expected
remaining
life
of
15
years
or
less,
and
at
rebalancing
minimum
one
year
to
expected
maturity
with
new
insertions
minimum
of
at
least
one
year
and
6
months
to
maturity.
There
is
no
limit
to
the
number
of
issues
in
the
Index.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
78%
Swap
Agreements
122%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
UnitedHealth
Group,
Inc.
8.3%
Eli
Lilly
&
Co.
7.6%
Johnson
&
Johnson
6.0%
Merck
&
Co.,
Inc.
4.2%
AbbVie,
Inc.
4.1%
S&P
Health
Care
Select
Sector
Index
–
Composition
%
of
Index
Pharmaceuticals
30.4%
Health
Care
Providers
&
Services
23.6%
Health
Care
Equipment
&
Supplies
19.8%
Biotechnology
15.2%
Life
Sciences
Tools
&
Services
11.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
200%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Markit
iBoxx
$
Liquid
High
Yield
Index
–
Composition
%
of
Index
High
Yield
100.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XIX
PROSHARES
TRUST
ProShares
Ultra
Industrials
(Ticker:
UXI) 
ProShares
Ultra
Industrials
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
Industrials
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
invest-
ment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
industrials
sector
of
the
S&P
500
Index
(“S&P
500").
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
aerospace
&
defense;
building
products;
construction
&
engineering;
electrical
equipment;
industrials
conglomerates;
machinery;
trading
companies
&
distributors;
commercial
services
&
supplies;
professional
services;
air
freight
&
logistics;
passenger
airlines;
marine
transportation;
ground
transportation;
and
transportation
infrastructure.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
Materials
(Ticker:
UYM) 
ProShares
Ultra
Materials
(formerly
known
as
ProShares
Ultra
Basic
Materials)
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
Materials
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
pe-
riod
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
materials
sector
of
the
S&P
500
Index
(“S&P
500").
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
chemicals;
construction
materials;
containers
&
packaging;
metals
&
mining;
and
paper
&
forest
products.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
73%
Swap
Agreements
127%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Union
Pacific
Corp.
3.1%
General
Electric
Co.
3.0%
Boeing
Co.
(The)
3.0%
Honeywell
International,
Inc.
3.0%
Caterpillar,
Inc.
2.9%
S&P
Industrials
Select
Sector
Index
–
Composition
%
of
Index
Capital
Goods
66.7%
Transportation
17.7%
Commercial  &
Professional
Services
15.6%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
72%
Swap
Agreements
128%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Linde
plc
15.5%
Sherwin-Williams
Co.
(The)
5.1%
Air
Products
and
Chemicals,
Inc.
4.6%
Freeport-McMoRan,
Inc.
4.1%
Ecolab,
Inc.
3.7%
S&P
Materials
Select
Sector
Index
–
Composition
%
of
Index
Chemicals
67.0%
Metals
&
Mining
17.2%
Containers
&
Packaging
9.7%
Construction
Materials
6.1%
XX
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
MidCap400
(Ticker:
MVV) 
ProShares
Ultra
MidCap400
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
MidCap
400
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
per-
formance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
In-
dex
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
mid-size
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
400
U.S.
operating
companies
and
real
estate
investment
trusts
se-
lected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
MSCI
Brazil
Capped
(Ticker:
UBR) 
ProShares
Ultra
MSCI
Brazil
Capped
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
MSCI
Brazil
25/50
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
is
designed
to
measure
the
performance
of
the
large
and
mid
cap
segments
of
the
Brazilian
market.
It
applies
certain
investment
limits
that
are
imposed
on
regulated
investment
companies,
or
RICs,
under
the
current
US
Internal
Revenue
Code.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
Brazil. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
77%
Swap
Agreements
117%
Futures
Contracts
6%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Deckers
Outdoor
Corp.
0.6%
Builders
FirstSource,
Inc.
0.6%
Reliance
Steel
&
Aluminum
Co.
0.5%
Jabil,
Inc.
0.5%
GoDaddy,
Inc.,
Class
A
0.5%
S&P
MidCap
400
–
Composition
%
of
Index
Industrials
21.6%
Consumer
Discretionary
15.7%
Financials
15.3%
Information
Technology
10.1%
Real
Estate
7.9%
Health
Care
7.8%
Materials
7.0%
Energy
5.4%
Consumer
Staples
4.2%
Utilities
3.3%
Communication
Services
1.7%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
200%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Brazil
25/50
Index
–
Composition
%
of
Index
Financials
26.4%
Energy
19.9%
Materials
19.0%
Utilities
9.5%
Industrials
8.9%
Consumer
Staples
8.0%
Health
Care
2.6%
Consumer
Discretionary
2.5%
Communication
Services
2.4%
Information
Technology
0.8%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXI
PROSHARES
TRUST
ProShares
Ultra
MSCI
EAFE
(Ticker:
EFO) 
ProShares
Ultra
MSCI
EAFE
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
MSCI
EAFE
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
per-
formance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
developed
market
countries,
excluding
the
U.S.
and
Canada. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
MSCI
Emerging
Markets
(Ticker:
EET) 
ProShares
Ultra
MSCI
Emerging
Markets
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
MSCI
Emerging
Markets
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
emerging
market
countries. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
200%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
EAFE
Index
–
Country
%
of
Index
Japan
22.8%
United
Kingdom
14.9%
France
12.1%
Others
10.5%
Switzerland
9.9%
Germany
8.6%
Australia
7.2%
Netherlands
4.6%
Denmark
3.4%
Sweden
3.2%
Spain
2.8%
MSCI
EAFE
Index
–
Composition
%
of
Index
Financials
19.0%
Industrials
16.1%
Health
Care
12.8%
Consumer
Discretionary
11.9%
Consumer
Staples
9.6%
Information
Technology
8.5%
Materials
7.6%
Energy
4.5%
Communication
Services
4.1%
Utilities
3.5%
Real
Estate
2.4%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
200%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Emerging
Markets
Index
–
Country
%
of
Index
China
28.4%
Taiwan
15.8%
India
15.7%
South
Korea
12.7%
Others
8.4%
Brazil
5.7%
Saudi
Arabia
4.0%
South
Africa
3.1%
Mexico
2.6%
Indonesia
1.9%
Thailand
1.7%
MSCI
Emerging
Markets
Index
–
Composition
%
of
Index
Financials
22.1%
Information
Technology
21.5%
Consumer
Discretionary
13.1%
Communication
Services
9.7%
Materials
7.8%
Industrials
6.5%
Consumer
Staples
6.1%
Energy
5.1%
Health
Care
3.9%
Utilities
2.6%
Real
Estate
1.6%
XXII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
MSCI
Japan
(Ticker:
EZJ) 
ProShares
Ultra
MSCI
Japan
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
MSCI
Japan
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
is
designed
to
measure
the
performance
of
the
large
and
mid
cap
segments
of
the
Japanese
equity
market.
The
Index
covers
85%
of
the
market
capitalization
in
Japan. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
Nasdaq
Biotechnology
(Ticker:
BIB) 
ProShares
Ultra
Nasdaq
Biotechnology
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Nasdaq
Biotechnology
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
(the
“Index
Provider”).
The
Index
is
a
modified
capitalization-weighted
index
that
includes
securities
of
Nasdaq
listed
companies
that
are
classified
as
either
biotechnology
or
pharmaceutical.
The
securities
also
meet
other
eligibility
criteria
determined
by
the
Index
Provider,
including
minimum
market
capitalization
and
liquidity
requirements. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
45%
Swap
Agreements
155%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Japan
Index
–
Composition
%
of
Index
Industrials
22.2%
Consumer
Discretionary
19.3%
Information
Technology
14.6%
Financials
12.5%
Health
Care
8.3%
Communication
Services
7.1%
Consumer
Staples
6.0%
Materials
4.8%
Real
Estate
3.2%
Utilities
1.1%
Energy
0.9%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
80%
Swap
Agreements
120%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Amgen,
Inc.
7.4%
Vertex
Pharmaceuticals,
Inc.
7.1%
Gilead
Sciences,
Inc.
7.0%
Regeneron
Pharmaceuticals,
Inc.
7.0%
Seagen,
Inc.
3.4%
Nasdaq
Biotechnology
Index
–
Composition
%
of
Index
Biotechnology
83.7%
Pharmaceuticals
12.4%
Life
Sciences
Tools
&
Services
3.3%
Health
Care
Providers
&
Services
0.5%
Health
Care
Equipment
&
Supplies
0.1%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXIII
PROSHARES
TRUST
ProShares
Ultra
Nasdaq
Cloud
Computing
(Ticker:
SKYU)
ProShares
Ultra
Nasdaq
Cloud
Computing
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
corre-
spond
to
two
times
(2x)
the
daily
performance
of
the
ISE
CTA
Cloud
Computing
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
(the
“Index
Provider”).
The
Index
is
com-
prised
of
companies
classified
as
“cloud
computing”
companies
by
the
Consumer
Technology
Association
(“CTA”).
CTA
classifies
companies
as
cloud
computing
if
the
company
is
engaged
in
one
or
more
of
the
following
activities:
Infrastructure-as-a-Service,
Platform-as-a-Service
or
Software-as-a-Service.
The
companies
must
also
meet
other
eligibility
criteria
determined
by
the
Index
Provider,
including
minimum
market
capitalization
and
liquidity
requirements.
The
Index
includes
large-,
mid-,
and
small-capi-
talization
companies. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
85%
Swap
Agreements
115%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Nutanix,
Inc.,
Class
A
4.4%
Microsoft
Corp.
3.7%
Arista
Networks,
Inc.
3.6%
International
Business
Machines
Corp.
3.4%
Amazon.com,
Inc.
3.4%
ISE
CTA
Cloud
Computing
Index
–
Composition
%
of
Index
Software
&
Services
72.2%
Technology
Hardware
&
Equipment
16.4%
Media
&
Entertainment
4.6%
Consumer
Discretionary
Distribution
4.0%
Telecommunication
Services
1.0%
Commercial
&
Professional
Services
0.9%
Health
Care
Equipment
&
Services
0.5%
Financial
Services
0.4%
XXIV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
Nasdaq
Cybersecurity
(Ticker:
UCYB) 
ProShares
Ultra
Nasdaq
Cybersecurity
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Nasdaq
CTA
Cybersecurity
Index
SM
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
dif-
ference
may
be
significant.
The
Index
is
maintained
by
Nasdaq,
Inc.
(the
“Index
Provider”).
The
Index
was
jointly
constructed
by
the
Index
Provider
and
Consumer
Technology
Association
(“CTA”).
The
Index
is
a
modified
liquidity-weighted
index
comprised
of
companies
classified
as
“cybersecurity”
companies
by
CTA.
CTA
classifies
companies
as
cybersecurity
if
they
meet
one
of
three
elements:
(1)
companies
focused
on
developing
technologies
that
are
designed
and
implemented
to
protect
computer
and
commu-
nication
networks
from
attacks
and
other
unauthorized
use;
(2)
companies
involved
in
the
development
of
technologies
for
cyber-
security
industry
use
including
government,
private
and
public
corporations,
financial
institutions
and
various
other
industries;
or
(3)
companies
focused
on
the
protection
of
priority
data
from
being
accessed
and
exploited
by
unauthorized
external
parties.
The
companies
must
also
meet
other
eligibility
criteria
determined
by
the
Index
Provider,
including
minimum
market
capitaliza-
tion
and
liquidity
requirements.
The
Index
includes
large-,
mid-,
and
small-capitalization
companies. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
201%
Total
Exposure
201%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Nasdaq
CTA
Cybersecurity
Index
–
Composition
%
of
Index
Software
&
Services
69.9%
Technology
Hardware
&
Equipmenent
11.8%
Commercial
&
Professional
Services
9.4%
Semiconductors
&
Semiconductor
Equipment
5.9%
Capital
Goods
3.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXV
PROSHARES
TRUST
ProShares
Ultra
QQQ
(Ticker:
QLD) 
ProShares
Ultra
QQQ
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Nasdaq-100
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
perfor-
mance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
In-
dex
is
constructed
and
maintained
by
Nasdaq,
Inc.
The
Index
includes
100
of
the
largest/domestic
and
international
non-financial
companies
listed
on
the
Nasdaq
Stock
Market
based
on
market
capitalization.
The
Index
reflects
companies
across
major
indus-
try
groups
including
computer
hardware
and
software,
telecommunications,
retail/wholesale
trade
and
biotechnology. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
Real
Estate
(Ticker:
URE) 
ProShares
Ultra
Real
Estate
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P Real
Estate
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
invest-
ment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
real
estate
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
diversified
REITs;
industrial
REITs;
hotel
&
resort
REITs;
office
REITs;
heath
care
REITs;
residential
REITs;
retail
REITs;
specialized
REITs;
and
real
estate
management
&
development.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
67%
Swap
Agreements
128%
Futures
Contracts
5%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Apple,
Inc.
7.5%
Microsoft
Corp.
7.1%
Amazon.com,
Inc.
3.8%
NVIDIA
Corp.
2.9%
Meta
Platforms,
Inc.,
Class
A
2.6%
NASDAQ-100
Index
–
Composition
%
of
Index
Information
Technology
50.3%
Communication
Services
15.5%
Consumer
Discretionary
14.2%
Health
Care
6.5%
Consumer
Staples
6.2%
Industrials
4.8%
Utilities
1.2%
Financials
0.5%
Energy
0.5%
Real
Estate
0.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
73%
Swap
Agreements
127%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Prologis,
Inc.
8.3%
American
Tower
Corp.
7.6%
Equinix,
Inc.
6.0%
Crown
Castle,
Inc.
4.0%
Welltower,
Inc.
3.8%
S&P
Real
Estate
Select
Sector
Index
–
Composition
%
of
Index
Specialized
REITs
46.5%
Residential
REITs
11.9%
Retail
REITs
11.6%
Industrial
REITs
11.4%
Health
Care
REITs
8.3%
Real
Estate
Management
&
Development
6.3%
Office
REITs
2.7%
Hotel
&
Resort
REITs
1.3%
XXVI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
Russell2000
(Ticker:
UWM) 
ProShares
Ultra
Russell2000
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Russell
2000
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
Russell.
The
Index
is
a
measure
of
small-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
containing
approximately
2,000
of
the
smallest
companies
in
the
Russell
3000
®
Index,
or
approximately
7%
of
the
total
market
capitalization
of
the
Russell
3000
®
Index,
as
of
June
30,
2023.
The
Russell
3000
®
Index
includes
approximately
3,000
of
the
largest
companies
in
the
U.S,
representing
96%
of
the
investable
U.S.
Equity
market,
as
of
June
30,
2023. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
62%
Swap
Agreements
136%
Futures
Contracts
2%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Super
Micro
Computer,
Inc.
0.3%
Light
&
Wonder,
Inc.
0.2%
Rambus,
Inc.
0.2%
Simpson
Manufacturing
Co.,
Inc.
0.2%
BellRing
Brands,
Inc.
0.2%
Russell
2000
Index
–
Composition
%
of
Index
Industrials
17.3%
Financials
16.8%
Health
Care
14.6%
Information
Technology
13.4%
Consumer
Discretionary
10.9%
Energy
7.5%
Real
Estate
6.2%
Materials
4.5%
Consumer
Staples
3.5%
Utilities
2.9%
Communication
Services
2.4%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXVII
PROSHARES
TRUST
ProShares
Ultra
S&P500
®
(Ticker:
SSO)
ProShares
Ultra
S&P500
®
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
S&P
500
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
67%
Swap
Agreements
126%
Futures
Contracts
7%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
4.9%
Apple,
Inc.
4.9%
Amazon.com,
Inc.
2.3%
NVIDIA
Corp.
2.0%
Alphabet,
Inc.,
Class
A
1.4%
S&P
500
–
Composition
%
of
Index
Information
Technology
29.1%
Financials
12.9%
Health
Care
12.7%
Consumer
Discretionary
10.7%
Communication
Services
8.6%
Industrials
8.3%
Consumer
Staples
6.3%
Energy
4.1%
Materials
2.5%
Real
Estate
2.4%
Utilities
2.4%
XXVIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
Ultra
Semiconductors
(Ticker:
USD) 
ProShares
Ultra
Semiconductors
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
Dow
Jones
U.S.
Semiconductors
SM
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
dai-
ly
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
designed
to
measure
the
stock
performance
of
U.S.
companies
in
the
semiconductors
subsector.
Component
companies
include,
among
others,
those
engaged
in
the
production
and
distribution
of
semiconductors
and
other
integrated
chips,
as
well
as
other
related
products
such
as
semiconductor
capital
equipment
and
motherboards.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
SmallCap600
(Ticker:
SAA) 
ProShares
Ultra
SmallCap600
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
SmallCap
600
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
ob-
jective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
signifi-
cant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
small-cap
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
600
U.S.
operating
companies
and
real
estate
invest-
ment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
84%
Swap
Agreements
116%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
NVIDIA
Corp.
31.9%
Broadcom,
Inc.
11.1%
Advanced
Micro
Devices,
Inc.
5.4%
Intel
Corp.
5.2%
QUALCOMM,
Inc.
4.0%
Dow
Jones
U.S.
Semiconductors
Index
–
Composition
%
of
Index
Semiconductors
&
Semiconductor
Equipment
100.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
75%
Swap
Agreements
125%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Rambus,
Inc.
0.6%
Comfort
Systems
USA,
Inc.
0.5%
elf
Beauty,
Inc.
0.5%
SPS
Commerce,
Inc.
0.5%
Applied
Industrial
Technologies,
Inc.
0.5%
S&P
SmallCap
600
–
Composition
%
of
Index
Financials
18.3%
Industrials
17.2%
Consumer
Discretionary
14.4%
Information
Technology
12.5%
Health
Care
9.9%
Real
Estate
7.7%
Materials
5.7%
Energy
4.8%
Consumer
Staples
4.5%
Communication
Services
2.8%
Utilities
2.2%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXIX
PROSHARES
TRUST
ProShares
Ultra
Technology
(Ticker:
ROM) 
ProShares
Ultra
Technology
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the
S&P
Technology
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
technology
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
IT
services;
software;
communications
equipment;
technology,
hardware,
storage
&
peripher-
als;
electronic
equipment,
instruments,
&
components;
and
semiconductors
&
semiconductor
equipment.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Ultra
Utilities
(Ticker:
UPW) 
ProShares
Ultra
Utilities
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
(2x)
the
daily
performance
of
the S&P
Utilities
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
(2x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
toler-
ance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
utilities
sector
of
the
S&P
500
Index
(“S&P
500").
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
electric
utilities;
gas
utilities;
multi-utilities;
water
utilities;
and
independent
power
and
renewable
electricity
producers.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
re-
balanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
78%
Swap
Agreements
122%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
18.9%
Apple,
Inc.
17.8%
Broadcom,
Inc.
3.5%
NVIDIA
Corp.
3.3%
Adobe,
Inc.
2.4%
S&P
Technology
Select
Sector
Index
–
Composition
%
of
Index
Software
&
Services
46.1%
Technology
Hardware
&
Equipment
29.9%
Semiconductors
&
Semiconductor
Equipment
24.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
79%
Swap
Agreements
121%
Total
Exposure
200%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
NextEra
Energy,
Inc.
10.2%
Southern
Co.
(The)
6.7%
Duke
Energy
Corp.
6.1%
Sempra
4.0%
American
Electric
Power
Co.,
Inc.
3.5%
S&P
Utilities
Select
Sector
Index
–
Composition
%
of
Index
Electric
Utilities
65.9%
Multi-Utilities
28.2%
Water
Utilities
2.8%
Gas
Utilities
1.8%
Independent
Power
and
Renewable
Electricity
Producers
1.3%
XXX
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraPro
Dow30
SM
(Ticker:
UDOW) 
ProShares
UltraPro
Dow30
SM
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
(3x)
the
daily
performance
of
the
Dow
Jones
Industrial
Average
SM
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
(3x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
price
weighted
index
and
includes
30
large-cap,
“blue-chip”
U.S.
stocks,
excluding
utility
and
transportation
companies.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraPro
MidCap400
(Ticker:
UMDD) 
ProShares
UltraPro
MidCap400
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
(3x)
the
daily
performance
of
the S&P
MidCap
400
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
(3x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
ob-
jective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
signif-
icant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
midsize
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
400
U.S.
operating
companies
and
real
estate
invest-
ment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
72%
Swap
Agreements
223%
Futures
Contracts
5%
Total
Exposure
300%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
UnitedHealth
Group,
Inc.
7.3%
Microsoft
Corp.
5.0%
Goldman
Sachs
Group,
Inc.
(The)
4.5%
Home
Depot,
Inc.
(The)
4.1%
McDonald's
Corp.
3.7%
Dow
Jones
Industrial
Average
–
Composition
%
of
Index
Financials
20.3%
Health
Care
19.8%
Information
Technology
19.7%
Industrials
14.3%
Consumer
Discretionary
12.9%
Consumer
Staples
7.1%
Energy
2.6%
Communication
Services
2.4%
Materials
0.9%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
66%
Swap
Agreements
226%
Futures
Contracts
8%
Total
Exposure
300%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Deckers
Outdoor
Corp.
0.5%
Builders
FirstSource,
Inc.
0.5%
Reliance
Steel
&
Aluminum
Co.
0.5%
Jabil,
Inc.
0.4%
GoDaddy,
Inc.,
Class
A
0.4%
S&P
MidCap
400
Index
–
Composition
%
of
Index
Industrials
21.6%
Consumer
Discretionary
15.7%
Financials
15.3%
Information
Technology
10.1%
Real
Estate
7.9%
Health
Care
7.8%
Materials
7.0%
Energy
5.4%
Consumer
Staples
4.2%
Utilities
3.3%
Communication
Services
1.7%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXXI
PROSHARES
TRUST
ProShares
UltraPro
QQQ
(Ticker:
TQQQ) 
ProShares
UltraPro
QQQ
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
(3x)
the
daily
performance
of
the
Nasdaq-100
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
(3x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
The
Index
includes
100
of
the
largest
domestic
and
international
non-fi-
nancial
companies
listed
on
The
Nasdaq
Stock
Market
based
on
market
capitalization.
The
Index
reflects
companies
across
major
industry
groups
including
computer
hardware
and
software,
telecommunications,
retail/wholesale
trade
and
biotechnology. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraPro
Russell2000
(Ticker:
URTY) 
ProShares
UltraPro
Russell2000
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
(3x)
the
daily
performance
of
the
Russell
2000
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
(3x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
toler-
ance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
Russell.
The
Index
is
a
measure
of
small-cap
U.S.
stock
market
per-
formance.
It
is
a
market
capitalization-weighted
index
containing
approximately
2,000
of
the
smallest
companies
in
the
Russell
3000
®
Index,
or
approximately
7%
of
the
total
market
capitalization
of
the
Russell
3000
®
Index,
as
of
June
30,
2023.
The
Russell
3000
®
Index,
includes
approximately
3,000
of
the
largest
companies
in
the
US.,
representing
approximately
96%
of
the
investable
U.S.
equity
market,
as
of
June
30,
2023.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
37%
Swap
Agreements
255%
Futures
Contracts
8%
Total
Exposure
300%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Apple,
Inc.
4.1%
Microsoft
Corp.
3.9%
Amazon.com,
Inc.
2.1%
NVIDIA
Corp.
1.6%
Meta
Platforms,
Inc.,
Class
A
1.4%
Nasdaq-100
Index
–
Composition
%
of
Index
Information
Technology
50.3%
Communication
Services
15.5%
Consumer
Discretionary
14.2%
Health
Care
6.5%
Consumer
Staples
6.2%
Industrials
4.8%
Utilities
1.2%
Financials
0.5%
Energy
0.5%
Real
Estate
0.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
65%
Swap
Agreements
233%
Futures
Contracts
2%
Total
Exposure
300%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Super
Micro
Computer,
Inc.
0.4%
Light
&
Wonder,
Inc.
0.2%
Rambus,
Inc.
0.2%
Simpson
Manufacturing
Co.,
Inc.
0.2%
BellRing
Brands,
Inc.
0.2%
Russell
2000
Index
–
Composition
%
of
Index
Industrials
17.3%
Financials
16.8%
Health
Care
14.6%
Information
Technology
13.4%
Consumer
Discretionary
10.9%
Energy
7.5%
Real
Estate
6.2%
Materials
4.5%
Consumer
Staples
3.5%
Utilities
2.9%
Communication
Services
2.4%
XXXII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraPro
S&P500
®
(Ticker:
UPRO)
ProShares
UltraPro S&P500
®
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
(3x)
the
daily
performance
of
the
S&P
500
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
(3x)
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
se-
lected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraPro
Short
20+
Year
Treasury
(Ticker:
TTT) 
ProShares
UltraPro
Short
20+
Year
Treasury
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
ICE
U.S.
Treasury
20+
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
be-
lieve
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
publicly
issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
twenty
years
and
have
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve.
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed-rate
and
denominated
in
U.S.
dollars.
Excluded-
from
the
Underlying
Index
are
inflation-linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
govern-
ment
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying
bonds.
The
Underlying
Index
is
market
value
weighted
and
the
securities
in
the
Underlying
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
64%
Swap
Agreements
232%
Futures
Contracts
5%
Total
Exposure
301%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
4.7%
Apple,
Inc.
4.6%
Amazon.com,
Inc.
2.2%
NVIDIA
Corp.
1.9%
Alphabet,
Inc.,
Class
A
1.3%
S&P
500
–
Composition
%
of
Index
Information
Technology
29.1%
Financials
12.9%
Health
Care
12.7%
Consumer
Discretionary
10.7%
Communication
Services
8.6%
Industrials
8.3%
Consumer
Staples
6.3%
Energy
4.1%
Materials
2.5%
Real
Estate
2.4%
Utilities
2.4%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(298%)
Futures
Contracts
(2%)
Total
Exposure
(300%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
20+
Year
Bond
Index
–
Composition
%
of
Index
20+
Year
U.S.
Treasury
100.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXXIII
PROSHARES
TRUST
ProShares
UltraPro
Short
Dow30
SM
(Ticker:
SDOW) 
ProShares
UltraPro
Short
Dow30
SM
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Dow
Jones
Industrial
Average
SM
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by S&P Dow
Jones
Indices
LLC.
The
Index
is
a
price-weighted
index
and
includes
30
large-cap,
“blue-chip”
U.S.
stocks,
excluding
utility
and
transportation
companies.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraPro
Short
MidCap400
(Ticker:
SMDD) 
ProShares
UltraPro
Short
MidCap400
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
S&P
MidCap
400
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
mid-size
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
400
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(298%)
Futures
Contracts
(2%)
Total
Exposure
(300%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Dow
Jones
Industrial
Average
–
Composition
%
of
Index
Financials
20.3%
Health
Care
19.8%
Information
Technology
19.7%
Industrials
14.3%
Consumer
Discretionary
12.9%
Consumer
Staples
7.1%
Energy
2.6%
Communication
Services
2.4%
Materials
0.9%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(294%)
Futures
Contracts
(6%)
Total
Exposure
(300%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
MidCap
400
–
Composition
%
of
Index
Industrials
21.6%
Consumer
Discretionary
15.7%
Financials
15.3%
Information
Technology
10.1%
Real
Estate
7.9%
Health
Care
7.8%
Materials
7.0%
Energy
5.4%
Consumer
Staples
4.2%
Utilities
3.3%
Communication
Services
1.7%
XXXIV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraPro
Short
QQQ
(Ticker:
SQQQ) 
ProShares
UltraPro
Short
QQQ
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Nasdaq-100
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
The
Index
includes
100
of
the
largest
domestic
and
international
non-financial
companies
listed
on
The
Nasdaq
Stock
Market
based
on
market
capitalization.
The
Index
reflects
companies
across
major
industry
groups
including
computer
hardware
and
software,
telecommunications,
retail/
wholesale
trade
and
biotechnology.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(299%)
Futures
Contracts
(1%)
Total
Exposure
(300%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Nasdaq-100
Index
–
Composition
%
of
Index
Information
Technology
50.3%
Communication
Services
15.5%
Consumer
Discretionary
14.2%
Health
Care
6.5%
Consumer
Staples
6.2%
Industrials
4.8%
Utilities
1.2%
Financials
0.5%
Energy
0.5%
Real
Estate
0.3%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXXV
PROSHARES
TRUST
ProShares
UltraPro
Short
Russell2000
(Ticker:
SRTY) 
ProShares
UltraPro
Short
Russell2000
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Russell
2000
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
Russell.
The
Index
is
a
measure
of
small-
cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
containing
approximately
2,000
of
the
smallest
companies
in
the
Russell
3000
®
Index,
or
approximately
7%
of
the
total
market
capitalization
of
the
Russell
3000
®
Index,
as
of
June
30,
2023.
The
Russell
3000
®
Index
includes
approximately
3,000
of
the
largest
companies
in
the
U.S.,
representing
approxi-
mately
96%
of
the
investable
U.S.
equity
market,
as
of
June
30,
2023. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(296%)
Futures
Contracts
(4%)
Total
Exposure
(300%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Russell
2000
Index
–
Composition
%
of
Index
Industrials
17.3%
Financials
16.8%
Health
Care
14.6%
Information
Technology
13.4%
Consumer
Discretionary
10.9%
Energy
7.5%
Real
Estate
6.2%
Materials
4.5%
Consumer
Staples
3.5%
Utilities
2.9%
Communication
Services
2.4%
XXXVI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraPro
Short
S&P500
®
(Ticker:
SPXU) 
ProShares
UltraPro
Short
S&P500
®
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
S&P
500
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
three
times
the
inverse
(-3x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
mea-
sure
of
large-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
7–10
Year
Treasury
(Ticker:
PST) 
ProShares
UltraShort
7-10
Year
Treasury
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
publicly
issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
seven
years
and
less
than
or
equal
to
ten
years
and
have
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve.
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed
rate
and
denominated
in
U.S.
dollars.
Excluded
from
the
Underlying
Index
are
inflation-linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
government
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying
bonds.
The
Underlying
Index
is
market
value
weighted,
and
the
securities
in
the
Underlying
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(295%)
Futures
Contracts
(5%)
Total
Exposure
(300%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
500
–
Composition
%
of
Index
Information
Technology
29.1%
Financials
12.9%
Health
Care
12.7%
Consumer
Discretionary
10.7%
Communication
Services
8.6%
Industrials
8.3%
Consumer
Staples
6.3%
Energy
4.1%
Materials
2.5%
Real
Estate
2.4%
Utilities
2.4%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(199%)
Futures
Contracts
(2%)
Total
Exposure
(201%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
7-10
Year
Bond
Index
–
Composition
%
of
Index
7-10
Year
U.S.
Treasury
100.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXXVII
PROSHARES
TRUST
ProShares
UltraShort
20+
Year
Treasury
(Ticker:
TBT) 
ProShares
UltraShort
20+
Year
Treasury
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
ICE
U.S.
Treasury
20+
Year
Bond
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
ICE
Data
Indices,
LLC.
The
Index
includes
publicly-issued
U.S.
Treasury
securities
that
have
a
remaining
maturity
greater
than
or
equal
to
twenty
years
and
have
$300
million
or
more
of
outstanding
face
value,
excluding
amounts
held
by
the
Federal
Reserve.
In
addition,
the
securities
in
the
Underlying
Index
must
be
fixed-rate
and
denominated
in
U.S.
dollars.
Excluded
from
the
Underlying
Index
are
inflation-linked
securities,
Treasury
bills,
cash
management
bills,
any
government
agency
debt
issued
with
or
without
a
government
guarantee
and
zero
coupon
issues
that
have
been
stripped
from
coupon-paying.
The
Underlying
Index
is
market
value
weighted,
and
the
securities
in
the
Underlying
Index
are
updated
on
the
last
business
day
of
each
month. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
Consumer
Discretionary
(Ticker:
SCC) 
ProShares
UltraShort
Consumer
Discretionary
(formerly
known
as
ProShares
UltraShort
Consumer
Services)
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the S&P
Consumer
Discretionary
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
consumer
discretionary
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
automobile
components;
automobiles;
household
durables;
leisure
products;
textiles,
apparel
&
luxury
goods;
hotels,
restaurants,
&
leisure;
diversified
consumer
services;
distributors;
broadline
retail;
and
specialty
retail.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Futures
Contracts
(1%)
Total
Exposure
(201%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
ICE
U.S.
Treasury
20+
Year
Bond
Index
–
Composition
%
of
Index
20+
Year
U.S.
Treasury
100.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Consumer
Discretionary
Select
Sector
Index
–
Composition
%
of
Index
Retailing
44.3%
Consumer
Services
23.5%
Automobiles
&
Components
21.7%
Consumer
Durables
&
Apparel
10.5%
XXXVIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
Consumer
Staples
(Ticker:
SZK) 
ProShares
UltraShort
Consumer
Staples
(formerly
known
as
ProShares
UltraShort
Consumer
Goods)
(the
“Fund”)
seeks
dai-
ly
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P Consumer
Staples
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
toler-
ance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
consumer
staples
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
500.
Sectors
are
assigned
using
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
consumer
staples
distribution
&
retail;
beverages;
food
products;
tobacco;
household
products;
and
personal
care
products.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
Dow30
SM
(Ticker:
DXD) 
ProShares
UltraShort
Dow30
SM
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Dow
Jones
Industrial
Average
SM
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
con-
sistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
price-weighted
index
and
includes
30
large-cap,
“blue-chip”
U.S.
stocks,
excluding
utility
and
transportation
companies.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Consumer
Staples
Select
Sector
Index
–
Composition
%
of
Index
Food,
Beverage
&
Tobacco
45.3%
Food
&
Staples
Retailing
29.5%
Household
&
Personal
Products
25.2%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(195%)
Futures
Contracts
(5%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Dow
Jones
Industrial
Average
–
Composition
%
of
Index
Financials
20.3%
Health
Care
19.8%
Information
Technology
19.7%
Industrials
14.3%
Consumer
Discretionary
12.9%
Consumer
Staples
7.1%
Energy
2.6%
Communication
Services
2.4%
Materials
0.9%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXXIX
PROSHARES
TRUST
ProShares
UltraShort
Energy
(Ticker:
DUG) 
ProShares
UltraShort
Energy
(formerly
known
as
ProShares
UltraShort
Oil &
Gas) (the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
Energy
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.  
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
energy
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primar-
ily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
energy
equipment
&
services
and
oil
&
gas
consumable
fuels.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
Financials
(Ticker:
SKF) 
ProShares
UltraShort
Financials
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
Financial
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
financials
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
banks;
financial
services;
consumer
finance;
capital
markets;
mortgage
real
estate
investment
trusts
(REITS);
and
insurance.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Energy
Select
Sector
Index
–
Composition
%
of
Index
Oil,
Gas
&
Consumable
Fuels
90.7%
Energy
Equipment
&
Services
9.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(201%)
Total
Exposure
(201%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Financial
Select
Sector
Index
–
Composition
%
of
Index
Diversified
Financials
59.1%
Banks
23.8%
Insurance
17.1%
XL
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
FTSE
China
50
(Ticker:
FXP) 
ProShares
UltraShort
FTSE
China
50
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
FTSE
China
50
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
International
Limited.
It
is
a
modified
capitalization
weighted
index
that
includes
50
of
the
largest
and
most
liquid
Chinese
stocks
listed
on
the
Hong
Kong
Stock
Ex-
change.
H
Shares,
P
Chips
and
Red
Chips
are
eligible
for
inclusion.
Index
constituents
are
screened
for
liquidity
and
weightings
are
capped.
Each
constituent
in
the
Index
is
a
constituent
of
the
FTSE
All-
World
Index.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
FTSE
Europe
(Ticker:
EPV) 
ProShares
UltraShort
FTSE
Europe
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
FTSE
Developed
Europe
All
Cap
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
International
Limited.
The
Index
is
a
market
capitalization
weighted
index
representing
the
performance
of
large-,
mid-
and
small-cap
companies
in
Devel-
oped
European
markets,
including
the
United
Kingdom. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
FTSE
China
50
Index
–
Composition
%
of
Index
Consumer
Discretionary
32.2%
Financials
27.7%
Communication
Services
21.6%
Energy
4.7%
Information
Technology
3.6%
Health
Care
3.0%
Real
Estate
2.3%
Consumer
Staples
2.1%
Materials
1.5%
Industrials
1.3%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(201%)
Total
Exposure
(201%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
FTSE
Developed
Europe
All
Cap
Index
–
Country
%
of
Index
United
Kingdom
24.3%
France
17.0%
Switzerland
14.2%
Germany
13.3%
Netherlands
6.5%
Sweden
5.3%
Others
4.9%
Denmark
4.9%
Spain
4.2%
Italy
3.6%
Finland
1.8%
FTSE
Developed
Europe
All
Cap
Index
–
Composition
%
of
Index
Financials
18.2%
Industrials
16.4%
Health
Care
14.2%
Consumer
Staples
11.1%
Consumer
Discretionary
10.4%
Information
Technology
7.3%
Materials
7.1%
Energy
5.8%
Utilities
4.2%
Communication
Services
3.6%
Real
Estate
1.7%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XLI
PROSHARES
TRUST
ProShares
UltraShort
Health
Care
(Ticker:
RXD) 
ProShares
UltraShort
Health
Care
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the S&P
Health
Care
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
health
care
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
health
care
equipment
&
supplies,
health
care
providers
&
services;
health
care
technology;
biotechnology;
pharma-
ceuticals;
and
life
sciences
tools
&
services.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
Industrials
(Ticker:
SIJ) 
ProShares
UltraShort
Industrials
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
Industrials
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
industrials
sector
of
the
S&P
500
Index
("S&P
500").
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
aerospace
&
defense;
building
products;
construction
&
en-
gineering;
electrical
equipment;
industrials
conglomerates;
machinery;
trading
companies
&
distributors;
commercial
services
&
supplies;
professional
services;
air
freight
&
logistics;
passenger
airlines;
marine
transportation;
ground
transportation;
and
transportation
infrastructure.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Health
Care
Select
Sector
Index
–
Composition
%
of
Index
Pharmaceuticals
30.4%
Health
Care
Providers
&
Services
23.6%
Health
Care
Equipment
&
Supplies
19.8%
Biotechnology
15.2%
Life
Sciences
Tools
&
Services
11.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Industrials
Select
Sector
Index
–
Composition
%
of
Index
Capital
Goods
66.7%
Transportation
17.7%
Commercial  &
Professional
Services
15.6%
XLII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
Materials
(Ticker:
SMN) 
ProShares
UltraShort
Materials
(formerly
known
as
ProShares
UltraShort
Basic
Materials)
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
Materials
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
construct-
ed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
materials
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securi-
ties
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
chemi-
cals;
construction
materials;
containers
&
packaging;
metals
&
mining;
and
paper
&
forest
products.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
MidCap400
(Ticker:
MZZ) 
ProShares
UltraShort
MidCap400
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
MidCap
400
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
mid-size
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
400
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Materials
Select
Sector
Index
–
Composition
%
of
Index
Chemicals
67.0%
Metals
&
Mining
17.2%
Containers
&
Packaging
9.7%
Construction
Materials
6.1%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(190%)
Futures
Contracts
(10%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
MidCap
400
–
Composition
%
of
Index
Industrials
21.6%
Consumer
Discretionary
15.7%
Financials
15.3%
Information
Technology
10.1%
Real
Estate
7.9%
Health
Care
7.8%
Materials
7.0%
Energy
5.4%
Consumer
Staples
4.2%
Utilities
3.3%
Communication
Services
1.7%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XLIII
PROSHARES
TRUST
ProShares
UltraShort
MSCI
Brazil
Capped
(Ticker:
BZQ) 
ProShares
UltraShort
MSCI
Brazil
Capped
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
corre-
spond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
MSCI
Brazil
25/50
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
is
designed
to
measure
the
performance
of
the
large
and
mid
cap
segments
of
the
Brazilian
market.
It
applies
certain
investment
limits
that
are
imposed
on
regulated
investment
companies,
or
RICs,
under
the
current
US
Internal
Revenue
Code.
The
Index
covers
approx-
imately
85%
of
the
market
capitalization
in
Brazil.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
MSCI
EAFE
(Ticker:
EFU) 
ProShares
UltraShort
MSCI
EAFE
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
MSCI
EAFE
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
developed
market
countries,
excluding
the
U.S.
and
Canada. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(201%)
Total
Exposure
(201%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Brazil
25/50
Index
–
Composition
%
of
Index
Financials
26.4%
Energy
19.9%
Materials
19.0%
Utilities
9.5%
Industrials
8.9%
Consumer
Staples
8.0%
Health
Care
2.6%
Consumer
Discretionary
2.5%
Communication
Services
2.4%
Information
Technology
0.8%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
EAFE
Index
–
Country
%
of
Index
Japan
22.8%
United
Kingdom
14.9%
France
12.1%
Others
10.5%
Switzerland
9.9%
Germany
8.6%
Australia
7.2%
Netherlands
4.6%
Denmark
3.4%
Sweden
3.2%
Spain
2.8%
MSCI
EAFE
Index
–
Composition
%
of
Index
Financials
19.0%
Industrials
16.1%
Health
Care
12.8%
Consumer
Discretionary
11.9%
Consumer
Staples
9.6%
Information
Technology
8.5%
Materials
7.6%
Energy
4.5%
Communication
Services
4.1%
Utilities
3.5%
Real
Estate
2.4%
XLIV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
MSCI
Emerging
Markets
(Ticker:
EEV) 
ProShares
UltraShort
MSCI
Emerging
Markets
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
cor-
respond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
MSCI
Emerging
Markets
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
covers
approximately
85%
of
the
market
capitalization
in
emerging
market
countries.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(201%)
Total
Exposure
(201%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Emerging
Markets
Index
–
Country
%
of
Index
China
28.4%
Taiwan
15.8%
India
15.7%
South
Korea
12.7%
Others
8.4%
Brazil
5.7%
Saudi
Arabia
4.0%
South
Africa
3.1%
Mexico
2.6%
Indonesia
1.9%
Thailand
1.7%
MSCI
Emerging
Markets
Index
–
Composition
%
of
Index
Financials
22.1%
Information
Technology
21.5%
Consumer
Discretionary
13.1%
Communication
Services
9.7%
Materials
7.8%
Industrials
6.5%
Consumer
Staples
6.1%
Energy
5.1%
Health
Care
3.9%
Utilities
2.6%
Real
Estate
1.6%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XLV
PROSHARES
TRUST
ProShares
UltraShort
MSCI
Japan
(Ticker:
EWV) 
ProShares
UltraShort
MSCI
Japan
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
MSCI
Japan
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
MSCI
Inc.
The
Index
is
designed
to
measure
the
performance
of
the
large
and
mid
cap
segments
of
the
Japanese
equity
market.
The
Index
covers
85%
of
the
market
capitalization
in
Japan.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
MSCI
Japan
Index
–
Composition
%
of
Index
Industrials
22.2%
Consumer
Discretionary
19.3%
Information
Technology
14.6%
Financials
12.5%
Health
Care
8.3%
Communication
Services
7.1%
Consumer
Staples
6.0%
Materials
4.8%
Real
Estate
3.2%
Utilities
1.1%
Energy
0.9%
XLVI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
Nasdaq
Biotechnology
(Ticker:
BIS) 
ProShares
UltraShort
Nasdaq
Biotechnology
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
corre-
spond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Nasdaq
Biotechnology
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
(the
“Index
Provid-
er”).
The
Index
is
a
modified
capitalization-weighted
index
that
includes
securities
of
Nasdaq
listed
companies
that
are
classified
as
either
biotechnology
or
pharmaceutical.
The
securities
also
meet
other
eligibility
criteria
determined
by
the
Index
Provider,
including
minimum
market
capitalization
and
liquidity
requirements.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
QQQ
(Ticker:
QID) 
ProShares
UltraShort
QQQ
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Nasdaq-100
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
differ-
ence
may
be
significant.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
The
Index
includes
100
of
the
largest
domestic
and
international
non-financial
companies
listed
on
The
Nasdaq
Stock
Market
based
on
market
capitalization.
The
Index
reflects
companies
across
major
industry
groups
including
computer
hardware
and
software,
telecommunications,
retail/wholesale
trade
and
biotechnology.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Nasdaq
Biotechnology
Index
–
Composition
%
of
Index
Biotechnology
83.7%
Pharmaceuticals
12.4%
Life
Sciences
Tools
&
Services
3.3%
Health
Care
Providers
&
Services
0.5%
Health
Care
Equipment
&
Supplies
0.1%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(196%)
Futures
Contracts
(4%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Nasdaq-100
Index
–
Composition
%
of
Index
Information
Technology
50.3%
Communication
Services
15.5%
Consumer
Discretionary
14.2%
Health
Care
6.5%
Consumer
Staples
6.2%
Industrials
4.8%
Utilities
1.2%
Financials
0.5%
Energy
0.5%
Real
Estate
0.3%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XLVII
PROSHARES
TRUST
ProShares
UltraShort
Real
Estate
(Ticker:
SRS) 
ProShares
UltraShort
Real
Estate
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
Real
Estate
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
real
estate
sector
of
the
S&P
500
Index
(“S&P
500").
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
diversified
REITs;
industrial
REITs;
hotel
&
resort
REITs;
of-
fice
REITs;
heath
care
REITs;
residential
REITs;
retail
REITs;
specialized
REITs;
and
real
estate
management
&
development.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Real
Estate
Select
Sector
Index
–
Composition
%
of
Index
Specialized
REITs
46.5%
Residential
REITs
11.9%
Retail
REITs
11.6%
Industrial
REITs
11.4%
Health
Care
REITs
8.3%
Real
Estate
Management
&
Development
6.3%
Office
REITs
2.7%
Hotel
&
Resort
REITs
1.3%
XLVIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
Russell2000
(Ticker:
TWM) 
ProShares
UltraShort
Russell2000
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Russell
2000
®
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
FTSE
Russell.
The
Index
is
a
measure
of
small-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
containing
approximately
2,000
of
the
smallest
com-
panies
in
the
Russell
3000
®
Index,
or
approximately
7%
of
the
total
market
capitalization
of
the
Russell
3000
®
Index,
as
of
June
30,
2023.
The
Russell
3000
®
includes
approximately
3,000
of
the
largest
companies
in
the
U.S.,
representing
approximately
96%
of
the
investable
U.S.
equity
market,
as
of
June
30,
2023.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(196%)
Futures
Contracts
(4%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Russell
2000
Index
–
Composition
%
of
Index
Industrials
17.3%
Financials
16.8%
Health
Care
14.6%
Information
Technology
13.4%
Consumer
Discretionary
10.9%
Energy
7.5%
Real
Estate
6.2%
Materials
4.5%
Consumer
Staples
3.5%
Utilities
2.9%
Communication
Services
2.4%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XLIX
PROSHARES
TRUST
ProShares
UltraShort
S&P500
®
(Ticker:
SDS) 
ProShares
UltraShort
S&P500
®
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
500
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
finan-
cial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
Semiconductors
(Ticker:
SSG) 
ProShares
UltraShort
Semiconductors
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Dow
Jones
U.S.
Semiconductors
SM
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
designed
to
measure
the
stock
performance
of
U.S.
companies
in
the
semiconductors
subsector.
Component
compa-
nies
include,
among
others,
those
engaged
in
the
production
and
distribution
of
semiconductors
and
other
integrated
chips,
as
well
as
other
related
products
such
as
semiconductor
capital
equipment
and
motherboards.
The
Index
is
a
market
cap
weighted
index
that
is
updated
in
March,
June,
September
and
December.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(197%)
Futures
Contracts
(3%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
500
–
Composition
%
of
Index
Information
Technology
29.1%
Financials
12.9%
Health
Care
12.7%
Consumer
Discretionary
10.7%
Communication
Services
8.6%
Industrials
8.3%
Consumer
Staples
6.3%
Energy
4.1%
Materials
2.5%
Real
Estate
2.4%
Utilities
2.4%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Dow
Jones
U.S.
Semiconductors
Index
–
Composition
%
of
Index
Semiconductors
&
Semiconductor
Equipment
100.0%
L
::
NOVEMBER
30,
2023
(UNAUDITED)
::
Allocation
of
Portfolio
Holdings
&
Index
Composition
PROSHARES
TRUST
ProShares
UltraShort
SmallCap600
(Ticker:
SDD) 
ProShares
UltraShort
SmallCap600
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
SmallCap
600
®
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
is
a
measure
of
small-cap
company
U.S.
stock
market
performance.
It
is
a
market
capitalization-weighted
index
of
600
U.S.
operating
companies
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization,
financial
viability
and
public
float.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
UltraShort
Technology
(Ticker:
REW) 
ProShares
UltraShort
Technology
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
S&P
Technology
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
consistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
technology
sector
of
the
S&P
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sector
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Industry
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
eq-
uity
securities
of
companies
from
the
following
GICS
industries:
IT
services;
software;
communications
equipment;
technology,
hardware,
storage
&
peripherals;
electronic
equipment,
instruments,
&
components;
and
semiconductors
&
semiconductor
equip-
ment.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
SmallCap
600
–
Composition
%
of
Index
Financials
18.3%
Industrials
17.2%
Consumer
Discretionary
14.4%
Information
Technology
12.5%
Health
Care
9.9%
Real
Estate
7.7%
Materials
5.7%
Energy
4.8%
Consumer
Staples
4.5%
Communication
Services
2.8%
Utilities
2.2%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Technology
Select
Sector
Index
–
Composition
%
of
Index
Software
&
Services
46.1%
Technology
Hardware
&
Equipment
29.9%
Semiconductors
&
Semiconductor
Equipment
24.0%
Allocation
of
Portfolio
Holdings
&
Index
Composition
::
NOVEMBER
30,
2023
(UNAUDITED)
::
LI
PROSHARES
TRUST
ProShares
UltraShort
Utilities
(Ticker:
SDP) 
ProShares
UltraShort
Utilities
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the S&P
Utilities
Select
Sector
Index
(the
“Index”).
The
Fund
does
not
seek
to
achieve
two
times
the
inverse
(-2x)
of
the
daily
performance
of
the
Index
(the
“Daily
Target”)
for
any
period
other
than
a
day.
While
the
Fund
has
a
daily
investment
objective,
you
may
hold
Fund
shares
for
longer
than
one
day
if
you
believe
doing
so
is
con-
sistent
with
your
goals
and
risk
tolerance.
For
holding
periods
other
than
a
day,
your
return
may
be
higher
or
lower
than
the
Daily
Target
and
this
difference
may
be
significant.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
represents
the
utilities
sector
of
the
500
Index
(“S&P
500”).
The
Index
is
one
of
eleven
S&P
Select
Sector
Indices
(the
“Select
Sec-
tor
Indices”),
each
designed
to
measure
the
performance
of
a
sector
of
the
S&P
500.
Sectors
are
assigned
using
the
Global
Indus-
try
Classification
Standard
(“GICS”),
which
classifies
securities
primarily
based
on
revenues.
The
Index
includes
equity
securities
of
companies
from
the
following
GICS
industries:
electric
utilities;
gas
utilities;
multi-utilities;
water
utilities;
and
independent
power
and
renewable
electricity
producers.
The
Index
constituents
are
weighted
using
a
capped
modified
market
capitalization
methodology
and
rebalanced
quarterly.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(200%)
Total
Exposure
(200%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
S&P
Utilities
Select
Sector
Index
–
Composition
%
of
Index
Electric
Utilities
65.9%
Multi-Utilities
28.2%
Water
Utilities
2.8%
Gas
Utilities
1.8%
Independent
Power
and
Renewable
Electricity
Producers
1.3%
LII
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
EXPENSE
EXAMPLES
EXPENSE
EXAMPLES
(UNAUDITED)
::
LIII
PROSHARES
TRUST
As
a
shareholder,
you
incur
two
types
of
costs:
(1)
transaction
costs
for
purchasing
and
selling
shares
and
(2)
ongoing
costs,
including
advisory
fees
and
other
Fund
expenses.
The
expense
examples
below
are
intended
to
help
you
understand
your
ongo-
ing
costs
(in
dollars)
of
investing
in
the
Funds
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
funds. 
Actual
Expenses 
The
actual
expense
examples
are
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
a
six-month
period
and
held
through
the
period
ended,
November
30,
2023.
The
first
line
in
the
following
tables
provides
information
about
actual
account
values
and
actual
expenses.
You
may
use
the
information
in
this
line,
together
with
the
amount
you
in-
vested,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000=8.6),
then
multiply
the
result
by
the
number
in
the
first
line
under
the
heading
“Ex-
penses
Paid
During
the
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
this
period.
Hypothetical
Example
for
Comparison
Purposes 
The
hypothetical
expense
examples
are
based
on
an
invest-
ment
of
$1,000
invested
at
the
beginning
of
a
six
month
period
and
held
through
the
period
ended,
November
30,
2023.
The
second
line
in
the
following
tables
provides
information
about
hypothetical
account
values
and
hypothetical
expens-
es
based
on
the
Funds’
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Funds’
actual
return.
The
hypothetical
account
values
and
ex-
penses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
You
may
use
this
information
to
compare
the
ongoing
costs
of
investing
in
the
Funds
and
other
funds.
To
do
so,
compare
this
5%
hypothetical
example
with
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
the
other
funds.
Please
note
that
the
expenses
shown
in
the
table
are
meant
to
highlight
your
ongoing
costs
only
and
do
not
reflect
any
trans-
action
costs,
such
as
brokerage
charges.
Therefore,
the
second
line
for
each
Fund
in
the
table
is
useful
in
comparing
ongoing
costs
only,
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
In
addition,
if
transaction
costs
were
included,
your
costs
would
have
been
higher.
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Short
7-10
Year
Treasury
Actual
$
1,000.00
$
1,076.40
$
4.93
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
20+
Year
Treasury
Actual
$
1,000.00
$
1,137.10
$
4.97
0
.93
%
Hypothetical
$
1,000.00
$
1,020.35
$
4.70
0
.93
%
Short
Dow30
SM
Actual
$
1,000.00
$
945.30
$
4.62
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
Financials
Actual
$
1,000.00
$
906.30
$
4.53
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
FTSE
China
50
Actual
$
1,000.00
$
1,024.90
$
4.81
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
High
Yield
Actual
$
1,000.00
$
977.70
$
4.70
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
LIV
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Short
MidCap400
Actual
$
1,000.00
$
960.60
$
4.66
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
MSCI
EAFE
Actual
$
1,000.00
$
990.00
$
4.73
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
MSCI
Emerging
Markets
Actual
$
1,000.00
$
983.70
$
4.71
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
QQQ
Actual
$
1,000.00
$
918.20
$
4.56
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
Real
Estate
Actual
$
1,000.00
$
978.60
$
4.70
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
Russell2000
Actual
$
1,000.00
$
986.60
$
4.72
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Short
S&P500
®
Actual
$
1,000.00
$
946.00
$
4.28
0
.88
%
Hypothetical
$
1,000.00
$
1,020.60
$
4.45
0
.88
%
Short
SmallCap600
Actual
$
1,000.00
$
974.30
$
4.69
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
7-10
Year
Treasury
Actual
$
1,000.00
$
902.80
$
4.52
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
20+
Year
Treasury
Actual
$
1,000.00
$
779.90
$
4.23
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Communication
Services
Actual
$
1,000.00
$
1,207.10
$
5.24
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Consumer
Discretionary
Actual
$
1,000.00
$
1,181.30
$
5.18
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
EXPENSE
EXAMPLES
(UNAUDITED)
::
LV
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Ultra
Consumer
Staples
Actual
$
1,000.00
$
931.70
$
4.59
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Dow30
SM
Actual
$
1,000.00
$
1,168.70
$
5.15
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Energy
Actual
$
1,000.00
$
1,189.70
$
5.20
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Financials
Actual
$
1,000.00
$
1,242.70
$
5.33
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
FTSE
China
50
Actual
$
1,000.00
$
876.10
$
4.46
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
FTSE
Europe
Actual
$
1,000.00
$
1,044.30
$
4.86
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Health
Care
Actual
$
1,000.00
$
1,030.00
$
4.82
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
High
Yield
Actual
$
1,000.00
$
1,078.90
$
4.94
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Industrials
Actual
$
1,000.00
$
1,186.10
$
5.19
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Materials
Actual
$
1,000.00
$
1,170.20
$
5.15
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
MidCap400
Actual
$
1,000.00
$
1,095.80
$
4.98
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
MSCI
Brazil
Capped
Actual
$
1,000.00
$
1,362.50
$
5.61
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
LVI
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Ultra
MSCI
EAFE
Actual
$
1,000.00
$
1,033.80
$
4.83
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
MSCI
Emerging
Markets
Actual
$
1,000.00
$
1,033.80
$
4.83
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
MSCI
Japan
Actual
$
1,000.00
$
1,070.70
$
4.92
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Nasdaq
Biotechnology
Actual
$
1,000.00
$
867.90
$
4.44
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Nasdaq
Cloud
Computing
Actual
$
1,000.00
$
1,211.20
$
5.25
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Nasdaq
Cybersecurity
Actual
$
1,000.00
$
1,190.00
$
5.20
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
QQQ
Actual
$
1,000.00
$
1,200.00
$
5.23
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Real
Estate
Actual
$
1,000.00
$
1,043.80
$
4.85
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Russell2000
Actual
$
1,000.00
$
1,029.70
$
4.82
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
S&P500
®
Actual
$
1,000.00
$
1,162.80
$
4.81
0
.89
%
Hypothetical
$
1,000.00
$
1,020.55
$
4.50
0
.89
%
Ultra
Semiconductors
Actual
$
1,000.00
$
1,207.10
$
5.24
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
SmallCap600
Actual
$
1,000.00
$
1,044.00
$
4.85
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
EXPENSE
EXAMPLES
(UNAUDITED)
::
LVII
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Ultra
Technology
Actual
$
1,000.00
$
1,218.10
$
5.27
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
Ultra
Utilities
Actual
$
1,000.00
$
910.10
$
4.54
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
Dow30
SM
Actual
$
1,000.00
$
1,238.20
$
5.32
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
MidCap400
Actual
$
1,000.00
$
1,111.70
$
5.02
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
QQQ
Actual
$
1,000.00
$
1,273.70
$
4.77
0
.84
%
Hypothetical
$
1,000.00
$
1,020.80
$
4.24
0
.84
%
UltraPro
Russell2000
Actual
$
1,000.00
$
1,000.90
$
4.75
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
S&P500
®
Actual
$
1,000.00
$
1,224.60
$
5.01
0
.90
%
Hypothetical
$
1,000.00
$
1,020.50
$
4.55
0
.90
%
UltraPro
Short
20+
Year
Treasury
Actual
$
1,000.00
$
1,331.40
$
5.54
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
Short
Dow30
SM
Actual
$
1,000.00
$
794.80
$
4.26
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
Short
MidCap400
Actual
$
1,000.00
$
809.30
$
4.30
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
Short
QQQ
Actual
$
1,000.00
$
714.20
$
4.07
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraPro
Short
Russell2000
Actual
$
1,000.00
$
861.10
$
4.42
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
LVIII
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
UltraPro
Short
S&P500
®
Actual
$
1,000.00
$
792.30
$
3.99
0
.89
%
Hypothetical
$
1,000.00
$
1,020.55
$
4.50
0
.89
%
UltraShort
7-10
Year
Treasury
Actual
$
1,000.00
$
1,132.50
$
5.06
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
20+
Year
Treasury
Actual
$
1,000.00
$
1,246.20
$
5.05
0
.90
%
Hypothetical
$
1,000.00
$
1,020.50
$
4.55
0
.90
%
UltraShort
Consumer
Discretionary
Actual
$
1,000.00
$
801.80
$
4.28
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Consumer
Staples
Actual
$
1,000.00
$
1,083.10
$
4.95
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Dow30
SM
Actual
$
1,000.00
$
864.80
$
4.43
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Energy
Actual
$
1,000.00
$
794.90
$
4.26
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Financials
Actual
$
1,000.00
$
798.00
$
4.27
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
FTSE
China
50
Actual
$
1,000.00
$
991.80
$
4.73
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
FTSE
Europe
Actual
$
1,000.00
$
919.30
$
4.56
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Health
Care
Actual
$
1,000.00
$
975.20
$
4.69
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Industrials
Actual
$
1,000.00
$
837.60
$
4.36
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
EXPENSE
EXAMPLES
(UNAUDITED)
::
LIX
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
UltraShort
Materials
Actual
$
1,000.00
$
835.60
$
4.36
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
MidCap400
Actual
$
1,000.00
$
892.30
$
4.49
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
MSCI
Brazil
Capped
Actual
$
1,000.00
$
661.00
$
3.94
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
MSCI
EAFE
Actual
$
1,000.00
$
942.80
$
4.61
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
MSCI
Emerging
Markets
Actual
$
1,000.00
$
937.10
$
4.60
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
MSCI
Japan
Actual
$
1,000.00
$
899.50
$
4.51
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Nasdaq
Biotechnology
Actual
$
1,000.00
$
1,126.70
$
5.05
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
QQQ
Actual
$
1,000.00
$
812.10
$
4.30
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Real
Estate
Actual
$
1,000.00
$
921.90
$
4.56
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Russell2000
Actual
$
1,000.00
$
929.10
$
4.58
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
S&P500
®
Actual
$
1,000.00
$
869.30
$
4.16
0
.89
%
Hypothetical
$
1,000.00
$
1,020.55
$
4.50
0
.89
%
UltraShort
Semiconductors
Actual
$
1,000.00
$
721.70
$
4.09
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
LX
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
UltraShort
SmallCap600
Actual
$
1,000.00
$
914.30
$
4.55
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Technology
Actual
$
1,000.00
$
791.20
$
4.25
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
UltraShort
Utilities
Actual
$
1,000.00
$
1,055.00
$
4.88
0
.95
%
Hypothetical
$
1,000.00
$
1,020.25
$
4.80
0
.95
%
*
Expenses
are
equal
to
the
average
account
value
multiplied
by
the
Fund's
annualized
expense
ratio
multiplied
by
183/366
(the
number
of
days
in
the
most
recent
fiscal
half-year
divided
by
the
number
of
days
in
the
fiscal
year).
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
1
PROSHARES
TRUST
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
SHORT
7-10
YEAR
TREASURY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
2
TBX
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
84.9%
Repurchase
Agreements
(a)
—
84.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$24,356,792
(Cost
$24,353,210)
$
24,353,210
$
24,353,210
Total
Investments
—
84.9%
(Cost
$24,353,210)
24,353,210
Other
assets
less
liabilities
—
15.1%
4,321,714
Net
Assets
—
100.0%
$
28,674,924
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,525,289
Aggregate
gross
unrealized
depreciation
(186,061)
Net
unrealized
appreciation
$
1,339,228
Federal
income
tax
cost
$
24,353,210
Futures
Contracts
Sold
Short
7-10
Year
Treasury
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
U.S.
Treasury
10
Year
Note
6
3/19/2024
U.S.
Dollar
$
659,344
$
(3,011)
Swap
Agreements
a
Short
7-10
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(9,487,898)
11/6/2024
Bank
of
America
NA
(4.84)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
415,274
(409,319)
(5,955)
—
(11,259,125)
11/6/2024
Citibank
NA
(4.86)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(183,050)
—
183,050
—
(7,456,834)
11/6/2024
Goldman
Sachs
International
(5.11)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
1,110,015
(1,104,861)
—
5,154
(28,203,857)
1,342,239
Total
Unrealized
Appreciation
1,525,289
Total
Unrealized
Depreciation
(183,050)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
20+
YEAR
TREASURY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
3
TBF
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
82.9%
Repurchase
Agreements
(a)
—
29.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$49,674,477
(Cost
$49,667,171)
$
49,667,171
$
49,667,171
U.S.
Treasury
Obligations
(b)
—
53.1%
U.S.
Treasury
Bills
5.46%,
2/13/2024
(c)
40,000,000
39,568,594
5.46%,
3/28/2024
(c)
50,000,000
49,146,139
Total
U.S.
Treasury
Obligations
(Cost
$88,688,056)
88,714,733
Total
Short-Term
Investments
(Cost
$138,355,227)
138,381,904
Total
Investments
—
82.9%
(Cost
$138,355,227)
138,381,904
Other
assets
less
liabilities
—
17.1%
28,454,598
Net
Assets
—
100.0%
$
166,836,502
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$3,368,769.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
17,367,116
Aggregate
gross
unrealized
depreciation
(2,160,958)
Net
unrealized
appreciation
$
15,206,158
Federal
income
tax
cost
$
138,355,227
Futures
Contracts
Sold
Short
20+
Year
Treasury
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
U.S.
Treasury
Long
Bond
10
3/19/2024
U.S.
Dollar
$
1,166,563
$
(5,019)
Swap
Agreements
a
Short
20+
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(20,677,031)
11/6/2024
Bank
of
America
NA
(5.03)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
2,056,298
(1,878,970)
(34,091)
143,237
(10,474,109)
11/6/2024
Barclays
Capital
(5.11)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(440,179)
440,179
—
—
(42,636,531)
11/6/2024
Citibank
NA
(4.88)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(1,715,760)
—
1,715,760
—
(22,657,658)
11/6/2024
Goldman
Sachs
International
(4.91)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
6,028,445
(5,989,404)
—
39,041
(43,341,725)
11/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.16)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
2,492,358
(2,150,563)
(39,401)
302,394
(27,688,034)
11/6/2024
Societe
Generale
(5.01)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
6,763,338
(6,640,402)
—
122,936
(167,475,088)
15,184,500
Total
Unrealized
Appreciation
17,340,439
Total
Unrealized
Depreciation
(2,155,939)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
See
accompanying
notes
to
the
financial
statements.
SHORT
20+
YEAR
TREASURY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
4
TBF
::
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
DOW30
(
SM
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
5
DOG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
105.8%
Repurchase
Agreements
(a)
—
52.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$96,016,266
(Cost
$96,002,144)
$
96,002,144
$
96,002,144
U.S.
Treasury
Obligations
(b)
—
53.7%
U.S.
Treasury
Bills
5.31%,
12/14/2023
(c)
25,000,000
24,952,635
5.37%,
2/1/2024
(c)
25,000,000
24,773,797
5.32%,
2/6/2024
(c)
25,000,000
24,755,768
5.39%,
5/9/2024
(c)
25,000,000
24,426,370
Total
U.S.
Treasury
Obligations
(Cost
$98,897,886)
98,908,570
Total
Short-Term
Investments
(Cost
$194,900,030)
194,910,714
Total
Investments
—
105.8%
(Cost
$194,900,030)
194,910,714
Liabilities
in
excess
of
other
assets
—
(5.8%)
(10,696,556)
Net
Assets
—
100.0%
$
184,214,158
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$18,119,315.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
10,684
Aggregate
gross
unrealized
depreciation
(11,801,616)
Net
unrealized
depreciation
$
(11,790,932)
Federal
income
tax
cost
$
194,900,030
Futures
Contracts
Sold
Short
Dow30
SM
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
DJIA
CBOT
E-Mini
Index
38
12/15/2023
U.S.
Dollar
$
6,841,900
$
(224,590)
See
accompanying
notes
to
the
financial
statements.
SHORT
DOW30
(
SM
)
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
6
DOG
::
Swap
Agreements
a
Short
Dow30
SM
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(18,334,954)
3/6/2025
Bank
of
America
NA
(5.78)%
Dow
Jones
Industrial
Average
SM
(1,127,753)
744,753
383,000
—
(16,070,048)
11/6/2025
Barclays
Capital
(5.53)%
Dow
Jones
Industrial
Average
SM
(861,141)
513,905
320,000
(27,236)
(33,398,377)
2/11/2025
BNP
Paribas
SA
(5.63)%
Dow
Jones
Industrial
Average
SM
(1,375,169)
1,375,169
—
—
(37,245,122)
3/6/2025
Citibank
NA
(5.63)%
Dow
Jones
Industrial
Average
SM
(2,280,783)
2,280,783
—
—
(20,384,155)
11/7/2024
Goldman
Sachs
International
(5.68)%
Dow
Jones
Industrial
Average
SM
(1,262,056)
1,262,056
—
—
(29,299,975)
11/14/2024
Societe
Generale
(5.63)%
Dow
Jones
Industrial
Average
SM
(2,322,398)
2,322,398
—
—
(22,609,586)
11/7/2024
UBS
AG
(5.18)%
Dow
Jones
Industrial
Average
SM
(2,347,726)
2,295,726
52,000
—
(177,342,217)
(11,577,026)
Total
Unrealized
Depreciation
(11,577,026)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
FINANCIALS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
7
SEF
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
99.3%
Repurchase
Agreements
(a)
—
99.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$20,765,352
(Cost
$20,762,298)
$
20,762,298
$
20,762,298
Total
Investments
—
99.3%
(Cost
$20,762,298)
20,762,298
Other
assets
less
liabilities
—
0.7%
139,536
Net
Assets
—
100.0%
$
20,901,834
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(4,984,704)
Net
unrealized
depreciation
$
(4,984,704)
Federal
income
tax
cost
$
20,762,298
Swap
Agreements
a
Short
Financials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(4,634,302)
3/6/2025
Bank
of
America
NA
(5.43)%
S&P
Financial
Select
Sector
Index
f
(631,964)
—
590,000
(41,964)
(3,538,584)
3/6/2025
BNP
Paribas
SA
(5.53)%
S&P
Financial
Select
Sector
Index
f
(1,569,255)
—
1,321,000
(248,255)
(216,585)
4/7/2025
Citibank
NA
(5.28)%
S&P
Financial
Select
Sector
Index
f
(13,014)
—
13,014
—
(683,721)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Financial
Select
Sector
Index
f
(32,777)
—
32,777
—
(5,583,570)
3/6/2025
Societe
Generale
(5.63)%
S&P
Financial
Select
Sector
Index
f
(1,327,796)
—
1,327,796
—
(6,244,353)
3/6/2025
UBS
AG
(5.43)%
S&P
Financial
Select
Sector
Index
f
(1,409,898)
—
1,409,898
—
(20,901,115)
(4,984,704)
Total
Unrealized
Depreciation
(4,984,704)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Summary
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Financials
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
SHORT
FTSE
CHINA
50
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
8
YXI
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
66.0%
Repurchase
Agreements
(a)
—
66.0%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$5,583,820
(Cost
$5,582,998)
$
5,582,998
$
5,582,998
Total
Investments
—
66.0%
(Cost
$5,582,998)
5,582,998
Other
assets
less
liabilities
—
34.0%
2,875,214
Net
Assets
—
100.0%
$
8,458,212
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
764,406
Aggregate
gross
unrealized
depreciation
(12,690)
Net
unrealized
appreciation
$
751,716
Federal
income
tax
cost
$
5,582,998
Swap
Agreements
a,f
Short
FTSE
China
50
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,641,023)
11/14/2024
Bank
of
America
NA
(3.83)%
iShares
®
China
Large-Cap
ETF
277,419
(274,567)
(2,852)
—
(1,264,355)
11/14/2024
Citibank
NA
(2.58)%
iShares
®
China
Large-Cap
ETF
188,247
—
—
188,247
(1,348,829)
3/6/2025
Goldman
Sachs
International
(4.83)%
iShares
®
China
Large-Cap
ETF
(12,690)
—
12,690
—
(835,910)
11/14/2024
Societe
Generale
(3.88)%
iShares
®
China
Large-Cap
ETF
22,464
—
—
22,464
(3,379,526)
11/14/2024
UBS
AG
(3.58)%
iShares
®
China
Large-Cap
ETF
276,276
(265,376)
—
10,900
(8,469,643)
751,716
Total
Unrealized
Appreciation
764,406
Total
Unrealized
Depreciation
(12,690)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
HIGH
YIELD
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
9
SJB
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
94.7%
Repurchase
Agreements
(a)
—
53.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$97,134,291
(Cost
$97,120,007)
$
97,120,007
$
97,120,007
U.S.
Treasury
Obligations
(b)
—
40.9%
U.S.
Treasury
Bills
5.44%,
3/21/2024
(c)
(Cost
$73,776,688)
75,000,000
73,791,430
Total
Short-Term
Investments
(Cost
$170,896,695)
170,911,437
Total
Investments
—
94.7%
(Cost
$170,896,695)
170,911,437
Other
assets
less
liabilities
—
5.3%
9,634,184
Net
Assets
—
100.0%
$
180,545,621
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$8,314,133.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
14,742
Aggregate
gross
unrealized
depreciation
(9,369,547)
Net
unrealized
depreciation
$
(9,354,805)
Federal
income
tax
cost
$
170,896,695
Swap
Agreements
a,f
Short
High
Yield
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(6,181,408)
3/7/2024
BNP
Paribas
SA
(2.33)%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
(2,259,888)
273,517
1,920,000
(66,371)
(162,316,428)
3/6/2025
Citibank
NA
(2.58)%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
(6,250,206)
—
6,250,206
—
(7,052,826)
11/7/2024
Goldman
Sachs
International
(1.08)%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
(254,470)
—
254,470
—
(5,650,908)
3/6/2024
UBS
AG
(2.33)%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
(604,983)
—
604,983
—
(181,201,570)
(9,369,547)
Total
Unrealized
Depreciation
(9,369,547)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
and
final
settlement
of
these
swap
transactions
as
of
the
time
the
Fund
calculates
its
NAV,
which
differs
from
the
time
the
Fund’s
underlying
index
is
calculated,
one
or
more
exchange-traded
financial
products
are
used
as
the
reference
entity,
as
a
surrogate
for
the
respective
underlying
index.
SHORT
MIDCAP400
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
10
MYY
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
93.1%
Repurchase
Agreements
(a)
—
93.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$9,796,039
(Cost
$9,794,598)
$
9,794,598
$
9,794,598
Total
Investments
—
93.1%
(Cost
$9,794,598)
9,794,598
Other
assets
less
liabilities
—
6.9%
726,950
Net
Assets
—
100.0%
$
10,521,548
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
291,188
Aggregate
gross
unrealized
depreciation
(833,160)
Net
unrealized
depreciation
$
(541,972)
Federal
income
tax
cost
$
9,794,598
Futures
Contracts
Sold
Short
MidCap400
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
A
S&P
Midcap
400
E-Mini
Index
3
12/15/2023
U.S.
Dollar
$
770,280
$
9,684
Swap
Agreements
a
Short
MidCap400
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(2,235,477)
2/11/2025
Bank
of
America
NA
(5.68)%
S&P
MidCap
400
®
(533,914)
—
533,914
—
(1,417,682)
2/11/2025
BNP
Paribas
SA
(5.48)%
S&P
MidCap
400
®
(182,494)
—
36,000
(146,494)
(1,635,590)
3/6/2025
Citibank
NA
(5.53)%
S&P
MidCap
400
®
(110,200)
—
92,000
(18,200)
(1,912,460)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.13)%
S&P
MidCap
400
®
(6,552)
—
6,552
—
(2,548,238)
11/14/2024
Societe
Generale
(5.31)%
S&P
MidCap
400
®
281,504
(281,504)
—
—
(9,749,447)
(551,656)
Total
Unrealized
Appreciation
281,504
Total
Unrealized
Depreciation
(833,160)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
MSCI
EAFE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
11
EFZ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
96.1%
Repurchase
Agreements
(a)
—
96.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$48,729,047
(Cost
$48,721,880)
$
48,721,880
$
48,721,880
Total
Investments
—
96.1%
(Cost
$48,721,880)
48,721,880
Other
assets
less
liabilities
—
3.9%
1,970,114
Net
Assets
—
100.0%
$
50,691,994
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
121,284
Aggregate
gross
unrealized
depreciation
(3,960,198)
Net
unrealized
depreciation
$
(3,838,914)
Federal
income
tax
cost
$
48,721,880
Swap
Agreements
a,f
Short
MSCI
EAFE
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(15,048,062)
11/14/2024
Citibank
NA
(4.93)%
iShares
®
MSCI
EAFE
ETF
121,284
(86,811)
—
34,473
(14,462,765)
3/6/2025
Goldman
Sachs
International
(5.38)%
iShares
®
MSCI
EAFE
ETF
(1,019,552)
—
1,019,552
—
(7,331,759)
11/14/2024
Societe
Generale
(4.73)%
iShares
®
MSCI
EAFE
ETF
(1,557,970)
—
1,533,264
(24,706)
(13,984,914)
3/6/2025
UBS
AG
(4.93)%
iShares
®
MSCI
EAFE
ETF
(1,382,676)
—
1,382,676
—
(50,827,500)
(3,838,914)
Total
Unrealized
Appreciation
121,284
Total
Unrealized
Depreciation
(3,960,198)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
SHORT
MSCI
EMERGING
MARKETS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
12
EUM
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
96.4%
Repurchase
Agreements
(a)
—
96.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$23,606,171
(Cost
$23,602,699)
$
23,602,699
$
23,602,699
Total
Investments
—
96.4%
(Cost
$23,602,699)
23,602,699
Other
assets
less
liabilities
—
3.6%
886,441
Net
Assets
—
100.0%
$
24,489,140
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
336,300
Aggregate
gross
unrealized
depreciation
(2,271,330)
Net
unrealized
depreciation
$
(1,935,030)
Federal
income
tax
cost
$
23,602,699
Swap
Agreements
a,f
Short
MSCI
Emerging
Markets
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(6,955,960)
3/6/2025
Bank
of
America
NA
(4.53)%
iShares
®
MSCI
Emerging
Markets
ETF
206,834
(204,014)
(2,820)
—
(3,615,927)
11/14/2024
Citibank
NA
(4.78)%
iShares
®
MSCI
Emerging
Markets
ETF
36,566
(24,885)
—
11,681
(4,907,474)
4/10/2024
Goldman
Sachs
International
(4.83)%
iShares
®
MSCI
Emerging
Markets
ETF
83,929
(83,929)
—
—
(471,950)
11/14/2024
Morgan
Stanley
&
Co.
International
plc
(4.78)%
iShares
®
MSCI
Emerging
Markets
ETF
8,971
—
—
8,971
(3,401,679)
11/14/2024
Societe
Generale
(3.83)%
iShares
®
MSCI
Emerging
Markets
ETF
(568,647)
—
568,647
—
(5,186,399)
4/10/2024
UBS
AG
(4.23)%
iShares
®
MSCI
Emerging
Markets
ETF
(1,702,683)
—
1,702,683
—
(24,539,389)
(1,935,030)
Total
Unrealized
Appreciation
336,300
Total
Unrealized
Depreciation
(2,271,330)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
13
PSQ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
100.2%
Repurchase
Agreements
(a)
—
15.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$125,272,196
(Cost
$125,253,773)
$
125,253,773
$
125,253,773
U.S.
Treasury
Obligations
(b)
—
84.8%
U.S.
Treasury
Bills
5.39%,
12/5/2023
(c)
35,000,000
34,979,517
5.36%,
12/7/2023
(c)
35,000,000
34,969,250
5.38%,
12/12/2023
(c)
25,000,000
24,959,773
5.31%,
12/14/2023
(c)
50,000,000
49,905,268
5.35%,
1/4/2024
(c)
35,000,000
34,825,902
5.41%,
1/9/2024
(c)
50,000,000
49,714,722
5.37%,
1/11/2024
(c)
75,000,000
74,549,855
5.37%,
1/18/2024
(c)
50,000,000
49,649,722
5.38%,
2/8/2024
(c)
50,000,000
49,498,313
5.46%,
2/13/2024
(c)
40,000,000
39,568,594
5.31%,
2/15/2024
(c)
25,000,000
24,723,480
5.42%,
3/14/2024
(c)
50,000,000
49,246,722
5.44%,
3/21/2024
(c)
75,000,000
73,791,430
5.46%,
3/28/2024
(c)
75,000,000
73,719,208
5.31%,
5/2/2024
(c)
25,000,000
24,452,069
Total
U.S.
Treasury
Obligations
(Cost
$688,480,248)
688,553,825
Total
Short-Term
Investments
(Cost
$813,734,021)
813,807,598
Total
Investments
—
100.2%
(Cost
$813,734,021)
813,807,598
Liabilities
in
excess
of
other
assets
—
(0.2%)
(1,453,280)
Net
Assets
—
100.0%
$
812,354,318
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$168,005,388.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
910,416
Aggregate
gross
unrealized
depreciation
(146,408,975)
Net
unrealized
depreciation
$
(145,498,559)
Federal
income
tax
cost
$
813,734,021
Futures
Contracts
Sold
Short
QQQ
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
Nasdaq
100
E-Mini
Index
90
12/15/2023
U.S.
Dollar
$
28,773,900
$
(913,598)
See
accompanying
notes
to
the
financial
statements.
SHORT
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
14
PSQ
::
Swap
Agreements
a
Short
QQQ
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(64,652,665)
3/6/2025
Bank
of
America
NA
(5.68)%
Nasdaq-100
Index
®
(15,181,670)
13,210,670
1,971,000
—
(45,276,003)
11/6/2025
Barclays
Capital
(5.53)%
Nasdaq-100
Index
®
(2,302,459)
2,011,459
291,000
—
(149,925,926)
11/6/2025
BNP
Paribas
SA
(5.68)%
Nasdaq-100
Index
®
(3,690,205)
3,329,205
361,000
—
(63,137,617)
11/6/2025
Citibank
NA
(5.68)%
Nasdaq-100
Index
®
(4,445,374)
3,465,374
980,000
—
(129,943,245)
11/7/2024
Goldman
Sachs
International
(5.68)%
Nasdaq-100
Index
®
(22,627,760)
20,547,760
2,080,000
—
(71,111,552)
11/6/2024
J.P.
Morgan
Securities
(5.48)%
Nasdaq-100
Index
®
(2,730,527)
2,060,527
670,000
—
(89,387,811)
4/10/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
Nasdaq-100
Index
®
836,365
(615,178)
(29,901)
191,286
(95,463,950)
11/14/2024
Societe
Generale
(5.98)%
Nasdaq-100
Index
®
(55,092,764)
53,093,764
1,999,000
—
(74,647,642)
11/7/2024
UBS
AG
(5.48)%
Nasdaq-100
Index
®
(39,424,144)
36,803,212
2,620,932
—
(783,546,411)
(144,658,538)
Total
Unrealized
Appreciation
836,365
Total
Unrealized
Depreciation
(145,494,903)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
REAL
ESTATE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
15
REK
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
96.1%
Repurchase
Agreements
(a)
—
96.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$34,332,224
(Cost
$34,327,176)
$
34,327,176
$
34,327,176
Total
Investments
—
96.1%
(Cost
$34,327,176)
34,327,176
Other
assets
less
liabilities
—
3.9%
1,388,607
Net
Assets
—
100.0%
$
35,715,783
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
230,603
Aggregate
gross
unrealized
depreciation
(2,831,386)
Net
unrealized
depreciation
$
(2,600,783)
Federal
income
tax
cost
$
34,327,176
Swap
Agreements
a
Short
Real
Estate
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(9,232,279)
3/6/2025
Bank
of
America
NA
(5.68)%
S&P
Real
Estate
Select
Sector
index
f
230,603
(218,627)
(11,976)
—
(9,873,169)
3/6/2025
BNP
Paribas
SA
(5.53)%
S&P
Real
Estate
Select
Sector
index
f
(1,675,506)
—
1,675,506
—
(2,105,000)
4/7/2025
Citibank
NA
(5.23)%
S&P
Real
Estate
Select
Sector
index
f
(22,428)
—
22,428
—
(1,909,360)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Real
Estate
Select
Sector
index
f
(467,792)
—
467,792
—
(9,468,762)
3/6/2025
Societe
Generale
(5.58)%
S&P
Real
Estate
Select
Sector
index
f
(588,812)
—
588,812
—
(3,126,048)
3/6/2025
UBS
AG
(4.98)%
S&P
Real
Estate
Select
Sector
index
f
(76,848)
—
76,848
—
(35,714,618)
(2,600,783)
Total
Unrealized
Appreciation
230,603
Total
Unrealized
Depreciation
(2,831,386)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Real
Estate
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
SHORT
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
16
RWM
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
102.1%
Repurchase
Agreements
(a)
—
39.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$113,945,477
(Cost
$113,928,720)
$
113,928,720
$
113,928,720
U.S.
Treasury
Obligations
(b)
—
62.9%
U.S.
Treasury
Bills
5.31%,
12/14/2023
(c)
35,000,000
34,933,688
5.32%,
2/6/2024
(c)
25,000,000
24,755,768
5.44%,
3/21/2024
(c)
100,000,000
98,388,573
5.39%,
5/9/2024
(c)
25,000,000
24,426,370
Total
U.S.
Treasury
Obligations
(Cost
$182,474,656)
182,504,399
Total
Short-Term
Investments
(Cost
$296,403,376)
296,433,119
Total
Investments
—
102.1%
(Cost
$296,403,376)
296,433,119
Liabilities
in
excess
of
other
assets
—
(2.1%)
(5,995,304)
Net
Assets
—
100.0%
$
290,437,815
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$30,717,325.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,743,878
Aggregate
gross
unrealized
depreciation
(10,395,763)
Net
unrealized
depreciation
$
(5,651,885)
Federal
income
tax
cost
$
296,403,376
Futures
Contracts
Sold
Short
Russell2000
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
A
Russell
2000
E-Mini
Index
89
12/15/2023
U.S.
Dollar
$
8,064,290
$
241,879
Swap
Agreements
a
Short
Russell2000
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(39,861,756)
3/6/2024
Bank
of
America
NA
(4.98)%
Russell
2000
®
Index
(2,612,117)
2,524,117
88,000
—
(35,625,031)
11/6/2025
Barclays
Capital
(5.43)%
Russell
2000
®
Index
(2,384,456)
2,373,456
11,000
—
(43,716,777)
2/11/2025
BNP
Paribas
SA
(5.18)%
Russell
2000
®
Index
(4,218,274)
4,023,274
195,000
—
(37,441,287)
3/6/2025
Citibank
NA
(5.14)%
Russell
2000
®
Index
(1,180,916)
1,180,916
—
—
(43,131,436)
11/7/2024
Goldman
Sachs
International
(5.33)%
Russell
2000
®
Index
3,042,706
(3,042,706)
—
—
(32,638,339)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.03)%
Russell
2000
®
Index
307,304
(292,497)
(14,807)
—
(20,745,841)
11/14/2024
Societe
Generale
(5.18)%
Russell
2000
®
Index
255,484
(255,484)
—
—
(29,202,397)
11/7/2024
UBS
AG
(4.83)%
Russell
2000
®
Index
866,762
(866,762)
—
—
(282,362,864)
(5,923,507)
Total
Unrealized
Appreciation
4,472,256
Total
Unrealized
Depreciation
(10,395,763)
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
RUSSELL2000
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
17
RWM
::
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
SHORT
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
18
SH
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
92.1%
Repurchase
Agreements
(a)
—
9.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$172,245,337
(Cost
$172,220,006)
$
172,220,006
$
172,220,006
U.S.
Treasury
Obligations
(b)
—
82.7%
U.S.
Treasury
Bills
5.38%,
12/12/2023
(c)
35,000,000
34,943,683
5.31%,
12/14/2023
(c)
35,000,000
34,933,688
5.35%,
1/4/2024
(c)
35,000,000
34,825,902
5.41%,
1/9/2024
(c)
50,000,000
49,714,722
5.37%,
1/11/2024
(c)
100,000,000
99,399,806
5.30%,
1/16/2024
(c)
50,000,000
49,663,146
5.37%,
1/18/2024
(c)
75,000,000
74,474,583
5.30%,
1/23/2024
(c)
50,000,000
49,612,529
5.33%,
1/25/2024
(c)
50,000,000
49,596,794
5.37%,
2/1/2024
(c)
75,000,000
74,321,390
5.32%,
2/6/2024
(c)
50,000,000
49,511,536
5.38%,
2/8/2024
(c)
100,000,000
98,996,625
5.46%,
2/13/2024
(c)
75,000,000
74,191,113
5.31%,
2/15/2024
(c)
50,000,000
49,446,959
5.43%,
2/22/2024
(c)
50,000,000
49,395,541
5.35%,
3/5/2024
(c)
75,000,000
73,963,874
5.42%,
3/14/2024
(c)
150,000,000
147,740,166
5.44%,
3/21/2024
(c)
1,000,000
983,886
5.46%,
3/28/2024
(c)
100,000,000
98,292,278
5.29%,
4/11/2024
(c)
75,000,000
73,568,808
5.37%,
4/18/2024
(c)
100,000,000
97,999,751
5.32%,
4/25/2024
(c)
50,000,000
48,952,991
5.31%,
5/2/2024
(c)
50,000,000
48,904,137
5.39%,
5/9/2024
(c)
50,000,000
48,852,741
Total
U.S.
Treasury
Obligations
(Cost
$1,512,137,696)
1,512,286,649
Total
Short-Term
Investments
(Cost
$1,684,357,702)
1,684,506,655
Total
Investments
—
92.1%
(Cost
$1,684,357,702)
1,684,506,655
Other
assets
less
liabilities
—
7.9%
143,880,003
Net
Assets
—
100.0%
$
1,828,386,658
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$260,241,167.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,110,497
Aggregate
gross
unrealized
depreciation
(173,467,915)
Net
unrealized
depreciation
$
(169,357,418)
Federal
income
tax
cost
$
1,684,357,702
Futures
Contracts
Sold
Short
S&P500
®
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
S&P
500
E-Mini
Index
386
12/15/2023
U.S.
Dollar
$
88,331,275
$
(1,954,720)
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SHORT
S&P500
®
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
19
SH
::
Swap
Agreements
a
Short
S&P500
®
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(165,336,089)
3/6/2025
Bank
of
America
NA
(5.63)%
S&P
500
®
(2,143,269)
2,143,269
—
—
(435,361,586)
2/11/2025
BNP
Paribas
SA
(5.63)%
S&P
500
®
(25,269,300)
24,259,300
1,010,000
—
(242,486,231)
3/6/2025
Citibank
NA
(5.58)%
S&P
500
®
(27,402,100)
27,252,100
150,000
—
(193,587,932)
11/7/2024
Goldman
Sachs
International
(5.68)%
S&P
500
®
(43,712,008)
43,012,008
700,000
—
(229,563,924)
11/6/2024
J.P.
Morgan
Securities
(5.48)%
S&P
500
®
(10,236,589)
6,748,589
3,488,000
—
(149,906,060)
4/10/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
S&P
500
®
3,953,780
(3,928,362)
(25,418)
—
(155,286,929)
11/14/2024
Societe
Generale
(5.68)%
S&P
500
®
(35,294,106)
31,746,851
3,547,255
—
(168,545,918)
11/7/2024
UBS
AG
(5.48)%
S&P
500
®
(27,448,059)
27,448,059
—
—
(1,740,074,669)
(167,551,651)
Total
Unrealized
Appreciation
3,953,780
Total
Unrealized
Depreciation
(171,505,431)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
SHORT
SMALLCAP600
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
20
SBB
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
90.4%
Repurchase
Agreements
(a)
—
90.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$10,488,891
(Cost
$10,487,348)
$
10,487,348
$
10,487,348
Total
Investments
—
90.4%
(Cost
$10,487,348)
10,487,348
Other
assets
less
liabilities
—
9.6%
1,114,154
Net
Assets
—
100.0%
$
11,601,502
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,745
Aggregate
gross
unrealized
depreciation
(1,337,770)
Net
unrealized
depreciation
$
(1,336,025)
Federal
income
tax
cost
$
10,487,348
Swap
Agreements
a
Short
SmallCap600
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(3,177,171)
3/6/2024
Bank
of
America
NA
(5.53)%
S&P
SmallCap
600
®
(282,294)
—
282,294
—
(4,013,023)
3/6/2025
Citibank
NA
(5.48)%
S&P
SmallCap
600
®
(230,092)
—
230,092
—
(1,316,993)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(4.98)%
S&P
SmallCap
600
®
1,745
—
—
1,745
(1,055,935)
11/14/2024
Societe
Generale
(5.18)%
S&P
SmallCap
600
®
(790,895)
—
790,895
—
(2,036,948)
3/6/2024
UBS
AG
(5.18)%
S&P
SmallCap
600
®
(34,489)
—
34,489
—
(11,600,070)
(1,336,025)
Total
Unrealized
Appreciation
1,745
Total
Unrealized
Depreciation
(1,337,770)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
7-10
YEAR
TREASURY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
21
UST
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
95.9%
Repurchase
Agreements
(a)
—
95.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$14,973,450
(Cost
$14,971,245)
$
14,971,245
$
14,971,245
Total
Investments
—
95.9%
(Cost
$14,971,245)
14,971,245
Other
assets
less
liabilities
—
4.1%
639,565
Net
Assets
—
100.0%
$
15,610,810
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
156,726
Aggregate
gross
unrealized
depreciation
(666,603)
Net
unrealized
depreciation
$
(509,877)
Federal
income
tax
cost
$
14,971,245
Futures
Contracts
Purchased
Ultra
7-10
Year
Treasury
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
U.S.
Treasury
10
Year
Note
3
3/19/2024
U.S.
Dollar
$
329,672
$
1,448
Swap
Agreements
a
Ultra
7-10
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
8,027,024
11/6/2024
Bank
of
America
NA
4.84%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(348,211)
—
310,000
(38,211)
13,930,461
11/6/2024
Citibank
NA
5.18%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
155,278
—
—
155,278
9,001,111
11/6/2024
Goldman
Sachs
International
5.11%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(318,392)
—
318,392
—
30,958,596
(511,325)
Total
Unrealized
Appreciation
155,278
Total
Unrealized
Depreciation
(666,603)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRA
20+
YEAR
TREASURY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
22
UBT
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
100.7%
Repurchase
Agreements
(a)
—
100.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$76,387,529
(Cost
$76,376,295)
$
76,376,295
$
76,376,295
Total
Investments
—
100.7%
(Cost
$76,376,295)
76,376,295
Liabilities
in
excess
of
other
assets
—
(0.7%)
(532,985)
Net
Assets
—
100.0%
$
75,843,310
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,472,175
Aggregate
gross
unrealized
depreciation
(10,801,006)
Net
unrealized
depreciation
$
(9,328,831)
Federal
income
tax
cost
$
76,376,295
Futures
Contracts
Purchased
Ultra
20+
Year
Treasury
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
U.S.
Treasury
Long
Bond
17
3/19/2024
U.S.
Dollar
$
1,983,156
$
7,937
Swap
Agreements
a
Ultra
20+
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
43,117,594
11/6/2024
Bank
of
America
NA
5.03%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(3,467,313)
—
3,360,000
(107,313)
41,362,377
11/6/2024
Citibank
NA
5.25%
ICE
U.S.
Treasury
20+
Year
Bond
Index
1,464,238
(1,464,238)
—
—
38,041,717
11/6/2024
Goldman
Sachs
International
4.91%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(3,601,535)
—
3,500,000
(101,535)
27,526,126
11/6/2024
Societe
Generale
5.47%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(3,732,158)
—
3,732,158
—
150,047,814
(9,336,768)
Total
Unrealized
Appreciation
1,464,238
Total
Unrealized
Depreciation
(10,801,006)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
COMMUNICATION
SERVICES
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
23
LTL
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
92.3%
Diversified
Telecommunication
Services
—
9.6%
AT&T,
Inc.
5,441
$
90,157
Verizon
Communications,
Inc.
2,342
89,769
179,926
Entertainment
—
19.1%
Electronic
Arts,
Inc.
489
67,487
Live
Nation
Entertainment,
Inc.*
281
23,666
Netflix,
Inc.*
177
83,893
Take-Two
Interactive
Software,
Inc.*
313
49,516
Walt
Disney
Co.
(The)*
961
89,075
Warner
Bros
Discovery,
Inc.*
4,396
45,938
359,575
Interactive
Media
&
Services
—
45.1%
Alphabet,
Inc.,
Class
a
A
*
1,582
209,662
Alphabet,
Inc.,
Class
a
C
*
1,346
180,256
Match
Group,
Inc.*
552
17,874
Meta
Platforms,
Inc.,
Class
a
A
*
1,344
439,691
847,483
Media
—
13.9%
Charter
Communications,
Inc.,
Class
a
A
*
186
74,424
Comcast
Corp.,
Class
a
A
1,740
72,889
Fox
Corp.,
Class
a
A
502
14,829
Fox
Corp.,
Class
a
B
261
7,219
Interpublic
Group
of
Cos.,
Inc.
(The)
764
23,486
News
Corp.,
Class
a
A
755
16,640
News
Corp.,
Class
a
B
229
5,276
Omnicom
Group,
Inc.
392
31,607
Paramount
Global,
Class
a
B
956
13,738
260,108
Wireless
Telecommunication
Services
—
4.6%
T-Mobile
US,
Inc.
569
85,606
Total
Common
Stocks
(Cost
$1,624,327)
1,732,698
Principal
Amount
Short-Term
Investments
—
4.7%
Repurchase
Agreements
(a)
—
4.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$87,629
(Cost
$87,616)
$
87,616
87,616
Total
Investments
—
97.0%
(Cost
$1,711,943)
1,820,314
Other
assets
less
liabilities
—
3.0%
57,035
Net
Assets
—
100.0%
$
1,877,349
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
123,205
Aggregate
gross
unrealized
depreciation
(16,102)
Net
unrealized
appreciation
$
107,103
Federal
income
tax
cost
$
1,715,228
See
accompanying
notes
to
the
financial
statements.
ULTRA
COMMUNICATION
SERVICES
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
24
LTL
::
Swap
Agreements
a
Ultra
Communication
Services
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
339,070
5/6/2025
Bank
of
America
NA
5.63%
S&P
Communication
Services
Select 
Sector
Index
f
2,293
—
—
2,293
1,242,650
3/6/2025
BNP
Paribas
SA
5.88%
S&P
Communication
Services
Select 
Sector
Index
f
(7,301)
—
—
(7,301)
82,309
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Communication
Services
Select 
Sector
Index
f
735
—
—
735
263,681
5/6/2025
Societe
Generale
5.98%
S&P
Communication
Services
Select 
Sector
Index
f
4,074
—
—
4,074
95,421
5/6/2025
UBS
AG
5.68%
S&P
Communication
Services
Select 
Sector
Index
f
2,216
—
—
2,216
2,023,131
2,017
Total
Unrealized
Appreciation
9,318
Total
Unrealized
Depreciation
(7,301)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
CONSUMER
DISCRETIONARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
25
UCC
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
80.3%
Automobile
Components
—
0.8%
Aptiv
plc*
962
$
79,692
BorgWarner,
Inc.
799
26,918
106,610
Automobiles
—
16.6%
Ford
Motor
Co.
13,367
137,145
General
Motors
Co.
4,678
147,825
Tesla,
Inc.*
8,282
1,988,343
2,273,313
Broadline
Retail
—
20.1%
Amazon.com,
Inc.*
18,034
2,634,587
eBay,
Inc.
1,809
74,187
Etsy,
Inc.*
418
31,689
2,740,463
Distributors
—
1.1%
Genuine
Parts
Co.
477
63,336
LKQ
Corp.
910
40,522
Pool
Corp.
133
46,194
150,052
Hotels,
Restaurants
&
Leisure
—
18.9%
Airbnb,
Inc.,
Class
a
A
*
1,450
183,193
Booking
Holdings,
Inc.*
121
378,210
Caesars
Entertainment,
Inc.*
732
32,735
Carnival
Corp.*
3,425
51,581
Chipotle
Mexican
Grill,
Inc.,
Class
a
A*
94
207,012
Darden
Restaurants,
Inc.
411
64,309
Domino's
Pizza,
Inc.
119
46,754
Expedia
Group,
Inc.*
469
63,868
Hilton
Worldwide
Holdings,
Inc.
889
148,925
Las
Vegas
Sands
Corp.
1,254
57,835
Marriott
International,
Inc.,
Class
a
A
852
172,700
McDonald's
Corp.
1,747
492,375
MGM
Resorts
International
954
37,626
Norwegian
Cruise
Line
Holdings
Ltd.*
1,446
22,080
Royal
Caribbean
Cruises
Ltd.*
801
86,075
Starbucks
Corp.
3,894
386,674
Wynn
Resorts
Ltd.
329
27,774
Yum!
Brands,
Inc.
953
119,649
2,579,375
Household
Durables
—
3.5%
DR
Horton,
Inc.
1,035
132,139
Garmin
Ltd.
521
63,687
Lennar
Corp.,
Class
a
A
859
109,883
Mohawk
Industries,
Inc.*
180
15,896
NVR,
Inc.*
11
67,709
PulteGroup,
Inc.
746
65,961
Whirlpool
Corp.
186
20,256
475,531
Investments
Shares
Value
Common
Stocks
(continued)
Leisure
Products
—
0.1%
Hasbro,
Inc.
443
$
20,560
Specialty
Retail
—
14.4%
AutoZone,
Inc.*
62
161,816
Bath
&
Body
Works,
Inc.
778
25,378
Best
Buy
Co.,
Inc.
660
46,820
CarMax,
Inc.*
538
34,400
Home
Depot,
Inc.
(The)
1,484
465,219
Lowe's
Cos.,
Inc.
1,992
396,069
O'Reilly
Automotive,
Inc.*
205
201,388
Ross
Stores,
Inc.
1,158
150,980
TJX
Cos.,
Inc.
(The)
3,907
344,246
Tractor
Supply
Co.
370
75,114
Ulta
Beauty,
Inc.*
169
71,992
1,973,422
Textiles,
Apparel
&
Luxury
Goods
—
4.8%
Lululemon
Athletica,
Inc.*
310
138,508
NIKE,
Inc.,
Class
a
B
4,165
459,275
Ralph
Lauren
Corp.,
Class
a
A
137
17,725
Tapestry,
Inc.
788
24,956
VF
Corp.
1,124
18,804
659,268
Total
Common
Stocks
(Cost
$11,272,911)
10,978,594
Principal
Amount
Short-Term
Investments
—
9.1%
Repurchase
Agreements
(a)
—
9.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,239,945
(Cost
$1,239,762)
$
1,239,762
1,239,762
Total
Investments
—
89.4%
(Cost
$12,512,673)
12,218,356
Other
assets
less
liabilities
—
10.6%
1,447,503
Net
Assets
—
100.0%
$
13,665,859
See
accompanying
notes
to
the
financial
statements.
ULTRA
CONSUMER
DISCRETIONARY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
26
UCC
::
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
931,746
Aggregate
gross
unrealized
depreciation
(971,459)
Net
unrealized
depreciation
$
(39,713)
Federal
income
tax
cost
$
12,604,599
Swap
Agreements
a
Ultra
Consumer
Discretionary
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
8,634,036
5/6/2025
BNP
Paribas
SA
5.83%
S&P
Consumer
Discretionary
Select
Sector
Index
f
(211,483)
—
211,483
—
1,869,488
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Consumer
Discretionary
Select
Sector
Index
f
27,886
—
—
27,886
3,926,265
3/6/2025
Societe
Generale
6.08%
S&P
Consumer
Discretionary
Select
Sector
Index
f
(14,741)
—
14,741
—
1,910,351
3/6/2025
UBS
AG
5.68%
S&P
Consumer
Discretionary
Select
Sector
Index
f
544,868
(523,731)
—
21,137
16,340,140
346,530
Total
Unrealized
Appreciation
572,754
Total
Unrealized
Depreciation
(226,224)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
CONSUMER
STAPLES
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
27
UGE
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
77.9%
Beverages
—
16.1%
Brown-Forman
Corp.,
Class
a
B
361
$
21,205
Coca-Cola
Co.
(The)
3,230
188,761
Constellation
Brands,
Inc.,
Class
a
A
318
76,476
Keurig
Dr
Pepper,
Inc.
1,986
62,698
Molson
Coors
Beverage
Co.,
Class
a
B
366
22,524
Monster
Beverage
Corp.*
1,468
80,960
PepsiCo,
Inc.
2,356
396,491
849,115
Consumer
Staples
Distribution
&
Retail
—
23.0%
Costco
Wholesale
Corp.
759
449,890
Dollar
General
Corp.
433
56,775
Dollar
Tree,
Inc.*
413
51,043
Kroger
Co.
(The)
1,304
57,728
Sysco
Corp.
997
71,953
Target
Corp.
911
121,901
Walgreens
Boots
Alliance,
Inc.
1,415
28,215
Walmart,
Inc.
2,443
380,351
1,217,856
Food
Products
—
12.9%
Archer-Daniels-Midland
Co.
1,058
78,006
Bunge
Global
SA
297
32,631
Campbell
Soup
Co.
388
15,590
Conagra
Brands,
Inc.
943
26,677
General
Mills,
Inc.
1,155
73,527
Hershey
Co.
(The)
296
55,624
Hormel
Foods
Corp.
572
17,498
J
M
Smucker
Co.
(The)
209
22,934
Kellanova
520
27,321
Kraft
Heinz
Co.
(The)
1,576
55,333
Lamb
Weston
Holdings,
Inc.
288
28,809
McCormick
&
Co.,
Inc.
(Non-Voting)
496
32,156
Mondelez
International,
Inc.,
Class
a
A
2,686
190,867
Tyson
Foods,
Inc.,
Class
a
A
564
26,418
683,391
Household
Products
—
17.2%
Church
&
Dwight
Co.,
Inc.
486
46,962
Clorox
Co.
(The)
244
34,977
Colgate-Palmolive
Co.
1,632
128,553
Kimberly-Clark
Corp.
668
82,652
Procter
&
Gamble
Co.
(The)
4,035
619,453
912,597
Personal
Care
Products
—
2.4%
Estee
Lauder
Cos.,
Inc.
(The),
Class
a
A
458
58,482
Kenvue
,
Inc.
3,403
69,557
128,039
Tobacco
—
6.3%
Altria
Group,
Inc.
3,504
147,308
Investments
Shares
Value
Common
Stocks
(continued)
Philip
Morris
International,
Inc.
2,011
$
187,747
335,055
Total
Common
Stocks
(Cost
$4,427,852)
4,126,053
Principal
Amount
Short-Term
Investments
—
10.5%
Repurchase
Agreements
(a)
—
10.5%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$557,486
(Cost
$557,406)
$
557,406
557,406
Total
Investments
—
88.4%
(Cost
$4,985,258)
4,683,459
Other
assets
less
liabilities
—
11.6%
616,089
Net
Assets
—
100.0%
$
5,299,548
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
178,249
Aggregate
gross
unrealized
depreciation
(1,035,066)
Net
unrealized
depreciation
$
(856,817)
Federal
income
tax
cost
$
4,998,160
See
accompanying
notes
to
the
financial
statements.
ULTRA
CONSUMER
STAPLES
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
28
UGE
::
Swap
Agreements
a
Ultra
Consumer
Staples
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
4,616,415
3/6/2025
Bank
of
America
NA
5.58%
S&P
Consumer
Staples
Select
Sector
Index
f
(378,450)
—
378,450
—
185,281
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Consumer
Staples
Select
Sector
Index
f
(12,346)
—
12,346
—
1,077,613
3/6/2025
Societe
Generale
6.08%
S&P
Consumer
Staples
Select
Sector
Index
f
(142,498)
—
125,653
(16,845)
575,011
3/6/2025
UBS
AG
5.68%
S&P
Consumer
Staples
Select
Sector
Index
f
(8,822)
—
8,822
—
6,454,320
(542,116)
Total
Unrealized
Depreciation
(542,116)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
DOW30
(
SM
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
29
DDM
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
71.5%
Aerospace
&
Defense
—
3.0%
Boeing
Co.
(The)*
47,598
$
11,025,125
Banks
—
2.0%
JPMorgan
Chase
&
Co.
47,593
7,428,315
Beverages
—
0.8%
Coca-Cola
Co.
(The)
47,581
2,780,634
Biotechnology
—
3.5%
Amgen,
Inc.
47,594
12,833,246
Capital
Markets
—
4.5%
Goldman
Sachs
Group,
Inc.
(The)
47,594
16,255,255
Chemicals
—
0.7%
Dow,
Inc.
47,569
2,461,696
Communications
Equipment
—
0.6%
Cisco
Systems,
Inc.
47,578
2,301,824
Consumer
Finance
—
2.2%
American
Express
Co.
47,602
8,128,994
Consumer
Staples
Distribution
&
Retail
—
2.3%
Walgreens
Boots
Alliance,
Inc.
47,578
948,705
Walmart,
Inc.
47,589
7,409,132
8,357,837
Diversified
Telecommunication
Services
—
0.5%
Verizon
Communications,
Inc.
47,583
1,823,856
Entertainment
—
1.2%
Walt
Disney
Co.
(The)*
47,579
4,410,097
Financial
Services
—
3.4%
Visa,
Inc.,
Class
a
A
47,589
12,215,144
Health
Care
Providers
&
Services
—
7.2%
UnitedHealth
Group,
Inc.
47,594
26,318,054
Hotels,
Restaurants
&
Leisure
—
3.7%
McDonald's
Corp.
47,594
13,413,893
Household
Products
—
2.0%
Procter
&
Gamble
Co.
(The)
47,580
7,304,482
Industrial
Conglomerates
—
3.9%
3M
Co.
47,585
4,714,246
Investments
Shares
Value
Common
Stocks
(continued)
Honeywell
International,
Inc.
47,600
$
9,325,792
14,040,038
Insurance
—
2.4%
Travelers
Cos.,
Inc.
(The)
47,601
8,597,693
IT
Services
—
2.1%
International
Business
Machines
Corp.
47,581
7,544,443
Machinery
—
3.3%
Caterpillar,
Inc.
47,603
11,935,024
Oil,
Gas
&
Consumable
Fuels
—
1.9%
Chevron
Corp.
47,581
6,832,632
Pharmaceuticals
—
3.4%
Johnson
&
Johnson
47,585
7,359,496
Merck
&
Co.,
Inc.
47,578
4,875,793
12,235,289
Semiconductors
&
Semiconductor
Equipment
—
0.6%
Intel
Corp.
47,557
2,125,798
Software
—
8.3%
Microsoft
Corp.
47,594
18,033,842
Salesforce,
Inc.*
47,592
11,988,425
30,022,267
Specialty
Retail
—
4.1%
Home
Depot,
Inc.
(The)
47,594
14,920,243
Technology
Hardware,
Storage
&
Peripherals
—
2.5%
Apple,
Inc.
47,597
9,041,050
Textiles,
Apparel
&
Luxury
Goods
—
1.4%
NIKE,
Inc.,
Class
a
B
47,586
5,247,308
Total
Common
Stocks
(Cost
$273,931,011)
259,600,237
See
accompanying
notes
to
the
financial
statements.
ULTRA
DOW30
(
SM
)
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
30
DDM
::
Investments
Principal
Amount
Value
Short-Term
Investments
—
16.3%
Repurchase
Agreements
(a)
—
16.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$58,984,867
(Cost
$58,976,194)
$
58,976,194
$
58,976,194
Total
Investments
—
87.8%
(Cost
$332,907,205)
318,576,431
Other
assets
less
liabilities
—
12.2%
44,248,662
Net
Assets
—
100.0%
$
362,825,093
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
27,597,237
Aggregate
gross
unrealized
depreciation
(26,131,588)
Net
unrealized
appreciation
$
1,465,649
Federal
income
tax
cost
$
337,021,707
Futures
Contracts
Purchased
Ultra
Dow30
SM
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
DJIA
CBOT
E-Mini
Index
164
12/15/2023
U.S.
Dollar
$
29,528,200
$
1,460,137
Swap
Agreements
a
Ultra
Dow30
SM
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
39,078,617
3/6/2025
Bank
of
America
NA
5.98%
Dow
Jones
Industrial
Average
SM
426,605
—
—
426,605
41,595,180
11/6/2025
Barclays
Capital
5.93%
Dow
Jones
Industrial
Average
SM
2,199,530
—
(1,540,000)
659,530
112,166,777
2/11/2025
BNP
Paribas
SA
5.93%
Dow
Jones
Industrial
Average
SM
5,214,641
(3,489,809)
—
1,724,832
73,519,570
3/6/2024
Citibank
NA
5.93%
Dow
Jones
Industrial
Average
SM
3,359,462
(2,259,983)
(36)
1,099,443
109,175,078
11/6/2025
Morgan
Stanley
&
Co.
International
plc
5.88%
SPDR
®
Dow
Jones
Industrial
Average
SM
ETF
Trust
4,793,652
(3,364,541)
(892)
1,428,219
38,934,814
11/14/2024
Societe
Generale
5.93%
Dow
Jones
Industrial
Average
SM
1,587,623
(807,447)
—
780,176
22,037,895
4/8/2024
UBS
AG
5.48%
Dow
Jones
Industrial
Average
SM
869,275
(452,858)
—
416,417
436,507,931
18,450,788
Total
Unrealized
Appreciation
18,450,788
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
DOW30
(
SM
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
31
DDM
::
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRA
ENERGY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
32
DIG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
84.4%
Energy
Equipment
&
Services
—
7.9%
Baker
Hughes
Co.,
Class
a
A
70,236
$
2,370,465
Halliburton
Co.
62,507
2,314,634
Schlumberger
NV
73,711
3,835,920
8,521,019
Oil,
Gas
&
Consumable
Fuels
—
76.5%
APA
Corp.
21,374
769,464
Chevron
Corp.
108,489
15,579,020
ConocoPhillips
36,141
4,176,815
Coterra
Energy,
Inc.
52,692
1,383,165
Devon
Energy
Corp.
44,561
2,003,908
Diamondback
Energy,
Inc.
12,441
1,921,015
EOG
Resources,
Inc.
35,602
4,381,538
EQT
Corp.
25,158
1,005,314
Exxon
Mobil
Corp.
197,678
20,309,438
Hess
Corp.
19,223
2,701,985
Kinder
Morgan,
Inc.
134,851
2,369,332
Marathon
Oil
Corp.
42,135
1,071,493
Marathon
Petroleum
Corp.
27,816
4,149,869
Occidental
Petroleum
Corp.
46,157
2,730,187
ONEOK,
Inc.
40,521
2,789,871
Phillips
66
30,976
3,992,497
Pioneer
Natural
Resources
Co.
16,218
3,756,737
Targa
Resources
Corp.
15,563
1,407,673
Valero
Energy
Corp.
24,566
3,079,594
Williams
Cos.,
Inc.
(The)
84,620
3,113,170
82,692,085
Total
Common
Stocks
(Cost
$88,213,965)
91,213,104
Principal
Amount
Short-Term
Investments
—
5.1%
Repurchase
Agreements
(a)
—
5.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$5,466,853
(Cost
$5,466,049)
$
5,466,049
5,466,049
Total
Investments
—
89.5%
(Cost
$93,680,014)
96,679,153
Other
assets
less
liabilities
—
10.5%
11,324,592
Net
Assets
—
100.0%
$
108,003,745
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
5,949,393
Aggregate
gross
unrealized
depreciation
(16,446,279)
Net
unrealized
depreciation
$
(10,496,886)
Federal
income
tax
cost
$
96,465,656
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
ENERGY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
33
DIG
::
Swap
Agreements
a
Ultra
Energy
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
44,981,261
5/6/2025
Bank
of
America
NA
5.63%
S&P
Energy
Select
Sector
Index
f
(6,763,874)
—
6,763,874
—
45,597,951
3/6/2025
BNP
Paribas
SA
5.83%
S&P
Energy
Select
Sector
Index
f
(1,458,707)
—
1,458,707
—
2,859,038
4/7/2025
Citibank
NA
5.73%
S&P
Energy
Select
Sector
Index
f
(85,875)
—
85,875
—
7,558,428
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Energy
Select
Sector
Index
f
186,764
(186,764)
—
—
5,454,791
5/6/2025
Societe
Generale
6.08%
S&P
Energy
Select
Sector
Index
f
(249,766)
—
249,766
—
17,930,836
5/6/2025
UBS
AG
5.63%
S&P
Energy
Select
Sector
Index
f
(2,338,925)
—
2,338,925
—
124,382,305
(10,710,383)
Total
Unrealized
Appreciation
186,764
Total
Unrealized
Depreciation
(10,897,147)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRA
FINANCIALS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
34
UYG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
(a)
—
73.1%
Banks
—
17.4%
Bank
of
America
Corp.
569,392
$
17,360,762
Citigroup,
Inc.
158,604
7,311,644
Citizens
Financial
Group,
Inc.
38,899
1,060,776
Comerica,
Inc.
10,853
490,773
Fifth
Third
Bancorp
56,079
1,623,487
Huntington
Bancshares,
Inc.
119,249
1,342,744
JPMorgan
Chase
&
Co.
239,349
37,357,592
KeyCorp
77,084
955,071
M&T
Bank
Corp.
13,663
1,751,187
PNC
Financial
Services
Group,
Inc.
(The)
32,801
4,394,022
Regions
Financial
Corp.
77,286
1,289,130
Truist
Financial
Corp.
109,773
3,528,104
US
Bancorp
128,234
4,888,280
Wells
Fargo
&
Co.
301,342
13,436,840
Zions
Bancorp
NA
12,201
434,721
97,225,133
Capital
Markets
—
16.2%
Ameriprise
Financial,
Inc.
8,452
2,987,867
Bank
of
New
York
Mellon
Corp.
(The)
64,142
3,099,341
BlackRock,
Inc.
11,559
8,683,468
Blackstone,
Inc.
58,456
6,568,701
Cboe
Global
Markets,
Inc.
8,691
1,583,413
Charles
Schwab
Corp.
(The)
122,470
7,509,860
CME
Group,
Inc.
29,629
6,469,789
FactSet
Research
Systems,
Inc.
3,142
1,424,771
Franklin
Resources,
Inc.
23,425
580,940
Goldman
Sachs
Group,
Inc.
(The)
27,152
9,273,494
Intercontinental
Exchange,
Inc.
47,139
5,366,304
Invesco
Ltd.
36,949
527,262
MarketAxess
Holdings,
Inc.
3,103
745,092
Moody's
Corp.
12,998
4,743,750
Morgan
Stanley
105,082
8,337,206
MSCI,
Inc.,
Class
a
A
6,514
3,392,817
Nasdaq,
Inc.
27,921
1,559,109
Northern
Trust
Corp.
17,049
1,351,133
Raymond
James
Financial,
Inc.
15,481
1,627,827
S&P
Global,
Inc.
26,801
11,144,660
State
Street
Corp.
26,243
1,911,015
T.
Rowe
Price
Group,
Inc.
18,473
1,849,702
90,737,521
Consumer
Finance
—
2.7%
American
Express
Co.
47,918
8,182,957
Capital
One
Financial
Corp.
31,416
3,507,911
Discover
Financial
Services
20,586
1,914,498
Synchrony
Financial
34,442
1,114,543
14,719,909
Financial
Services
—
24.3%
Berkshire
Hathaway,
Inc.,
Class
a
B
*
150,200
54,072,000
Fidelity
National
Information
Services,
Inc.
48,796
2,861,397
Fiserv,
Inc.*
50,209
6,557,797
Investments
Shares
Value
Common
Stocks
(a)
(continued)
FleetCor
Technologies,
Inc.*
6,091
$
1,464,886
Global
Payments,
Inc.
21,414
2,493,446
Jack
Henry
&
Associates,
Inc.
6,002
952,457
Mastercard,
Inc.,
Class
a
A
68,525
28,357,701
PayPal
Holdings,
Inc.*
90,436
5,210,018
Visa,
Inc.,
Class
a
A
132,338
33,968,518
135,938,220
Insurance
—
12.5%
Aflac,
Inc.
44,524
3,682,580
Allstate
Corp.
(The)
21,544
2,970,271
American
International
Group,
Inc.
58,633
3,858,638
Aon
plc,
Class
a
A
16,709
5,488,739
Arch
Capital
Group
Ltd.*
30,717
2,570,706
Arthur
J
Gallagher
&
Co.
17,749
4,419,501
Assurant,
Inc.
4,367
733,743
Brown
&
Brown,
Inc.
19,388
1,449,059
Chubb
Ltd.
33,829
7,761,387
Cincinnati
Financial
Corp.
12,919
1,327,944
Everest
Group
Ltd.
3,574
1,467,306
Globe
Life,
Inc.
7,162
881,857
Hartford
Financial
Services
Group,
Inc.
(The)
25,187
1,968,616
Loews
Corp.
15,230
1,070,517
Marsh
&
McLennan
Cos.,
Inc.
40,683
8,113,004
MetLife,
Inc.
52,027
3,310,478
Principal
Financial
Group,
Inc.
18,316
1,352,270
Progressive
Corp.
(The)
48,209
7,907,722
Prudential
Financial,
Inc.
29,897
2,923,329
Travelers
Cos.,
Inc.
(The)
18,856
3,405,771
W
R
Berkley
Corp.
16,756
1,215,648
Willis
Towers
Watson
plc
8,633
2,126,308
70,005,394
Total
Common
Stocks
(Cost
$385,037,253)
408,626,177
Principal
Amount
Short-Term
Investments
—
7.0%
Repurchase
Agreements
(b)
—
2.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$14,373,379
(Cost
$14,371,266)
$
14,371,266
14,371,266
U.S.
Treasury
Obligations
(a)
—
4.4%
U.S.
Treasury
Bills
5.38%,
12/12/2023
(c)
(Cost
$24,959,498)
25,000,000
24,959,773
Total
Short-Term
Investments
(Cost
$39,330,764)
39,331,039
Total
Investments
—
80.1%
(Cost
$424,368,017)
447,957,216
Other
assets
less
liabilities
—
19.9%
111,400,068
Net
Assets
—
100.0%
$
559,357,284
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
FINANCIALS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
35
UYG
::
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$17,821,214.
(b)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
106,657,120
Aggregate
gross
unrealized
depreciation
(27,029,822)
Net
unrealized
appreciation
$
79,627,298
Federal
income
tax
cost
$
444,486,644
Swap
Agreements
a
Ultra
Financials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
67,916,383
3/6/2025
Bank
of
America
NA
6.08%
S&P
Financial
Select
Sector
Index
f
15,870,154
(15,451,155)
(127,108)
291,891
294,255,659
3/6/2025
BNP
Paribas
SA
5.93%
S&P
Financial
Select
Sector
Index
f
24,087,328
(21,218,976)
(9)
2,868,343
25,838,018
4/7/2025
Citibank
NA
5.88%
S&P
Financial
Select
Sector
Index
f
979,603
(570,470)
—
409,133
206,128,939
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Financial
Select
Sector
Index
f
14,430,191
(12,704,888)
—
1,725,303
54,155,957
3/6/2025
Societe
Generale
6.28%
S&P
Financial
Select
Sector
Index
f
11,578,435
(11,295,225)
—
283,210
60,436,040
3/6/2025
UBS
AG
5.98%
S&P
Financial
Select
Sector
Index
f
9,211,015
(6,783,452)
—
2,427,563
708,730,996
76,156,726
Total
Unrealized
Appreciation
76,156,726
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRA
FTSE
CHINA
50
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
36
XPP
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
54.2%
Repurchase
Agreements
(a)
—
54.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,414,446
(Cost
$4,413,797)
$
4,413,797
$
4,413,797
Total
Investments
—
54.2%
(Cost
$4,413,797)
4,413,797
Other
assets
less
liabilities
—
45.8%
3,722,518
Net
Assets
—
100.0%
$
8,136,315
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
370,359
Aggregate
gross
unrealized
depreciation
(4,447,618)
Net
unrealized
depreciation
$
(4,077,259)
Federal
income
tax
cost
$
4,413,797
Swap
Agreements
a,f
Ultra
FTSE
China
50
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
2,277,408
4/10/2025
Bank
of
America
NA
5.53%
iShares
®
China
Large-Cap
ETF
370,359
(363,744)
(6,615)
—
3,310,511
11/14/2024
Citibank
NA
4.58%
iShares
®
China
Large-Cap
ETF
(703,195)
—
703,195
—
4,099,485
3/6/2025
Goldman
Sachs
International
5.63%
iShares
®
China
Large-Cap
ETF
(1,656,257)
—
1,656,257
—
59,077
11/14/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares
®
China
Large-Cap
ETF
(11,603)
—
11,603
—
2,718,639
11/14/2024
Societe
Generale
5.18%
iShares
®
China
Large-Cap
ETF
(667,731)
—
667,731
—
3,794,721
3/6/2025
UBS
AG
4.33%
iShares
®
China
Large-Cap
ETF
(1,408,832)
—
1,408,832
—
16,259,841
(4,077,259)
Total
Unrealized
Appreciation
370,359
Total
Unrealized
Depreciation
(4,447,618)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
FTSE
EUROPE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
37
UPV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
59.4%
Repurchase
Agreements
(a)
—
59.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,381,118
(Cost
$2,380,769)
$
2,380,769
$
2,380,769
Total
Investments
—
59.4%
(Cost
$2,380,769)
2,380,769
Other
assets
less
liabilities
—
40.6%
1,625,601
Net
Assets
—
100.0%
$
4,006,370
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
214,544
Aggregate
gross
unrealized
depreciation
(145,471)
Net
unrealized
appreciation
$
69,073
Federal
income
tax
cost
$
2,380,769
Swap
Agreements
a,f
Ultra
FTSE
Europe
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
535,008
4/10/2025
Bank
of
America
NA
5.63%
Vanguard
®
FTSE
Europe
ETF
Shares
79,305
—
—
79,305
3,142,854
11/14/2024
Citibank
NA
5.53%
Vanguard
®
FTSE
Europe
ETF
Shares
(37,927)
—
37,927
—
1,384,199
3/6/2025
Goldman
Sachs
International
3.38%
Vanguard
®
FTSE
Europe
ETF
Shares
(107,544)
—
107,544
—
23,242
11/14/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
Vanguard
®
FTSE
Europe
ETF
Shares
1,269
—
—
1,269
1,712,171
11/14/2024
Societe
Generale
5.58%
Vanguard
®
FTSE
Europe
ETF
Shares
93,669
(89,500)
(4,169)
—
1,206,009
3/6/2025
UBS
AG
3.33%
Vanguard
®
FTSE
Europe
ETF
Shares
40,301
—
—
40,301
8,003,483
69,073
Total
Unrealized
Appreciation
214,544
Total
Unrealized
Depreciation
(145,471)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
ULTRA
HEALTH
CARE
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
38
RXL
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
78.4%
Biotechnology
—
11.9%
AbbVie,
Inc.
21,954
$
3,126,030
Amgen,
Inc.
6,653
1,793,915
Biogen,
Inc.*
1,801
421,578
Gilead
Sciences,
Inc.
15,498
1,187,147
Incyte
Corp.*
2,313
125,688
Moderna,
Inc.*
4,118
319,968
Regeneron
Pharmaceuticals,
Inc.*
1,328
1,094,020
Vertex
Pharmaceuticals,
Inc.*
3,210
1,138,940
9,207,286
Health
Care
Equipment
&
Supplies
—
15.5%
Abbott
Laboratories
21,584
2,250,995
Align
Technology,
Inc.*
885
189,213
Baxter
International,
Inc.
6,299
227,268
Becton
Dickinson
&
Co.
3,608
852,138
Boston
Scientific
Corp.*
18,212
1,017,869
Cooper
Cos.,
Inc.
(The)
616
207,543
DENTSPLY
SIRONA,
Inc.
2,633
83,598
Dexcom,
Inc.*
4,824
557,269
Edwards
Lifesciences
Corp.*
7,561
511,955
GE
HealthCare
Technologies,
Inc.
4,865
333,058
Hologic,
Inc.*
3,047
217,251
IDEXX
Laboratories,
Inc.*
1,033
481,192
Insulet
Corp.*
868
164,130
Intuitive
Surgical,
Inc.*
4,370
1,358,371
Medtronic
plc
16,557
1,312,473
ResMed,
Inc.
1,828
288,330
STERIS
plc
1,227
246,553
Stryker
Corp.
4,204
1,245,771
Teleflex,
Inc.
584
131,803
Zimmer
Biomet
Holdings,
Inc.
2,599
302,290
11,979,070
Health
Care
Providers
&
Services
—
18.5%
Cardinal
Health,
Inc.
3,167
339,122
Cencora
,
Inc.
2,074
421,790
Centene
Corp.*
6,735
496,235
Cigna
Group
(The)
3,681
967,661
CVS
Health
Corp.
15,975
1,085,501
DaVita,
Inc.*
670
67,978
Elevance
Health,
Inc.
2,931
1,405,385
HCA
Healthcare,
Inc.
2,503
626,952
Henry
Schein,
Inc.*
1,624
108,370
Humana,
Inc.
1,541
747,169
Laboratory
Corp.
of
America
Holdings
1,102
239,035
McKesson
Corp.
1,678
789,600
Molina
Healthcare,
Inc.*
725
265,031
Quest
Diagnostics,
Inc.
1,396
191,573
UnitedHealth
Group,
Inc.
11,521
6,370,767
Universal
Health
Services,
Inc.,
Class
a
B
773
106,272
14,228,441
Life
Sciences
Tools
&
Services
—
8.6%
Agilent
Technologies,
Inc.
3,674
469,537
Investments
Shares
Value
Common
Stocks
(continued)
Bio-Rad
Laboratories,
Inc.,
Class
a
A
*
260
$
79,279
Bio-Techne
Corp.
1,958
123,158
Charles
River
Laboratories
International,
Inc.*
638
125,737
Danaher
Corp.
8,173
1,825,113
Illumina,
Inc.*
1,969
200,740
IQVIA
Holdings,
Inc.*
2,278
487,720
Mettler-Toledo
International,
Inc.*
272
297,005
Revvity
,
Inc.
1,544
137,262
Thermo
Fisher
Scientific,
Inc.
4,800
2,379,648
Waters
Corp.*
735
206,248
West
Pharmaceutical
Services,
Inc.
919
322,348
6,653,795
Pharmaceuticals
—
23.9%
Bristol-Myers
Squibb
Co.
25,984
1,283,090
Catalent,
Inc.*
2,242
87,102
Eli
Lilly
&
Co.
9,918
5,861,935
Johnson
&
Johnson
29,951
4,632,221
Merck
&
Co.,
Inc.
31,562
3,234,474
Pfizer,
Inc.
70,225
2,139,756
Viatris
,
Inc.
14,920
136,965
Zoetis,
Inc.,
Class
a
A
5,725
1,011,436
18,386,979
Total
Common
Stocks
(Cost
$62,833,772)
60,455,571
Principal
Amount
Short-Term
Investments
—
12.2%
Repurchase
Agreements
(a)
—
12.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$9,416,457
(Cost
$9,415,073)
$
9,415,073
9,415,073
Total
Investments
—
90.6%
(Cost
$72,248,845)
69,870,644
Other
assets
less
liabilities
—
9.4%
7,257,910
Net
Assets
—
100.0%
$
77,128,554
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
HEALTH
CARE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
39
RXL
::
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
8,531,853
Aggregate
gross
unrealized
depreciation
(11,751,618)
Net
unrealized
depreciation
$
(3,219,765)
Federal
income
tax
cost
$
73,980,494
Swap
Agreements
a
Ultra
Health
Care
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
10,273,847
3/6/2025
Bank
of
America
NA
5.78%
S&P
Health
Care
Select
Sector
Index
f
794,538
(789,476)
(5,062)
—
14,293,875
3/6/2025
BNP
Paribas
SA
5.88%
S&P
Health
Care
Select
Sector
Index
f
(433,702)
—
433,702
—
1,014,276
4/7/2025
Citibank
NA
5.73%
S&P
Health
Care
Select
Sector
Index
f
(15,461)
—
9,345
(6,116)
4,554,973
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Health
Care
Select
Sector
Index
f
(77,396)
—
77,396
—
9,552,202
3/6/2025
Societe
Generale
6.18%
S&P
Health
Care
Select
Sector
Index
f
889,614
(830,949)
(1,474)
57,191
54,045,282
3/6/2025
UBS
AG
5.68%
S&P
Health
Care
Select
Sector
Index
f
(267,508)
—
267,508
—
93,734,455
890,085
Total
Unrealized
Appreciation
1,684,152
Total
Unrealized
Depreciation
(794,067)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRA
HIGH
YIELD
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
40
UJB
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
79.8%
Repurchase
Agreements
(a)
—
79.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$19,134,399
(Cost
$19,131,586)
$
19,131,586
$
19,131,586
Total
Investments
—
79.8%
(Cost
$19,131,586)
19,131,586
Other
assets
less
liabilities
—
20.2%
4,840,480
Net
Assets
—
100.0%
$
23,972,066
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
675,487
Aggregate
gross
unrealized
depreciation
(862,759)
Net
unrealized
depreciation
$
(187,272)
Federal
income
tax
cost
$
19,131,586
Swap
Agreements
a,f
Ultra
High
Yield
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
2,093,730
3/7/2024
BNP
Paribas
SA
3.83%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
(862,759)
—
862,759
—
19,550,346
3/6/2025
Citibank
NA
5.08%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
218,349
(218,349)
—
—
24,198,458
11/7/2024
Goldman
Sachs
International
3.08%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
310,413
(310,413)
—
—
2,153,598
3/6/2024
UBS
AG
3.83%
iShares
®
iBoxx
$
High
Yield
Corporate
Bond
ETF
146,725
—
—
146,725
47,996,132
(187,272)
Total
Unrealized
Appreciation
675,487
Total
Unrealized
Depreciation
(862,759)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
and
final
settlement
of
these
swap
transactions
as
of
the
time
the
Fund
calculates
its
NAV,
which
differs
from
the
time
the
Fund’s
underlying
index
is
calculated,
one
or
more
exchange-traded
financial
products
are
used
as
the
reference
entity,
as
a
surrogate
for
the
respective
underlying
index.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
INDUSTRIALS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
41
UXI
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
72.7%
Aerospace
&
Defense
—
14.3%
Axon
Enterprise,
Inc.*
245
$
56,318
Boeing
Co.
(The)*
1,977
457,955
General
Dynamics
Corp.
790
195,106
Howmet
Aerospace,
Inc.
1,366
71,852
Huntington
Ingalls
Industries,
Inc.
139
32,946
L3Harris
Technologies,
Inc.
660
125,935
Lockheed
Martin
Corp.
782
350,156
Northrop
Grumman
Corp.
496
235,679
RTX
Corp.
5,076
413,593
Textron,
Inc.
691
52,972
TransDigm
Group,
Inc.
192
184,871
2,177,383
Air
Freight
&
Logistics
—
4.5%
CH
Robinson
Worldwide,
Inc.
406
33,312
Expeditors
International
of
Washington,
Inc.
516
62,096
FedEx
Corp.
807
208,876
United
Parcel
Service,
Inc.,
Class
a
B
2,522
382,360
686,644
Building
Products
—
3.7%
A
O
Smith
Corp.
434
32,706
Allegion
plc
306
32,464
Carrier
Global
Corp.
2,921
151,775
Johnson
Controls
International
plc
2,373
125,294
Masco
Corp.
784
47,471
Trane
Technologies
plc
797
179,652
569,362
Commercial
Services
&
Supplies
—
5.0%
Cintas
Corp.
302
167,082
Copart,
Inc.*
3,030
152,167
Republic
Services,
Inc.,
Class
a
A
717
116,039
Rollins,
Inc.
979
39,884
Veralto
Corp.*
764
59,019
Waste
Management,
Inc.
1,285
219,722
753,913
Construction
&
Engineering
—
0.6%
Quanta
Services,
Inc.
506
95,285
Electrical
Equipment
—
5.3%
AMETEK,
Inc.
805
124,960
Eaton
Corp.
plc
1,391
316,717
Emerson
Electric
Co.
1,993
177,178
Generac
Holdings,
Inc.*
217
25,404
Hubbell,
Inc.,
Class
a
B
187
56,100
Rockwell
Automation,
Inc.
401
110,451
810,810
Ground
Transportation
—
6.9%
CSX
Corp.
6,997
226,003
JB
Hunt
Transport
Services,
Inc.
285
52,802
Investments
Shares
Value
Common
Stocks
(continued)
Norfolk
Southern
Corp.
792
$
172,783
Old
Dominion
Freight
Line,
Inc.
312
121,386
Union
Pacific
Corp.
2,125
478,699
1,051,673
Industrial
Conglomerates
—
7.3%
3M
Co.
1,925
190,709
General
Electric
Co.
3,796
462,353
Honeywell
International,
Inc.
2,315
453,555
1,106,617
Machinery
—
14.9%
Caterpillar,
Inc.
1,779
446,031
Cummins,
Inc.
494
110,735
Deere
&
Co.
951
346,554
Dover
Corp.
488
68,886
Fortive
Corp.
1,228
84,707
IDEX
Corp.
264
53,244
Illinois
Tool
Works,
Inc.
960
232,522
Ingersoll
Rand,
Inc.
1,410
100,716
Nordson
Corp.
189
44,479
Otis
Worldwide
Corp.
1,436
123,194
PACCAR,
Inc.
1,823
167,388
Parker-Hannifin
Corp.
447
193,631
Pentair
plc
576
37,175
Snap-on,
Inc.
185
50,818
Stanley
Black
&
Decker,
Inc.
534
48,541
Westinghouse
Air
Brake
Technologies
Corp.
625
72,850
Xylem,
Inc.
840
88,309
2,269,780
Passenger
Airlines
—
1.5%
Alaska
Air
Group,
Inc.*
444
16,788
American
Airlines
Group,
Inc.*
2,278
28,315
Delta
Air
Lines,
Inc.
2,244
82,871
Southwest
Airlines
Co.
2,077
53,109
United
Airlines
Holdings,
Inc.*
1,144
45,074
226,157
Professional
Services
—
6.4%
Automatic
Data
Processing,
Inc.
1,437
330,395
Broadridge
Financial
Solutions,
Inc.
412
79,854
Ceridian
HCM
Holding,
Inc.*
543
37,413
Equifax,
Inc.
428
93,180
Jacobs
Solutions,
Inc.
439
55,832
Leidos
Holdings,
Inc.
479
51,406
Paychex,
Inc.
1,119
136,484
Paycom
Software,
Inc.
172
31,245
Robert
Half,
Inc.
373
30,579
Verisk
Analytics,
Inc.,
Class
a
A
506
122,164
968,552
Trading
Companies
&
Distributors
—
2.3%
Fastenal
Co.
1,992
119,460
United
Rentals,
Inc.
238
113,293
See
accompanying
notes
to
the
financial
statements.
ULTRA
INDUSTRIALS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
42
UXI
::
Investments
Shares
Value
Common
Stocks
(continued)
WW
Grainger,
Inc.
155
$
121,860
354,613
Total
Common
Stocks
(Cost
$11,383,689)
11,070,789
Principal
Amount
Short-Term
Investments
—
8.3%
Repurchase
Agreements
(a)
—
8.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,260,870
(Cost
$1,260,684)
$
1,260,684
1,260,684
Total
Investments
—
81.0%
(Cost
$12,644,373)
12,331,473
Other
assets
less
liabilities
—
19.0%
2,887,360
Net
Assets
—
100.0%
$
15,218,833
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,529,460
Aggregate
gross
unrealized
depreciation
(824,913)
Net
unrealized
appreciation
$
704,547
Federal
income
tax
cost
$
12,742,327
Swap
Agreements
a
Ultra
Industrials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
4,457,826
3/6/2025
Bank
of
America
NA
5.63%
S&P
Industrials
Select
Sector
Index
f
341,613
(270,201)
—
71,412
7,026,215
3/6/2025
BNP
Paribas
SA
5.88%
S&P
Industrials
Select
Sector
Index
f
241,358
—
—
241,358
2,473,701
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Industrials
Select
Sector
Index
f
66,258
—
—
66,258
3,336,645
3/6/2025
Societe
Generale
6.08%
S&P
Industrials
Select
Sector
Index
f
63,154
—
—
63,154
2,040,077
3/6/2025
UBS
AG
5.68%
S&P
Industrials
Select
Sector
Index
f
403,018
(311,188)
(46,000)
45,830
19,334,464
1,115,401
Total
Unrealized
Appreciation
1,115,401
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
MATERIALS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
43
UYM
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
71.6%
Chemicals
—
48.0%
Air
Products
and
Chemicals,
Inc.
6,495
$
1,757,222
Albemarle
Corp.
3,432
416,199
Celanese
Corp.,
Class
a
A
2,926
405,719
CF
Industries
Holdings,
Inc.
5,643
424,071
Corteva,
Inc.
20,758
938,262
Dow,
Inc.
20,556
1,063,773
DuPont
de
Nemours,
Inc.
13,424
960,353
Eastman
Chemical
Co.
3,466
290,555
Ecolab,
Inc.
7,415
1,421,678
FMC
Corp.
3,644
195,537
International
Flavors
&
Fragrances,
Inc.
7,461
562,410
Linde
plc
14,266
5,902,843
LyondellBasell
Industries
NV,
Class
a
A
7,489
712,204
Mosaic
Co.
(The)
9,713
348,600
PPG
Industries,
Inc.
6,886
977,743
Sherwin-Williams
Co.
(The)
6,918
1,928,738
18,305,907
Construction
Materials
—
4.4%
Martin
Marietta
Materials,
Inc.
1,807
839,514
Vulcan
Materials
Co.
3,886
829,894
1,669,408
Containers
&
Packaging
—
6.9%
Amcor
plc
43,021
407,839
Avery
Dennison
Corp.
2,356
458,242
Ball
Corp.
9,212
509,332
International
Paper
Co.
10,115
373,648
Packaging
Corp.
of
America
2,629
441,698
Sealed
Air
Corp.
4,223
140,964
Westrock
Co.
7,494
308,528
2,640,251
Metals
&
Mining
—
12.3%
Freeport-McMoRan,
Inc.
41,916
1,564,305
Newmont
Corp.
33,177
1,333,383
Nucor
Corp.
7,270
1,235,682
Steel
Dynamics,
Inc.
4,552
542,280
4,675,650
Total
Common
Stocks
(Cost
$28,142,831)
27,291,216
Investments
Principal
Amount
Value
Short-Term
Investments
—
13.0%
Repurchase
Agreements
(a)
—
13.0%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,948,447
(Cost
$4,947,720)
$
4,947,720
$
4,947,720
Total
Investments
—
84.6%
(Cost
$33,090,551)
32,238,936
Other
assets
less
liabilities
—
15.4%
5,863,620
Net
Assets
—
100.0%
$
38,102,556
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,429,967
Aggregate
gross
unrealized
depreciation
(3,645,999)
Net
unrealized
appreciation
$
783,968
Federal
income
tax
cost
$
33,534,198
See
accompanying
notes
to
the
financial
statements.
ULTRA
MATERIALS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
44
UYM
::
Swap
Agreements
a
Ultra
Materials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
12,227,432
3/6/2025
Bank
of
America
NA
5.68%
S&P
Materials
Select
Sector
Index
f
635,509
(316,615)
—
318,894
17,840,639
3/6/2025
BNP
Paribas
SA
5.88%
S&P
Materials
Select
Sector
Index
f
(3,460)
—
3,460
—
2,207,646
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Materials
Select
Sector
Index
f
60,468
—
—
60,468
10,453,649
3/6/2025
Societe
Generale
6.08%
S&P
Materials
Select
Sector
Index
f
789,231
(563,391)
—
225,840
6,178,621
3/6/2025
UBS
AG
5.68%
S&P
Materials
Select
Sector
Index
f
597,482
(304,521)
(101,000)
191,961
48,907,987
2,079,230
Total
Unrealized
Appreciation
2,082,690
Total
Unrealized
Depreciation
(3,460)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
MIDCAP400
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
45
MVV
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
76.6%
AECOM
(Construction
&
Engineering)
0.4%
6,032
$
536,003
Annaly
Capital
Management,
Inc.
(Mortgage
Real
Estate
Investment
Trusts
(REITs))
0.3%
21,476
388,071
Builders
FirstSource
,
Inc.*
(Building
Products)
0.5%
5,437
729,156
Burlington
Stores,
Inc.*
(Specialty
Retail)
0.4%
2,821
478,413
Carlisle
Cos.,
Inc.
(Building
Products)
0.5%
2,171
608,770
Casey's
General
Stores,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.3%
1,626
447,800
Chesapeake
Energy
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.3%
4,892
392,877
Cleveland-Cliffs,
Inc.*
(Metals
&
Mining)
0.3%
22,119
379,562
Crown
Holdings,
Inc.
(Containers
&
Packaging)
0.3%
5,246
451,209
CubeSmart
,
REIT
(Specialized
REITs)
0.3%
9,775
388,654
Deckers
Outdoor
Corp.*
(Textiles,
Apparel
&
Luxury
Goods)
0.6%
1,136
754,270
Dynatrace,
Inc.*
(Software)
0.4%
10,330
553,171
East
West
Bancorp,
Inc.
(Banks)
0.3%
6,152
387,084
EMCOR
Group,
Inc.
(Construction
&
Engineering)
0.3%
2,050
435,666
Equity
LifeStyle
Properties,
Inc.,
REIT
(Residential
REITs)
0.4%
8,100
575,916
Fidelity
National
Financial,
Inc.
(Insurance)
0.4%
11,243
504,136
Five
Below,
Inc.*
(Specialty
Retail)
0.4%
2,420
456,073
Floor
&
Decor
Holdings,
Inc.,
Class
A*
(Specialty
Retail)
0.3%
4,628
424,434
Fortune
Brands
Innovations,
Inc.
(Building
Products)
0.3%
5,517
377,528
Gaming
and
Leisure
Properties,
Inc.,
REIT
(Specialized
REITs)
0.4%
11,420
533,657
GoDaddy,
Inc.,
Class
A*
(IT
Services)
0.5%
6,384
638,783
Graco,
Inc.
(Machinery)
0.4%
7,348
593,571
ITT,
Inc.
(Machinery)
0.3%
3,570
386,524
Jabil,
Inc.
(Electronic
Equipment,
Instruments
&
Components)
0.5%
5,691
656,286
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Lamar
Advertising
Co.,
Class
A,
REIT
(Specialized
REITs)
0.3%
3,806
$
385,510
Lennox
International,
Inc.
(Building
Products)
0.4%
1,390
565,257
Lincoln
Electric
Holdings,
Inc.
(Machinery)
0.4%
2,496
494,358
Manhattan
Associates,
Inc.*
(Software)
0.4%
2,682
598,220
Neurocrine
Biosciences,
Inc.*
(Biotechnology)
0.4%
4,246
495,041
nVent
Electric
plc
(Electrical
Equipment)
0.3%
7,208
383,826
Ovintiv
,
Inc.
(Oil,
Gas
&
Consumable
Fuels)
0.4%
11,034
489,248
Owens
Corning
(Building
Products)
0.4%
3,906
529,576
Performance
Food
Group
Co.*
(Consumer
Staples
Distribution
&
Retail)
0.3%
6,790
441,690
Reinsurance
Group
of
America,
Inc.
(Insurance)
0.4%
2,879
469,450
Reliance
Steel
&
Aluminum
Co.
(Metals
&
Mining)
0.5%
2,546
700,812
RenaissanceRe
Holdings
Ltd.
(Insurance)
0.4%
2,226
477,165
Rexford
Industrial
Realty,
Inc.,
REIT
(Industrial
REITs)
0.3%
8,977
441,848
RPM
International,
Inc.
(Chemicals)
0.5%
5,611
577,540
Saia,
Inc.*
(Ground
Transportation)
0.4%
1,154
450,510
Service
Corp.
International
(Diversified
Consumer
Services)
0.3%
6,560
401,931
Super
Micro
Computer,
Inc.*
(Technology
Hardware,
Storage
&
Peripherals)
0.4%
1,986
543,111
Toll
Brothers,
Inc.
(Household
Durables)
0.3%
4,754
408,321
TopBuild
Corp.*
(Household
Durables)
0.3%
1,381
408,472
United
Therapeutics
Corp.*
(Biotechnology)
0.4%
2,041
489,840
US
Foods
Holding
Corp.*
(Consumer
Staples
Distribution
&
Retail)
0.3%
9,877
432,909
Vistra
Corp.
(Independent
Power
and
Renewable
Electricity
Producers)
0.4%
15,024
532,000
See
accompanying
notes
to
the
financial
statements.
ULTRA
MIDCAP400
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
46
MVV
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Watsco
,
Inc.
(Trading
Companies
&
Distributors)
0.4%
1,458
$
557,291
Williams-Sonoma,
Inc.
(Specialty
Retail)
0.4%
2,793
523,799
WP
Carey,
Inc.,
REIT
(Diversified
REITs)
0.4%
9,302
578,956
XPO,
Inc.*
(Ground
Transportation)
0.3%
5,042
435,024
Other
Common
Stocks(b)
57.8%
1,762,859
76,627,417
Total
Common
Stocks
(Cost
$93,686,193)
101,516,736
Securities
Lending
Reinvestments
(c)
—
0.1%
Investment
Companies
—
0.1%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$173,178)
0.1%
173,178
173,178
Principal
Amount
Short-Term
Investments
—
8.4%
Repurchase
Agreements
(e)
—
8.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$11,111,240
(Cost
$11,109,605)
$
11,109,605
11,109,605
Total
Investments
—
85.1%
(Cost
$104,968,976)
112,799,519
Other
assets
less
liabilities
—
14.9%
19,710,549
Net
assets
—
100.0%
$
132,510,068
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$317,689.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$188,759,
collateralized
in
the
form
of
cash
with
a
value
of
$173,178
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$43,709
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.25%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$216,887.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$173,178.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
18,656,293
Aggregate
gross
unrealized
depreciation
(14,853,671)
Net
unrealized
appreciation
$
3,802,622
Federal
income
tax
cost
$
105,205,780
Futures
Contracts
Purchased
Ultra
MidCap400
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
S&P
Midcap
400
E-Mini
Index
32
12/15/2023
U.S.
Dollar
$
8,216,320
$
198,473
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
MIDCAP400
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
47
MVV
::
Swap
Agreements
a
Ultra
MidCap400
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
15,489,392
2/11/2025
Bank
of
America
NA
5.98%
S&P
MidCap
400
®
439,080
(280,975)
—
158,105
21,529,281
2/11/2025
BNP
Paribas
SA
5.78%
S&P
MidCap
400
®
139,550
—
—
139,550
14,576,743
3/6/2025
Citibank
NA
5.73%
S&P
MidCap
400
®
(147,041)
—
147,041
—
31,760,480
11/7/2024
Goldman
Sachs
International
5.60%
SPDR
®
S&P
MidCap
400
®
ETF
Trust
(1,589,869)
36,270,096
11/7/2024
Goldman
Sachs
International
5.83%
S&P
MidCap
400
®
(1,739,772)
68,030,576
(3,329,641)
—
3,329,641
—
6,796,157
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.88%
S&P
MidCap
400
®
96,387
(1,779)
(1,623)
92,985
18,806,716
11/14/2024
Societe
Generale
5.85%
S&P
MidCap
400
®
(674,925)
—
674,925
—
9,857,119
11/7/2024
UBS
AG
5.68%
S&P
MidCap
400
®
(513,000)
—
513,000
—
155,085,984
(3,989,590)
Total
Unrealized
Appreciation
675,017
Total
Unrealized
Depreciation
(4,664,607)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
Ultra
MidCap400
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1
.0%
Air
Freight
&
Logistics
0
.2%
Automobile
Components
1
.2%
Automobiles
0
.3%
Banks
4
.1%
Beverages
0
.5%
Biotechnology
1
.2%
Broadline
Retail
0
.3%
Building
Products
3
.1%
Capital
Markets
1
.9%
Chemicals
1
.7%
Commercial
Services
&
Supplies
1
.1%
Communications
Equipment
0
.4%
Construction
&
Engineering
1
.3%
Construction
Materials
0
.3%
Consumer
Finance
0
.5%
Consumer
Staples
Distribution
&
Retail
1
.5%
Containers
&
Packaging
1
.5%
Diversified
Consumer
Services
0
.7%
Diversified
REITs
0
.4%
Diversified
Telecommunication
Services
0
.3%
See
accompanying
notes
to
the
financial
statements.
ULTRA
MIDCAP400
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
48
MVV
::
Electric
Utilities
0
.8%
Electrical
Equipment
1
.1%
Electronic
Equipment,
Instruments
&
Components
2
.3%
Energy
Equipment
&
Services
0
.8%
Entertainment
0
.2%
Financial
Services
1
.1%
Food
Products
0
.9%
Gas
Utilities
0
.8%
Ground
Transportation
1
.6%
Health
Care
Equipment
&
Supplies
1
.8%
Health
Care
Providers
&
Services
1
.6%
Health
Care
REITs
0
.7%
Health
Care
Technology
0
.1%
Hotel
&
Resort
REITs
0
.1%
Hotels,
Restaurants
&
Leisure
2
.8%
Household
Durables
1
.3%
Independent
Power
and
Renewable
Electricity
Producers
0
.5%
Industrial
REITs
1
.0%
Insurance
3
.6%
Interactive
Media
&
Services
0
.2%
IT
Services
0
.6%
Leisure
Products
0
.7%
Life
Sciences
Tools
&
Services
0
.8%
Machinery
3
.6%
Marine
Transportation
0
.2%
Media
0
.6%
Metals
&
Mining
1
.8%
Mortgage
Real
Estate
Investment
Trusts
(REITs)
0
.5%
Multi-Utilities
0
.2%
Office
REITs
0
.4%
Oil,
Gas
&
Consumable
Fuels
3
.4%
Paper
&
Forest
Products
0
.1%
Personal
Care
Products
0
.4%
Pharmaceuticals
0
.4%
Professional
Services
2
.3%
Real
Estate
Management
&
Development
0
.2%
Residential
REITs
0
.7%
Retail
REITs
1
.0%
Semiconductors
&
Semiconductor
Equipment
1
.9%
Software
2
.1%
Specialized
REITs
1
.5%
Specialty
Retail
2
.9%
Technology
Hardware,
Storage
&
Peripherals
0
.4%
Textiles,
Apparel
&
Luxury
Goods
1
.7%
Trading
Companies
&
Distributors
1
.1%
Water
Utilities
0
.3%
Other
a
23
.4%
100
.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
MSCI
BRAZIL
CAPPED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
49
UBR
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
65.3%
Repurchase
Agreements
(a)
—
65.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$3,221,584
(Cost
$3,221,110)
$
3,221,110
$
3,221,110
Total
Investments
—
65.3%
(Cost
$3,221,110)
3,221,110
Other
assets
less
liabilities
—
34.7%
1,712,457
Net
Assets
—
100.0%
$
4,933,567
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
87,315
Aggregate
gross
unrealized
depreciation
(37,116)
Net
unrealized
appreciation
$
50,199
Federal
income
tax
cost
$
3,221,110
Swap
Agreements
a,f
Ultra
MSCI
Brazil
Capped
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
738,286
4/10/2025
Bank
of
America
NA
5.63%
iShares
®
MSCI
Brazil
Capped
ETF
53,604
—
—
53,604
3,030,987
11/14/2024
Citibank
NA
5.63%
iShares
®
MSCI
Brazil
Capped
ETF
(1,293)
—
1,293
—
1,896,914
11/14/2024
Goldman
Sachs
International
4.33%
iShares
®
MSCI
Brazil
Capped
ETF
(24,331)
—
24,331
—
112,049
11/14/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares
®
MSCI
Brazil
Capped
ETF
20,867
—
—
20,867
1,533,603
11/14/2024
Societe
Generale
5.53%
iShares
®
MSCI
Brazil
Capped
ETF
12,844
—
—
12,844
2,538,650
11/14/2024
UBS
AG
5.33%
iShares
®
MSCI
Brazil
Capped
ETF
(11,492)
—
11,492
—
9,850,489
50,199
Total
Unrealized
Appreciation
87,315
Total
Unrealized
Depreciation
(37,116)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
ULTRA
MSCI
EAFE
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
50
EFO
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
58.0%
Repurchase
Agreements
(a)
—
58.0%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,888,194
(Cost
$4,887,475)
$
4,887,475
$
4,887,475
Total
Investments
—
58.0%
(Cost
$4,887,475)
4,887,475
Other
assets
less
liabilities
—
42.0%
3,537,046
Net
Assets
—
100.0%
$
8,424,521
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
941,938
Aggregate
gross
unrealized
depreciation
(107,502)
Net
unrealized
appreciation
$
834,436
Federal
income
tax
cost
$
4,887,475
Swap
Agreements
a,f
Ultra
MSCI
EAFE
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
5,694,176
4/10/2025
Bank
of
America
NA
5.63%
iShares
®
MSCI
EAFE
ETF
808,749
(644,005)
(6,313)
158,431
3,268,613
11/14/2024
Citibank
NA
5.73%
iShares
®
MSCI
EAFE
ETF
(86,033)
—
86,033
—
2,243,637
3/6/2025
Goldman
Sachs
International
5.93%
iShares
®
MSCI
EAFE
ETF
41,716
—
—
41,716
2,828
11/14/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares
®
MSCI
EAFE
ETF
133
—
—
133
1,525,447
11/14/2024
Societe
Generale
6.03%
iShares
®
MSCI
EAFE
ETF
91,340
—
—
91,340
4,098,490
3/6/2025
UBS
AG
5.53%
iShares
®
MSCI
EAFE
ETF
(21,469)
—
21,469
—
16,833,191
834,436
Total
Unrealized
Appreciation
941,938
Total
Unrealized
Depreciation
(107,502)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
MSCI
EMERGING
MARKETS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
51
EET
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
72.5%
Repurchase
Agreements
(a)
—
72.5%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$11,329,412
(Cost
$11,327,746)
$
11,327,746
$
11,327,746
Total
Investments
—
72.5%
(Cost
$11,327,746)
11,327,746
Other
assets
less
liabilities
—
27.5%
4,287,723
Net
Assets
—
100.0%
$
15,615,469
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(1,265,724)
Net
unrealized
depreciation
$
(1,265,724)
Federal
income
tax
cost
$
11,327,746
Swap
Agreements
a,f
Ultra
MSCI
Emerging
Markets
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
7,983,740
3/6/2025
Bank
of
America
NA
5.58%
iShares
®
MSCI
Emerging
Markets
ETF
(291,266)
—
291,266
—
2,336,507
11/14/2024
Citibank
NA
5.48%
iShares
®
MSCI
Emerging
Markets
ETF
(147,691)
—
147,691
—
8,281,867
3/6/2025
Goldman
Sachs
International
5.63%
iShares
®
MSCI
Emerging
Markets
ETF
(346,115)
—
346,115
—
99,039
11/14/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares
®
MSCI
Emerging
Markets
ETF
(2,525)
—
2,525
—
4,778,117
11/14/2024
Societe
Generale
5.28%
iShares
®
MSCI
Emerging
Markets
ETF
(167,940)
—
167,940
—
7,713,910
11/14/2024
UBS
AG
5.13%
iShares
®
MSCI
Emerging
Markets
ETF
(310,187)
—
310,187
—
31,193,180
(1,265,724)
Total
Unrealized
Depreciation
(1,265,724)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
ULTRA
MSCI
JAPAN
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
52
EZJ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Exchange
Traded
Funds
—
44.5%
iShares
MSCI
Japan
ETF
(Cost
$2,509,826)
46,250
$
2,895,713
Principal
Amount
Short-Term
Investments
—
26.4%
Repurchase
Agreements
(a)
—
26.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,720,138
(Cost
$1,719,883)
$
1,719,883
1,719,883
Total
Investments
—
70.9%
(Cost
$4,229,709)
4,615,596
Other
assets
less
liabilities
—
29.1%
1,891,522
Net
Assets
—
100.0%
$
6,507,118
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
726,338
Aggregate
gross
unrealized
depreciation
(310,780)
Net
unrealized
appreciation
$
415,558
Federal
income
tax
cost
$
4,229,709
Swap
Agreements
a,f
Ultra
MSCI
Japan
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
1,819,621
12/14/2023
Bank
of
America
NA
5.68%
iShares
®
MSCI
Japan
ETF
(129,622)
—
129,622
—
3,169,466
4/10/2025
Citibank
NA
5.83%
iShares
®
MSCI
Japan
ETF
233,035
—
—
233,035
849,960
3/6/2025
Goldman
Sachs
International
5.83%
iShares
®
MSCI
Japan
ETF
22,654
—
—
22,654
184,587
11/14/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares
®
MSCI
Japan
ETF
7,424
—
—
7,424
2,003,274
11/14/2024
Societe
Generale
5.68%
iShares
®
MSCI
Japan
ETF
(181,158)
—
181,158
—
2,087,801
11/14/2024
UBS
AG
5.33%
iShares
®
MSCI
Japan
ETF
77,338
(77,338)
—
—
10,114,709
29,671
Total
Unrealized
Appreciation
340,451
Total
Unrealized
Depreciation
(310,780)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
NASDAQ
BIOTECHNOLOGY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
53
BIB
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
79.6%
Abcam
plc,
ADR*
(Biotechnology)
0.4%
13,688
$
328,101
ACADIA
Pharmaceuticals,
Inc.*
(Biotechnology)
0.3%
10,442
232,648
Alkermes
plc*
(Biotechnology)
0.3%
10,617
256,294
Alnylam
Pharmaceuticals,
Inc.*
(Biotechnology)
1.8%
7,973
1,341,457
Amgen,
Inc.
(Biotechnology)
7.4%
20,457
5,516,025
Amicus
Therapeutics,
Inc.*
(Biotechnology)
0.3%
18,312
201,798
Apellis
Pharmaceuticals,
Inc.*
(Biotechnology)
0.5%
7,509
404,510
Argenx
SE,
ADR*
(Biotechnology)
1.2%
1,898
855,258
Ascendis
Pharma
A/S,
ADR*
(Biotechnology)
0.5%
3,640
365,565
AstraZeneca
plc,
ADR
(Pharmaceuticals)
3.2%
37,154
2,399,777
Axsome
Therapeutics,
Inc.*(a)
(Pharmaceuticals)
0.3%
3,009
202,957
BeiGene
Ltd.,
ADR*
(Biotechnology)
0.7%
2,683
501,560
Biogen,
Inc.*
(Biotechnology)
2.9%
9,238
2,162,431
BioMarin
Pharmaceutical,
Inc.*
(Biotechnology)
1.5%
12,001
1,093,051
BioNTech
SE,
ADR*
(Biotechnology)
0.8%
5,959
598,343
Blueprint
Medicines
Corp.*
(Biotechnology)
0.4%
3,868
269,368
Bridgebio
Pharma,
Inc.*
(Biotechnology)
0.4%
10,361
297,464
CRISPR
Therapeutics
AG*(a)
(Biotechnology)
0.5%
5,064
337,921
Cytokinetics,
Inc.*
(Biotechnology)
0.3%
6,122
204,965
Exelixis
,
Inc.*
(Biotechnology)
0.6%
20,304
442,830
Gilead
Sciences,
Inc.
(Biotechnology)
7.0%
68,562
5,251,849
Halozyme
Therapeutics,
Inc.*
(Biotechnology)
0.4%
8,413
324,826
Illumina,
Inc.*
(Life
Sciences
Tools
&
Services)
1.4%
10,097
1,029,389
ImmunoGen
,
Inc.*
(Biotechnology)
0.6%
15,877
465,990
Immunovant
,
Inc.*
(Biotechnology)
0.5%
9,219
360,739
Incyte
Corp.*
(Biotechnology)
1.0%
14,291
776,573
Insmed
,
Inc.*
(Biotechnology)
0.3%
9,171
229,458
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Intra-Cellular
Therapies,
Inc.*
(Pharmaceuticals)
0.5%
6,128
$
376,075
Ionis
Pharmaceuticals,
Inc.*
(Biotechnology)
0.6%
9,141
452,205
Jazz
Pharmaceuticals
plc*
(Pharmaceuticals)
0.6%
4,026
475,994
Karuna
Therapeutics,
Inc.*
(Biotechnology)
0.6%
2,402
459,286
Legend
Biotech
Corp.,
ADR*
(Biotechnology)
0.4%
5,081
309,026
Madrigal
Pharmaceuticals,
Inc.*
(Biotechnology)
0.3%
1,178
239,487
Medpace
Holdings,
Inc.*
(Life
Sciences
Tools
&
Services)
0.7%
1,949
527,633
Mirati
Therapeutics,
Inc.*
(Biotechnology)
0.3%
4,354
247,090
Moderna,
Inc.*
(Biotechnology)
2.5%
24,272
1,885,934
Neurocrine
Biosciences,
Inc.*
(Biotechnology)
1.0%
6,226
725,889
Nuvalent
,
Inc.,
Class
A*(a)
(Biotechnology)
0.3%
3,630
237,293
Regeneron
Pharmaceuticals,
Inc.*
(Biotechnology)
7.0%
6,345
5,227,074
REVOLUTION
Medicines,
Inc.*
(Biotechnology)
0.3%
10,774
251,357
Roivant
Sciences
Ltd.*
(Biotechnology)
0.6%
49,218
470,524
Royalty
Pharma
plc,
Class
A
(Pharmaceuticals)
1.0%
28,631
775,041
Sanofi
SA,
ADR
(Pharmaceuticals)
1.1%
17,986
840,845
Sarepta
Therapeutics,
Inc.*
(Biotechnology)
0.7%
5,949
483,535
Seagen
,
Inc.*
(Biotechnology)
3.4%
11,970
2,552,124
Ultragenyx
Pharmaceutical,
Inc.*
(Biotechnology)
0.3%
5,231
203,224
United
Therapeutics
Corp.*
(Biotechnology)
1.0%
2,994
718,560
Vaxcyte
,
Inc.*
(Biotechnology)
0.4%
5,985
309,843
Vertex
Pharmaceuticals,
Inc.*
(Biotechnology)
7.2%
15,054
5,341,310
Viatris
,
Inc.
(Pharmaceuticals)
0.9%
76,502
702,288
Other
Common
Stocks(a)
12.4%
1,279,163
9,256,800
Total
Common
Stocks
(Cost
$81,028,630)
59,519,584
See
accompanying
notes
to
the
financial
statements.
ULTRA
NASDAQ
BIOTECHNOLOGY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
54
BIB
::
Percentage
of
Net
Assets
No.
of
Rights
Value
Right
—
0.0%(b)
Achillion
Pharmaceuticals,
Inc.,
CVR*(c)(d)
(Cost
$11,641)
0.0%
25,307
$
11,641
Shares
Securities
Lending
Reinvestments
(e)
—
1.5%
Investment
Companies
—
1.5%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(f)
(Cost
$1,086,650)
1.5%
1,086,650
1,086,650
Principal
Amount
Short-Term
Investments
—
5.7%
Repurchase
Agreements
(g)
—
5.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,255,525
(Cost
$4,254,900)
$
4,254,900
4,254,900
Total
Investments
—
86.8%
(Cost
$86,381,821)
64,872,775
Other
assets
less
liabilities
—
13.2%
9,894,138
Net
assets
—
100.0%
$
74,766,913
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$1,201,835,
collateralized
in
the
form
of
cash
with
a
value
of
$1,086,650
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$189,224
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.25%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$1,275,874.
(b)
Represents
less
than
0.05%
of
net
assets.
(c)
Illiquid
security.
(d)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$11,641,
which
represents
approximately
0.02%
of
net
assets
of
the
Fund.
(e)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$1,086,650.
(f)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(g)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
CVR
Contingent
Value
Rights
-
No
defined
expiration
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
7,497,039
Aggregate
gross
unrealized
depreciation
(39,189,346)
Net
unrealized
depreciation
$
(31,692,307)
Federal
income
tax
cost
$
86,963,231
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
NASDAQ
BIOTECHNOLOGY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
55
BIB
::
Swap
Agreements
a
Ultra
Nasdaq
Biotechnology
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
18,428,951
3/6/2025
Bank
of
America
NA
5.48%
Nasdaq
Biotechnology
Index
®
(3,634,252)
—
3,634,252
—
19,366,476
11/6/2025
BNP
Paribas
SA
5.63%
Nasdaq
Biotechnology
Index
®
(43,962)
—
43,962
—
10,456,115
3/6/2025
Citibank
NA
5.48%
Nasdaq
Biotechnology
Index
®
(1,992,100)
—
1,992,100
—
2,510,397
11/7/2024
Goldman
Sachs
International
5.93%
Nasdaq
Biotechnology
Index
®
(245,631)
—
245,631
—
2,645,990
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
Nasdaq
Biotechnology
Index
®
(315,942)
—
315,942
—
8,445,472
11/14/2024
Societe
Generale
5.88%
Nasdaq
Biotechnology
Index
®
(170,215)
—
170,215
—
28,040,519
11/7/2024
UBS
AG
5.33%
Nasdaq
Biotechnology
Index
®
(3,199,749)
—
3,199,749
—
89,893,920
(9,601,851)
Total
Unrealized
Depreciation
(9,601,851)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
Ultra
Nasdaq
Biotechnology
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Biotechnology
66.6%
Health
Care
Equipment
&
Supplies
0.1%
Health
Care
Providers
&
Services
0.4%
Life
Sciences
Tools
&
Services
2.6%
Pharmaceuticals
9.9%
Other
a
20.4%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
ULTRA
NASDAQ
CLOUD
COMPUTING
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
56
SKYU
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
85.0%
Broadline
Retail
—
3.4%
Amazon.com,
Inc.*
727
$
106,207
Communications
Equipment
—
5.4%
Arista
Networks,
Inc.*
514
112,931
Cisco
Systems,
Inc.
1,166
56,411
169,342
Diversified
Telecommunication
Services
—
0.9%
Lumen
Technologies,
Inc.*
21,444
28,092
Financial
Services
—
0.4%
Toast,
Inc.,
Class
a
A
*
754
11,212
Health
Care
Technology
—
0.4%
Veeva
Systems,
Inc.,
Class
a
A
*
80
13,945
Interactive
Media
&
Services
—
3.5%
Alphabet,
Inc.,
Class
a
A
*
736
97,542
Eventbrite,
Inc.,
Class
a
A
*
1,650
11,633
109,175
IT
Services
—
19.2%
Akamai
Technologies,
Inc.*
636
73,477
Cloudflare,
Inc.,
Class
a
A
*
1,028
79,310
DigitalOcean
Holdings,
Inc.*
1,434
42,475
Fastly,
Inc.,
Class
a
A
*
2,107
34,997
International
Business
Machines
Corp.
683
108,297
MongoDB,
Inc.,
Class
a
A
*
219
91,047
Shopify,
Inc.,
Class
a
A
*
754
54,906
Snowflake,
Inc.,
Class
a
A
*
107
20,082
Squarespace,
Inc.,
Class
a
A
*
554
15,529
Twilio,
Inc.,
Class
a
A
*
787
50,903
Wix.com
Ltd.*
338
34,307
605,330
Media
—
0.5%
Trade
Desk,
Inc.
(The),
Class
a
A
*
209
14,726
Professional
Services
—
0.7%
Paycom
Software,
Inc.
57
10,355
Paylocity
Holding
Corp.*
83
13,003
23,358
Software
—
42.1%
Adobe,
Inc.*
90
54,991
Appfolio
,
Inc.,
Class
a
A
*
87
16,465
Appian
Corp.,
Class
a
A
*
686
24,861
AppLovin
Corp.,
Class
a
A
*
1,160
43,477
Asana,
Inc.,
Class
a
A
*
778
16,346
Atlassian
Corp.,
Class
a
A
*
246
46,974
Blackbaud,
Inc.*
220
16,553
BlackLine
,
Inc.*
278
16,082
Box,
Inc.,
Class
a
A
*
631
16,513
Investments
Shares
Value
Common
Stocks
(continued)
Confluent,
Inc.,
Class
a
A
*
1,515
$
32,148
Crowdstrike
Holdings,
Inc.,
Class
a
A
*
103
24,410
Datadog,
Inc.,
Class
a
A
*
173
20,167
DocuSign,
Inc.,
Class
a
A
*
332
14,309
Domo,
Inc.,
Class
a
B
*
730
6,928
Dropbox,
Inc.,
Class
a
A
*
601
16,936
Elastic
NV*
270
21,697
Everbridge,
Inc.*
674
13,723
Gitlab,
Inc.,
Class
a
A
*
1,058
51,144
HashiCorp
,
Inc.,
Class
a
A
*
1,719
36,821
HubSpot,
Inc.*
92
45,441
Intuit,
Inc.
31
17,715
Microsoft
Corp.
306
115,946
Nutanix,
Inc.,
Class
a
A
*
3,224
138,922
Open
Text
Corp.
415
16,658
Oracle
Corp.
833
96,803
Palo
Alto
Networks,
Inc.*
69
20,361
Q2
Holdings,
Inc.*
486
17,263
Qualys,
Inc.*
107
19,778
RingCentral,
Inc.,
Class
a
A
*
1,451
41,295
Salesforce,
Inc.*
226
56,929
SAP
SE,
ADR
239
38,030
ServiceNow,
Inc.*
85
58,288
Smartsheet,
Inc.,
Class
a
A
*
400
16,952
Sprout
Social,
Inc.,
Class
a
A
*
312
17,753
Workday,
Inc.,
Class
a
A
*
68
18,409
Workiva,
Inc.,
Class
a
A
*
448
43,084
Zoom
Video
Communications,
Inc.,
Class
a
A
*
235
15,940
Zscaler
,
Inc.*
107
21,136
Zuora,
Inc.,
Class
a
A
*
1,834
16,726
1,323,974
Technology
Hardware,
Storage
&
Peripherals
—
8.5%
Dell
Technologies,
Inc.,
Class
a
C
891
67,600
Hewlett
Packard
Enterprise
Co.
2,951
49,902
NetApp,
Inc.
654
59,769
Pure
Storage,
Inc.,
Class
a
A
*
2,740
91,269
268,540
Total
Common
Stocks
(Cost
$2,462,255)
2,673,901
Principal
Amount
Short-Term
Investments
—
3.9%
Repurchase
Agreements
(a)
—
3.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$121,469
(Cost
$121,451)
$
121,451
121,451
Total
Investments
—
88.9%
(Cost
$2,583,706)
2,795,352
Other
assets
less
liabilities
—
11.1%
348,369
Net
Assets
—
100.0%
$
3,143,721
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
NASDAQ
CLOUD
COMPUTING
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
57
SKYU
::
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
459,566
Aggregate
gross
unrealized
depreciation
(123,200)
Net
unrealized
appreciation
$
336,366
Federal
income
tax
cost
$
2,686,137
Swap
Agreements
a
Ultra
Nasdaq
Cloud
Computing
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
1,264,576
5/6/2025
Bank
of
America
NA
5.43%
ISE
Cloud
Computing
Index
50,086
—
—
50,086
2,111,261
11/6/2025
BNP
Paribas
SA
5.78%
ISE
Cloud
Computing
Index
152,342
—
—
152,342
97,205
11/7/2024
Goldman
Sachs
International
5.93%
ISE
Cloud
Computing
Index
6,852
—
—
6,852
141,720
3/6/2024
UBS
AG
5.88%
ISE
Cloud
Computing
Index
17,871
—
—
17,871
3,614,762
227,151
Total
Unrealized
Appreciation
227,151
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRA
NASDAQ
CYBERSECURITY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
58
UCYB
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
38.6%
Repurchase
Agreements
(a)
—
38.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$782,392
(Cost
$782,278)
$
782,278
$
782,278
Total
Investments
—
38.6%
(Cost
$782,278)
782,278
Other
assets
less
liabilities
—
61.4%
1,245,267
Net
Assets
—
100.0%
$
2,027,545
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
514,480
Aggregate
gross
unrealized
depreciation
—
Net
unrealized
appreciation
$
514,480
Federal
income
tax
cost
$
782,278
Swap
Agreements
a
Ultra
Nasdaq
Cybersecurity
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
1,594,294
3/6/2024
Bank
of
America
NA
5.58%
First
Trust
Nasdaq
Cybersecurity
ETF
273,104
(268,238)
(1,069)
3,797
1,759,144
11/6/2025
BNP
Paribas
SA
5.83%
First
Trust
Nasdaq
Cybersecurity
ETF
134,377
—
—
134,377
455,829
11/7/2024
Goldman
Sachs
International
5.93%
First
Trust
Nasdaq
Cybersecurity
ETF
79,649
—
—
79,649
256,680
3/6/2024
UBS
AG
5.83%
First
Trust
Nasdaq
Cybersecurity
ETF
27,350
—
—
27,350
4,065,947
514,480
Total
Unrealized
Appreciation
514,480
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
59
QLD
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
67.2%
Automobiles
—
2.0%
Lucid
Group,
Inc.*(a)
627,007
$
2,645,970
Tesla,
Inc.*
408,092
97,974,727
100,620,697
Beverages
—
1.8%
Keurig
Dr
Pepper,
Inc.
385,379
12,166,415
Monster
Beverage
Corp.*
289,031
15,940,060
PepsiCo,
Inc.
379,872
63,928,659
92,035,134
Biotechnology
—
2.8%
Amgen,
Inc.
147,663
39,815,851
Biogen,
Inc.*
39,867
9,332,067
Gilead
Sciences,
Inc.
343,850
26,338,910
Moderna,
Inc.*
105,100
8,166,270
Regeneron
Pharmaceuticals,
Inc.*
29,482
24,287,567
Seagen
,
Inc.*
51,644
11,011,017
Vertex
Pharmaceuticals,
Inc.*
71,285
25,292,631
144,244,313
Broadline
Retail
—
4.9%
Amazon.com,
Inc.*
1,326,887
193,844,922
eBay,
Inc.
146,736
6,017,643
JD.com,
Inc.,
ADR
125,040
3,429,847
MercadoLibre
,
Inc.*
13,739
22,263,500
PDD
Holdings,
Inc.,
ADR*
179,702
26,495,263
252,051,175
Commercial
Services
&
Supplies
—
0.6%
Cintas
Corp.
28,006
15,494,319
Copart,
Inc.*
263,313
13,223,579
28,717,898
Communications
Equipment
—
1.1%
Cisco
Systems,
Inc.
1,124,176
54,387,635
Consumer
Staples
Distribution
&
Retail
—
1.6%
Costco
Wholesale
Corp.
122,413
72,559,082
Dollar
Tree,
Inc.*
60,609
7,490,666
Walgreens
Boots
Alliance,
Inc.
238,304
4,751,782
84,801,530
Electric
Utilities
—
0.8%
American
Electric
Power
Co.,
Inc.
142,204
11,312,328
Constellation
Energy
Corp.
88,790
10,747,142
Exelon
Corp.
274,506
10,571,226
Xcel
Energy,
Inc.
152,026
9,249,262
41,879,958
Energy
Equipment
&
Services
—
0.2%
Baker
Hughes
Co.,
Class
a
A
278,318
9,393,233
Entertainment
—
1.5%
Electronic
Arts,
Inc.
74,609
10,296,788
Investments
Shares
Value
Common
Stocks
(continued)
Netflix,
Inc.*
122,289
$
57,961,317
Warner
Bros
Discovery,
Inc.*
672,369
7,026,256
75,284,361
Financial
Services
—
0.3%
PayPal
Holdings,
Inc.*
302,874
17,448,571
Food
Products
—
0.7%
Kraft
Heinz
Co.
(The)
338,840
11,896,673
Mondelez
International,
Inc.,
Class
a
A
375,371
26,673,863
38,570,536
Ground
Transportation
—
0.6%
CSX
Corp.
553,445
17,876,273
Old
Dominion
Freight
Line,
Inc.
30,064
11,696,700
29,572,973
Health
Care
Equipment
&
Supplies
—
1.3%
Align
Technology,
Inc.*
21,229
4,538,760
Dexcom,
Inc.*
107,060
12,367,571
GE
HealthCare
Technologies,
Inc.
125,526
8,593,510
IDEXX
Laboratories,
Inc.*
22,914
10,673,800
Intuitive
Surgical,
Inc.*
96,924
30,127,856
66,301,497
Hotels,
Restaurants
&
Leisure
—
1.8%
Airbnb,
Inc.,
Class
a
A
*
117,533
14,849,119
Booking
Holdings,
Inc.*
9,865
30,835,031
Marriott
International,
Inc.,
Class
a
A
82,409
16,704,304
Starbucks
Corp.
315,973
31,376,119
93,764,573
Industrial
Conglomerates
—
0.7%
Honeywell
International,
Inc.
183,198
35,892,152
Interactive
Media
&
Services
—
6.5%
Alphabet,
Inc.,
Class
a
A
*
763,179
101,144,113
Alphabet,
Inc.,
Class
a
C
*
745,954
99,898,160
Meta
Platforms,
Inc.,
Class
a
A
*
400,570
131,046,475
332,088,748
IT
Services
—
0.2%
Cognizant
Technology
Solutions
Corp.,
Class
a
A
139,279
9,802,456
Life
Sciences
Tools
&
Services
—
0.1%
Illumina,
Inc.*
43,694
4,454,603
Machinery
—
0.3%
PACCAR,
Inc.
144,311
13,250,636
Media
—
1.5%
Charter
Communications,
Inc.,
Class
a
A
*
41,236
16,499,761
See
accompanying
notes
to
the
financial
statements.
ULTRA
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
60
QLD
::
Investments
Shares
Value
Common
Stocks
(continued)
Comcast
Corp.,
Class
a
A
1,135,314
$
47,558,303
Sirius
XM
Holdings,
Inc.(a)
1,060,163
4,961,563
Trade
Desk,
Inc.
(The),
Class
a
A
*
123,046
8,669,821
77,689,448
Oil,
Gas
&
Consumable
Fuels
—
0.1%
Diamondback
Energy,
Inc.
49,379
7,624,611
Pharmaceuticals
—
0.2%
AstraZeneca
plc,
ADR
160,837
10,388,462
Professional
Services
—
0.9%
Automatic
Data
Processing,
Inc.
113,741
26,151,331
Paychex,
Inc.
99,534
12,140,162
Verisk
Analytics,
Inc.,
Class
a
A
39,907
9,634,747
47,926,240
Real
Estate
Management
&
Development
—
0.2%
CoStar
Group,
Inc.*
112,727
9,360,850
Semiconductors
&
Semiconductor
Equipment
—
12.6%
Advanced
Micro
Devices,
Inc.*
445,530
53,980,415
Analog
Devices,
Inc.
137,523
25,218,968
Applied
Materials,
Inc.
230,511
34,525,938
ASML
Holding
NV
(Registered),
NYRS
23,917
16,353,488
Broadcom,
Inc.
113,960
105,496,191
Enphase
Energy,
Inc.*
37,501
3,788,351
GLOBALFOUNDRIES,
Inc.*(a)
150,927
8,103,271
Intel
Corp.
1,155,349
51,644,100
KLA
Corp.
37,631
20,494,595
Lam
Research
Corp.
36,442
26,089,557
Marvell
Technology,
Inc.
238,080
13,268,198
Microchip
Technology,
Inc.
150,096
12,524,010
Micron
Technology,
Inc.
302,085
22,994,710
NVIDIA
Corp.
317,720
148,597,644
NXP
Semiconductors
NV
71,133
14,516,823
ON
Semiconductor
Corp.*
119,100
8,495,403
QUALCOMM,
Inc.
307,980
39,744,819
Texas
Instruments,
Inc.
250,350
38,230,948
644,067,429
Software
—
12.5%
Adobe,
Inc.*
125,802
76,866,280
ANSYS,
Inc.*
23,941
7,023,332
Atlassian
Corp.,
Class
a
A
*
42,229
8,063,627
Autodesk,
Inc.*
58,995
12,886,278
Cadence
Design
Systems,
Inc.*
74,936
20,477,761
Crowdstrike
Holdings,
Inc.,
Class
a
A
*
62,430
14,795,286
Datadog,
Inc.,
Class
a
A
*
82,360
9,600,705
Fortinet,
Inc.*
216,563
11,382,551
Intuit,
Inc.
77,219
44,127,570
Microsoft
Corp.
955,517
362,054,946
Palo
Alto
Networks,
Inc.*
84,483
24,930,088
Synopsys,
Inc.*
42,099
22,869,440
Workday,
Inc.,
Class
a
A
*
57,221
15,490,869
Investments
Shares
Value
Common
Stocks
(continued)
Zoom
Video
Communications,
Inc.,
Class
a
A
*
70,247
$
4,764,854
Zscaler
,
Inc.*
40,209
7,942,484
643,276,071
Specialty
Retail
—
0.6%
O'Reilly
Automotive,
Inc.*
16,689
16,394,940
Ross
Stores,
Inc.
94,014
12,257,545
28,652,485
Technology
Hardware,
Storage
&
Peripherals
—
7.4%
Apple,
Inc.
2,011,147
382,017,373
Textiles,
Apparel
&
Luxury
Goods
—
0.3%
Lululemon
Athletica,
Inc.*
33,442
14,941,886
Trading
Companies
&
Distributors
—
0.2%
Fastenal
Co.
157,507
9,445,695
Wireless
Telecommunication
Services
—
0.9%
T-Mobile
US,
Inc.
324,436
48,811,396
Total
Common
Stocks
(Cost
$3,415,528,906)
3,448,764,625
Securities
Lending
Reinvestments
(b)
—
0.3%
Investment
Companies
—
0.3%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$13,124,320)
13,124,320
13,124,320
Principal
Amount
Short-Term
Investments
—
13.7%
Repurchase
Agreements
(d)
—
3.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$173,332,676
(Cost
$173,307,186)
$
173,307,186
173,307,186
U.S.
Treasury
Obligations
(e)
—
10.3%
U.S.
Treasury
Bills
5.39%,
12/5/2023
(f)
35,000,000
34,979,517
5.38%,
12/12/2023
(f)
25,000,000
24,959,773
5.30%,
1/16/2024
(f)
50,000,000
49,663,146
5.30%,
1/23/2024
(f)
50,000,000
49,612,529
5.37%,
2/1/2024
(f)
50,000,000
49,547,593
5.32%,
2/6/2024
(f)
25,000,000
24,755,768
5.31%,
2/15/2024
(f)
40,000,000
39,557,568
5.31%,
2/27/2024
(f)
50,000,000
49,359,327
5.46%,
3/28/2024
(f)
75,000,000
73,719,209
5.32%,
4/25/2024
(f)
50,000,000
48,952,991
5.31%,
5/2/2024
(f)
40,000,000
39,123,310
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
61
QLD
::
Investments
Principal
Amount
Value
U.S.
Treasury
Obligations
(e)
(continued)
5.39%,
5/9/2024
(f)
$
45,000,000
$
43,967,466
Total
U.S.
Treasury
Obligations
(Cost
$528,141,697)
528,198,197
Total
Short-Term
Investments
(Cost
$701,448,883)
701,505,383
Total
Investments
—
81.2%
(Cost
$4,130,102,109)
4,163,394,328
Other
assets
less
liabilities
—
18.8%
962,976,902
Net
Assets
—
100.0%
$
5,126,371,230
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$13,464,075,
collateralized
in
the
form
of
cash
with
a
value
of
$13,124,320
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$1,167,161
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.25%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$14,291,481.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$13,124,320.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(d)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(e)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$328,237,564.
(f)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
NYRS
New
York
Registry
Shares
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,043,630,476
Aggregate
gross
unrealized
depreciation
(246,152,215)
Net
unrealized
appreciation
$
797,478,261
Federal
income
tax
cost
$
4,155,413,726
Futures
Contracts
Purchased
Ultra
QQQ
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
Nasdaq
100
E-Mini
Index
836
12/15/2023
U.S.
Dollar
$
267,277,560
$
18,690,360
See
accompanying
notes
to
the
financial
statements.
ULTRA
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
62
QLD
::
Swap
Agreements
a
Ultra
QQQ
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
536,582,034
3/6/2025
Bank
of
America
NA
5.98%
Nasdaq-100
Index
®
14,639,137
(14,637,382)
(1,755)
—
716,075,311
11/6/2025
Barclays
Capital
5.93%
Nasdaq-100
Index
®
26,565,087
(26,498,137)
(66,950)
—
631,280,486
2/11/2025
BNP
Paribas
SA
5.98%
Nasdaq-100
Index
®
65,015,876
(64,837,951)
(177,925)
—
401,104,879
3/6/2025
Citibank
NA
6.08%
Nasdaq-100
Index
®
36,830,799
(36,763,063)
(67,736)
—
492,677,548
4/8/2024
Goldman
Sachs
International
5.93%
Nasdaq-100
Index
®
104,527,557
1,153,267,105
11/7/2024
Goldman
Sachs
International
5.73%
PowerShares
QQQ
Trust
SM
,
Series
1
109,399,869
1,645,944,653
213,927,426
(213,927,426)
—
—
597,742,116
11/6/2024
J.P.
Morgan
Securities
5.73%
Nasdaq-100
Index
®
22,852,450
(22,852,450)
—
—
321,493,111
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.88%
Nasdaq-100
Index
®
79,798,814
643,896,437
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.88%
PowerShares
QQQ
Trust
SM
,
Series
1
94,743,560
965,389,548
174,542,374
(173,714,311)
(828,063)
—
618,139,441
4/8/2024
Societe
Generale
6.28%
Nasdaq-100
Index
®
86,321,637
(86,014,860)
(306,777)
—
427,004,219
11/7/2024
UBS
AG
6.13%
Nasdaq-100
Index
®
130,112,513
(130,112,513)
—
—
6,539,262,687
770,807,299
Total
Unrealized
Appreciation
770,807,299
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
REAL
ESTATE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
63
URE
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
73.0%
Health
Care
REITs
—
6.0%
Healthpeak
Properties,
Inc.,
REIT
25,347
$
439,010
Ventas,
Inc.,
REIT
18,644
854,641
Welltower,
Inc.,
REIT
25,554
2,276,861
3,570,512
Hotel
&
Resort
REITs
—
1.0%
Host
Hotels
&
Resorts,
Inc.,
REIT
32,972
576,021
Industrial
REITs
—
8.3%
Prologis,
Inc.,
REIT
42,806
4,919,694
Office
REITs
—
2.0%
Alexandria
Real
Estate
Equities,
Inc.,
REIT
7,215
789,321
Boston
Properties,
Inc.,
REIT
6,687
380,691
1,170,012
Real
Estate
Management
&
Development
—
4.6%
CBRE
Group,
Inc.,
Class
a
A
*
14,356
1,133,550
CoStar
Group,
Inc.*
18,920
1,571,117
2,704,667
Residential
REITs
—
8.7%
AvalonBay
Communities,
Inc.,
REIT
6,580
1,137,945
Camden
Property
Trust,
REIT
4,947
446,516
Equity
Residential,
REIT
15,981
908,360
Essex
Property
Trust,
Inc.,
REIT
2,974
634,830
Invitation
Homes,
Inc.,
REIT
26,653
889,144
Mid-America
Apartment
Communities,
Inc.,
REIT
5,406
672,939
UDR,
Inc.,
REIT
14,045
469,103
5,158,837
Retail
REITs
—
8.5%
Federal
Realty
Investment
Trust,
REIT
3,400
325,006
Kimco
Realty
Corp.,
REIT
28,722
554,909
Realty
Income
Corp.,
REIT
32,838
1,771,939
Regency
Centers
Corp.,
REIT
7,613
477,944
Simon
Property
Group,
Inc.,
REIT
15,160
1,893,332
5,023,130
Specialized
REITs
—
33.9%
American
Tower
Corp.,
REIT
21,599
4,509,439
Crown
Castle,
Inc.,
REIT
20,094
2,356,624
Digital
Realty
Trust,
Inc.,
REIT
14,026
1,946,528
Equinix,
Inc.,
REIT
4,335
3,533,068
Extra
Space
Storage,
Inc.,
REIT
9,781
1,273,193
Iron
Mountain,
Inc.,
REIT
13,523
867,501
Public
Storage,
REIT
7,332
1,897,228
Investments
Shares
Value
Common
Stocks
(continued)
SBA
Communications
Corp.,
Class
a
A
,
REIT
5,022
$
1,240,233
VICI
Properties,
Inc.,
Class
a
A
,
REIT
46,956
1,403,515
Weyerhaeuser
Co.,
REIT
33,848
1,061,135
20,088,464
Total
Common
Stocks
(Cost
$47,625,654)
43,211,337
Principal
Amount
Short-Term
Investments
—
8.6%
Repurchase
Agreements
(a)
—
8.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$5,116,185
(Cost
$5,115,432)
$
5,115,432
5,115,432
Total
Investments
—
81.6%
(Cost
$52,741,086)
48,326,769
Other
assets
less
liabilities
—
18.4%
10,886,216
Net
Assets
—
100.0%
$
59,212,985
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,717,496
Aggregate
gross
unrealized
depreciation
(9,227,455)
Net
unrealized
depreciation
$
(7,509,959)
Federal
income
tax
cost
$
55,430,814
See
accompanying
notes
to
the
financial
statements.
ULTRA
REAL
ESTATE
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
64
URE
::
Swap
Agreements
a
Ultra
Real
Estate
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
14,463,692
3/6/2025
Bank
of
America
NA
6.28%
S&P
Real
Estate
Select
Sector
index
f
243,248
—
—
243,248
12,229,238
3/6/2025
BNP
Paribas
SA
5.93%
S&P
Real
Estate
Select
Sector
index
f
175,087
—
(4,174)
170,913
3,308,013
4/7/2025
Citibank
NA
5.83%
S&P
Real
Estate
Select
Sector
index
f
(15,737)
—
15,737
—
6,477,455
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Real
Estate
Select
Sector
index
f
(7,662)
—
7,662
—
3,421,605
3/6/2025
Societe
Generale
6.23%
S&P
Real
Estate
Select
Sector
index
f
45,853
—
—
45,853
35,298,359
3/6/2025
UBS
AG
5.58%
S&P
Real
Estate
Select
Sector
index
f
(846,703)
—
846,703
—
75,198,362
(405,914)
Total
Unrealized
Appreciation
464,188
Total
Unrealized
Depreciation
(870,102)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
RUSSELL2000
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
65
UWM
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
62.1%
API
Group
Corp.*
(Construction
&
Engineering)
0.2%
9,707
$
294,607
Applied
Industrial
Technologies,
Inc.
(Trading
Companies
&
Distributors)
0.2%
1,791
286,685
ATI,
Inc.*
(Metals
&
Mining)
0.2%
5,986
263,085
Atkore,
Inc.*
(Electrical
Equipment)
0.1%
1,794
233,041
BellRing
Brands,
Inc.*
(Personal
Care
Products)
0.2%
6,220
329,038
ChampionX
Corp.
(Energy
Equipment
&
Services)
0.2%
9,234
270,741
Chart
Industries,
Inc.*
(Machinery)
0.2%
1,994
259,280
Chord
Energy
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.2%
1,941
314,714
Civitas
Resources,
Inc.
(Oil,
Gas
&
Consumable
Fuels)
0.1%
3,214
220,770
Comfort
Systems
USA,
Inc.
(Construction
&
Engineering)
0.2%
1,642
317,858
Commercial
Metals
Co.
(Metals
&
Mining)
0.1%
5,436
246,414
Duolingo,
Inc.,
Class
A*
(Diversified
Consumer
Services)
0.2%
1,332
282,770
elf
Beauty,
Inc.*
(Personal
Care
Products)
0.2%
2,476
292,391
Ensign
Group,
Inc.
(The)
(Health
Care
Providers
&
Services)
0.2%
2,529
270,780
Essent
Group
Ltd.
(Financial
Services)
0.1%
4,913
237,494
Fabrinet*
(Electronic
Equipment,
Instruments
&
Components)
0.2%
1,708
276,525
Fluor
Corp.*
(Construction
&
Engineering)
0.1%
6,619
251,721
Halozyme
Therapeutics,
Inc.*
(Biotechnology)
0.1%
6,021
232,471
HealthEquity,
Inc.*
(Health
Care
Providers
&
Services)
0.2%
3,900
261,378
ImmunoGen
,
Inc.*
(Biotechnology)
0.2%
11,113
326,167
Intra-Cellular
Therapies,
Inc.*
(Pharmaceuticals)
0.2%
4,345
266,653
Lantheus
Holdings,
Inc.*
(Health
Care
Equipment
&
Supplies)
0.1%
3,155
225,961
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Light
&
Wonder,
Inc.*
(Hotels,
Restaurants
&
Leisure)
0.2%
4,235
$
374,459
Matador
Resources
Co.
(Oil,
Gas
&
Consumable
Fuels)
0.2%
5,259
304,391
Maximus,
Inc.
(Professional
Services)
0.1%
2,822
235,609
Meritage
Homes
Corp.
(Household
Durables)
0.1%
1,690
238,797
MicroStrategy,
Inc.,
Class
A*
(Software)
0.2%
511
254,631
Murphy
Oil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.2%
6,896
294,942
Noble
Corp.
plc
(Energy
Equipment
&
Services)
0.1%
5,135
236,929
Novanta
,
Inc.*
(Electronic
Equipment,
Instruments
&
Components)
0.1%
1,662
240,059
Onto
Innovation,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.2%
2,278
321,221
Option
Care
Health,
Inc.*
(Health
Care
Providers
&
Services)
0.1%
7,892
234,787
PBF
Energy,
Inc.,
Class
A
(Oil,
Gas
&
Consumable
Fuels)
0.1%
5,282
234,521
Permian
Resources
Corp.,
Class
A
(Oil,
Gas
&
Consumable
Fuels)
0.1%
16,608
218,229
Qualys,
Inc.*
(Software)
0.2%
1,727
319,219
Rambus,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.2%
5,060
342,410
Ryman
Hospitality
Properties,
Inc.,
REIT
(Hotel
&
Resort
REITs)
0.2%
2,680
268,938
Selective
Insurance
Group,
Inc.
(Insurance)
0.2%
2,794
284,122
Simpson
Manufacturing
Co.,
Inc.
(Building
Products)
0.2%
1,991
332,437
SouthState
Corp.
(Banks)
0.2%
3,533
261,619
SPS
Commerce,
Inc.*
(Software)
0.2%
1,704
293,565
Super
Micro
Computer,
Inc.*
(Technology
Hardware,
Storage
&
Peripherals)
0.4%
2,150
587,961
Taylor
Morrison
Home
Corp.,
Class
A*
(Household
Durables)
0.1%
4,882
220,178
See
accompanying
notes
to
the
financial
statements.
ULTRA
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
66
UWM
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Tenable
Holdings,
Inc.*
(Software)
0.1%
5,299
$
219,326
Terreno
Realty
Corp.,
REIT
(Industrial
REITs)
0.1%
3,795
216,733
UFP
Industries,
Inc.
(Building
Products)
0.2%
2,787
305,539
Vaxcyte
,
Inc.*
(Biotechnology)
0.1%
4,349
225,148
Watts
Water
Technologies,
Inc.,
Class
A
(Machinery)
0.1%
1,269
244,295
Weatherford
International
plc*
(Energy
Equipment
&
Services)
0.2%
3,304
299,640
Workiva,
Inc.,
Class
A*
(Software)
0.1%
2,269
218,210
Other
Common
Stocks(b)
53.9%
5,352,183
90,746,211
Total
Common
Stocks
(Cost
$116,948,519)
104,534,670
No.
of
Rights
Rights
—
0.0%
(c)
Aduro
Biotech,
Inc.,
CVR*(d)(e)
0.0%
687
—
ANI
Pharmaceuticals,
Inc.,
CVR,
expiring
12/31/50*(d)(e)
0.0%
2
—
Chinook
Therape
,
CVR*(d)(e)
0.0%
3,154
—
Contraf-Nicotex-
Tobacco
GmbH,
CVR*(d)(e)
0.0%
2,444
1,222
Oncternal
Therapeutics,
Inc.,
CVR*(d)(e)
0.0%
42
—
Tobira
Therapeutics,
Inc.,
CVR*(d)(e)
0.0%
756
—
Total
Rights
(Cost
$1,634)
1,222
Shares
Securities
Lending
Reinvestments
(f)
—
1.4%
Investment
Companies
—
1.4%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(g)
(Cost
$2,343,742)
1.4%
2,343,742
2,343,742
Principal
Amount
Value
Short-Term
Investments
—
30.2%
Repurchase
Agreements
(h)
—
30.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$50,788,267
(Cost
$50,780,798)
$
50,780,798
$
50,780,798
Total
Investments
—
93.7%
(Cost
$170,074,693)
157,660,432
Other
assets
less
liabilities
—
6.3%
10,671,668
Net
assets
—
100.0%
$
168,332,100
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$117.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$2,668,663,
collateralized
in
the
form
of
cash
with
a
value
of
$2,343,742
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$484,403
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.25%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$2,828,145.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Illiquid
security.
(e)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$1,222,
which
represents
approximately
0.00%
of
net
assets
of
the
Fund.
(f)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$2,343,742.
(g)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(h)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
CVR
Contingent
Value
Rights
-
No
defined
expiration
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
16,170,298
Aggregate
gross
unrealized
depreciation
(41,248,536)
Net
unrealized
depreciation
$
(25,078,238)
Federal
income
tax
cost
$
176,189,176
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
RUSSELL2000
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
67
UWM
::
Futures
Contracts
Purchased
Ultra
Russell2000
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
Russell
2000
E-Mini
Index
38
12/15/2023
U.S.
Dollar
$
3,443,180
$
283,516
Swap
Agreements
a
Ultra
Russell2000
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
11,411,298
3/6/2025
Bank
of
America
NA
5.48%
Russell
2000
®
Index
(552,211)
—
552,211
—
26,941,735
11/6/2025
Barclays
Capital
5.83%
Russell
2000
®
Index
861,619
—
(790,000)
71,619
36,591,048
2/11/2025
BNP
Paribas
SA
5.48%
Russell
2000
®
Index
1,403,601
(1,079,770)
—
323,831
22,048,336
3/6/2025
Citibank
NA
5.62%
Russell
2000
®
Index
(267,540)
—
267,540
—
6,646,339
11/7/2024
Goldman
Sachs
International
5.73%
Russell
2000
®
Index
(948,494)
—
948,494
—
11,371,863
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares
®
Russell
2000
ETF
(453,862)
21,397,089
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.78%
Russell
2000
®
Index
(785,499)
32,768,952
(1,239,361)
—
1,239,361
—
53,944,976
11/14/2024
Societe
Generale
5.88%
Russell
2000
®
Index
(4,648,856)
—
4,648,856
—
38,336,752
11/7/2024
UBS
AG
5.33%
Russell
2000
®
Index
(1,441,768)
—
1,441,768
—
228,689,436
(6,833,010)
Total
Unrealized
Appreciation
2,265,220
Total
Unrealized
Depreciation
(9,098,230)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
Ultra
Russell2000
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
0.6%
Air
Freight
&
Logistics
0.1%
Automobile
Components
0.8%
Automobiles
0.1%
Banks
5.6%
Beverages
0.3%
Biotechnology
4.2%
Broadline
Retail
0.1%
Building
Products
1.2%
Capital
Markets
0.8%
Chemicals
1.1%
Commercial
Services
&
Supplies
1.0%
Communications
Equipment
0.4%
Construction
&
Engineering
1.1%
See
accompanying
notes
to
the
financial
statements.
ULTRA
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
68
UWM
::
Construction
Materials
0.2%
Consumer
Finance
0.5%
Consumer
Staples
Distribution
&
Retail
0.4%
Containers
&
Packaging
0.2%
Distributors
0.0%*
Diversified
Consumer
Services
0.8%
Diversified
REITs
0.4%
Diversified
Telecommunication
Services
0.3%
Electric
Utilities
0.5%
Electrical
Equipment
0.8%
Electronic
Equipment,
Instruments
&
Components
1.7%
Energy
Equipment
&
Services
1.6%
Entertainment
0.2%
Equity
Real
Estate
Investment
Trusts
(REITs)
0.0%*
Financial
Services
1.5%
Food
Products
0.6%
Gas
Utilities
0.6%
Ground
Transportation
0.3%
Health
Care
Equipment
&
Supplies
1.8%
Health
Care
Providers
&
Services
1.6%
Health
Care
REITs
0.4%
Health
Care
Technology
0.3%
Hotel
&
Resort
REITs
0.6%
Hotels,
Restaurants
&
Leisure
1.4%
Household
Durables
1.4%
Household
Products
0.2%
Independent
Power
and
Renewable
Electricity
Producers
0.2%
Industrial
Conglomerates
0.0%*
Industrial
REITs
0.3%
Insurance
1.2%
Interactive
Media
&
Services
0.5%
IT
Services
0.3%
Leisure
Products
0.3%
Life
Sciences
Tools
&
Services
0.2%
Machinery
2.2%
Marine
Transportation
0.2%
Media
0.4%
Metals
&
Mining
1.2%
Mortgage
Real
Estate
Investment
Trusts
(REITs)
0.8%
Multi-Utilities
0.3%
Office
REITs
0.4%
Oil,
Gas
&
Consumable
Fuels
3.0%
Paper
&
Forest
Products
0.1%
Passenger
Airlines
0.3%
Personal
Care
Products
0.6%
Pharmaceuticals
1.0%
Professional
Services
1.6%
Real
Estate
Management
&
Development
0.4%
Residential
REITs
0.2%
Retail
REITs
0.8%
Semiconductors
&
Semiconductor
Equipment
1.9%
Software
3.6%
Specialized
REITs
0.3%
Specialty
Retail
1.6%
Technology
Hardware,
Storage
&
Peripherals
0.5%
Textiles,
Apparel
&
Luxury
Goods
0.3%
Tobacco
0.1%
Trading
Companies
&
Distributors
1.2%
Water
Utilities
0.3%
Wireless
Telecommunication
Services
0.1%
Other
a
37.9%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
S&P500
®
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
69
SSO
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
67.0%
Abbott
Laboratories
(Health
Care
Equipment
&
Supplies)
0.3%
119,048
$
12,415,516
AbbVie,
Inc.
(Biotechnology)
0.4%
121,018
17,231,753
Accenture
plc,
Class
A
(IT
Services)
0.4%
43,243
14,405,973
Adobe,
Inc.*
(Software)
0.5%
31,314
19,133,167
Advanced
Micro
Devices,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.3%
110,766
13,420,349
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
1.4%
406,936
53,931,228
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
1.2%
346,102
46,349,980
Amazon.com,
Inc.*
(Broadline
Retail)
2.3%
622,621
90,958,702
Amgen,
Inc.
(Biotechnology)
0.2%
36,701
9,896,058
Apple,
Inc.
(Technology
Hardware,
Storage
&
Peripherals)
4.9%
1,007,837
191,438,638
Bank
of
America
Corp.
(Banks)
0.4%
474,086
14,454,882
Berkshire
Hathaway,
Inc.,
Class
B*
(Financial
Services)
1.2%
125,037
45,013,320
Broadcom,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.7%
30,077
27,843,181
Chevron
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.4%
121,703
17,476,551
Cisco
Systems,
Inc.
(Communications
Equipment)
0.3%
279,461
13,520,323
Coca-Cola
Co.
(The)
(Beverages)
0.4%
266,832
15,593,662
Comcast
Corp.,
Class
A
(Media)
0.3%
282,236
11,822,866
Costco
Wholesale
Corp.
(Consumer
Staples
Distribution
&
Retail)
0.5%
30,457
18,053,082
Danaher
Corp.
(Life
Sciences
Tools
&
Services)
0.3%
45,034
10,056,543
Eli
Lilly
&
Co.
(Pharmaceuticals)
0.8%
54,693
32,325,751
Exxon
Mobil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.7%
277,498
28,510,145
Home
Depot,
Inc.
(The)
(Specialty
Retail)
0.6%
68,957
21,617,330
Intel
Corp.
(Semiconductors
&
Semiconductor
Equipment)
0.3%
287,257
12,840,388
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
International
Business
Machines
Corp.
(IT
Services)
0.2%
62,518
$
9,912,854
Intuit,
Inc.
(Software)
0.3%
19,270
11,012,034
Johnson
&
Johnson
(Pharmaceuticals)
0.7%
165,208
25,551,069
JPMorgan
Chase
&
Co.
(Banks)
0.8%
199,291
31,105,339
Linde
plc
(Chemicals)
0.4%
33,402
13,820,746
Mastercard,
Inc.,
Class
A
(Financial
Services)
0.6%
57,012
23,593,276
McDonald's
Corp.
(Hotels,
Restaurants
&
Leisure)
0.4%
49,999
14,091,718
Merck
&
Co.,
Inc.
(Pharmaceuticals)
0.5%
174,010
17,832,545
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
1.2%
152,409
49,860,604
Microsoft
Corp.
(Software)
4.9%
509,565
193,079,274
Netflix,
Inc.*
(Entertainment)
0.4%
30,457
14,435,704
NVIDIA
Corp.
(Semiconductors
&
Semiconductor
Equipment)
2.0%
169,400
79,228,380
Oracle
Corp.
(Software)
0.3%
107,932
12,542,778
PepsiCo,
Inc.
(Beverages)
0.4%
94,423
15,890,447
Pfizer,
Inc.
(Pharmaceuticals)
0.3%
387,244
11,799,325
Philip
Morris
International,
Inc.
(Tobacco)
0.3%
106,472
9,940,226
Procter
&
Gamble
Co.
(The)
(Household
Products)
0.6%
161,644
24,815,587
QUALCOMM,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.3%
76,577
9,882,262
Salesforce,
Inc.*
(Software)
0.4%
66,789
16,824,149
Tesla,
Inc.*
(Automobiles)
1.1%
189,384
45,467,311
Thermo
Fisher
Scientific,
Inc.
(Life
Sciences
Tools
&
Services)
0.3%
26,482
13,128,716
UnitedHealth
Group,
Inc.
(Health
Care
Providers
&
Services)
0.9%
63,446
35,083,735
Verizon
Communications,
Inc.
(Diversified
Telecommunication
Services)
0.3%
288,350
11,052,456
Visa,
Inc.,
Class
A
(Financial
Services)
0.7%
110,192
28,284,083
Walmart,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.4%
97,860
15,235,823
See
accompanying
notes
to
the
financial
statements.
ULTRA
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
70
SSO
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Walt
Disney
Co.
(The)*
(Entertainment)
0.3%
125,544
$
11,636,673
Wells
Fargo
&
Co.
(Banks)
0.3%
250,865
11,186,070
Other
Common
Stocks(b)
28.9%
12,843,739
1,132,741,366
Total
Common
Stocks
(Cost
$2,891,395,423)
2,627,343,938
Securities
Lending
Reinvestments
(c)
—
0.0%
(d)
Investment
Companies
—
0.0%
(d)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(e)
(Cost
$13,659)
0.0%
13,659
13,659
Principal
Amount
Short-Term
Investments
(a)
—
13.9%
Repurchase
Agreements
(f)
—
3.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$126,374,080
(Cost
$126,355,493)
$
126,355,493
126,355,493
U.S.
Treasury
Obligations
—
10.7%
U.S.
Treasury
Bills
5.46%,
2/13/2024
(g)
150,000,000
148,382,226
5.31%,
2/27/2024
(g)
25,000,000
24,679,663
5.44%,
3/21/2024
(g)
150,000,000
147,582,859
5.46%,
3/28/2024
(g)
75,000,000
73,719,209
5.32%,
4/25/2024
(g)
25,000,000
24,476,495
Total
U.S.
Treasury
Obligations
(Cost
$418,746,363)
418,840,452
Total
Short-Term
Investments
(Cost
$545,101,856)
545,195,945
Total
Investments
—
80.9%
(Cost
$3,436,510,938)
3,172,553,542
Other
assets
less
liabilities
—
19.1%
749,713,567
Net
assets
—
100.0%
$
3,922,267,109
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$275,079,323.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$13,307,
collateralized
in
the
form
of
cash
with
a
value
of
$13,659
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$13,659.
(d)
Represents
less
than
0.05%
of
net
assets.
(e)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(f)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(g)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
375,163,031
Aggregate
gross
unrealized
depreciation
(346,590,617)
Net
unrealized
appreciation
$
28,572,414
Federal
income
tax
cost
$
3,465,113,240
Futures
Contracts
Purchased
Ultra
S&P500
®
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
S&P
500
E-Mini
Index
1,211
12/15/2023
U.S.
Dollar
$
277,122,213
$
18,050,238
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
S&P500
®
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
71
SSO
::
Swap
Agreements
a
Ultra
S&P500
®
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
362,208,269
3/6/2025
Bank
of
America
NA
5.93%
S&P
500
®
19,170,828
(18,717,597)
(75,888)
377,343
825,652,689
2/11/2025
BNP
Paribas
SA
5.93%
S&P
500
®
37,586,632
(35,881,515)
—
1,705,117
385,577,134
3/6/2025
Citibank
NA
5.93%
S&P
500
®
26,031,839
(25,272,144)
(32,366)
727,329
692,003,429
4/8/2024
Goldman
Sachs
International
5.93%
S&P
500
®
73,682,455
1,310,384,408
11/7/2024
Goldman
Sachs
International
5.84%
SPDR
®
S&P
500
®
ETF
Trust
68,409,250
2,002,387,837
142,091,705
(138,418,389)
—
3,673,316
175,741,537
11/6/2024
J.P.
Morgan
Securities
5.73%
S&P
500
®
6,929,387
(6,678,087)
—
251,300
239,064,948
3/6/2025
Morgan
Stanley
&
Co.
International
plc
5.88%
S&P
500
®
21,057,259
(20,547,424)
(117,427)
392,408
626,551,423
11/6/2025
Societe
Generale
5.98%
S&P
500
®
25,451,047
(23,855,399)
—
1,595,648
322,838,401
11/7/2024
UBS
AG
5.83%
S&P
500
®
24,763,177
(20,657,897)
—
4,105,280
4,940,022,238
303,081,874
Total
Unrealized
Appreciation
303,081,874
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
Ultra
S&P500
®
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1.1%
Air
Freight
&
Logistics
0.3%
Automobile
Components
0.1%
Automobiles
1.3%
Banks
2.1%
Beverages
1.0%
Biotechnology
1.3%
Broadline
Retail
2.4%
Building
Products
0.3%
Capital
Markets
1.9%
Chemicals
1.1%
Commercial
Services
&
Supplies
0.4%
Communications
Equipment
0.6%
Construction
&
Engineering
0.0%*
Construction
Materials
0.1%
Consumer
Finance
0.3%
Consumer
Staples
Distribution
&
Retail
1.2%
Containers
&
Packaging
0.2%
Distributors
0.1%
Diversified
Telecommunication
Services
0.5%
Electric
Utilities
1.1%
Electrical
Equipment
0.4%
Electronic
Equipment,
Instruments
&
Components
0.4%
Energy
Equipment
&
Services
0.2%
Entertainment
0.8%
Financial
Services
2.9
%
Food
Products
0.6%
See
accompanying
notes
to
the
financial
statements.
ULTRA
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
72
SSO
::
Gas
Utilities
0.0%*
Ground
Transportation
0.5%
Health
Care
Equipment
&
Supplies
1.7%
Health
Care
Providers
&
Services
2.0%
Health
Care
REITs
0.1%
Hotel
&
Resort
REITs
0.0%*
Hotels,
Restaurants
&
Leisure
1.4%
Household
Durables
0.3%
Household
Products
0.9%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
0.6%
Industrial
REITs
0.2%
Insurance
1.5%
Interactive
Media
&
Services
3.8%
IT
Services
0.8%
Leisure
Products
0.0%*
Life
Sciences
Tools
&
Services
0.9%
Machinery
1.1%
Media
0.5%
Metals
&
Mining
0.3%
Multi-Utilities
0.5%
Office
REITs
0.0%*
Oil,
Gas
&
Consumable
Fuels
2.5%
Passenger
Airlines
0.1%
Personal
Care
Products
0.1%
Pharmaceuticals
2.6%
Professional
Services
0.5%
Real
Estate
Management
&
Development
0.1%
Residential
REITs
0.2%
Retail
REITs
0.2%
Semiconductors
&
Semiconductor
Equipment
5.1%
Software
7.5%
Specialized
REITs
0.8%
Specialty
Retail
1.3%
Technology
Hardware,
Storage
&
Peripherals
5.1%
Textiles,
Apparel
&
Luxury
Goods
0.4%
Tobacco
0.4%
Trading
Companies
&
Distributors
0.2%
Water
Utilities
0.0%*
Wireless
Telecommunication
Services
0.1%
Other
a
3
3.0
%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
SEMICONDUCTORS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
73
USD
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
(a)
—
83.7%
Semiconductors
&
Semiconductor
Equipment
—
83.7%
Advanced
Micro
Devices,
Inc.*
144,620
$
17,522,159
Allegro
MicroSystems
,
Inc.*
6,371
173,419
Amkor
Technology,
Inc.
9,237
260,206
Analog
Devices,
Inc.
44,882
8,230,461
Applied
Materials,
Inc.
75,166
11,258,363
Axcelis
Technologies,
Inc.*
2,937
365,010
Broadcom,
Inc.
38,966
36,071,995
Cirrus
Logic,
Inc.*
4,897
371,731
Enphase
Energy,
Inc.*
12,206
1,233,050
Entegris
,
Inc.
13,437
1,402,823
GLOBALFOUNDRIES,
Inc.*(b)
7,408
397,736
Intel
Corp.
374,870
16,756,689
KLA
Corp.
12,239
6,665,604
Lam
Research
Corp.
11,931
8,541,642
Lattice
Semiconductor
Corp.*
12,339
722,448
Marvell
Technology,
Inc.
76,980
4,290,095
Microchip
Technology,
Inc.
48,724
4,065,531
Micron
Technology,
Inc.
98,041
7,462,881
MKS
Instruments,
Inc.
5,626
464,426
Monolithic
Power
Systems,
Inc.
4,276
2,346,327
NVIDIA
Corp.
221,091
103,404,261
NXP
Semiconductors
NV
23,077
4,709,554
ON
Semiconductor
Corp.*
38,626
2,755,193
Power
Integrations,
Inc.
5,138
392,595
Qorvo,
Inc.*
8,764
845,726
QUALCOMM,
Inc.
99,893
12,891,192
Rambus,
Inc.*
9,769
661,068
Silicon
Laboratories,
Inc.*
2,851
300,410
Skyworks
Solutions,
Inc.
14,266
1,382,803
SolarEdge
Technologies,
Inc.*
5,063
401,901
Teradyne,
Inc.
13,785
1,271,391
Texas
Instruments,
Inc.
81,273
12,411,200
Universal
Display
Corp.
3,899
659,711
Wolfspeed
,
Inc.*
11,141
410,657
Total
Common
Stocks
(Cost
$226,747,112)
271,100,258
Securities
Lending
Reinvestments
(c)
—
0.1%
Investment
Companies
—
0.1%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$375,019)
375,019
375,019
Investments
Principal
Amount
Value
Short-Term
Investments
—
3.9%
Repurchase
Agreements
(e)
—
3.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$12,492,330
(Cost
$12,490,492)
$
12,490,492
$
12,490,492
Total
Investments
—
87.7%
(Cost
$239,612,623)
283,965,769
Other
assets
less
liabilities
—
12.3%
39,696,519
Net
Assets
—
100.0%
$
323,662,288
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$619,235.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$357,951,
collateralized
in
the
form
of
cash
with
a
value
of
$375,019
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$375,019.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
67,456,010
Aggregate
gross
unrealized
depreciation
(8,561,106)
Net
unrealized
appreciation
$
58,894,904
Federal
income
tax
cost
$
256,148,599
See
accompanying
notes
to
the
financial
statements.
ULTRA
SEMICONDUCTORS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
74
USD
::
Swap
Agreements
a
Ultra
Semiconductors
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
27,897,764
5/6/2025
Bank
of
America
NA
5.93%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
2,836,522
(2,812,285)
(24,237)
—
20,104,006
11/6/2025
BNP
Paribas
SA
5.83%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
1,205,307
(1,205,307)
—
—
19,458,793
4/8/2024
Goldman
Sachs
International
5.93%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
4,502,550
(4,502,550)
—
—
41,355,056
11/6/2024
J.P.
Morgan
Securities
5.78%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
2,190,405
(541,079)
—
1,649,326
43,751,560
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.93%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
8,910,134
(8,826,343)
(83,791)
—
20,104,006
3/6/2025
Societe
Generale
6.18%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
2,613,225
(2,613,225)
—
—
203,856,460
5/6/2025
UBS
AG
5.68%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
8,819,591
(8,819,591)
—
—
376,527,645
31,077,734
Total
Unrealized
Appreciation
31,077,734
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
SMALLCAP600
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
75
SAA
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
75.4%
AAON,
Inc.
(Building
Products)
0.3%
1,290
$
80,754
Abercrombie
&
Fitch
Co.,
Class
A*
(Specialty
Retail)
0.3%
953
72,323
Academy
Sports
&
Outdoors,
Inc.
(Specialty
Retail)
0.3%
1,456
74,067
Advanced
Energy
Industries,
Inc.
(Electronic
Equipment,
Instruments
&
Components)
0.3%
717
68,151
AeroVironment,
Inc.*
(Aerospace
&
Defense)
0.3%
499
68,667
Alpha
Metallurgical
Resources,
Inc.
(Metals
&
Mining)
0.2%
232
65,090
American
Eagle
Outfitters,
Inc.
(Specialty
Retail)
0.3%
3,534
67,252
American
Equity
Investment
Life
Holding
Co.*
(Insurance)
0.3%
1,178
64,978
Apple
Hospitality
REIT,
Inc.,
REIT
(Hotel
&
Resort
REITs)
0.3%
4,052
67,547
Applied
Industrial
Technologies,
Inc.
(Trading
Companies
&
Distributors)
0.5%
736
117,811
Arcosa
,
Inc.
(Construction
&
Engineering)
0.3%
928
68,858
Asbury
Automotive
Group,
Inc.*
(Specialty
Retail)
0.3%
392
82,249
Assured
Guaranty
Ltd.
(Insurance)
0.3%
1,060
71,985
ATI,
Inc.*
(Metals
&
Mining)
0.4%
2,448
107,590
Axcelis
Technologies,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.3%
625
77,675
Badger
Meter,
Inc.
(Electronic
Equipment,
Instruments
&
Components)
0.3%
558
82,232
Balchem
Corp.
(Chemicals)
0.3%
614
76,578
Blackstone
Mortgage
Trust,
Inc.,
Class
A(a)
(Mortgage
Real
Estate
Investment
Trusts
(REITs))
0.3%
3,281
72,773
Boise
Cascade
Co.
(Trading
Companies
&
Distributors)
0.3%
754
82,412
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Carpenter
Technology
Corp.
(Metals
&
Mining)
0.3%
924
$
65,428
Comfort
Systems
USA,
Inc.
(Construction
&
Engineering)
0.5%
681
131,828
DoubleVerify
Holdings,
Inc.*
(Software)
0.3%
2,614
86,785
DXC
Technology
Co.*
(IT
Services)
0.3%
3,907
90,369
elf
Beauty,
Inc.*
(Personal
Care
Products)
0.5%
1,037
122,459
Ensign
Group,
Inc.
(The)
(Health
Care
Providers
&
Services)
0.4%
1,070
114,565
Essential
Properties
Realty
Trust,
Inc.,
REIT
(Diversified
REITs)
0.3%
2,971
70,561
Fabrinet*
(Electronic
Equipment,
Instruments
&
Components)
0.4%
691
111,873
Federal
Signal
Corp.
(Machinery)
0.3%
1,161
80,039
Franklin
Electric
Co.,
Inc.
(Machinery)
0.3%
758
67,462
Group
1
Automotive,
Inc.
(Specialty
Retail)
0.3%
268
75,603
HB
Fuller
Co.
(Chemicals)
0.3%
1,026
77,648
Helmerich
&
Payne,
Inc.
(Energy
Equipment
&
Services)
0.3%
1,893
68,584
Insight
Enterprises,
Inc.*
(Electronic
Equipment,
Instruments
&
Components)
0.3%
576
87,218
Installed
Building
Products,
Inc.
(Household
Durables)
0.3%
449
67,579
Jackson
Financial,
Inc.,
Class
A
(Financial
Services)
0.2%
1,388
66,249
Lincoln
National
Corp.
(Insurance)
0.3%
3,230
76,809
Merit
Medical
Systems,
Inc.*
(Health
Care
Equipment
&
Supplies)
0.3%
1,097
78,501
Meritage
Homes
Corp.
(Household
Durables)
0.4%
700
98,910
Moog,
Inc.,
Class
A
(Aerospace
&
Defense)
0.3%
547
76,585
Mr
Cooper
Group,
Inc.*
(Financial
Services)
0.3%
1,273
77,042
Mueller
Industries,
Inc.
(Machinery)
0.2%
2,162
89,788
See
accompanying
notes
to
the
financial
statements.
ULTRA
SMALLCAP600
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
76
SAA
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Patterson-UTI
Energy,
Inc.
(Energy
Equipment
&
Services)
0.3%
6,103
$
71,466
Phillips
Edison
&
Co.,
Inc.,
REIT
(Retail
REITs)
0.3%
2,235
78,761
Radian
Group,
Inc.
(Financial
Services)
0.3%
2,998
77,079
Rambus,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.6%
2,078
140,618
Signet
Jewelers
Ltd.
(Specialty
Retail)
0.3%
865
71,086
Simply
Good
Foods
Co.
(The)*
(Food
Products)
0.3%
1,725
66,826
SM
Energy
Co.
(Oil,
Gas
&
Consumable
Fuels)
0.3%
2,260
84,637
SPS
Commerce,
Inc.*
(Software)
0.5%
698
120,251
SPX
Technologies,
Inc.*
(Machinery)
0.3%
868
74,049
Other
Common
Stocks(a)
59.2%
657,038
15,066,512
Total
Common
Stocks
(Cost
$20,356,117)
19,202,162
Securities
Lending
Reinvestments
(b)
—
0.9%
Investment
Companies
—
0.9%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$228,790)
0.9%
228,790
228,790
Principal
Amount
Short-Term
Investments
—
19.9%
Repurchase
Agreements
(d)
—
19.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$5,063,550
(Cost
$5,062,807)
$
5,062,807
5,062,807
Total
Investments
—
96.2%
(Cost
$25,647,714)
24,493,759
Other
assets
less
liabilities
—
3.8%
970,604
Net
assets
—
100.0%
$
25,464,363
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$289,303,
collateralized
in
the
form
of
cash
with
a
value
of
$228,790
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$72,243
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
5.25%,
and
maturity
dates
ranging
from
January
15,
2024
–
February
15,
2051.
The
total
value
of
collateral
is
$301,033.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$228,790.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(d)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,824,051
Aggregate
gross
unrealized
depreciation
(6,189,294)
Net
unrealized
depreciation
$
(3,365,243)
Federal
income
tax
cost
$
25,687,628
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
SMALLCAP600
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
77
SAA
::
Swap
Agreements
a
Ultra
SmallCap600
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
4,237,789
2/11/2025
Bank
of
America
NA
5.88%
S&P
SmallCap
600
®
(185,609)
—
185,609
—
5,732,722
3/6/2024
Citibank
NA
5.68%
S&P
SmallCap
600
®
(441,822)
—
441,822
—
7,269,799
3/6/2024
Morgan
Stanley
&
Co.
International
plc
5.93%
S&P
SmallCap
600
®
(371,231)
—
371,231
—
6,449,166
4/8/2024
Societe
Generale
5.98%
S&P
SmallCap
600
®
(391,095)
—
391,095
—
8,041,263
11/7/2024
UBS
AG
5.63%
S&P
SmallCap
600
®
(781,617)
—
781,617
—
31,730,739
(2,171,374)
Total
Unrealized
Depreciation
(2,171,374)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
Ultra
SmallCap600
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1
.0%
Air
Freight
&
Logistics
0
.3%
Automobile
Components
1
.0%
Automobiles
0
.1%
Banks
6
.9%
Beverages
0
.2%
Biotechnology
1
.1%
Broadline
Retail
0
.2%
Building
Products
1
.6%
Capital
Markets
1
.1%
Chemicals
2
.0%
Commercial
Services
&
Supplies
1
.6%
Communications
Equipment
0
.7%
Construction
&
Engineering
1
.3%
Consumer
Finance
0
.6%
Consumer
Staples
Distribution
&
Retail
0
.4%
Containers
&
Packaging
0
.2%
Diversified
Consumer
Services
0
.8%
Diversified
REITs
0
.6%
Diversified
Telecommunication
Services
0
.4%
Electric
Utilities
0
.2%
Electrical
Equipment
0
.4%
Electronic
Equipment,
Instruments
&
Components
3
.1%
Energy
Equipment
&
Services
1
.6%
Entertainment
0
.4%
Financial
Services
1
.6%
See
accompanying
notes
to
the
financial
statements.
ULTRA
SMALLCAP600
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
78
SAA
::
Food
Products
1
.1%
Gas
Utilities
0
.3%
Ground
Transportation
0
.5%
Health
Care
Equipment
&
Supplies
2
.0%
Health
Care
Providers
&
Services
2
.4%
Health
Care
REITs
0
.4%
Health
Care
Technology
0
.4%
Hotel
&
Resort
REITs
0
.9%
Hotels,
Restaurants
&
Leisure
1
.5%
Household
Durables
2
.5%
Household
Products
0
.5%
Independent
Power
and
Renewable
Electricity
Producers
0
.2%
Industrial
REITs
0
.4%
Insurance
2
.1%
Interactive
Media
&
Services
0
.7%
IT
Services
0
.5%
Leisure
Products
0
.2%
Life
Sciences
Tools
&
Services
0
.3%
Machinery
3
.6%
Marine
Transportation
0
.3%
Media
0
.4%
Metals
&
Mining
1
.9%
Mortgage
Real
Estate
Investment
Trusts
(REITs)
1
.5%
Multi-Utilities
0
.3%
Office
REITs
0
.8%
Oil,
Gas
&
Consumable
Fuels
2
.0%
Paper
&
Forest
Products
0
.2%
Passenger
Airlines
0
.4%
Personal
Care
Products
0
.9%
Pharmaceuticals
1
.3%
Professional
Services
0
.9%
Real
Estate
Management
&
Development
0
.5%
Residential
REITs
0
.3%
Retail
REITs
1
.5%
Semiconductors
&
Semiconductor
Equipment
2
.5%
Software
2
.4%
Specialized
REITs
0
.5%
Specialty
Retail
3
.7%
Technology
Hardware,
Storage
&
Peripherals
0
.2%
Textiles,
Apparel
&
Luxury
Goods
0
.8%
Tobacco
0
.2%
Trading
Companies
&
Distributors
1
.1%
Water
Utilities
0
.7%
Wireless
Telecommunication
Services
0
.2%
Other
a
24
.6%
100
.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
TECHNOLOGY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
79
ROM
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
77.8%
Communications
Equipment
—
2.8%
Arista
Networks,
Inc.*
12,983
$
2,852,495
Cisco
Systems,
Inc.
210,978
10,207,116
F5,
Inc.*
3,070
525,553
Juniper
Networks,
Inc.
16,638
473,351
Motorola
Solutions,
Inc.
8,647
2,791,857
16,850,372
Electronic
Equipment,
Instruments
&
Components
—
1.8%
Amphenol
Corp.,
Class
a
A
30,880
2,809,771
CDW
Corp.
6,940
1,463,507
Corning,
Inc.
39,745
1,132,335
Keysight
Technologies,
Inc.*
9,235
1,254,944
TE
Connectivity
Ltd.
16,254
2,129,274
Teledyne
Technologies,
Inc.*
2,437
982,014
Trimble,
Inc.*
12,856
596,519
Zebra
Technologies
Corp.,
Class
a
A
*
2,658
629,893
10,998,257
IT
Services
—
4.1%
Accenture
plc,
Class
a
A
32,658
10,879,686
Akamai
Technologies,
Inc.*
7,869
909,106
Cognizant
Technology
Solutions
Corp.,
Class
a
A
26,147
1,840,226
EPAM
Systems,
Inc.*
3,001
774,828
Gartner,
Inc.*
4,081
1,774,582
International
Business
Machines
Corp.
47,165
7,478,482
VeriSign,
Inc.*
4,645
985,669
24,642,579
Semiconductors
&
Semiconductor
Equipment
—
18.7%
Advanced
Micro
Devices,
Inc.*
83,648
10,134,835
Analog
Devices,
Inc.
25,960
4,760,545
Applied
Materials,
Inc.
43,476
6,511,835
Broadcom,
Inc.
22,659
20,976,116
Enphase
Energy,
Inc.*
7,060
713,201
First
Solar,
Inc.*
5,531
872,681
Intel
Corp.
216,825
9,692,077
KLA
Corp.
7,078
3,854,820
Lam
Research
Corp.
6,901
4,940,564
Microchip
Technology,
Inc.
28,182
2,351,506
Micron
Technology,
Inc.
56,707
4,316,537
Monolithic
Power
Systems,
Inc.
2,474
1,357,533
NVIDIA
Corp.
42,861
20,046,090
NXP
Semiconductors
NV
13,347
2,723,856
ON
Semiconductor
Corp.*
22,342
1,593,655
Qorvo,
Inc.*
5,069
489,159
QUALCOMM,
Inc.
57,779
7,456,380
Skyworks
Solutions,
Inc.
8,252
799,866
SolarEdge
Technologies,
Inc.*
2,928
232,425
Teradyne,
Inc.
7,974
735,442
Texas
Instruments,
Inc.
47,008
7,178,592
111,737,715
Software
—
31.8%
Adobe,
Inc.*
23,598
14,418,614
Investments
Shares
Value
Common
Stocks
(continued)
ANSYS,
Inc.*
4,493
$
1,318,067
Autodesk,
Inc.*
11,065
2,416,928
Cadence
Design
Systems,
Inc.*
14,071
3,845,182
Fair
Isaac
Corp.*
1,287
1,399,741
Fortinet,
Inc.*
33,747
1,773,742
Gen
Digital,
Inc.
29,133
643,257
Intuit,
Inc.
14,500
8,286,170
Microsoft
Corp.
298,657
113,164,124
Oracle
Corp.
81,505
9,471,696
Palo
Alto
Networks,
Inc.*
15,835
4,672,750
PTC,
Inc.*
6,152
968,079
Roper
Technologies,
Inc.
5,525
2,973,831
Salesforce,
Inc.*
50,427
12,702,561
ServiceNow,
Inc.*
10,562
7,242,786
Synopsys,
Inc.*
7,878
4,279,566
Tyler
Technologies,
Inc.*
2,179
890,862
190,467,956
Technology
Hardware,
Storage
&
Peripherals
—
18.6%
Apple,
Inc.
560,289
106,426,895
Hewlett
Packard
Enterprise
Co.
66,866
1,130,704
HP,
Inc.
44,920
1,317,953
NetApp,
Inc.
10,915
997,522
Seagate
Technology
Holdings
plc
9,986
789,893
Western
Digital
Corp.*
16,564
800,207
111,463,174
Total
Common
Stocks
(Cost
$402,858,019)
466,160,053
Principal
Amount
Short-Term
Investments
—
2.2%
Repurchase
Agreements
(a)
—
2.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$13,004,788
(Cost
$13,002,878)
$
13,002,878
13,002,878
Total
Investments
—
80.0%
(Cost
$415,860,897)
479,162,931
Other
assets
less
liabilities
—
20.0%
119,931,666
Net
Assets
—
100.0%
$
599,094,597
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
See
accompanying
notes
to
the
financial
statements.
ULTRA
TECHNOLOGY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
80
ROM
::
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
134,620,698
Aggregate
gross
unrealized
depreciation
(8,314,164)
Net
unrealized
appreciation
$
126,306,534
Federal
income
tax
cost
$
417,607,625
Swap
Agreements
a
Ultra
Technology
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
78,467,901
5/6/2025
Bank
of
America
NA
5.93%
S&P
Technology
Select
Sector
Index
f
5,504,636
(5,475,353)
(29,283)
—
71,914,009
3/6/2025
BNP
Paribas
SA
5.93%
S&P
Technology
Select
Sector
Index
f
7,327,669
(7,298,808)
(9,833)
19,028
36,961,786
4/7/2025
Citibank
NA
5.78%
S&P
Technology
Select
Sector
Index
f
5,168,903
(5,091,490)
(5,603)
71,810
35,054,657
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Technology
Select
Sector
Index
f
5,110,328
(5,110,328)
—
—
305,147,981
3/6/2025
J.P.
Morgan
Securities
5.73%
S&P
Technology
Select
Sector
Index
f
13,018,927
(13,018,927)
—
—
91,545,884
3/6/2025
Societe
Generale
6.08%
S&P
Technology
Select
Sector
Index
f
23,624,966
(23,470,119)
(154,847)
—
113,069,988
5/6/2025
UBS
AG
5.78%
S&P
Technology
Select
Sector
Index
f
4,995,799
(4,448,721)
—
547,078
732,162,206
64,751,228
Total
Unrealized
Appreciation
64,751,228
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRA
UTILITIES
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
81
UPW
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
79.1%
Electric
Utilities
—
52.1%
Alliant
Energy
Corp.
2,658
$
134,415
American
Electric
Power
Co.,
Inc.
5,417
430,922
Constellation
Energy
Corp.
3,382
409,357
Duke
Energy
Corp.
8,105
747,929
Edison
International
4,031
270,037
Entergy
Corp.
2,224
225,536
Evergy
,
Inc.
2,415
123,262
Eversource
Energy
3,671
218,094
Exelon
Corp.
10,466
403,046
FirstEnergy
Corp.
5,426
200,436
NextEra
Energy,
Inc.
21,281
1,245,151
NRG
Energy,
Inc.
2,409
115,247
PG&E
Corp.*
21,991
377,585
Pinnacle
West
Capital
Corp.
1,192
89,329
PPL
Corp.
7,751
202,456
Southern
Co.
(The)
11,468
813,999
Xcel
Energy,
Inc.
5,800
352,872
6,359,673
Gas
Utilities
—
1.4%
Atmos
Energy
Corp.
1,561
177,657
Independent
Power
and
Renewable
Electricity
Producers
—
1.0%
AES
Corp.
(The)
7,042
121,193
Multi-Utilities
—
22.4%
Ameren
Corp.
2,763
214,381
CenterPoint
Energy,
Inc.
6,637
187,628
CMS
Energy
Corp.
3,068
174,140
Consolidated
Edison,
Inc.
3,627
326,829
Dominion
Energy,
Inc.
8,799
398,947
DTE
Energy
Co.
2,168
225,710
NiSource,
Inc.
4,346
111,431
Public
Service
Enterprise
Group,
Inc.
5,249
327,695
Investments
Shares
Value
Common
Stocks
(continued)
Sempra
6,618
$
482,254
WEC
Energy
Group,
Inc.
3,317
277,368
2,726,383
Water
Utilities
—
2.2%
American
Water
Works
Co.,
Inc.
2,047
269,876
Total
Common
Stocks
(Cost
$10,038,745)
9,654,782
Principal
Amount
Short-Term
Investments
—
8.3%
Repurchase
Agreements
(a)
—
8.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,007,205
(Cost
$1,007,056)
$
1,007,056
1,007,056
Total
Investments
—
87.4%
(Cost
$11,045,801)
10,661,838
Other
assets
less
liabilities
—
12.6%
1,531,479
Net
Assets
—
100.0%
$
12,193,317
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
267,358
Aggregate
gross
unrealized
depreciation
(2,223,608)
Net
unrealized
depreciation
$
(1,956,250)
Federal
income
tax
cost
$
11,060,507
Swap
Agreements
a
Ultra
Utilities
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
8,381,306
3/6/2025
Bank
of
America
NA
5.53%
S&P
Utilities
Select
Sector
Index
f
(713,230)
—
713,230
—
1,128,532
3/6/2025
Goldman
Sachs
International
5.93%
S&P
Utilities
Select
Sector
Index
f
(127,990)
—
127,990
—
3,617,867
3/6/2025
Societe
Generale
6.08%
S&P
Utilities
Select
Sector
Index
f
(253,749)
—
253,749
—
1,577,925
3/6/2025
UBS
AG
5.68%
S&P
Utilities
Select
Sector
Index
f
(462,612)
—
462,612
—
14,705,630
(1,557,581)
Total
Unrealized
Depreciation
(1,557,581)
See
accompanying
notes
to
the
financial
statements.
ULTRA
UTILITIES
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
82
UPW
::
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
DOW30
(
SM
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
83
UDOW
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
72.1%
Aerospace
&
Defense
—
3.1%
Boeing
Co.
(The)*
81,588
$
18,898,228
Banks
—
2.1%
JPMorgan
Chase
&
Co.
81,591
12,734,723
Beverages
—
0.8%
Coca-Cola
Co.
(The)
81,591
4,768,178
Biotechnology
—
3.6%
Amgen,
Inc.
81,596
22,001,546
Capital
Markets
—
4.5%
Goldman
Sachs
Group,
Inc.
(The)
81,580
27,862,833
Chemicals
—
0.7%
Dow,
Inc.
81,594
4,222,490
Communications
Equipment
—
0.6%
Cisco
Systems,
Inc.
81,588
3,947,228
Consumer
Finance
—
2.3%
American
Express
Co.
81,597
13,934,320
Consumer
Staples
Distribution
&
Retail
—
2.3%
Walgreens
Boots
Alliance,
Inc.
81,583
1,626,765
Walmart,
Inc.
81,603
12,704,771
14,331,536
Diversified
Telecommunication
Services
—
0.5%
Verizon
Communications,
Inc.
81,586
3,127,191
Entertainment
—
1.2%
Walt
Disney
Co.
(The)*
81,586
7,562,206
Financial
Services
—
3.4%
Visa,
Inc.,
Class
a
A
81,597
20,944,318
Health
Care
Providers
&
Services
—
7.3%
UnitedHealth
Group,
Inc.
81,596
45,120,140
Hotels,
Restaurants
&
Leisure
—
3.7%
McDonald's
Corp.
81,596
22,997,017
Household
Products
—
2.0%
Procter
&
Gamble
Co.
(The)
81,602
12,527,539
Industrial
Conglomerates
—
3.9%
3M
Co.
81,588
8,082,923
Investments
Shares
Value
Common
Stocks
(continued)
Honeywell
International,
Inc.
81,705
$
16,007,644
24,090,567
Insurance
—
2.4%
Travelers
Cos.,
Inc.
(The)
81,599
14,738,411
IT
Services
—
2.1%
International
Business
Machines
Corp.
81,598
12,938,179
Machinery
—
3.3%
Caterpillar,
Inc.
81,599
20,458,501
Oil,
Gas
&
Consumable
Fuels
—
1.9%
Chevron
Corp.
81,604
11,718,334
Pharmaceuticals
—
3.4%
Johnson
&
Johnson
81,648
12,627,680
Merck
&
Co.,
Inc.
81,593
8,361,650
20,989,330
Semiconductors
&
Semiconductor
Equipment
—
0.6%
Intel
Corp.
81,583
3,646,760
Software
—
8.3%
Microsoft
Corp.
81,596
30,917,540
Salesforce,
Inc.*
81,591
20,552,773
51,470,313
Specialty
Retail
—
4.1%
Home
Depot,
Inc.
(The)
81,636
25,592,070
Technology
Hardware,
Storage
&
Peripherals
—
2.5%
Apple,
Inc.
81,601
15,500,110
Textiles,
Apparel
&
Luxury
Goods
—
1.5%
NIKE,
Inc.,
Class
a
B
81,592
8,997,150
Total
Common
Stocks
(Cost
$463,183,424)
445,119,218
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
DOW30
(
SM
)
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
84
UDOW
::
Investments
Principal
Amount
Value
Short-Term
Investments
—
1.6%
Repurchase
Agreements
(a)
—
1.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$9,775,549
(Cost
$9,774,109)
$
9,774,109
$
9,774,109
Total
Investments
—
73.7%
(Cost
$472,957,533)
454,893,327
Other
assets
less
liabilities
—
26.3%
161,992,505
Net
Assets
—
100.0%
$
616,885,832
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
87,362,963
Aggregate
gross
unrealized
depreciation
(32,119,336)
Net
unrealized
appreciation
$
55,243,627
Federal
income
tax
cost
$
475,480,014
Futures
Contracts
Purchased
UltraPro
Dow30
SM
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
DJIA
CBOT
E-Mini
Index
175
12/15/2023
U.S.
Dollar
$
31,508,750
$
2,281,108
Swap
Agreements
a
UltraPro
Dow30
SM
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
161,599,251
2/11/2025
Bank
of
America
NA
5.98%
Dow
Jones
Industrial
Average
SM
9,630,167
(7,383,269)
(24,091)
2,222,807
157,321,095
11/6/2025
Barclays
Capital
5.93%
Dow
Jones
Industrial
Average
SM
8,069,150
—
(5,809,970)
2,259,180
204,632,466
2/11/2025
BNP
Paribas
SA
5.93%
Dow
Jones
Industrial
Average
SM
16,407,109
(13,963,374)
(1,738)
2,441,997
147,722,207
4/8/2024
Citibank
NA
5.93%
Dow
Jones
Industrial
Average
SM
2,213,790
—
—
2,213,790
172,600,223
11/6/2025
Morgan
Stanley
&
Co.
International
plc
5.88%
Dow
Jones
Industrial
Average
SM
8,803,508
(8,801,802)
(1,706)
—
225,412,080
3/6/2025
Societe
Generale
5.93%
Dow
Jones
Industrial
Average
SM
12,578,645
(9,327,360)
(21,219)
3,230,066
304,827,596
11/7/2024
UBS
AG
5.48%
Dow
Jones
Industrial
Average
SM
15,846,837
(11,568,528)
—
4,278,309
1,374,114,918
73,549,206
Total
Unrealized
Appreciation
73,549,206
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
MIDCAP400
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
85
UMDD
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
66.2%
AECOM
(Construction
&
Engineering)
0.3%
989
$
87,883
Annaly
Capital
Management,
Inc.
(Mortgage
Real
Estate
Investment
Trusts
(REITs))
0.2%
3,523
63,656
Builders
FirstSource
,
Inc.*
(Building
Products)
0.5%
892
119,626
Burlington
Stores,
Inc.*
(Specialty
Retail)
0.3%
463
78,520
Carlisle
Cos.,
Inc.
(Building
Products)
0.4%
356
99,826
Casey's
General
Stores,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.3%
267
73,532
Chesapeake
Energy
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.3%
802
64,409
Cleveland-Cliffs,
Inc.*
(Metals
&
Mining)
0.2%
3,628
62,256
Crown
Holdings,
Inc.
(Containers
&
Packaging)
0.3%
860
73,969
CubeSmart
,
REIT
(Specialized
REITs)
0.3%
1,603
63,735
Deckers
Outdoor
Corp.*
(Textiles,
Apparel
&
Luxury
Goods)
0.5%
186
123,554
Dynatrace,
Inc.*
(Software)
0.4%
1,694
90,714
East
West
Bancorp,
Inc.
(Banks)
0.3%
1,009
63,486
EMCOR
Group,
Inc.
(Construction
&
Engineering)
0.3%
336
71,407
Equity
LifeStyle
Properties,
Inc.,
REIT
(Residential
REITs)
0.4%
1,328
94,421
Fidelity
National
Financial,
Inc.
(Insurance)
0.3%
1,844
82,685
Five
Below,
Inc.*
(Specialty
Retail)
0.3%
397
74,819
Floor
&
Decor
Holdings,
Inc.,
Class
A*
(Specialty
Retail)
0.3%
759
69,608
Fortune
Brands
Innovations,
Inc.
(Building
Products)
0.2%
905
61,929
Gaming
and
Leisure
Properties,
Inc.,
REIT
(Specialized
REITs)
0.3%
1,873
87,525
GoDaddy,
Inc.,
Class
A*
(IT
Services)
0.4%
1,047
104,763
Graco,
Inc.
(Machinery)
0.4%
1,205
97,340
ITT,
Inc.
(Machinery)
0.3%
585
63,338
Jabil,
Inc.
(Electronic
Equipment,
Instruments
&
Components)
0.4%
933
107,594
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Lamar
Advertising
Co.,
Class
A,
REIT
(Specialized
REITs)
0.3%
624
$
63,205
Lennox
International,
Inc.
(Building
Products)
0.4%
228
92,719
Lincoln
Electric
Holdings,
Inc.
(Machinery)
0.3%
409
81,007
Manhattan
Associates,
Inc.*
(Software)
0.4%
440
98,142
Neurocrine
Biosciences,
Inc.*
(Biotechnology)
0.3%
696
81,146
nVent
Electric
plc
(Electrical
Equipment)
0.2%
1,182
62,942
Ovintiv
,
Inc.
(Oil,
Gas
&
Consumable
Fuels)
0.3%
1,810
80,255
Owens
Corning
(Building
Products)
0.3%
641
86,907
Performance
Food
Group
Co.*
(Consumer
Staples
Distribution
&
Retail)
0.3%
1,114
72,466
Reinsurance
Group
of
America,
Inc.
(Insurance)
0.3%
472
76,964
Reliance
Steel
&
Aluminum
Co.
(Metals
&
Mining)
0.5%
418
115,059
RenaissanceRe
Holdings
Ltd.
(Insurance)
0.3%
365
78,241
Rexford
Industrial
Realty,
Inc.,
REIT
(Industrial
REITs)
0.3%
1,472
72,452
RPM
International,
Inc.
(Chemicals)
0.4%
920
94,696
Saia,
Inc.*
(Ground
Transportation)
0.3%
189
73,784
Service
Corp.
International
(Diversified
Consumer
Services)
0.2%
1,076
65,927
Super
Micro
Computer,
Inc.*
(Technology
Hardware,
Storage
&
Peripherals)
0.4%
326
89,151
Toll
Brothers,
Inc.
(Household
Durables)
0.3%
780
66,994
TopBuild
Corp.*
(Household
Durables)
0.2%
226
66,846
United
Therapeutics
Corp.*
(Biotechnology)
0.3%
335
80,400
US
Foods
Holding
Corp.*
(Consumer
Staples
Distribution
&
Retail)
0.3%
1,620
71,004
Vistra
Corp.
(Independent
Power
and
Renewable
Electricity
Producers)
0.4%
2,464
87,250
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
MIDCAP400
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
86
UMDD
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Watsco
,
Inc.
(Trading
Companies
&
Distributors)
0.4%
239
$
91,353
Williams-Sonoma,
Inc.
(Specialty
Retail)
0.3%
458
85,893
WP
Carey,
Inc.,
REIT
(Diversified
REITs)
0.4%
1,526
94,978
XPO,
Inc.*
(Ground
Transportation)
0.3%
827
71,354
Other
Common
Stocks(b)
49.9%
289,108
12,566,493
Total
Common
Stocks
(Cost
$16,675,032)
16,648,223
Securities
Lending
Reinvestments
(c)
—
0.1%
Investment
Companies
—
0.1%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$28,190)
0.1%
28,190
28,190
Principal
Amount
Short-Term
Investments
—
11.9%
Repurchase
Agreements
(e)
—
11.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$3,005,207
(Cost
$3,004,766)
$
3,004,766
3,004,766
Total
Investments
—
78.2%
(Cost
$19,707,988)
19,681,179
Other
assets
less
liabilities
—
21.8%
5,497,980
Net
assets
—
100.0%
$
25,179,159
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$445,607.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$46,875,
collateralized
in
the
form
of
cash
with
a
value
of
$28,190
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$24,154
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
7.63%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$52,344.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$28,190.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
3,140,753
Aggregate
gross
unrealized
depreciation
(4,519,616)
Net
unrealized
depreciation
$
(1,378,863)
Federal
income
tax
cost
$
20,018,604
Futures
Contracts
Purchased
UltraPro
MidCap400
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
S&P
Midcap
400
E-Mini
Index
8
12/15/2023
U.S.
Dollar
$
2,054,080
$
39,519
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
MIDCAP400
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
87
UMDD
::
Swap
Agreements
a
UltraPro
MidCap400
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
5,927,089
4/8/2024
Bank
of
America
NA
5.98%
S&P
MidCap
400
®
(255,745)
—
255,745
—
11,818,288
4/8/2024
BNP
Paribas
SA
5.78%
S&P
MidCap
400
®
(651,468)
—
651,468
—
8,347,147
3/6/2025
Citibank
NA
5.73%
S&P
MidCap
400
®
(160,733)
—
160,733
—
7,915,218
11/7/2024
Goldman
Sachs
International
5.83%
S&P
MidCap
400
®
(703,732)
—
703,732
—
4,117,174
4/8/2024
Morgan
Stanley
&
Co.
International
plc
5.88%
S&P
MidCap
400
®
587,368
(581,006)
(6,362)
—
9,800,719
4/8/2024
Societe
Generale
5.85%
S&P
MidCap
400
®
(304,558)
—
304,558
—
8,870,125
4/8/2024
UBS
AG
5.68%
S&P
MidCap
400
®
407,911
(330,044)
—
77,867
56,795,760
(1,080,957)
Total
Unrealized
Appreciation
995,279
Total
Unrealized
Depreciation
(2,076,236)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
UltraPro
MidCap400
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
0.8%
Air
Freight
&
Logistics
0.2%
Automobile
Components
1.0%
Automobiles
0.3%
Banks
3.6%
Beverages
0.4%
Biotechnology
1.1%
Broadline
Retail
0.3%
Building
Products
2.7%
Capital
Markets
1.6%
Chemicals
1.5%
Commercial
Services
&
Supplies
1.0%
Communications
Equipment
0.3%
Construction
&
Engineering
1.1%
Construction
Materials
0.3%
Consumer
Finance
0.4%
Consumer
Staples
Distribution
&
Retail
1.3%
Containers
&
Packaging
1.3%
Diversified
Consumer
Services
0.6%
Diversified
REITs
0.4%
Diversified
Telecommunication
Services
0.3%
Electric
Utilities
0.7%
Electrical
Equipment
1.0%
Electronic
Equipment,
Instruments
&
Components
2.0%
Energy
Equipment
&
Services
0.7%
Entertainment
0.1%
Financial
Services
1.0%
Food
Products
0.8%
Gas
Utilities
0.7%
Ground
Transportation
1.3%
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
MIDCAP400
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
88
UMDD
::
Health
Care
Equipment
&
Supplies
1.5%
Health
Care
Providers
&
Services
1.4%
Health
Care
REITs
0.6%
Health
Care
Technology
0.1%
Hotel
&
Resort
REITs
0.1%
Hotels,
Restaurants
&
Leisure
2.4%
Household
Durables
1.1%
Independent
Power
and
Renewable
Electricity
Producers
0.5%
Industrial
REITs
0.9%
Insurance
3.1%
Interactive
Media
&
Services
0.2%
IT
Services
0.5%
Leisure
Products
0.6%
Life
Sciences
Tools
&
Services
0.7%
Machinery
3.1%
Marine
Transportation
0.1%
Media
0.5%
Metals
&
Mining
1.5%
Mortgage
Real
Estate
Investment
Trusts
(REITs)
0.4%
Multi-Utilities
0.2%
Office
REITs
0.4%
Oil,
Gas
&
Consumable
Fuels
2.9%
Paper
&
Forest
Products
0.1%
Personal
Care
Products
0.3%
Pharmaceuticals
0.3%
Professional
Services
2.0%
Real
Estate
Management
&
Development
0.2%
Residential
REITs
0.6%
Retail
REITs
0.9%
Semiconductors
&
Semiconductor
Equipment
1.6%
Software
1.8%
Specialized
REITs
1.3%
Specialty
Retail
2.5%
Technology
Hardware,
Storage
&
Peripherals
0.4%
Textiles,
Apparel
&
Luxury
Goods
1.5%
Trading
Companies
&
Distributors
0.9%
Water
Utilities
0.2%
Other
a
33.8%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
89
TQQQ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
(a)
—
37.1%
Automobiles
—
1.1%
Lucid
Group,
Inc.*(b)
1,273,274
$
5,373,216
Tesla,
Inc.*
828,992
199,024,400
204,397,616
Beverages
—
1.0%
Keurig
Dr
Pepper,
Inc.
782,632
24,707,692
Monster
Beverage
Corp.*
586,811
32,362,627
PepsiCo,
Inc.
770,650
129,692,688
186,763,007
Biotechnology
—
1.6%
Amgen,
Inc.
299,027
80,629,640
Biogen,
Inc.*
81,505
19,078,690
Gilead
Sciences,
Inc.
697,571
53,433,939
Moderna,
Inc.*
213,446
16,584,754
Regeneron
Pharmaceuticals,
Inc.*
59,934
49,374,229
Seagen
,
Inc.*
105,029
22,393,233
Vertex
Pharmaceuticals,
Inc.*
144,414
51,239,531
292,734,016
Broadline
Retail
—
2.7%
Amazon.com,
Inc.*
2,694,932
393,702,616
eBay,
Inc.
298,266
12,231,889
JD.com,
Inc.,
ADR
254,328
6,976,217
MercadoLibre
,
Inc.*
27,719
44,917,531
PDD
Holdings,
Inc.,
ADR*
364,940
53,806,753
511,635,006
Commercial
Services
&
Supplies
—
0.3%
Cintas
Corp.
57,005
31,538,016
Copart,
Inc.*
534,388
26,836,966
58,374,982
Communications
Equipment
—
0.6%
Cisco
Systems,
Inc.
2,282,938
110,448,540
Consumer
Staples
Distribution
&
Retail
—
0.9%
Costco
Wholesale
Corp.
248,222
147,131,108
Dollar
Tree,
Inc.*
123,089
15,212,570
Walgreens
Boots
Alliance,
Inc.
484,120
9,653,353
171,997,031
Electric
Utilities
—
0.5%
American
Electric
Power
Co.,
Inc.
288,163
22,923,367
Constellation
Energy
Corp.
179,863
21,770,617
Exelon
Corp.
557,068
21,452,689
Xcel
Energy,
Inc.
308,776
18,785,932
84,932,605
Energy
Equipment
&
Services
—
0.1%
Baker
Hughes
Co.,
Class
a
A
565,527
19,086,536
Entertainment
—
0.8%
Electronic
Arts,
Inc.
151,573
20,918,590
Investments
Shares
Value
Common
Stocks
(a)
(continued)
Netflix,
Inc.*
248,646
$
117,850,745
Warner
Bros
Discovery,
Inc.*
1,365,061
14,264,887
153,034,222
Financial
Services
—
0.2%
PayPal
Holdings,
Inc.*
615,346
35,450,083
Food
Products
—
0.4%
Kraft
Heinz
Co.
(The)
688,179
24,161,965
Mondelez
International,
Inc.,
Class
a
A
762,249
54,165,414
78,327,379
Ground
Transportation
—
0.3%
CSX
Corp.
1,123,598
36,292,215
Old
Dominion
Freight
Line,
Inc.
61,525
23,936,917
60,229,132
Health
Care
Equipment
&
Supplies
—
0.7%
Align
Technology,
Inc.*
42,825
9,155,985
Dexcom,
Inc.*
217,219
25,093,139
GE
HealthCare
Technologies,
Inc.
255,462
17,488,929
IDEXX
Laboratories,
Inc.*
46,433
21,629,420
Intuitive
Surgical,
Inc.*
196,943
61,217,762
134,585,235
Hotels,
Restaurants
&
Leisure
—
1.0%
Airbnb,
Inc.,
Class
a
A
*
238,729
30,161,022
Booking
Holdings,
Inc.*
19,449
60,791,739
Marriott
International,
Inc.,
Class
a
A
167,072
33,865,495
Starbucks
Corp.
641,361
63,687,147
188,505,403
Industrial
Conglomerates
—
0.4%
Honeywell
International,
Inc.
371,716
72,826,599
Interactive
Media
&
Services
—
3.6%
Alphabet,
Inc.,
Class
a
A
*
1,549,981
205,418,982
Alphabet,
Inc.,
Class
a
C
*
1,514,962
202,883,711
Meta
Platforms,
Inc.,
Class
a
A
*
813,516
266,141,759
674,444,452
IT
Services
—
0.1%
Cognizant
Technology
Solutions
Corp.,
Class
a
A
283,244
19,934,713
Life
Sciences
Tools
&
Services
—
0.1%
Illumina,
Inc.*
89,153
9,089,148
Machinery
—
0.1%
PACCAR,
Inc.
292,635
26,869,746
Media
—
0.8%
Charter
Communications,
Inc.,
Class
a
A
*
83,759
33,514,489
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
90
TQQQ
::
Investments
Shares
Value
Common
Stocks
(a)
(continued)
Comcast
Corp.,
Class
a
A
2,305,450
$
96,575,301
Sirius
XM
Holdings,
Inc.(b)
2,152,599
10,074,163
Trade
Desk,
Inc.
(The),
Class
a
A
*
250,011
17,615,775
157,779,728
Oil,
Gas
&
Consumable
Fuels
—
0.1%
Diamondback
Energy,
Inc.
100,166
15,466,632
Pharmaceuticals
—
0.1%
AstraZeneca
plc,
ADR
326,243
21,072,035
Professional
Services
—
0.5%
Automatic
Data
Processing,
Inc.
231,217
53,161,413
Paychex,
Inc.
202,021
24,640,501
Verisk
Analytics,
Inc.,
Class
a
A
81,676
19,719,037
97,520,951
Real
Estate
Management
&
Development
—
0.1%
CoStar
Group,
Inc.*
228,660
18,987,926
Semiconductors
&
Semiconductor
Equipment
—
6.9%
Advanced
Micro
Devices,
Inc.*
904,464
109,584,858
Analog
Devices,
Inc.
279,682
51,288,085
Applied
Materials,
Inc.
468,077
70,108,573
ASML
Holding
NV
(Registered),
NYRS
48,671
33,279,283
Broadcom,
Inc.
230,441
213,326,147
Enphase
Energy,
Inc.*
76,157
7,693,380
GLOBALFOUNDRIES,
Inc.*(b)
306,601
16,461,408
Intel
Corp.
2,346,467
104,887,075
KLA
Corp.
76,511
41,669,421
Lam
Research
Corp.
74,842
53,580,885
Marvell
Technology,
Inc.
483,595
26,950,749
Microchip
Technology,
Inc.
305,431
25,485,163
Micron
Technology,
Inc.
613,191
46,676,099
NVIDIA
Corp.
644,476
301,421,425
NXP
Semiconductors
NV
144,052
29,398,132
ON
Semiconductor
Corp.*
241,245
17,208,006
QUALCOMM,
Inc.
625,612
80,735,228
Texas
Instruments,
Inc.
508,658
77,677,163
1,307,431,080
Software
—
6.9%
Adobe,
Inc.*
255,548
156,142,383
ANSYS,
Inc.*
48,735
14,296,900
Atlassian
Corp.,
Class
a
A
*
86,080
16,436,976
Autodesk,
Inc.*
119,686
26,143,013
Cadence
Design
Systems,
Inc.*
152,339
41,629,678
Crowdstrike
Holdings,
Inc.,
Class
a
A
*
126,331
29,939,184
Datadog,
Inc.,
Class
a
A
*
167,612
19,538,531
Fortinet,
Inc.*
440,348
23,144,691
Intuit,
Inc.
157,278
89,878,086
Microsoft
Corp.
1,940,862
735,412,020
Palo
Alto
Networks,
Inc.*
171,024
50,467,472
Synopsys,
Inc.*
85,062
46,208,230
Workday,
Inc.,
Class
a
A
*
115,729
31,330,155
Investments
Shares
Value
Common
Stocks
(a)
(continued)
Zoom
Video
Communications,
Inc.,
Class
a
A
*
143,174
$
9,711,492
Zscaler
,
Inc.*
81,701
16,138,399
1,306,417,210
Specialty
Retail
—
0.3%
O'Reilly
Automotive,
Inc.*
34,040
33,440,215
Ross
Stores,
Inc.
190,945
24,895,409
58,335,624
Technology
Hardware,
Storage
&
Peripherals
—
4.1%
Apple,
Inc.
4,084,594
775,868,630
Textiles,
Apparel
&
Luxury
Goods
—
0.2%
Lululemon
Athletica,
Inc.*
68,030
30,395,804
Trading
Companies
&
Distributors
—
0.1%
Fastenal
Co.
319,898
19,184,283
Wireless
Telecommunication
Services
—
0.5%
T-Mobile
US,
Inc.
658,791
99,115,106
Total
Common
Stocks
(Cost
$7,165,984,223)
7,001,240,460
Securities
Lending
Reinvestments
(c)
—
0.1%
Investment
Companies
—
0.1%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$26,916,306)
26,916,306
26,916,306
Principal
Amount
Short-Term
Investments
—
38.5%
Repurchase
Agreements
(e)
—
2.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$495,456,981
(Cost
$495,384,118)
$
495,384,118
495,384,118
U.S.
Treasury
Obligations
(a)
—
35.9%
U.S.
Treasury
Bills
5.39%,
12/5/2023
(f)
100,000,000
99,941,478
5.36%,
12/7/2023
(f)
50,000,000
49,956,072
5.38%,
12/12/2023
(f)
35,000,000
34,943,683
5.31%,
12/14/2023
(f)
550,000,000
548,957,953
5.40%,
12/19/2023
(f)
350,000,000
349,077,138
5.38%,
12/28/2023
(f)
125,000,000
124,504,930
5.38%,
1/4/2024
(f)
350,000,000
348,259,019
5.41%,
1/9/2024
(f)
250,000,000
248,573,610
5.37%,
1/11/2024
(f)
100,000,000
99,399,806
5.30%,
1/16/2024
(f)
50,000,000
49,663,146
5.37%,
1/18/2024
(f)
100,000,000
99,299,444
5.33%,
1/25/2024
(f)
300,000,000
297,580,764
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
91
TQQQ
::
Investments
Principal
Amount
Value
U.S.
Treasury
Obligations
(a)
(continued)
5.37%,
2/1/2024
(f)
$
200,000,000
$
198,190,374
5.32%,
2/6/2024
(f)
200,000,000
198,046,144
5.38%,
2/8/2024
(f)
450,000,000
445,484,813
5.46%,
2/13/2024
(f)
330,000,000
326,440,897
5.30%,
2/20/2024
(f)
150,000,000
148,229,756
5.43%,
2/22/2024
(f)
250,000,000
246,977,705
5.35%,
3/5/2024
(f)
200,000,000
197,236,996
5.42%,
3/14/2024
(f)
100,000,000
98,493,444
5.44%,
3/21/2024
(f)
500,000,000
491,942,865
5.46%,
3/28/2024
(f)
200,000,000
196,584,556
5.47%,
4/4/2024
(f)
1,350,000,000
1,325,507,814
5.37%,
4/18/2024
(f)
350,000,000
342,999,128
5.39%,
5/9/2024
(f)
200,000,000
195,410,962
Total
U.S.
Treasury
Obligations
(Cost
$6,760,758,103)
6,761,702,497
Total
Short-Term
Investments
(Cost
$7,256,142,221)
7,257,086,615
Total
Investments
—
75.7%
(Cost
$14,449,042,750)
14,285,243,381
Other
assets
less
liabilities
—
24.3%
4,573,539,463
Net
Assets
—
100.0%
$
18,858,782,844
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$5,266,849,405.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$28,078,173,
collateralized
in
the
form
of
cash
with
a
value
of
$26,916,306
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$3,030,306
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
5.25%,
and
maturity
dates
ranging
from
January
15,
2024
–
February
15,
2051.
The
total
value
of
collateral
is
$29,946,612.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$26,916,306.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(f)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,543,495,709
Aggregate
gross
unrealized
depreciation
(394,559,288)
Net
unrealized
appreciation
$
4,148,936,421
Federal
income
tax
cost
$
14,797,365,178
Futures
Contracts
Purchased
UltraPro
QQQ
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
Nasdaq
100
E-Mini
Index
4,464
12/15/2023
U.S.
Dollar
$
1,427,185,440
$
99,940,734
Swap
Agreements
a
UltraPro
QQQ
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
4,794,344,367
5/6/2025
Bank
of
America
NA
5.98%
Nasdaq-100
Index
®
517,876,240
(513,840,203)
(4,036,037)
—
6,496,588,115
3/6/2025
Barclays
Capital
5.93%
Nasdaq-100
Index
®
814,493,863
(812,495,521)
(1,998,342)
—
6,838,143,646
2/11/2025
BNP
Paribas
SA
5.98%
Nasdaq-100
Index
®
721,883,211
(720,978,811)
(904,400)
—
5,807,895,297
5/6/2024
Citibank
NA
6.08%
Nasdaq-100
Index
®
956,777,120
(950,506,435)
(6,270,685)
—
5,977,819,851
3/13/2025
Goldman
Sachs
International
6.03%
Nasdaq-100
Index
®
47,873,752
(47,873,752)
—
—
4,296,531,604
11/6/2024
J.P.
Morgan
Securities
5.73%
Nasdaq-100
Index
®
151,402,849
(151,402,849)
—
—
2,465,668,285
4/8/2024
Morgan
Stanley
&
Co.
International
plc
5.88%
Nasdaq-100
Index
®
477,073,659
(472,923,378)
(4,150,281)
—
5,114,529,753
11/6/2025
Societe
Generale
6.28%
Nasdaq-100
Index
®
304,996,426
(303,725,194)
(1,271,232)
—
6,356,390,389
4/7/2025
UBS
AG
6.13%
Nasdaq-100
Index
®
568,740,364
(550,542,681)
(2,730,928)
15,466,755
48,147,911,307
4,561,117,484
Total
Unrealized
Appreciation
4,561,117,484
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
92
TQQQ
::
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
RUSSELL2000
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
93
URTY
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
65.0%
API
Group
Corp.*
(Construction
&
Engineering)
0.2%
16,871
$
512,035
Applied
Industrial
Technologies,
Inc.
(Trading
Companies
&
Distributors)
0.2%
3,111
497,978
ATI,
Inc.*
(Metals
&
Mining)
0.2%
10,401
457,124
Atkore,
Inc.*
(Electrical
Equipment)
0.1%
3,113
404,379
BellRing
Brands,
Inc.*
(Personal
Care
Products)
0.2%
10,812
571,955
ChampionX
Corp.
(Energy
Equipment
&
Services)
0.2%
16,045
470,439
Chart
Industries,
Inc.*
(Machinery)
0.2%
3,466
450,684
Chord
Energy
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.2%
3,375
547,223
Civitas
Resources,
Inc.
(Oil,
Gas
&
Consumable
Fuels)
0.1%
5,584
383,565
Comfort
Systems
USA,
Inc.
(Construction
&
Engineering)
0.2%
2,853
552,284
Commercial
Metals
Co.
(Metals
&
Mining)
0.2%
9,448
428,278
Duolingo,
Inc.,
Class
A*
(Diversified
Consumer
Services)
0.2%
2,317
491,876
elf
Beauty,
Inc.*
(Personal
Care
Products)
0.2%
4,302
508,023
Ensign
Group,
Inc.
(The)
(Health
Care
Providers
&
Services)
0.2%
4,398
470,894
Essent
Group
Ltd.
(Financial
Services)
0.1%
8,541
412,872
Fabrinet*
(Electronic
Equipment,
Instruments
&
Components)
0.2%
2,971
481,005
Fluor
Corp.*
(Construction
&
Engineering)
0.2%
11,501
437,383
Halozyme
Therapeutics,
Inc.*
(Biotechnology)
0.1%
10,465
404,054
HealthEquity,
Inc.*
(Health
Care
Providers
&
Services)
0.2%
6,777
454,195
ImmunoGen
,
Inc.*
(Biotechnology)
0.2%
19,312
566,807
Intra-Cellular
Therapies,
Inc.*
(Pharmaceuticals)
0.2%
7,547
463,159
Lantheus
Holdings,
Inc.*
(Health
Care
Equipment
&
Supplies)
0.1%
5,486
392,907
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Light
&
Wonder,
Inc.*
(Hotels,
Restaurants
&
Leisure)
0.2%
7,363
$
651,036
Matador
Resources
Co.
(Oil,
Gas
&
Consumable
Fuels)
0.2%
9,136
528,792
Maximus,
Inc.
(Professional
Services)
0.1%
4,903
409,351
Meritage
Homes
Corp.
(Household
Durables)
0.1%
2,939
415,281
MicroStrategy,
Inc.,
Class
A*(b)
(Software)
0.2%
891
443,985
Murphy
Oil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.2%
11,986
512,641
Noble
Corp.
plc
(Energy
Equipment
&
Services)
0.1%
8,925
411,799
Novanta
,
Inc.*
(Electronic
Equipment,
Instruments
&
Components)
0.1%
2,888
417,143
Onto
Innovation,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.2%
3,949
556,849
Option
Care
Health,
Inc.*
(Health
Care
Providers
&
Services)
0.1%
13,714
407,991
PBF
Energy,
Inc.,
Class
A
(Oil,
Gas
&
Consumable
Fuels)
0.2%
9,179
407,548
Permian
Resources
Corp.,
Class
A
(Oil,
Gas
&
Consumable
Fuels)
0.1%
28,821
378,708
Qualys,
Inc.*
(Software)
0.2%
2,999
554,335
Rambus,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.2%
8,794
595,090
Ryman
Hospitality
Properties,
Inc.,
REIT
(Hotel
&
Resort
REITs)
0.2%
4,656
467,230
Selective
Insurance
Group,
Inc.
(Insurance)
0.2%
4,855
493,705
Simpson
Manufacturing
Co.,
Inc.
(Building
Products)
0.2%
3,461
577,883
SouthState
Corp.
(Banks)
0.2%
6,137
454,445
SPS
Commerce,
Inc.*
(Software)
0.2%
2,960
509,949
Super
Micro
Computer,
Inc.*
(Technology
Hardware,
Storage
&
Peripherals)
0.4%
3,742
1,023,358
Taylor
Morrison
Home
Corp.,
Class
A*
(Household
Durables)
0.1%
8,484
382,628
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
94
URTY
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Tenable
Holdings,
Inc.*
(Software)
0.1%
9,206
$
381,036
Terreno
Realty
Corp.,
REIT
(Industrial
REITs)
0.1%
6,593
376,526
UFP
Industries,
Inc.
(Building
Products)
0.2%
4,844
531,048
Vaxcyte
,
Inc.*
(Biotechnology)
0.2%
7,559
391,329
Watts
Water
Technologies,
Inc.,
Class
A
(Machinery)
0.2%
2,209
425,254
Weatherford
International
plc*
(Energy
Equipment
&
Services)
0.2%
5,742
520,742
Workiva,
Inc.,
Class
A*
(Software)
0.1%
3,943
379,198
Other
Common
Stocks(b)
56.3%
9,291,389
157,658,320
Total
Common
Stocks
(Cost
$172,497,836)
181,622,319
No.
of
Rights
Rights
—
0.0%
(c)
Aduro
Biotech,
Inc.,
CVR*(d)(e)
0.0%
899
—
Chinook
Therape
,
CVR*(d)(e)
0.0%
4,511
—
Contraf-Nicotex-
Tobacco
GmbH,
CVR*(d)(e)
0.0%
1,074
537
Oncternal
Therapeutics,
Inc.,
CVR*(d)(e)
0.0%
23
—
Tobira
Therapeutics,
Inc.,
CVR*(d)(e)
0.0%
218
—
Total
Rights
(Cost
$2,244)
537
Shares
Securities
Lending
Reinvestments
(f)
—
1.3%
Investment
Companies
—
1.3%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(g)
(Cost
$3,761,918)
1.3%
3,761,918
3,761,918
Principal
Amount
Value
Short-Term
Investments
—
20.4%
Repurchase
Agreements
(h)
—
20.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$57,140,064
(Cost
$57,131,661)
$
57,131,661
$
57,131,661
Total
Investments
—
86.7%
(Cost
$233,393,659)
242,516,435
Other
assets
less
liabilities
—
13.3%
37,324,967
Net
assets
—
100.0%
$
279,841,402
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$121,339.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$4,220,219,
collateralized
in
the
form
of
cash
with
a
value
of
$3,761,918
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$706,618
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
7.63%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$4,468,536.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Illiquid
security.
(e)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$537,
which
represents
approximately
0.00%
of
net
assets
of
the
Fund.
(f)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$3,761,918.
(g)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(h)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
8,897,166
Aggregate
gross
unrealized
depreciation
(37,894,684)
Net
unrealized
depreciation
$
(28,997,518)
Federal
income
tax
cost
$
281,374,268
Futures
Contracts
Purchased
UltraPro
Russell2000
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
Russell
2000
E-Mini
Index
62
12/15/2023
U.S.
Dollar
$
5,617,820
$
486,675
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
RUSSELL2000
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
95
URTY
::
Swap
Agreements
a
UltraPro
Russell2000
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
103,305,896
3/6/2025
Bank
of
America
NA
5.48%
Russell
2000
®
Index
(825,576)
—
825,576
—
47,644,160
11/6/2025
Barclays
Capital
5.83%
Russell
2000
®
Index
1,050,810
—
(920,000)
130,810
55,189,582
2/11/2025
BNP
Paribas
SA
5.48%
Russell
2000
®
Index
575,506
(198,389)
—
377,117
42,723,626
11/6/2025
Citibank
NA
5.62%
Russell
2000
®
Index
1,588,264
(1,501,037)
—
87,227
105,456,821
3/6/2025
Goldman
Sachs
International
5.73%
Russell
2000
®
Index
789,573
(789,573)
—
—
43,848,836
11/6/2025
Morgan
Stanley
&
Co.
International
plc
5.78%
Russell
2000
®
Index
1,863,465
(1,863,465)
—
—
158,855,473
4/8/2024
Societe
Generale
5.88%
Russell
2000
®
Index
2,790,882
(2,430,146)
—
360,736
95,270,229
11/7/2024
UBS
AG
5.33%
Russell
2000
®
Index
1,540,716
(1,340,385)
—
200,331
652,294,623
9,373,640
Total
Unrealized
Appreciation
10,199,216
Total
Unrealized
Depreciation
(825,576)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
UltraPro
Russell2000
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
0.7%
Air
Freight
&
Logistics
0.1%
Automobile
Components
0.9%
Automobiles
0.1%
Banks
5.9%
Beverages
0.3%
Biotechnology
4.4%
Broadline
Retail
0.0%*
Building
Products
1.3%
Capital
Markets
0.9%
Chemicals
1.2%
Commercial
Services
&
Supplies
1.1%
Communications
Equipment
0.4%
Construction
&
Engineering
1.1%
Construction
Materials
0.2%
Consumer
Finance
0.5%
Consumer
Staples
Distribution
&
Retail
0.4%
Containers
&
Packaging
0.2%
Distributors
0.0%*
Diversified
Consumer
Services
0.9%
Diversified
REITs
0.4%
Diversified
Telecommunication
Services
0.3%
Electric
Utilities
0.5%
Electrical
Equipment
0.9%
Electronic
Equipment,
Instruments
&
Components
1.8%
Energy
Equipment
&
Services
1.7%
Entertainment
0.3%
Equity
Real
Estate
Investment
Trusts
(REITs)
0.0%*
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
96
URTY
::
Financial
Services
1.6%
Food
Products
0.6%
Gas
Utilities
0.6%
Ground
Transportation
0.3%
Health
Care
Equipment
&
Supplies
1.8%
Health
Care
Providers
&
Services
1.7%
Health
Care
REITs
0.4%
Health
Care
Technology
0.3%
Hotel
&
Resort
REITs
0.6%
Hotels,
Restaurants
&
Leisure
1.4%
Household
Durables
1.4%
Household
Products
0.2%
Independent
Power
and
Renewable
Electricity
Producers
0.2%
Industrial
Conglomerates
0.0%*
Industrial
REITs
0.3%
Insurance
1.2%
Interactive
Media
&
Services
0.5%
IT
Services
0.3%
Leisure
Products
0.3%
Life
Sciences
Tools
&
Services
0.2%
Machinery
2.3%
Marine
Transportation
0.2%
Media
0.4%
Metals
&
Mining
1.3%
Mortgage
Real
Estate
Investment
Trusts
(REITs)
0.8%
Multi-Utilities
0.3%
Office
REITs
0.4%
Oil,
Gas
&
Consumable
Fuels
3.2%
Paper
&
Forest
Products
0.1%
Passenger
Airlines
0.3%
Personal
Care
Products
0.6%
Pharmaceuticals
1.0%
Professional
Services
1.7%
Real
Estate
Management
&
Development
0.5%
Residential
REITs
0.3%
Retail
REITs
0.8%
Semiconductors
&
Semiconductor
Equipment
2.0%
Software
3.8%
Specialized
REITs
0.3%
Specialty
Retail
1.7%
Technology
Hardware,
Storage
&
Peripherals
0.5%
Textiles,
Apparel
&
Luxury
Goods
0.3%
Tobacco
0.1%
Trading
Companies
&
Distributors
1.3%
Water
Utilities
0.3%
Wireless
Telecommunication
Services
0.1%
Other
a
35.0%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
S&P500
®
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
97
UPRO
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
63.6%
Abbott
Laboratories
(Health
Care
Equipment
&
Supplies)
0.3%
79,337
$
8,274,056
AbbVie,
Inc.
(Biotechnology)
0.4%
80,721
11,493,863
Accenture
plc,
Class
A
(IT
Services)
0.3%
28,809
9,597,430
Adobe,
Inc.*
(Software)
0.5%
20,870
12,751,779
Advanced
Micro
Devices,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.3%
73,896
8,953,299
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
1.3%
271,341
35,960,823
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
1.1%
230,847
30,915,030
Amazon.com,
Inc.*
(Broadline
Retail)
2.2%
415,320
60,674,099
Amgen,
Inc.
(Biotechnology)
0.2%
24,526
6,613,191
Apple,
Inc.
(Technology
Hardware,
Storage
&
Peripherals)
4.6%
672,181
127,680,781
Bank
of
America
Corp.
(Banks)
0.4%
316,156
9,639,596
Berkshire
Hathaway,
Inc.,
Class
B*
(Financial
Services)
1.1%
83,457
30,044,520
Broadcom,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.7%
20,072
18,581,253
Chevron
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.4%
81,132
11,650,555
Cisco
Systems,
Inc.
(Communications
Equipment)
0.3%
186,430
9,019,483
Coca-Cola
Co.
(The)
(Beverages)
0.4%
177,958
10,399,866
Comcast
Corp.,
Class
A
(Media)
0.3%
188,182
7,882,944
Costco
Wholesale
Corp.
(Consumer
Staples
Distribution
&
Retail)
0.4%
20,301
12,033,215
Danaher
Corp.
(Life
Sciences
Tools
&
Services)
0.2%
30,052
6,710,912
Eli
Lilly
&
Co.
(Pharmaceuticals)
0.8%
36,464
21,551,682
Exxon
Mobil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.7%
184,965
19,003,304
Home
Depot,
Inc.
(The)
(Specialty
Retail)
0.5%
45,977
14,413,330
Intel
Corp.
(Semiconductors
&
Semiconductor
Equipment)
0.3%
191,559
8,562,687
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
International
Business
Machines
Corp.
(IT
Services)
0.2%
41,644
$
6,603,073
Intuit,
Inc.
(Software)
0.3%
12,888
7,364,977
Johnson
&
Johnson
(Pharmaceuticals)
0.6%
110,092
17,026,829
JPMorgan
Chase
&
Co.
(Banks)
0.8%
132,941
20,749,431
Linde
plc
(Chemicals)
0.3%
22,312
9,232,036
Mastercard,
Inc.,
Class
A
(Financial
Services)
0.6%
38,037
15,740,852
McDonald's
Corp.
(Hotels,
Restaurants
&
Leisure)
0.4%
33,339
9,396,264
Merck
&
Co.,
Inc.
(Pharmaceuticals)
0.4%
116,046
11,892,394
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
1.2%
101,679
33,264,285
Microsoft
Corp.
(Software)
4.7%
339,845
128,770,669
Netflix,
Inc.*
(Entertainment)
0.4%
20,301
9,622,065
NVIDIA
Corp.
(Semiconductors
&
Semiconductor
Equipment)
1.9%
112,979
52,840,278
Oracle
Corp.
(Software)
0.3%
71,989
8,365,842
PepsiCo,
Inc.
(Beverages)
0.4%
62,904
10,586,114
Pfizer,
Inc.
(Pharmaceuticals)
0.3%
258,163
7,866,227
Philip
Morris
International,
Inc.
(Tobacco)
0.2%
71,047
6,632,948
Procter
&
Gamble
Co.
(The)
(Household
Products)
0.6%
107,782
16,546,693
QUALCOMM,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.3%
51,016
6,583,615
Salesforce,
Inc.*
(Software)
0.4%
44,541
11,219,878
Tesla,
Inc.*
(Automobiles)
1.1%
126,284
30,318,263
Thermo
Fisher
Scientific,
Inc.
(Life
Sciences
Tools
&
Services)
0.3%
17,678
8,764,045
UnitedHealth
Group,
Inc.
(Health
Care
Providers
&
Services)
0.8%
42,377
23,433,210
Verizon
Communications,
Inc.
(Diversified
Telecommunication
Services)
0.3%
192,335
7,372,201
Visa,
Inc.,
Class
A
(Financial
Services)
0.7%
73,532
18,874,194
Walmart,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.4%
65,206
10,151,922
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
98
UPRO
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Walt
Disney
Co.
(The)*
(Entertainment)
0.3%
83,653
$
7,753,797
Wells
Fargo
&
Co.
(Banks)
0.3%
167,386
7,463,742
Other
Common
Stocks(b)
27.4%
8,565,390
755,483,664
Total
Common
Stocks
(Cost
$1,916,593,602)
1,752,327,206
Securities
Lending
Reinvestments
(c)
—
0.0%
(d)
Investment
Companies
—
0.0%
(d)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(e)
(Cost
$15,561)
0.0%
15,561
15,561
Principal
Amount
Short-Term
Investments
(a)
—
16.2%
Repurchase
Agreements
(f)
—
2.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$76,778,363
(Cost
$76,767,074)
$
76,767,074
76,767,074
U.S.
Treasury
Obligations
—
13.4%
U.S.
Treasury
Bills
5.36%,
12/7/2023
(g)
50,000,000
49,956,072
5.38%,
12/12/2023
(g)
25,000,000
24,959,774
5.33%,
1/25/2024
(g)
100,000,000
99,193,588
5.31%,
2/27/2024
(g)
100,000,000
98,718,653
Principal
Amount
Value
U.S.
Treasury
Obligations
(continued)
5.39%,
5/9/2024
(g)
$
100,000,000
$
97,705,481
Total
U.S.
Treasury
Obligations
(Cost
$370,497,352)
370,533,568
Total
Short-Term
Investments
(Cost
$447,264,426)
447,300,642
Total
Investments
—
79.8%
(Cost
$2,363,873,589)
2,199,643,409
Other
assets
less
liabilities
—
20.2%
557,530,361
Net
assets
—
100.0%
$
2,757,173,770
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$350,969,914.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$15,160,
collateralized
in
the
form
of
cash
with
a
value
of
$15,561
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$15,561.
(d)
Represents
less
than
0.05%
of
net
assets.
(e)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(f)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(g)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
389,438,917
Aggregate
gross
unrealized
depreciation
(223,102,961)
Net
unrealized
appreciation
$
166,335,956
Federal
income
tax
cost
$
2,385,311,984
Futures
Contracts
Purchased
UltraPro
S&P500
®
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
AAAAAA
S&P
500
E-Mini
Index
564
12/15/2023
U.S.
Dollar
$
129,064,350
$
6,704,227
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
S&P500
®
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
99
UPRO
::
Swap
Agreements
a
UltraPro
S&P500
®
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
658,626,514
3/6/2025
Bank
of
America
NA
5.93%
S&P
500
®
57,279,561
(56,839,066)
(369,216)
71,279
1,272,273,902
2/11/2025
BNP
Paribas
SA
5.93%
S&P
500
®
44,322,146
(40,634,700)
(13)
3,687,433
894,046,358
3/6/2025
Citibank
NA
5.93%
S&P
500
®
44,360,170
(41,948,727)
(35,021)
2,376,422
669,840,463
4/8/2024
Goldman
Sachs
International
5.93%
S&P
500
®
33,119,473
(32,970,662)
—
148,811
877,067,846
11/6/2024
J.P.
Morgan
Securities
5.73%
S&P
500
®
34,582,275
(18,094,204)
—
16,488,071
499,059,557
3/6/2025
Morgan
Stanley
&
Co.
International
plc
5.88%
S&P
500
®
40,068,323
(39,738,761)
(329,562)
—
775,187,635
4/8/2024
Societe
Generale
5.98%
S&P
500
®
37,312,386
(35,723,600)
—
1,588,786
743,815,984
11/7/2024
UBS
AG
5.83%
S&P
500
®
54,255,970
(52,804,904)
—
1,451,066
6,389,918,259
345,300,304
Total
Unrealized
Appreciation
345,300,304
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
UltraPro
S&P500
®
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1.0%
Air
Freight
&
Logistics
0.3%
Automobile
Components
0.1%
Automobiles
1.2%
Banks
2.0%
Beverages
1.0%
Biotechnology
1.2%
Broadline
Retail
2.3%
Building
Products
0.3%
Capital
Markets
1.8%
Chemicals
1.0%
Commercial
Services
&
Supplies
0.4%
Communications
Equipment
0.5%
Construction
&
Engineering
0.0%*
Construction
Materials
0.1%
Consumer
Finance
0.3%
Consumer
Staples
Distribution
&
Retail
1.1%
Containers
&
Packaging
0.2%
Distributors
0.1%
Diversified
Telecommunication
Services
0.5%
Electric
Utilities
1.0%
Electrical
Equipment
0.4%
Electronic
Equipment,
Instruments
&
Components
0.4%
Energy
Equipment
&
Services
0.2%
Entertainment
0.8%
Financial
Services
2.7%
Food
Products
0.6%
Gas
Utilities
0.0%*
Ground
Transportation
0.5%
Health
Care
Equipment
&
Supplies
1.6%
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
100
UPRO
::
Health
Care
Providers
&
Services
1.9%
Health
Care
REITs
0.1%
Hotel
&
Resort
REITs
0.0%*
Hotels,
Restaurants
&
Leisure
1.4%
Household
Durables
0.2%
Household
Products
0.8%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
0.5%
Industrial
REITs
0.2%
Insurance
1.4%
Interactive
Media
&
Services
3.6%
IT
Services
0.8%
Leisure
Products
0.0%*
Life
Sciences
Tools
&
Services
0.9%
Machinery
1.1%
Media
0.4%
Metals
&
Mining
0.3%
Multi-Utilities
0.4%
Office
REITs
0.0%*
Oil,
Gas
&
Consumable
Fuels
2.4%
Passenger
Airlines
0.1%
Personal
Care
Products
0.1%
Pharmaceuticals
2.5%
Professional
Services
0.5%
Real
Estate
Management
&
Development
0.1%
Residential
REITs
0.2%
Retail
REITs
0.2%
Semiconductors
&
Semiconductor
Equipment
4.9%
Software
7.2%
Specialized
REITs
0.7%
Specialty
Retail
1.3%
Technology
Hardware,
Storage
&
Peripherals
4.8%
Textiles,
Apparel
&
Luxury
Goods
0.3%
Tobacco
0.4%
Trading
Companies
&
Distributors
0.2%
Water
Utilities
0.0%*
Wireless
Telecommunication
Services
0.1%
Other
a
36.4%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
SHORT
20+
YEAR
TREASURY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
101
TTT
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
30.7%
Repurchase
Agreements
(a)
—
30.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$15,939,053
(Cost
$15,936,709)
$
15,936,709
$
15,936,709
Total
Investments
—
30.7%
(Cost
$15,936,709)
15,936,709
Other
assets
less
liabilities
—
69.3%
35,960,598
Net
Assets
—
100.0%
$
51,897,307
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
28,440,033
Aggregate
gross
unrealized
depreciation
(7,276,470)
Net
unrealized
appreciation
$
21,163,563
Federal
income
tax
cost
$
15,936,709
Futures
Contracts
Sold
UltraPro
Short
20+
Year
Treasury
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
U.S.
Treasury
Long
Bond
11
3/19/2024
U.S.
Dollar
$
1,283,219
$
(5,521)
Swap
Agreements
a
UltraPro
Short
20+
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(10,243,582)
11/6/2024
Bank
of
America
NA
(5.03)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
8,778,157
(8,748,322)
(29,835)
—
(24,675,656)
11/6/2024
Barclays
Capital
(5.11)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(2,131,067)
—
2,131,067
—
(45,307,642)
11/6/2024
Citibank
NA
(4.88)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(2,213,853)
—
2,213,853
—
(11,075,963)
11/6/2024
Goldman
Sachs
International
(4.91)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
8,586,981
(8,586,981)
—
—
(14,225,121)
11/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.16)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
11,074,895
(10,957,062)
(117,833)
—
(13,441,441)
2/6/2025
Societe
Generale
(5.01)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(1,254,011)
—
1,254,011
—
(35,941,486)
11/6/2024
UBS
AG
(4.88)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(1,672,018)
—
1,672,018
—
(154,910,891)
21,169,084
Total
Unrealized
Appreciation
28,440,033
Total
Unrealized
Depreciation
(7,270,949)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
SHORT
20+
YEAR
TREASURY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
102
TTT
::
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
SHORT
DOW30
(
SM
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
103
SDOW
::
See
accompanying
notes
to
the
financial
statements.
oh
Investments
Principal
Amount
Value
Short-Term
Investments
—
106.1%
Repurchase
Agreements
(a)
—
27.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$118,788,534
(Cost
$118,771,066)
$
118,771,066
$
118,771,066
U.S.
Treasury
Obligations
(b)
—
78.7%
U.S.
Treasury
Bills
5.31%,
12/14/2023
(c)
35,000,000
34,933,688
5.41%,
1/9/2024
(c)
25,000,000
24,857,361
5.30%,
1/16/2024
(c)
25,000,000
24,831,573
5.32%,
2/6/2024
(c)
25,000,000
24,755,768
5.31%,
2/15/2024
(c)
25,000,000
24,723,480
5.43%,
2/22/2024
(c)
25,000,000
24,697,770
5.44%,
3/21/2024
(c)
50,000,000
49,194,287
5.46%,
3/28/2024
(c)
75,000,000
73,719,209
5.29%,
4/11/2024
(c)
25,000,000
24,522,936
5.39%,
5/9/2024
(c)
35,000,000
34,196,918
Total
U.S.
Treasury
Obligations
(Cost
$340,379,969)
340,432,990
Total
Short-Term
Investments
(Cost
$459,151,035)
459,204,056
Total
Investments
—
106.1%
(Cost
$459,151,035)
459,204,056
Liabilities
in
excess
of
other
assets
—
(6.1%)
(26,343,742)
Net
Assets
—
100.0%
$
432,860,314
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$135,506,038.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
54,904
Aggregate
gross
unrealized
depreciation
(76,050,061)
Net
unrealized
depreciation
$
(75,995,157)
Federal
income
tax
cost
$
459,151,035
Futures
Contracts
Sold
UltraPro
Short
Dow30
SM
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
DJIA
CBOT
E-Mini
Index
55
12/15/2023
U.S.
Dollar
$
9,902,750
$
(295,214)
See
accompanying
notes
to
the
financial
statements.
ULTRAPRO
SHORT
DOW30
(
SM
)
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
104
SDOW
::
Swap
Agreements
a
UltraPro
Short
Dow30
SM
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(124,461,981)
3/6/2025
Bank
of
America
NA
(5.78)%
Dow
Jones
Industrial
Average
SM
(2,033,476)
—
2,033,476
—
(144,630,430)
11/6/2025
Barclays
Capital
(5.53)%
Dow
Jones
Industrial
Average
SM
(6,224,311)
4,204,311
2,020,000
—
(119,680,513)
2/11/2025
BNP
Paribas
SA
(5.63)%
Dow
Jones
Industrial
Average
SM
(5,962,590)
5,214,590
748,000
—
(134,024,918)
3/6/2025
Citibank
NA
(5.63)%
Dow
Jones
Industrial
Average
SM
(12,878,863)
12,878,863
—
—
(227,928,643)
11/7/2024
Goldman
Sachs
International
(5.68)%
Dow
Jones
Industrial
Average
SM
(18,315,944)
18,215,944
100,000
—
(130,717,436)
3/6/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
Dow
Jones
Industrial
Average
SM
(5,219,140)
5,219,140
—
—
(218,401,657)
3/6/2025
Societe
Generale
(5.63)%
Dow
Jones
Industrial
Average
SM
(8,235,016)
7,415,016
820,000
—
(188,876,233)
11/7/2024
UBS
AG
(5.18)%
Dow
Jones
Industrial
Average
SM
(16,883,624)
15,883,624
1,000,000
—
(1,288,721,811)
(75,752,964)
Total
Unrealized
Depreciation
(75,752,964)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
SHORT
MIDCAP400
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
105
MZZ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
69.3%
Repurchase
Agreements
(a)
—
69.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$3,045,912
(Cost
$3,045,465)
$
3,045,465
$
3,045,465
Total
Investments
—
69.3%
(Cost
$3,045,465)
3,045,465
Other
assets
less
liabilities
—
30.7%
1,349,710
Net
Assets
—
100.0%
$
4,395,175
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
488,941
Aggregate
gross
unrealized
depreciation
(1,896,401)
Net
unrealized
depreciation
$
(1,407,460)
Federal
income
tax
cost
$
3,045,465
Futures
Contracts
Sold
UltraPro
Short
MidCap400
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
A
S&P
Midcap
400
E-Mini
Index
1
12/15/2023
U.S.
Dollar
$
256,760
$
3,713
Swap
Agreements
a
UltraPro
Short
MidCap400
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(3,865,939)
3/6/2024
Bank
of
America
NA
(5.68)%
S&P
MidCap
400
®
(381,207)
—
381,207
—
(1,863,752)
2/11/2025
BNP
Paribas
SA
(5.48)%
S&P
MidCap
400
®
(238,614)
—
238,614
—
(2,707,183)
4/8/2024
Citibank
NA
(5.53)%
S&P
MidCap
400
®
(1,091,091)
—
1,056,250
(34,841)
(2,702,055)
3/6/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
S&P
MidCap
400
®
(185,489)
—
185,489
—
(1,789,407)
11/14/2024
Societe
Generale
(5.31)%
S&P
MidCap
400
®
485,228
(479,961)
(5,267)
—
(12,928,336)
(1,411,173)
Total
Unrealized
Appreciation
485,228
Total
Unrealized
Depreciation
(1,896,401)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRAPRO
SHORT
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
106
SQQQ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
122.2%
Repurchase
Agreements
(a)
—
8.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$329,573,741
(Cost
$329,525,274)
$
329,525,274
$
329,525,274
U.S.
Treasury
Obligations
(b)
—
113.6%
U.S.
Treasury
Bills
5.36%,
12/7/2023
(c)
75,000,000
74,934,108
5.38%,
12/12/2023
(c)
30,000,000
29,951,728
5.31%,
12/14/2023
(c)
100,000,000
99,810,537
5.38%,
12/19/2023
(c)
150,000,000
149,604,487
5.34%,
12/21/2023
(c)
150,000,000
149,561,514
5.40%,
12/26/2023
(c)
150,000,000
149,450,586
4.54%,
12/28/2023
(c)
100,000,000
99,603,944
5.35%,
1/4/2024
(c)
100,000,000
99,502,577
5.41%,
1/9/2024
(c)
125,000,000
124,286,805
5.37%,
1/11/2024
(c)
100,000,000
99,399,806
5.30%,
1/16/2024
(c)
250,000,000
248,315,730
5.37%,
1/18/2024
(c)
100,000,000
99,299,444
5.30%,
1/23/2024
(c)
250,000,000
248,062,647
5.06%,
1/25/2024
(c)
200,000,000
198,387,176
5.29%,
1/30/2024
(c)
25,000,000
24,780,392
5.37%,
2/1/2024
(c)
150,000,000
148,642,780
5.32%,
2/6/2024
(c)
75,000,000
74,267,304
5.38%,
2/8/2024
(c)
100,000,000
98,996,625
5.46%,
2/13/2024
(c)
240,000,000
237,411,562
5.31%,
2/15/2024
(c)
200,000,000
197,787,838
5.30%,
2/20/2024
(c)
150,000,000
148,229,755
5.43%,
2/22/2024
(c)
150,000,000
148,186,623
Investments
Principal
Amount
Value
U.S.
Treasury
Obligations
(b)
(continued)
5.31%,
2/27/2024
(c)
$
75,000,000
$
74,038,990
5.35%,
3/5/2024
(c)
75,000,000
73,963,874
5.42%,
3/14/2024
(c)
250,000,000
246,233,610
5.44%,
3/21/2024
(c)
200,000,000
196,777,146
5.46%,
3/28/2024
(c)
120,000,000
117,950,734
5.47%,
4/4/2024
(c)
150,000,000
147,278,646
5.29%,
4/11/2024
(c)
200,000,000
196,183,488
5.32%,
4/25/2024
(c)
150,000,000
146,858,972
5.31%,
5/2/2024
(c)
200,000,000
195,616,550
5.39%,
5/9/2024
(c)
35,000,000
34,196,918
Total
U.S.
Treasury
Obligations
(Cost
$4,377,405,826)
4,377,572,896
Total
Short-Term
Investments
(Cost
$4,706,931,100)
4,707,098,170
Total
Investments
—
122.2%
(Cost
$4,706,931,100)
4,707,098,170
Liabilities
in
excess
of
other
assets
—
(22.2%)
(855,402,063)
Net
Assets
—
100.0%
$
3,851,696,107
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$2,059,015,473.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
359,555
Aggregate
gross
unrealized
depreciation
(1,005,790,654)
Net
unrealized
depreciation
$
(1,005,431,099)
Federal
income
tax
cost
$
4,706,931,100
Futures
Contracts
Sold
UltraPro
Short
QQQ
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
Nasdaq
100
E-Mini
Index
93
12/15/2023
U.S.
Dollar
$
29,733,030
$
(911,098)
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
SHORT
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
107
SQQQ
::
Swap
Agreements
a
UltraPro
Short
QQQ
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,012,546,214)
3/6/2025
Bank
of
America
NA
(5.68)%
Nasdaq-100
Index
®
(15,886,871)
15,886,871
—
—
(1,663,314,997)
11/6/2025
Barclays
Capital
(5.53)%
Nasdaq-100
Index
®
(94,764,438)
94,764,438
—
—
(888,854,535)
11/14/2024
BNP
Paribas
SA
(5.68)%
Nasdaq-100
Index
®
(537,017,892)
537,017,892
—
—
(1,398,548,460)
11/6/2025
Citibank
NA
(5.68)%
Nasdaq-100
Index
®
(64,837,805)
26,889,805
37,948,000
—
(1,750,214,941)
3/13/2025
Goldman
Sachs
International
(5.68)%
Nasdaq-100
Index
®
(67,747,568)
67,747,568
—
—
(981,782,773)
11/6/2024
J.P.
Morgan
Securities
(5.48)%
Nasdaq-100
Index
®
(37,698,300)
30,868,300
6,830,000
—
(1,018,446,926)
4/10/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
Nasdaq-100
Index
®
(18,055,146)
18,055,145
1
—
(1,690,187,158)
11/6/2025
Societe
Generale
(5.98)%
Nasdaq-100
Index
®
(96,329,123)
96,329,123
—
—
(1,121,943,882)
11/6/2025
UBS
AG
(5.48)%
Nasdaq-100
Index
®
(72,349,928)
72,349,928
—
—
(11,525,839,886)
(1,004,687,071)
Total
Unrealized
Depreciation
(1,004,687,071)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRAPRO
SHORT
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
108
SRTY
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
90.8%
Repurchase
Agreements
(a)
—
30.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$51,172,712
(Cost
$51,165,187)
$
51,165,187
$
51,165,187
U.S.
Treasury
Obligations
(b)
—
59.9%
U.S.
Treasury
Bills
5.35%,
1/4/2024
(c)
25,000,000
24,875,644
5.38%,
2/8/2024
(c)
50,000,000
49,498,313
5.46%,
2/13/2024
(c)
25,000,000
24,730,371
Total
U.S.
Treasury
Obligations
(Cost
$99,094,730)
99,104,328
Total
Short-Term
Investments
(Cost
$150,259,917)
150,269,515
Total
Investments
—
90.8%
(Cost
$150,259,917)
150,269,515
Other
assets
less
liabilities
—
9.2%
15,176,535
Net
Assets
—
100.0%
$
165,446,050
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$27,819,410.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,387,223
Aggregate
gross
unrealized
depreciation
(16,185,605)
Net
unrealized
depreciation
$
(13,798,382)
Federal
income
tax
cost
$
150,259,917
Futures
Contracts
Sold
UltraPro
Short
Russell2000
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
A
Russell
2000
E-Mini
Index
77
12/15/2023
U.S.
Dollar
$
6,976,970
$
190,743
Swap
Agreements
a
UltraPro
Short
Russell2000
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(90,414,820)
11/14/2024
Bank
of
America
NA
(4.98)%
Russell
2000
®
Index
2,186,544
(2,089,824)
(96,720)
—
(43,014,877)
11/6/2025
Barclays
Capital
(5.43)%
Russell
2000
®
Index
(2,581,568)
2,561,568
20,000
—
(93,419,602)
11/14/2024
BNP
Paribas
SA
(5.18)%
Russell
2000
®
Index
(783,519)
—
783,519
—
(71,613,675)
11/6/2025
Citibank
NA
(5.14)%
Russell
2000
®
Index
(2,686,112)
511,803
2,174,309
—
(64,898,592)
11/6/2025
Goldman
Sachs
International
(5.33)%
Russell
2000
®
Index
(2,947,091)
—
2,947,091
—
(34,809,163)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.03)%
Russell
2000
®
Index
(383,507)
—
383,507
—
(30,494,650)
3/6/2024
Societe
Generale
(5.18)%
Russell
2000
®
Index
(4,052,208)
2,971,208
1,081,000
—
(60,696,337)
11/6/2025
UBS
AG
(4.83)%
Russell
2000
®
Index
(2,751,262)
2,695,262
56,000
—
(489,361,716)
(13,998,723)
Total
Unrealized
Appreciation
2,186,544
Total
Unrealized
Depreciation
(16,185,267)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
SHORT
RUSSELL2000
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
109
SRTY
::
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRAPRO
SHORT
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
110
SPXU
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
130.3%
Repurchase
Agreements
(a)
—
4.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$42,622,946
(Cost
$42,616,677)
$
42,616,677
$
42,616,677
U.S.
Treasury
Obligations
(b)
—
125.4%
U.S.
Treasury
Bills
5.39%,
12/5/2023
(c)
35,000,000
34,979,517
5.36%,
12/7/2023
(c)
50,000,000
49,956,072
5.38%,
12/12/2023
(c)
35,000,000
34,943,683
5.31%,
12/14/2023
(c)
25,000,000
24,952,634
5.35%,
1/4/2024
(c)
40,000,000
39,801,031
5.41%,
1/9/2024
(c)
50,000,000
49,714,722
5.37%,
1/11/2024
(c)
50,000,000
49,699,903
5.30%,
1/16/2024
(c)
50,000,000
49,663,146
5.37%,
1/18/2024
(c)
50,000,000
49,649,722
5.37%,
2/1/2024
(c)
50,000,000
49,547,593
5.32%,
2/6/2024
(c)
50,000,000
49,511,536
5.38%,
2/8/2024
(c)
50,000,000
49,498,312
5.31%,
2/15/2024
(c)
50,000,000
49,446,959
5.43%,
2/22/2024
(c)
50,000,000
49,395,541
5.31%,
2/27/2024
(c)
50,000,000
49,359,327
5.42%,
3/14/2024
(c)
100,000,000
98,493,444
5.44%,
3/21/2024
(c)
75,000,000
73,791,430
5.46%,
3/28/2024
(c)
50,000,000
49,146,139
5.29%,
4/11/2024
(c)
50,000,000
49,045,872
5.32%,
4/25/2024
(c)
50,000,000
48,952,991
5.31%,
5/2/2024
(c)
50,000,000
48,904,138
5.39%,
5/9/2024
(c)
50,000,000
48,852,741
Total
U.S.
Treasury
Obligations
(Cost
$1,097,206,601)
1,097,306,453
Total
Short-Term
Investments
(Cost
$1,139,823,278)
1,139,923,130
Total
Investments
—
130.3%
(Cost
$1,139,823,278)
1,139,923,130
Liabilities
in
excess
of
other
assets
—
(30.3%)
(265,242,095)
Net
Assets
—
100.0%
$
874,681,035
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$506,995,659.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,211,481
Aggregate
gross
unrealized
depreciation
(416,739,108)
Net
unrealized
depreciation
$
(412,527,627)
Federal
income
tax
cost
$
1,139,823,278
Futures
Contracts
Sold
UltraPro
Short
S&P500
®
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
S&P
500
E-Mini
Index
198
12/15/2023
U.S.
Dollar
$
45,309,825
$
(610,683)
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRAPRO
SHORT
S&P500
®
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
111
SPXU
::
Swap
Agreements
a
UltraPro
Short
S&P500
®
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(190,070,726)
3/6/2025
Bank
of
America
NA
(5.63)%
S&P
500
®
(33,499,457)
33,499,457
—
—
(460,904,723)
3/6/2024
BNP
Paribas
SA
(5.63)%
S&P
500
®
(51,413,621)
36,333,621
15,080,000
—
(358,302,800)
4/8/2024
Citibank
NA
(5.58)%
S&P
500
®
(135,928,303)
134,438,303
1,490,000
—
(302,036,639)
11/7/2024
Goldman
Sachs
International
(5.68)%
S&P
500
®
(84,021,942)
34,735,942
49,286,000
—
(433,370,025)
11/6/2024
J.P.
Morgan
Securities
(5.48)%
S&P
500
®
(17,159,646)
17,159,646
—
—
(185,827,240)
4/10/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
S&P
500
®
4,107,093
(4,107,093)
—
—
(277,996,308)
11/14/2024
Societe
Generale
(5.68)%
S&P
500
®
(54,719,192)
43,908,000
10,811,192
—
(370,405,131)
11/7/2024
UBS
AG
(5.48)%
S&P
500
®
(39,381,728)
38,971,728
410,000
—
(2,578,913,592)
(412,016,796)
Total
Unrealized
Appreciation
4,107,093
Total
Unrealized
Depreciation
(416,123,889)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRASHORT
7-10
YEAR
TREASURY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
112
PST
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
80.7%
Repurchase
Agreements
(a)
—
80.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$20,313,176
(Cost
$20,310,190)
$
20,310,190
$
20,310,190
Total
Investments
—
80.7%
(Cost
$20,310,190)
20,310,190
Other
assets
less
liabilities
—
19.3%
4,870,657
Net
Assets
—
100.0%
$
25,180,847
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,945,338
Aggregate
gross
unrealized
depreciation
(226,421)
Net
unrealized
appreciation
$
2,718,917
Federal
income
tax
cost
$
20,310,190
Futures
Contracts
Sold
UltraShort
7-10
Year
Treasury
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
U.S.
Treasury
10
Year
Note
4
3/19/2024
U.S.
Dollar
$
439,563
$
(2,007)
Swap
Agreements
a
UltraShort
7-10
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(13,088,753)
11/6/2024
Bank
of
America
NA
(4.84)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
280,086
(213,011)
(5,338)
61,737
(12,333,315)
11/6/2024
Citibank
NA
(4.86)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
(224,414)
—
224,414
—
(13,088,855)
11/6/2024
Goldman
Sachs
International
(5.11)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
267,348
(267,348)
—
—
(11,628,493)
11/6/2024
Societe
Generale
(5.05)%
ICE
U.S.
Treasury
7-10
Year
Bond
Index
2,397,904
(2,397,904)
—
—
(50,139,416)
2,720,924
Total
Unrealized
Appreciation
2,945,338
Total
Unrealized
Depreciation
(224,414)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
20+
YEAR
TREASURY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
113
TBT
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
97.2%
Repurchase
Agreements
(a)
—
10.5%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$47,789,124
(Cost
$47,782,095)
$
47,782,095
$
47,782,095
U.S.
Treasury
Obligations
(b)
—
86.7%
U.S.
Treasury
Bills
5.31%,
12/14/2023
(c)
25,000,000
24,952,634
5.37%,
1/18/2024
(c)
25,000,000
24,824,861
5.32%,
2/6/2024
(c)
25,000,000
24,755,768
5.46%,
2/13/2024
(c)
100,000,000
98,921,484
5.42%,
3/14/2024
(c)
25,000,000
24,623,361
5.44%,
3/21/2024
(c)
75,000,000
73,791,430
5.46%,
3/28/2024
(c)
75,000,000
73,719,209
5.37%,
4/18/2024
(c)
25,000,000
24,499,938
5.39%,
5/9/2024
(c)
25,000,000
24,426,370
Total
U.S.
Treasury
Obligations
(Cost
$394,432,702)
394,515,055
Total
Short-Term
Investments
(Cost
$442,214,797)
442,297,150
Total
Investments
—
97.2%
(Cost
$442,214,797)
442,297,150
Other
assets
less
liabilities
—
2.8%
12,970,228
Net
Assets
—
100.0%
$
455,267,378
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$79,692,531.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
21,612,484
Aggregate
gross
unrealized
depreciation
(46,135,695)
Net
unrealized
depreciation
$
(24,523,211)
Federal
income
tax
cost
$
442,214,797
Futures
Contracts
Sold
UltraShort
20+
Year
Treasury
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
U.S.
Treasury
Long
Bond
30
3/19/2024
U.S.
Dollar
$
3,499,688
$
(15,057)
See
accompanying
notes
to
the
financial
statements.
ULTRASHORT
20+
YEAR
TREASURY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
114
TBT
::
Swap
Agreements
a
UltraShort
20+
Year
Treasury
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(202,779,725)
12/10/2024
Bank
of
America
NA
(5.03)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(18,450,346)
18,450,346
—
—
(56,306,306)
11/6/2024
Barclays
Capital
(5.11)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(1,100,451)
1,100,451
—
—
(150,753,739)
12/13/2023
Citibank
NA
(4.88)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(7,792,095)
6,522,095
1,270,000
—
(213,804,703)
12/10/2024
Goldman
Sachs
International
(4.91)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(14,973,837)
14,973,837
—
—
(175,333,182)
11/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.16)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
21,530,131
(20,378,272)
(204,436)
947,423
(112,503,333)
12/10/2024
Societe
Generale
(5.01)%
ICE
U.S.
Treasury
20+
Year
Bond
Index
(3,803,909)
3,803,909
—
—
(911,480,988)
(24,590,507)
Total
Unrealized
Appreciation
21,530,131
Total
Unrealized
Depreciation
(46,120,638)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
CONSUMER
DISCRETIONARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
115
SCC
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
109.9%
Repurchase
Agreements
(a)
—
109.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,233,778
(Cost
$2,233,448)
$
2,233,448
$
2,233,448
Total
Investments
—
109.9%
(Cost
$2,233,448)
2,233,448
Liabilities
in
excess
of
other
assets
—
(9.9%)
(202,079)
Net
Assets
—
100.0%
$
2,031,369
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(948,891)
Net
unrealized
depreciation
$
(948,891)
Federal
income
tax
cost
$
2,233,448
Swap
Agreements
a
UltraShort
Consumer
Discretionary
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,006,254)
3/6/2025
BNP
Paribas
SA
(5.38)%
S&P
Consumer
Discretionary
Select
Sector
Index
f
(413,265)
—
390,000
(23,265)
(1,629,417)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Consumer
Discretionary
Select
Sector
Index
f
(186,029)
—
150,000
(36,029)
(1,072,657)
3/6/2025
Societe
Generale
(5.43)%
S&P
Consumer
Discretionary
Select
Sector
Index
f
(264,920)
—
162,689
(102,231)
(355,850)
3/6/2025
UBS
AG
(5.08)%
S&P
Consumer
Discretionary
Select
Sector
Index
f
(84,677)
—
59,518
(25,159)
(4,064,178)
(948,891)
Total
Unrealized
Depreciation
(948,891)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Consumer
Discretionary
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRASHORT
CONSUMER
STAPLES
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
116
SZK
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
100.2%
Repurchase
Agreements
(a)
—
100.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,956,332
(Cost
$1,956,044)
$
1,956,044
$
1,956,044
Total
Investments
—
100.2%
(Cost
$1,956,044)
1,956,044
Liabilities
in
excess
of
other
assets
—
(0.2%)
(3,603)
Net
Assets
—
100.0%
$
1,952,441
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
6,869
Aggregate
gross
unrealized
depreciation
(177,286)
Net
unrealized
depreciation
$
(170,417)
Federal
income
tax
cost
$
1,956,044
Swap
Agreements
a
UltraShort
Consumer
Staples
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(808,565)
3/6/2025
Bank
of
America
NA
(5.18)%
S&P
Consumer
Staples
Select
Sector
Index
f
(26,015)
—
26,015
—
(289,635)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Consumer
Staples
Select
Sector
Index
f
6,869
—
—
6,869
(1,671,081)
3/6/2025
Societe
Generale
(5.43)%
S&P
Consumer
Staples
Select
Sector
Index
f
(90,034)
—
85,589
(4,445)
(1,142,213)
3/6/2025
UBS
AG
(5.08)%
S&P
Consumer
Staples
Select
Sector
Index
f
(61,237)
—
26,754
(34,483)
(3,911,494)
(170,417)
Total
Unrealized
Appreciation
6,869
Total
Unrealized
Depreciation
(177,286)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Consumer
Staples
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
DOW30
(
SM
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
117
DXD
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
89.1%
Repurchase
Agreements
(a)
—
89.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$70,424,972
(Cost
$70,414,616)
$
70,414,616
$
70,414,616
Total
Investments
—
89.1%
(Cost
$70,414,616)
70,414,616
Other
assets
less
liabilities
—
10.9%
8,625,078
Net
Assets
—
100.0%
$
79,039,694
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(11,010,688)
Net
unrealized
depreciation
$
(11,010,688)
Federal
income
tax
cost
$
70,414,616
Futures
Contracts
Sold
UltraShort
Dow30
SM
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
DJIA
CBOT
E-Mini
Index
21
12/15/2023
U.S.
Dollar
$
3,781,050
$
(123,151)
Swap
Agreements
a
UltraShort
Dow30
SM
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(16,645,262)
3/6/2024
Bank
of
America
NA
(5.78)%
Dow
Jones
Industrial
Average
SM
(722,672)
—
722,672
—
(10,066,249)
11/6/2025
Barclays
Capital
(5.53)%
Dow
Jones
Industrial
Average
SM
(574,570)
—
574,570
—
(19,485,382)
2/11/2025
BNP
Paribas
SA
(5.63)%
Dow
Jones
Industrial
Average
SM
(2,259,537)
—
2,259,537
—
(31,025,618)
3/6/2025
Citibank
NA
(5.63)%
Dow
Jones
Industrial
Average
SM
(2,238,355)
—
2,238,355
—
(24,351,803)
11/7/2024
Goldman
Sachs
International
(5.68)%
Dow
Jones
Industrial
Average
SM
(2,316,511)
—
2,316,511
—
(23,619,735)
11/14/2024
Societe
Generale
(5.63)%
Dow
Jones
Industrial
Average
SM
(129,096)
—
129,096
—
(29,098,363)
11/7/2024
UBS
AG
(5.18)%
Dow
Jones
Industrial
Average
SM
(2,646,796)
—
2,646,796
—
(154,292,412)
(10,887,537)
Total
Unrealized
Depreciation
(10,887,537)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRASHORT
ENERGY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
118
DUG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
89.0%
Repurchase
Agreements
(a)
—
89.0%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$13,706,793
(Cost
$13,704,777)
$
13,704,777
$
13,704,777
Total
Investments
—
89.0%
(Cost
$13,704,777)
13,704,777
Other
assets
less
liabilities
—
11.0%
1,689,640
Net
Assets
—
100.0%
$
15,394,417
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(5,152,719)
Net
unrealized
depreciation
$
(5,152,719)
Federal
income
tax
cost
$
13,704,777
Swap
Agreements
a
UltraShort
Energy
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(8,940,237)
3/6/2025
Bank
of
America
NA
(5.03)%
S&P
Energy
Select
Sector
Index
f
(1,090,293)
—
1,090,293
—
(7,225,345)
3/6/2025
BNP
Paribas
SA
(5.43)%
S&P
Energy
Select
Sector
Index
f
(1,931,561)
—
1,931,561
—
(5,806,428)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Energy
Select
Sector
Index
f
(675,313)
—
675,313
—
(4,489,998)
3/6/2025
Societe
Generale
(5.43)%
S&P
Energy
Select
Sector
Index
f
(1,029,293)
—
1,029,293
—
(4,361,005)
3/6/2025
UBS
AG
(5.13)%
S&P
Energy
Select
Sector
Index
f
(426,259)
—
426,259
—
(30,823,013)
(5,152,719)
Total
Unrealized
Depreciation
(5,152,719)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Energy
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
FINANCIALS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
119
SKF
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
87.9%
Repurchase
Agreements
(a)
—
87.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$17,661,189
(Cost
$17,658,591)
$
17,658,591
$
17,658,591
Total
Investments
—
87.9%
(Cost
$17,658,591)
17,658,591
Other
assets
less
liabilities
—
12.1%
2,439,901
Net
Assets
—
100.0%
$
20,098,492
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(6,748,237)
Net
unrealized
depreciation
$
(6,748,237)
Federal
income
tax
cost
$
17,658,591
Swap
Agreements
a
UltraShort
Financials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(12,264,622)
3/6/2025
Bank
of
America
NA
(5.43)%
S&P
Financial
Select
Sector
Index
f
(1,532,514)
—
1,532,514
—
(5,167,163)
3/6/2025
BNP
Paribas
SA
(5.53)%
S&P
Financial
Select
Sector
Index
f
(1,335,945)
—
1,273,885
(62,060)
(977,059)
4/7/2025
Citibank
NA
(5.28)%
S&P
Financial
Select
Sector
Index
f
(61,708)
—
—
(61,708)
(6,240,383)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Financial
Select
Sector
Index
f
(613,124)
—
613,124
—
(8,767,061)
3/6/2025
Societe
Generale
(5.63)%
S&P
Financial
Select
Sector
Index
f
(1,828,273)
—
1,828,273
—
(6,933,808)
3/6/2025
UBS
AG
(5.43)%
S&P
Financial
Select
Sector
Index
f
(1,376,673)
—
1,376,673
—
(40,350,096)
(6,748,237)
Total
Unrealized
Depreciation
(6,748,237)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Summary
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Financials
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRASHORT
FTSE
CHINA
50
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
120
FXP
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
60.9%
Repurchase
Agreements
(a)
—
60.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$12,805,635
(Cost
$12,803,751)
$
12,803,751
$
12,803,751
Total
Investments
—
60.9%
(Cost
$12,803,751)
12,803,751
Other
assets
less
liabilities
—
39.1%
8,234,169
Net
Assets
—
100.0%
$
21,037,920
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,533,825
Aggregate
gross
unrealized
depreciation
—
Net
unrealized
appreciation
$
2,533,825
Federal
income
tax
cost
$
12,803,751
Swap
Agreements
a,f
UltraShort
FTSE
China
50
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(2,028,489)
3/6/2025
Bank
of
America
NA
(3.83)%
iShares
®
China
Large-Cap
ETF
205,266
—
—
205,266
(6,261,593)
11/14/2024
Citibank
NA
(2.58)%
iShares
®
China
Large-Cap
ETF
874,488
(756,489)
—
117,999
(8,853,244)
11/14/2024
Goldman
Sachs
International
(4.83)%
iShares
®
China
Large-Cap
ETF
58,198
—
—
58,198
(1,139,024)
11/14/2024
Morgan
Stanley
&
Co.
International
plc
(4.78)%
iShares
®
China
Large-Cap
ETF
215,104
(215,104)
—
—
(8,277,935)
11/14/2024
Societe
Generale
(3.88)%
iShares
®
China
Large-Cap
ETF
378,409
(378,409)
—
—
(15,515,124)
3/6/2025
UBS
AG
(3.58)%
iShares
®
China
Large-Cap
ETF
802,360
(802,360)
—
—
(42,075,409)
2,533,825
Total
Unrealized
Appreciation
2,533,825
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
FTSE
EUROPE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
121
EPV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
74.4%
Repurchase
Agreements
(a)
—
74.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$34,273,856
(Cost
$34,268,815)
$
34,268,815
$
34,268,815
Total
Investments
—
74.4%
(Cost
$34,268,815)
34,268,815
Other
assets
less
liabilities
—
25.6%
11,807,019
Net
Assets
—
100.0%
$
46,075,834
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
58,655
Aggregate
gross
unrealized
depreciation
(12,576,498)
Net
unrealized
depreciation
$
(12,517,843)
Federal
income
tax
cost
$
34,268,815
Swap
Agreements
a,f
UltraShort
FTSE
Europe
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(9,890,822)
11/14/2024
Citibank
NA
(4.53)%
Vanguard
®
FTSE
Europe
ETF
Shares
55,973
(55,973)
—
—
(41,376,174)
3/6/2025
Goldman
Sachs
International
(1.83)%
Vanguard
®
FTSE
Europe
ETF
Shares
(11,409,098)
—
11,409,098
—
(369,292)
11/14/2024
Morgan
Stanley
&
Co.
International
plc
(4.78)%
Vanguard
®
FTSE
Europe
ETF
Shares
2,682
—
—
2,682
(20,254,233)
11/14/2024
Societe
Generale
(4.58)%
Vanguard
®
FTSE
Europe
ETF
Shares
(644,892)
—
644,892
—
(20,634,057)
4/10/2024
UBS
AG
(2.58)%
Vanguard
®
FTSE
Europe
ETF
Shares
(522,508)
—
522,508
—
(92,524,578)
(12,517,843)
Total
Unrealized
Appreciation
58,655
Total
Unrealized
Depreciation
(12,576,498)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
ULTRASHORT
HEALTH
CARE
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
122
RXD
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
98.9%
Repurchase
Agreements
(a)
—
98.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,061,388
(Cost
$2,061,085)
$
2,061,085
$
2,061,085
Total
Investments
—
98.9%
(Cost
$2,061,085)
2,061,085
Other
assets
less
liabilities
—
1.1%
23,465
Net
Assets
—
100.0%
$
2,084,550
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,123
Aggregate
gross
unrealized
depreciation
(320,823)
Net
unrealized
depreciation
$
(319,700)
Federal
income
tax
cost
$
2,061,085
Swap
Agreements
a
UltraShort
Health
Care
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(773,286)
3/6/2025
Bank
of
America
NA
(5.38)%
S&P
Health
Care
Select
Sector
Index
f
(22,887)
—
—
(22,887)
(1,285,721)
3/6/2025
BNP
Paribas
SA
(5.48)%
S&P
Health
Care
Select
Sector
Index
f
(77,138)
—
—
(77,138)
(101,957)
4/7/2025
Citibank
NA
(5.13)%
S&P
Health
Care
Select
Sector
Index
f
1,123
—
—
1,123
(623,661)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Health
Care
Select
Sector
Index
f
(24,455)
—
24,455
—
(689,866)
3/6/2025
Societe
Generale
(5.53)%
S&P
Health
Care
Select
Sector
Index
f
(92,431)
—
92,431
—
(697,811)
3/6/2025
UBS
AG
(5.08)%
S&P
Health
Care
Select
Sector
Index
f
(103,912)
—
47,683
(56,229)
(4,172,302)
(319,700)
Total
Unrealized
Appreciation
1,123
Total
Unrealized
Depreciation
(320,823)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Health
Care
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
INDUSTRIALS
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
123
SIJ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
101.7%
Repurchase
Agreements
(a)
—
101.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$3,403,791
(Cost
$3,403,290)
$
3,403,290
$
3,403,290
Total
Investments
—
101.7%
(Cost
$3,403,290)
3,403,290
Liabilities
in
excess
of
other
assets
—
(1.7%)
(56,098)
Net
Assets
—
100.0%
$
3,347,192
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(731,561)
Net
unrealized
depreciation
$
(731,561)
Federal
income
tax
cost
$
3,403,290
Swap
Agreements
a
UltraShort
Industrials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,363,279)
3/6/2025
Bank
of
America
NA
(5.23)%
S&P
Industrials
Select
Sector
Index
f
(106,472)
—
—
(106,472)
(3,798,245)
3/6/2025
BNP
Paribas
SA
(5.48)%
S&P
Industrials
Select
Sector
Index
f
(301,246)
—
301,246
—
(437,928)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Industrials
Select
Sector
Index
f
(27,816)
—
27,816
—
(820,980)
3/6/2025
Societe
Generale
(5.43)%
S&P
Industrials
Select
Sector
Index
f
(228,102)
—
44,752
(183,350)
(281,910)
3/6/2025
UBS
AG
(5.08)%
S&P
Industrials
Select
Sector
Index
f
(67,925)
—
29,090
(38,835)
(6,702,342)
(731,561)
Total
Unrealized
Depreciation
(731,561)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Industrials
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRASHORT
MATERIALS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
124
SMN
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
103.2%
Repurchase
Agreements
(a)
—
103.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,192,275
(Cost
$2,191,954)
$
2,191,954
$
2,191,954
Total
Investments
—
103.2%
(Cost
$2,191,954)
2,191,954
Liabilities
in
excess
of
other
assets
—
(3.2%)
(67,515)
Net
Assets
—
100.0%
$
2,124,439
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(510,177)
Net
unrealized
depreciation
$
(510,177)
Federal
income
tax
cost
$
2,191,954
Swap
Agreements
a
UltraShort
Materials
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(466,969)
3/6/2025
Bank
of
America
NA
(4.93)%
S&P
Materials
Select
Sector
Index
f
(49,160)
—
49,160
—
(1,458,406)
3/6/2025
BNP
Paribas
SA
(5.48)%
S&P
Materials
Select
Sector
Index
f
(220,567)
—
—
(220,567)
(605,491)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Materials
Select
Sector
Index
f
(21,505)
—
21,505
—
(1,071,588)
3/6/2025
Societe
Generale
(5.43)%
S&P
Materials
Select
Sector
Index
f
(120,881)
—
120,881
—
(644,695)
3/6/2025
UBS
AG
(5.08)%
S&P
Materials
Select
Sector
Index
f
(98,064)
—
98,064
—
(4,247,149)
(510,177)
Total
Unrealized
Depreciation
(510,177)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Materials
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
MIDCAP400
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
125
MZZ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
94.6%
Repurchase
Agreements
(a)
—
94.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,329,179
(Cost
$2,328,837)
$
2,328,837
$
2,328,837
Total
Investments
—
94.6%
(Cost
$2,328,837)
2,328,837
Other
assets
less
liabilities
—
5.4%
133,670
Net
Assets
—
100.0%
$
2,462,507
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
61,236
Aggregate
gross
unrealized
depreciation
(224,922)
Net
unrealized
depreciation
$
(163,686)
Federal
income
tax
cost
$
2,328,837
Futures
Contracts
Sold
UltraShort
MidCap400
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
A
S&P
Midcap
400
E-Mini
Index
1
12/15/2023
U.S.
Dollar
$
256,760
$
3,713
Swap
Agreements
a
UltraShort
MidCap400
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,540,736)
2/11/2025
Bank
of
America
NA
(5.68)%
S&P
MidCap
400
®
(49,550)
—
—
(49,550)
(756,268)
2/11/2025
BNP
Paribas
SA
(5.48)%
S&P
MidCap
400
®
(57,898)
—
—
(57,898)
(615,269)
11/6/2025
Citibank
NA
(5.53)%
S&P
MidCap
400
®
(38,419)
—
38,419
—
(1,151,065)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(5.13)%
S&P
MidCap
400
®
(79,055)
—
79,055
—
(605,014)
11/14/2024
Societe
Generale
(5.31)%
S&P
MidCap
400
®
57,523
—
—
57,523
(4,668,352)
(167,399)
Total
Unrealized
Appreciation
57,523
Total
Unrealized
Depreciation
(224,922)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRASHORT
MSCI
BRAZIL
CAPPED
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
126
BZQ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
82.6%
Repurchase
Agreements
(a)
—
82.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$6,762,937
(Cost
$6,761,943)
$
6,761,943
$
6,761,943
Total
Investments
—
82.6%
(Cost
$6,761,943)
6,761,943
Other
assets
less
liabilities
—
17.4%
1,426,352
Net
Assets
—
100.0%
$
8,188,295
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(5,615,150)
Net
unrealized
depreciation
$
(5,615,150)
Federal
income
tax
cost
$
6,761,943
Swap
Agreements
a,f
UltraShort
MSCI
Brazil
Capped
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,465,551)
4/10/2024
Bank
of
America
NA
(3.83)%
iShares
®
MSCI
Brazil
Capped
ETF
(218,965)
—
218,965
—
(5,586,614)
11/14/2024
Citibank
NA
(5.13)%
iShares
®
MSCI
Brazil
Capped
ETF
(2,015,084)
—
2,015,084
—
(2,655,226)
3/6/2025
Goldman
Sachs
International
(3.33)%
iShares
®
MSCI
Brazil
Capped
ETF
(1,378,874)
—
1,378,874
—
(1,990,854)
11/14/2024
Morgan
Stanley
&
Co.
International
plc
(4.78)%
iShares
®
MSCI
Brazil
Capped
ETF
(380,999)
—
380,999
—
(1,307,241)
11/14/2024
Societe
Generale
(4.48)%
iShares
®
MSCI
Brazil
Capped
ETF
(549,971)
—
476,323
(73,648)
(3,416,934)
3/6/2025
UBS
AG
(4.58)%
iShares
®
MSCI
Brazil
Capped
ETF
(1,071,257)
—
1,071,257
—
(16,422,420)
(5,615,150)
Total
Unrealized
Depreciation
(5,615,150)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
MSCI
EAFE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
127
EFU
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
84.7%
Repurchase
Agreements
(a)
—
84.7%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,306,107
(Cost
$1,305,916)
$
1,305,916
$
1,305,916
Total
Investments
—
84.7%
(Cost
$1,305,916)
1,305,916
Other
assets
less
liabilities
—
15.3%
235,593
Net
Assets
—
100.0%
$
1,541,509
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
38,856
Aggregate
gross
unrealized
depreciation
(815,008)
Net
unrealized
depreciation
$
(776,152)
Federal
income
tax
cost
$
1,305,916
Swap
Agreements
a,f
UltraShort
MSCI
EAFE
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,140,904)
11/14/2024
Citibank
NA
(4.93)%
iShares
®
MSCI
EAFE
ETF
(28,529)
—
28,529
—
(197,926)
11/14/2024
Goldman
Sachs
International
(5.38)%
iShares
®
MSCI
EAFE
ETF
38,856
—
—
38,856
(622,055)
11/14/2024
Societe
Generale
(4.73)%
iShares
®
MSCI
EAFE
ETF
(181,737)
—
170,662
(11,075)
(1,122,526)
4/10/2024
UBS
AG
(4.93)%
iShares
®
MSCI
EAFE
ETF
(604,742)
—
585,623
(19,119)
(3,083,411)
(776,152)
Total
Unrealized
Appreciation
38,856
Total
Unrealized
Depreciation
(815,008)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
ULTRASHORT
MSCI
EMERGING
MARKETS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
128
EEV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
84.8%
Repurchase
Agreements
(a)
—
84.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$5,775,049
(Cost
$5,774,201)
$
5,774,201
$
5,774,201
Total
Investments
—
84.8%
(Cost
$5,774,201)
5,774,201
Other
assets
less
liabilities
—
15.2%
1,033,930
Net
Assets
—
100.0%
$
6,808,131
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
59,215
Aggregate
gross
unrealized
depreciation
(393,579)
Net
unrealized
depreciation
$
(334,364)
Federal
income
tax
cost
$
5,774,201
Swap
Agreements
a,f
UltraShort
MSCI
Emerging
Markets
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(4,381,962)
11/14/2024
Citibank
NA
(4.78)%
iShares
®
MSCI
Emerging
Markets
ETF
59,215
(44,908)
—
14,307
(3,015,630)
11/14/2024
Goldman
Sachs
International
(4.83)%
iShares
®
MSCI
Emerging
Markets
ETF
(144,423)
—
144,423
—
(2,535,595)
11/14/2024
Societe
Generale
(3.83)%
iShares
®
MSCI
Emerging
Markets
ETF
(169,476)
—
150,000
(19,476)
(3,729,114)
3/6/2025
UBS
AG
(4.23)%
iShares
®
MSCI
Emerging
Markets
ETF
(79,680)
—
79,680
—
(13,662,301)
(334,364)
Total
Unrealized
Appreciation
59,215
Total
Unrealized
Depreciation
(393,579)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
MSCI
JAPAN
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
129
EWV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
80.8%
Repurchase
Agreements
(a)
—
80.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$3,418,174
(Cost
$3,417,672)
$
3,417,672
$
3,417,672
Total
Investments
—
80.8%
(Cost
$3,417,672)
3,417,672
Other
assets
less
liabilities
—
19.2%
810,126
Net
Assets
—
100.0%
$
4,227,798
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(1,393,709)
Net
unrealized
depreciation
$
(1,393,709)
Federal
income
tax
cost
$
3,417,672
Swap
Agreements
a,f
UltraShort
MSCI
Japan
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(4,379,629)
4/10/2024
Bank
of
America
NA
(4.88)%
iShares
®
MSCI
Japan
ETF
(830,801)
—
830,801
—
(1,163,330)
11/14/2024
Morgan
Stanley
&
Co.
International
plc
(4.78)%
iShares
®
MSCI
Japan
ETF
(66,389)
—
61,000
(5,389)
(1,579,725)
11/14/2024
Societe
Generale
(4.38)%
iShares
®
MSCI
Japan
ETF
(268,944)
—
268,944
—
(1,336,470)
11/14/2024
UBS
AG
(4.68)%
iShares
®
MSCI
Japan
ETF
(227,575)
—
227,575
—
(8,459,154)
(1,393,709)
Total
Unrealized
Depreciation
(1,393,709)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
ULTRASHORT
NASDAQ
BIOTECHNOLOGY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
130
BIS
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
74.3%
Repurchase
Agreements
(a)
—
74.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$3,396,332
(Cost
$3,395,832)
$
3,395,832
$
3,395,832
Total
Investments
—
74.3%
(Cost
$3,395,832)
3,395,832
Other
assets
less
liabilities
—
25.7%
1,174,035
Net
Assets
—
100.0%
$
4,569,867
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
761,768
Aggregate
gross
unrealized
depreciation
(55,710)
Net
unrealized
appreciation
$
706,058
Federal
income
tax
cost
$
3,395,832
Swap
Agreements
a
UltraShort
Nasdaq
Biotechnology
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(976,266)
3/6/2025
Bank
of
America
NA
(5.08)%
Nasdaq
Biotechnology
Index
®
302,753
(299,779)
(2,974)
—
(2,584,005)
11/6/2025
BNP
Paribas
SA
(5.13)%
Nasdaq
Biotechnology
Index
®
(12,263)
—
—
(12,263)
(1,135,102)
3/6/2025
Citibank
NA
(4.33)%
Nasdaq
Biotechnology
Index
®
132,885
—
—
132,885
(1,015,006)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(4.78)%
Nasdaq
Biotechnology
Index
®
90,945
—
—
90,945
(2,227,590)
11/14/2024
Societe
Generale
(5.38)%
Nasdaq
Biotechnology
Index
®
235,185
(235,185)
—
—
(1,212,584)
11/6/2025
UBS
AG
(4.33)%
Nasdaq
Biotechnology
Index
®
(43,447)
—
29,182
(14,265)
(9,150,553)
706,058
Total
Unrealized
Appreciation
761,768
Total
Unrealized
Depreciation
(55,710)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
QQQ
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
131
QID
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
107.9%
Repurchase
Agreements
(a)
—
13.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$63,155,375
(Cost
$63,146,086)
$
63,146,086
$
63,146,086
U.S.
Treasury
Obligations
(b)
—
94.6%
U.S.
Treasury
Bills
5.39%,
12/5/2023
(c)
25,000,000
24,985,370
5.31%,
12/14/2023
(c)
25,000,000
24,952,634
5.35%,
1/4/2024
(c)
25,000,000
24,875,644
5.37%,
1/11/2024
(c)
50,000,000
49,699,903
5.30%,
1/16/2024
(c)
50,000,000
49,663,146
5.37%,
1/18/2024
(c)
25,000,000
24,824,861
5.37%,
2/1/2024
(c)
25,000,000
24,773,797
5.32%,
2/6/2024
(c)
25,000,000
24,755,768
5.38%,
2/8/2024
(c)
25,000,000
24,749,156
5.31%,
2/15/2024
(c)
30,000,000
29,668,177
5.42%,
3/14/2024
(c)
25,000,000
24,623,361
5.44%,
3/21/2024
(c)
75,000,000
73,791,430
5.29%,
4/11/2024
(c)
25,000,000
24,522,936
5.32%,
4/25/2024
(c)
25,000,000
24,476,495
Total
U.S.
Treasury
Obligations
(Cost
$450,336,880)
450,362,678
Total
Short-Term
Investments
(Cost
$513,482,966)
513,508,764
Total
Investments
—
107.9%
(Cost
$513,482,966)
513,508,764
Liabilities
in
excess
of
other
assets
—
(7.9%)
(37,571,358)
Net
Assets
—
100.0%
$
475,937,406
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$179,497,413.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
750,603
Aggregate
gross
unrealized
depreciation
(189,610,472)
Net
unrealized
depreciation
$
(188,859,869)
Federal
income
tax
cost
$
513,482,966
Futures
Contracts
Sold
UltraShort
QQQ
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
Nasdaq
100
E-Mini
Index
53
12/15/2023
U.S.
Dollar
$
16,944,630
$
(584,689)
See
accompanying
notes
to
the
financial
statements.
ULTRASHORT
QQQ
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
132
QID
::
Swap
Agreements
a
UltraShort
QQQ
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(121,458,978)
11/14/2024
Bank
of
America
NA
(5.68)%
Nasdaq-100
Index
®
(27,238,162)
2,680,162
24,558,000
—
(63,903,115)
11/6/2025
Barclays
Capital
(5.53)%
Nasdaq-100
Index
®
(2,565,117)
1,247,117
1,318,000
—
(58,050,247)
11/14/2024
BNP
Paribas
SA
(5.68)%
Nasdaq-100
Index
®
(35,983,628)
28,473,628
7,510,000
—
(98,366,462)
3/6/2025
Citibank
NA
(5.68)%
Nasdaq-100
Index
®
(31,501,412)
29,713,071
1,788,341
—
(300,728,985)
11/7/2024
Goldman
Sachs
International
(5.68)%
Nasdaq-100
Index
®
(18,756,976)
11,541,976
7,215,000
—
(86,724,517)
11/6/2024
J.P.
Morgan
Securities
(5.48)%
Nasdaq-100
Index
®
(4,617,857)
4,617,857
—
—
(74,811,458)
4/10/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
Nasdaq-100
Index
®
721,969
(414,194)
(20,786)
286,989
(81,142,763)
4/8/2024
Societe
Generale
(5.98)%
Nasdaq-100
Index
®
(44,962,924)
44,714,924
248,000
—
(49,848,879)
11/7/2024
UBS
AG
(5.48)%
Nasdaq-100
Index
®
(23,396,871)
10,966,871
12,430,000
—
(935,035,404)
(188,300,978)
Total
Unrealized
Appreciation
721,969
Total
Unrealized
Depreciation
(189,022,947)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
REAL
ESTATE
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
133
SRS
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
89.5%
Repurchase
Agreements
(a)
—
89.5%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$42,897,738
(Cost
$42,891,429)
$
42,891,429
$
42,891,429
Total
Investments
—
89.5%
(Cost
$42,891,429)
42,891,429
Other
assets
less
liabilities
—
10.5%
5,014,130
Net
Assets
—
100.0%
$
47,905,559
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
111,995
Aggregate
gross
unrealized
depreciation
(4,529,329)
Net
unrealized
depreciation
$
(4,417,334)
Federal
income
tax
cost
$
42,891,429
Swap
Agreements
a
UltraShort
Real
Estate
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(40,550,557)
3/6/2025
Bank
of
America
NA
(5.68)%
S&P
Real
Estate
Select
Sector
index
f
111,995
(70,135)
(41,860)
—
(28,974,972)
3/6/2025
BNP
Paribas
SA
(5.53)%
S&P
Real
Estate
Select
Sector
index
f
(2,631,695)
—
2,631,695
—
(5,539,003)
4/7/2025
Citibank
NA
(5.23)%
S&P
Real
Estate
Select
Sector
index
f
(70,052)
—
70,052
—
(5,018,086)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Real
Estate
Select
Sector
index
f
(998,173)
—
998,173
—
(10,893,488)
3/6/2025
Societe
Generale
(5.58)%
S&P
Real
Estate
Select
Sector
index
f
(448,597)
—
448,597
—
(4,992,925)
3/6/2025
UBS
AG
(4.98)%
S&P
Real
Estate
Select
Sector
index
f
(380,812)
—
380,812
—
(95,969,031)
(4,417,334)
Total
Unrealized
Appreciation
111,995
Total
Unrealized
Depreciation
(4,529,329)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Real
Estate
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
ULTRASHORT
RUSSELL2000
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
134
TWM
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
104.5%
Repurchase
Agreements
(a)
—
73.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$59,296,998
(Cost
$59,288,279)
$
59,288,279
$
59,288,279
U.S.
Treasury
Obligations
(b)
—
30.9%
U.S.
Treasury
Bills
5.31%,
12/14/2023
(c)
(Cost
$24,952,378)
25,000,000
24,952,634
Total
Short-Term
Investments
(Cost
$84,240,657)
84,240,913
Total
Investments
—
104.5%
(Cost
$84,240,657)
84,240,913
Liabilities
in
excess
of
other
assets
—
(4.5%)
(3,641,812)
Net
Assets
—
100.0%
$
80,599,101
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$7,471,785.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
3,133,131
Aggregate
gross
unrealized
depreciation
(7,683,559)
Net
unrealized
depreciation
$
(4,550,428)
Federal
income
tax
cost
$
84,240,657
Futures
Contracts
Sold
UltraShort
Russell2000
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
A
Russell
2000
E-Mini
Index
38
12/15/2023
U.S.
Dollar
$
3,443,180
$
98,385
Swap
Agreements
a
UltraShort
Russell2000
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(16,228,719)
3/6/2024
Bank
of
America
NA
(4.98)%
Russell
2000
®
Index
(1,713,309)
1,149,309
564,000
—
(10,514,024)
11/6/2025
Barclays
Capital
(5.43)%
Russell
2000
®
Index
(489,174)
221,174
268,000
—
(5,969,766)
2/11/2025
BNP
Paribas
SA
(5.18)%
Russell
2000
®
Index
(482,537)
55,943
426,594
—
(9,868,204)
3/6/2025
Citibank
NA
(5.14)%
Russell
2000
®
Index
(1,161,275)
667,775
493,500
—
(1,282,595)
11/7/2024
Goldman
Sachs
International
(5.33)%
Russell
2000
®
Index
434,069
(434,069)
—
—
(47,459,640)
11/6/2025
Morgan
Stanley
&
Co.
International
plc
(5.03)%
Russell
2000
®
Index
(1,783,756)
(20,857,059)
11/6/2025
Morgan
Stanley
&
Co.
International
plc
(5.03)%
iShares
®
Russell
2000
ETF
(780,630)
(68,316,699)
(2,564,386)
2,369,492
—
(194,894)
(23,008,925)
11/6/2025
Societe
Generale
(5.18)%
Russell
2000
®
Index
(1,272,878)
1,154,803
105,197
(12,878)
(22,565,453)
11/7/2024
UBS
AG
(4.83)%
Russell
2000
®
Index
2,600,421
(2,600,421)
—
—
(157,754,385)
(4,649,069)
Total
Unrealized
Appreciation
3,034,490
Total
Unrealized
Depreciation
(7,683,559)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
RUSSELL2000
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
135
TWM
::
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRASHORT
S&P500
®
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
136
SDS
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
119.2%
Repurchase
Agreements
(a)
—
5.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$47,552,393
(Cost
$47,545,400)
$
47,545,400
$
47,545,400
U.S.
Treasury
Obligations
(b)
—
113.3%
U.S.
Treasury
Bills
5.39%,
12/5/2023
(c)
35,000,000
34,979,517
5.36%,
12/7/2023
(c)
25,000,000
24,978,036
5.38%,
12/12/2023
(c)
35,000,000
34,943,683
5.31%,
12/14/2023
(c)
35,000,000
34,933,688
5.35%,
1/4/2024
(c)
40,000,000
39,801,031
5.41%,
1/9/2024
(c)
50,000,000
49,714,722
5.37%,
1/11/2024
(c)
50,000,000
49,699,903
5.30%,
1/16/2024
(c)
50,000,000
49,663,146
5.37%,
1/18/2024
(c)
50,000,000
49,649,722
5.30%,
1/23/2024
(c)
75,000,000
74,418,794
5.37%,
2/1/2024
(c)
25,000,000
24,773,797
5.32%,
2/6/2024
(c)
25,000,000
24,755,768
5.38%,
2/8/2024
(c)
25,000,000
24,749,156
5.31%,
2/15/2024
(c)
50,000,000
49,446,959
5.43%,
2/22/2024
(c)
50,000,000
49,395,541
5.42%,
3/14/2024
(c)
50,000,000
49,246,722
5.44%,
3/21/2024
(c)
100,000,000
98,388,573
5.29%,
4/11/2024
(c)
40,000,000
39,236,698
5.32%,
4/25/2024
(c)
30,000,000
29,371,794
5.31%,
5/2/2024
(c)
50,000,000
48,904,138
5.39%,
5/9/2024
(c)
35,000,000
34,196,918
Total
U.S.
Treasury
Obligations
(Cost
$915,183,361)
915,248,306
Total
Short-Term
Investments
(Cost
$962,728,761)
962,793,706
Total
Investments
—
119.2%
(Cost
$962,728,761)
962,793,706
Liabilities
in
excess
of
other
assets
—
(19.2%)
(154,789,092)
Net
Assets
—
100.0%
$
808,004,614
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$298,704,205.
(c)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,956,080
Aggregate
gross
unrealized
depreciation
(262,422,490)
Net
unrealized
depreciation
$
(259,466,410)
Federal
income
tax
cost
$
962,728,761
Futures
Contracts
Sold
UltraShort
S&P500
®
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
S&P
500
E-Mini
Index
110
12/15/2023
U.S.
Dollar
$
25,172,125
$
(402,097)
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
S&P500
®
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
137
SDS
::
Swap
Agreements
a
UltraShort
S&P500
®
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(101,651,821)
3/6/2025
Bank
of
America
NA
(5.63)%
S&P
500
®
(12,567,632)
6,651,632
5,916,000
—
(191,943,524)
2/11/2025
BNP
Paribas
SA
(5.63)%
S&P
500
®
(20,288,547)
19,908,547
380,000
—
(276,562,019)
4/8/2024
Citibank
NA
(5.58)%
S&P
500
®
(69,858,636)
68,518,636
1,340,000
—
(134,941,948)
11/7/2024
Goldman
Sachs
International
(5.68)%
S&P
500
®
(39,962,851)
18,666,910
21,295,941
—
(227,261,753)
3/6/2024
J.P.
Morgan
Securities
(5.48)%
S&P
500
®
(58,851,454)
40,976,454
17,875,000
—
(123,705,160)
4/10/2025
Morgan
Stanley
&
Co.
International
plc
(5.13)%
S&P
500
®
2,885,817
(2,813,776)
(72,041)
—
(259,761,650)
11/14/2024
Societe
Generale
(5.68)%
S&P
500
®
(32,210,649)
25,859,656
6,350,993
—
(275,016,549)
11/7/2024
UBS
AG
(5.48)%
S&P
500
®
(28,275,306)
27,266,306
1,009,000
—
(1,590,844,424)
(259,129,258)
Total
Unrealized
Appreciation
2,885,817
Total
Unrealized
Depreciation
(262,015,075)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRASHORT
SEMICONDUCTORS
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
138
SSG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
96.8%
Repurchase
Agreements
(a)
—
96.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$7,366,624
(Cost
$7,365,539)
$
7,365,539
$
7,365,539
Total
Investments
—
96.8%
(Cost
$7,365,539)
7,365,539
Other
assets
less
liabilities
—
3.2%
244,270
Net
Assets
—
100.0%
$
7,609,809
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
216,959
Aggregate
gross
unrealized
depreciation
(4,936,172)
Net
unrealized
depreciation
$
(4,719,213)
Federal
income
tax
cost
$
7,365,539
Swap
Agreements
a
UltraShort
Semiconductors
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(4,311,659)
3/6/2025
Bank
of
America
NA
(5.53)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
(938,029)
—
890,000
(48,029)
(1,792,257)
11/6/2025
BNP
Paribas
SA
(5.43)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
(95,356)
—
20,000
(75,356)
(727,145)
3/6/2024
Goldman
Sachs
International
(5.43)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
(475,140)
—
370,000
(105,140)
(983,181)
3/6/2025
J.P.
Morgan
Securities
(5.53)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
(1,098,609)
—
1,098,609
—
(768,110)
4/7/2025
Morgan
Stanley
&
Co.
International
plc
(4.98)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
216,959
(213,792)
(3,167)
—
(4,342,383)
11/14/2024
Societe
Generale
(5.53)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
(590,961)
—
590,000
(961)
(2,283,848)
3/6/2024
UBS
AG
(5.43)%
Dow
Jones
U.S.
Semiconductors
SM
Index
f
(1,738,077)
—
1,738,077
—
(15,208,583)
(4,719,213)
Total
Unrealized
Appreciation
216,959
Total
Unrealized
Depreciation
(4,936,172)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Semiconductors
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
SMALLCAP600
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
139
SDD
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
76.8%
Repurchase
Agreements
(a)
—
76.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,283,397
(Cost
$2,283,061)
$
2,283,061
$
2,283,061
Total
Investments
—
76.8%
(Cost
$2,283,061)
2,283,061
Other
assets
less
liabilities
—
23.2%
690,436
Net
Assets
—
100.0%
$
2,973,497
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
237,451
Aggregate
gross
unrealized
depreciation
(201,128)
Net
unrealized
appreciation
$
36,323
Federal
income
tax
cost
$
2,283,061
Swap
Agreements
a
UltraShort
SmallCap600
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(2,356,539)
3/6/2024
Bank
of
America
NA
(5.53)%
S&P
SmallCap
600
®
(168,555)
—
168,555
—
(1,513,663)
3/6/2024
Morgan
Stanley
&
Co.
International
plc
(4.98)%
S&P
SmallCap
600
®
(32,573)
—
32,573
—
(1,140,223)
3/6/2025
Societe
Generale
(5.18)%
S&P
SmallCap
600
®
62,638
(62,638)
—
—
(936,528)
11/7/2024
UBS
AG
(5.18)%
S&P
SmallCap
600
®
174,813
—
—
174,813
(5,946,953)
36,323
Total
Unrealized
Appreciation
237,451
Total
Unrealized
Depreciation
(201,128)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
ULTRASHORT
TECHNOLOGY
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
140
REW
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
104.6%
Repurchase
Agreements
(a)
—
104.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,144,515
(Cost
$4,143,905)
$
4,143,905
$
4,143,905
Total
Investments
—
104.6%
(Cost
$4,143,905)
4,143,905
Liabilities
in
excess
of
other
assets
—
(4.6%)
(181,108)
Net
Assets
—
100.0%
$
3,962,797
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
—
Aggregate
gross
unrealized
depreciation
(2,666,787)
Net
unrealized
depreciation
$
(2,666,787)
Federal
income
tax
cost
$
4,143,905
Swap
Agreements
a
UltraShort
Technology
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Depreciation
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(1,031,786)
3/6/2025
Bank
of
America
NA
(5.53)%
S&P
Technology
Select
Sector
Index
f
(272,731)
—
272,731
—
(1,923,890)
3/6/2025
BNP
Paribas
SA
(5.53)%
S&P
Technology
Select
Sector
Index
f
(648,701)
—
648,701
—
(48,423)
4/7/2025
Citibank
NA
(5.18)%
S&P
Technology
Select
Sector
Index
f
(7,798)
—
—
(7,798)
(873,480)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Technology
Select
Sector
Index
f
(227,076)
—
210,000
(17,076)
(2,231,191)
3/6/2025
J.P.
Morgan
Securities
(5.48)%
S&P
Technology
Select
Sector
Index
f
(261,997)
—
—
(261,997)
(987,088)
3/6/2025
Societe
Generale
(5.43)%
S&P
Technology
Select
Sector
Index
f
(686,412)
—
512,543
(173,869)
(828,782)
3/6/2025
UBS
AG
(5.18)%
S&P
Technology
Select
Sector
Index
f
(562,072)
—
497,279
(64,793)
(7,924,640)
(2,666,787)
Total
Unrealized
Depreciation
(2,666,787)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Technology
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
ULTRASHORT
UTILITIES
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
141
SDP
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
71.9%
Repurchase
Agreements
(a)
—
71.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,068,664
(Cost
$1,068,507)
$
1,068,507
$
1,068,507
Total
Investments
—
71.9%
(Cost
$1,068,507)
1,068,507
Other
assets
less
liabilities
—
28.1%
418,547
Net
Assets
—
100.0%
$
1,487,054
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
472,002
Aggregate
gross
unrealized
depreciation
(150,449)
Net
unrealized
appreciation
$
321,553
Federal
income
tax
cost
$
1,068,507
Swap
Agreements
a
UltraShort
Utilities
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(349,668)
3/6/2025
Bank
of
America
NA
(5.13)%
S&P
Utilities
Select
Sector
Index
f
47,739
—
—
47,739
(503,674)
3/6/2025
Goldman
Sachs
International
(5.43)%
S&P
Utilities
Select
Sector
Index
f
338,521
(338,521)
—
—
(1,647,985)
3/6/2025
Societe
Generale
(5.43)%
S&P
Utilities
Select
Sector
Index
f
(150,449)
—
114,738
(35,711)
(476,533)
3/6/2025
UBS
AG
(5.08)%
S&P
Utilities
Select
Sector
Index
f
85,742
—
—
85,742
(2,977,860)
321,553
Total
Unrealized
Appreciation
472,002
Total
Unrealized
Depreciation
(150,449)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
See
the
Common
Stocks
section
of
the
Schedule
of
Portfolio
Investments
of
ProShares
Ultra
Utilities
for
the
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
142
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
(UNAUDITED)
PROSHARES
TRUST
STATEMENTS
OF
ASSETS
AND
LIABILITIES
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
143
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
7-10
Year
Treasury
Short
20+
Year
Treasury
Short
Dow30
SM
Short
Financials
Short
FTSE
China
50
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
24,353,210
$
138,355,227
$
194,900,030
$
20,762,298
$
5,582,998
Securities,
at
value
—
88,714,733
98,908,570
—
—
Repurchase
Agreements,
at
value
24,353,210
49,667,171
96,002,144
20,762,298
5,582,998
Cash
6,177
350,000
24,284
40,000
—
Segregated
cash
balances
with
brokers
for
futures
contracts
13,200
42,900
334,400
—
—
Segregated
cash
balances
with
custodian
for
swap
agreements
3,001,000
11,678,136
758,355
5,724,136
1,215,460
Dividends
and
interest
receivable
3,548
7,236
13,987
3,025
813
Receivable
for
capital
shares
issued
754,604
2,435,557
—
—
939,808
Receivable
from
Advisor
—
—
—
—
1,545
Receivable
for
variation
margin
on
futures
contracts
—
160,829
—
—
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
1,525,289
17,340,439
—
—
764,406
Prepaid
expenses
1,940
2,508
2,503
1,835
1,740
Total
Assets
29,658,968
170,399,509
196,044,243
26,531,294
8,506,770
LIABILITIES:
Payable
for
capital
shares
redeemed
750,067
1,217,778
—
605,906
—
Payable
to
Advisor
19,128
111,979
124,676
4,602
—
Management
Services
fees
payable
2,450
14,930
15,514
2,000
—
Custodian
fees
payable
643
2,112
2,158
346
65
Administration
fees
payable
6,986
14,682
13,983
6,481
6,440
Trustee
fees
payable
286
1,626
1,640
238
63
Compliance
services
fees
payable
263
1,228
1,106
156
39
Listing,
Data
and
related
fees
payable
4,554
18,916
69,793
7,384
4,637
Professional
fees
payable
11,443
12,260
11,821
11,219
22,512
Payable
for
variation
margin
on
futures
contracts
561
—
—
—
—
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
183,050
2,155,939
11,577,026
4,984,704
12,690
Other
liabilities
4,613
11,557
12,368
6,424
2,112
Total
Liabilities
984,044
3,563,007
11,830,085
5,629,460
48,558
NET
ASSETS
$
28,674,924
$
166,836,502
$
184,214,158
$
20,901,834
$
8,458,212
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
19,390,602
$
659,025,922
$
737,885,087
$
119,948,773
$
19,436,211
Distributable
earnings
(loss)
9,284,322
(
492,189,420
)
(
553,670,929
)
(
99,046,939
)
(
10,977,999
)
NET
ASSETS
$
28,674,924
$
166,836,502
$
184,214,158
$
20,901,834
$
8,458,212
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
950,000
6,850,000
5,873,755
1,724,851
450,000
Net
Asset
Value
$
30.18
$
24.36
$
31.36
$
12.12
$
18.80
144
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
High
Yield
Short
MidCap400
Short
MSCI
EAFE
Short
MSCI
Emerging
Markets
Short
QQQ
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
170,896,695
$
9,794,598
$
48,721,880
$
23,602,699
$
813,734,021
Securities,
at
value
73,791,430
—
—
—
688,553,825
Repurchase
Agreements,
at
value
97,120,007
9,794,598
48,721,880
23,602,699
125,253,773
Cash
5,043
—
20,000
40,000
—
Segregated
cash
balances
with
brokers
for
futures
contracts
—
86,400
—
—
1,663,200
Segregated
cash
balances
with
custodian
for
swap
agreements
19,264,280
1,210,000
9,501,995
5,056,121
11,070,966
Dividends
and
interest
receivable
14,150
1,427
7,099
3,439
18,249
Due
from
counterparty
—
4,582
—
—
—
Receivable
for
capital
shares
issued
—
—
—
—
149,569,817
Receivable
for
variation
margin
on
futures
contracts
—
—
—
—
2,479,910
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
—
281,504
121,284
336,300
836,365
Prepaid
expenses
2,571
3,307
12,496
7,443
6,575
Total
Assets
190,197,481
11,381,818
58,384,754
29,046,002
979,452,680
LIABILITIES:
Cash
overdraft
—
4,380
—
—
21,707
Payable
for
capital
shares
redeemed
—
—
3,653,499
2,226,305
20,772,602
Payable
to
Advisor
112,520
1,479
36,951
15,247
486,583
Management
Services
fees
payable
14,984
879
4,989
2,567
65,943
Custodian
fees
payable
1,627
425
432
320
9,191
Administration
fees
payable
13,916
6,440
8,400
6,530
28,055
Trustee
fees
payable
1,593
86
418
264
7,864
Compliance
services
fees
payable
1,126
57
311
175
5,413
Listing,
Data
and
related
fees
payable
103,958
—
—
—
146,910
Professional
fees
payable
19,354
11,171
22,212
28,162
15,013
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
9,369,547
833,160
3,960,198
2,271,330
145,494,903
Other
liabilities
13,235
2,193
5,350
5,962
44,178
Total
Liabilities
9,651,860
860,270
7,692,760
4,556,862
167,098,362
NET
ASSETS
$
180,545,621
$
10,521,548
$
50,691,994
$
24,489,140
$
812,354,318
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
259,899,573
$
66,461,665
$
202,074,782
$
219,002,336
$
2,008,879,486
Distributable
earnings
(loss)
(
79,353,952
)
(
55,940,117
)
(
151,382,788
)
(
194,513,196
)
(
1,196,525,168
)
NET
ASSETS
$
180,545,621
$
10,521,548
$
50,691,994
$
24,489,140
$
812,354,318
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
10,050,000
443,667
2,775,000
1,650,000
80,112,500
Net
Asset
Value
$
17.96
$
23.71
$
18.27
$
14.84
$
10.14
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
145
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
Real
Estate
Short
Russell2000
Short
S&P500
®
Short
SmallCap600
Ultra
7-10
Year
Treasury
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
34,327,176
$
296,403,376
$
1,684,357,702
$
10,487,348
$
14,971,245
Securities,
at
value
—
182,504,399
1,512,286,649
—
—
Repurchase
Agreements,
at
value
34,327,176
113,928,720
172,220,006
10,487,348
14,971,245
Cash
5,378
—
—
—
248,454
Segregated
cash
balances
with
brokers
for
futures
contracts
—
606,980
8,646,400
—
6,600
Segregated
cash
balances
with
custodian
for
swap
agreements
5,039,835
445,230
9,196,454
2,467,292
917,035
Dividends
and
interest
receivable
5,001
16,599
25,092
1,528
2,181
Receivable
for
capital
shares
issued
—
—
301,639,621
—
—
Receivable
for
variation
margin
on
futures
contracts
—
452,350
—
—
281
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
230,603
4,472,256
3,953,780
1,745
155,278
Prepaid
expenses
1,861
3,027
10,898
4,654
1,778
Total
Assets
39,609,854
302,429,561
2,007,978,900
12,962,567
16,302,852
LIABILITIES:
Cash
overdraft
—
—
181,765
—
—
Payable
for
capital
shares
redeemed
1,006,147
1,201,892
6,180,416
—
—
Payable
to
Advisor
13,838
180,224
1,078,410
1,701
3,364
Management
Services
fees
payable
3,310
25,583
143,786
999
1,110
Custodian
fees
payable
406
3,170
15,992
153
465
Administration
fees
payable
7,161
17,764
37,642
6,440
6,755
Trustee
fees
payable
347
2,680
15,088
111
94
Compliance
services
fees
payable
224
1,840
10,169
78
57
Listing,
Data
and
related
fees
payable
10,374
128,408
—
—
599
Professional
fees
payable
11,294
12,330
18,346
11,173
11,167
Payable
for
variation
margin
on
futures
contracts
—
—
337,750
—
—
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
2,831,386
10,395,763
171,505,431
1,337,770
666,603
Other
liabilities
9,584
22,092
67,447
2,640
1,828
Total
Liabilities
3,894,071
11,991,746
179,592,242
1,361,065
692,042
NET
ASSETS
$
35,715,783
$
290,437,815
$
1,828,386,658
$
11,601,502
$
15,610,810
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
73,604,552
$
1,046,631,434
$
6,153,402,390
$
53,325,285
$
149,882,337
Distributable
earnings
(loss)
(
37,888,769
)
(
756,193,619
)
(
4,325,015,732
)
(
41,723,783
)
(
134,271,527
)
NET
ASSETS
$
35,715,783
$
290,437,815
$
1,828,386,658
$
11,601,502
$
15,610,810
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
1,774,888
12,116,642
133,205,826
633,681
365,000
Net
Asset
Value
$
20.12
$
23.97
$
13.73
$
18.31
$
42.77
146
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
20+
Year
Treasury
Ultra
Communication
Services
Ultra
Consumer
Discretionary
Ultra
Consumer
Staples
Ultra
Dow30
SM
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
76,376,295
$
1,711,943
$
12,512,673
$
4,985,258
$
332,907,205
Securities,
at
value
—
1,732,698
10,978,594
4,126,053
259,600,237
Repurchase
Agreements,
at
value
76,376,295
87,616
1,239,762
557,406
58,976,194
Cash
1,173,000
—
—
—
290,000
Segregated
cash
balances
with
brokers
for
futures
contracts
72,930
—
—
—
1,443,200
Segregated
cash
balances
with
custodian
for
swap
agreements
12,449,814
77,959
1,126,951
1,172,470
23,134,423
Dividends
and
interest
receivable
11,128
712
11,529
9,479
904,728
Due
from
counterparty
—
—
—
2,262
—
Receivable
from
Advisor
—
8,070
—
3,327
—
Receivable
for
variation
margin
on
futures
contracts
3,718
—
—
—
428,035
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
1,464,238
9,318
572,754
—
18,450,788
Prepaid
expenses
1,893
694
1,758
1,735
2,747
Total
Assets
91,553,016
1,917,067
13,931,348
5,872,732
363,230,352
LIABILITIES:
Cash
overdraft
—
150
—
—
—
Payable
for
investments
purchased
—
—
6,273
—
—
Payable
for
capital
shares
redeemed
4,830,776
—
—
—
—
Payable
to
Advisor
44,427
—
904
—
212,951
Management
Services
fees
payable
6,153
—
1,065
—
27,667
Custodian
fees
payable
884
141
1,527
461
4,220
Administration
fees
payable
9,165
12,534
12,534
12,534
26,502
Trustee
fees
payable
498
7
123
54
2,784
Compliance
services
fees
payable
270
5
71
35
1,689
Listing,
Data
and
related
fees
payable
2,543
204
3,200
1,651
105,088
Professional
fees
payable
11,249
17,684
11,752
14,445
15,948
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
10,801,006
7,301
226,224
542,116
—
Other
liabilities
2,735
1,692
1,816
1,888
8,410
Total
Liabilities
15,709,706
39,718
265,489
573,184
405,259
NET
ASSETS
$
75,843,310
$
1,877,349
$
13,665,859
$
5,299,548
$
362,825,093
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
124,805,529
$
2,798,989
$
23,040,207
$
8,794,383
$
380,494,635
Distributable
earnings
(loss)
(
48,962,219
)
(
921,640
)
(
9,374,348
)
(
3,494,835
)
(
17,669,542
)
NET
ASSETS
$
75,843,310
$
1,877,349
$
13,665,859
$
5,299,548
$
362,825,093
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
3,925,000
40,000
425,000
350,000
5,000,000
Net
Asset
Value
$
19.32
$
46.93
$
32.15
$
15.14
$
72.57
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
147
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Energy
Ultra
Financials
Ultra
FTSE
China
50
Ultra
FTSE
Europe
Ultra
Health
Care
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
93,680,014
$
424,368,017
$
4,413,797
$
2,380,769
$
72,248,845
Securities,
at
value
91,213,104
433,585,950
—
—
60,455,571
Repurchase
Agreements,
at
value
5,466,049
14,371,266
4,413,797
2,380,769
9,415,073
Cash
—
3,549
100,000
—
—
Segregated
cash
balances
with
custodian
for
swap
agreements
21,543,683
35,141,595
7,739,731
1,583,117
6,378,254
Dividends
and
interest
receivable
524,596
683,689
643
347
99,936
Due
from
counterparty
113,495
—
—
—
—
Receivable
from
Advisor
—
—
591
3,704
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
186,764
76,156,726
370,359
214,544
1,684,152
Prepaid
expenses
2,118
3,226
1,758
1,734
1,972
Total
Assets
119,049,809
559,946,001
12,626,879
4,184,215
78,034,958
LIABILITIES:
Cash
overdraft
—
—
—
—
10
Payable
to
Advisor
63,356
346,454
—
—
44,558
Management
Services
fees
payable
9,125
44,996
—
—
6,050
Custodian
fees
payable
1,369
5,952
151
42
1,359
Administration
fees
payable
19,103
31,093
6,440
6,440
16,297
Trustee
fees
payable
1,025
4,328
92
34
658
Compliance
services
fees
payable
637
2,603
55
20
417
Listing,
Data
and
related
fees
payable
29,084
120,909
7,177
536
19,442
Professional
fees
payable
16,850
13,410
27,004
23,875
19,232
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
10,897,147
—
4,447,618
145,471
794,067
Other
liabilities
8,368
18,972
2,027
1,427
4,314
Total
Liabilities
11,046,064
588,717
4,490,564
177,845
906,404
NET
ASSETS
$
108,003,745
$
559,357,284
$
8,136,315
$
4,006,370
$
77,128,554
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
109,769,389
$
517,204,344
$
32,383,007
$
4,349,442
$
106,919,307
Distributable
earnings
(loss)
(
1,765,644
)
42,152,940
(
24,246,692
)
(
343,072
)
(
29,790,753
)
NET
ASSETS
$
108,003,745
$
559,357,284
$
8,136,315
$
4,006,370
$
77,128,554
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
2,902,944
11,157,750
555,000
75,000
910,000
Net
Asset
Value
$
37.20
$
50.13
$
14.66
$
53.42
$
84.76
148
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
High
Yield
Ultra
Industrials
Ultra
Materials
Ultra
MidCap400
Ultra
MSCI
Brazil
Capped
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
19,131,586
$
12,644,373
$
33,090,551
$
104,968,976
$
3,221,110
Securities,
at
value
(a)
—
11,070,789
27,291,216
101,689,914
—
Repurchase
Agreements,
at
value
19,131,586
1,260,684
4,947,720
11,109,605
3,221,110
Cash
—
—
—
1,308
10,000
Segregated
cash
balances
with
brokers
for
futures
contracts
—
—
—
921,600
—
Segregated
cash
balances
with
custodian
for
swap
agreements
5,062,000
1,788,970
3,678,791
20,535,476
1,677,597
Dividends
and
interest
receivable
2,787
22,461
69,211
97,499
469
Receivable
for
security
lending
income
—
—
—
134
—
Receivable
for
investments
sold
—
—
—
893,640
—
Due
from
counterparty
—
—
97,538
—
—
Receivable
for
capital
shares
issued
—
—
—
2,449,325
—
Receivable
from
Advisor
—
—
—
—
2,755
Receivable
for
variation
margin
on
futures
contracts
—
—
—
46,715
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
675,487
1,115,401
2,082,690
675,017
87,315
Prepaid
expenses
1,739
1,773
1,852
3,630
2,397
Total
Assets
24,873,599
15,260,078
38,169,018
138,423,863
5,001,643
LIABILITIES:
Payable
for
investments
purchased
—
—
—
936,158
—
Payable
for
cash
collateral
received
from
securities
loaned
—
—
—
173,178
—
Payable
to
Advisor
5,431
3,283
15,506
86,126
—
Management
Services
fees
payable
1,400
1,174
2,938
9,782
—
Custodian
fees
payable
212
1,859
999
3,134
59
Administration
fees
payable
6,649
12,534
12,571
19,066
6,440
Trustee
fees
payable
104
143
336
1,025
36
Compliance
services
fees
payable
62
87
209
615
23
Listing,
Data
and
related
fees
payable
4,889
4,028
9,847
—
—
Professional
fees
payable
18,799
16,092
17,505
15,406
22,656
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
862,759
—
3,460
4,664,607
37,116
Other
liabilities
1,228
2,045
3,091
4,698
1,746
Total
Liabilities
901,533
41,245
66,462
5,913,795
68,076
NET
ASSETS
$
23,972,066
$
15,218,833
$
38,102,556
$
132,510,068
$
4,933,567
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
29,143,902
$
22,787,337
$
49,262,091
$
271,035,664
$
18,619,937
Distributable
earnings
(loss)
(
5,171,836
)
(
7,568,504
)
(
11,159,535
)
(
138,525,596
)
(
13,686,370
)
NET
ASSETS
$
23,972,066
$
15,218,833
$
38,102,556
$
132,510,068
$
4,933,567
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
370,000
600,000
1,650,000
2,675,000
161,557
Net
Asset
Value
$
64.79
$
25.36
$
23.09
$
49.54
$
30.54
(a)
Includes
securities
on
loan
valued
at:
$
—
$
—
$
—
$
188,759
$
—
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
149
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
MSCI
EAFE
Ultra
MSCI
Emerging
Markets
Ultra
MSCI
Japan
Ultra
Nasdaq
Biotechnology
Ultra
Nasdaq
Cloud
Computing
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
4,887,475
$
11,327,746
$
4,229,709
$
86,381,821
$
2,583,706
Securities,
at
value
(a)
—
—
2,895,713
60,617,875
2,673,901
Repurchase
Agreements,
at
value
4,887,475
11,327,746
1,719,883
4,254,900
121,451
Cash
—
50,001
—
—
—
Segregated
cash
balances
with
custodian
for
swap
agreements
2,731,726
5,533,825
1,921,152
20,623,181
188,923
Dividends
and
interest
receivable
712
1,650
251
59,255
1,231
Receivable
for
security
lending
income
—
—
—
6,045
—
Receivable
for
investments
sold
—
—
—
—
59,630
Receivable
from
Advisor
931
—
7,201
—
6,596
Reclaims
receivable
—
—
—
13,218
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
941,938
—
340,451
—
227,151
Prepaid
expenses
3,910
4,070
2,640
1,634
1,293
Total
Assets
8,566,692
16,917,292
6,887,291
85,576,108
3,280,176
LIABILITIES:
Cash
overdraft
—
—
—
2,069
—
Payable
for
investments
purchased
—
—
—
—
110,392
Payable
for
cash
collateral
received
from
securities
loaned
—
—
—
1,086,650
—
Payable
to
Advisor
—
4,551
—
50,760
—
Management
Services
fees
payable
—
1,242
—
5,874
—
Custodian
fees
payable
106
173
103
2,957
673
Administration
fees
payable
6,440
6,440
12,534
16,192
12,534
Trustee
fees
payable
72
135
62
681
21
Compliance
services
fees
payable
45
87
37
445
11
Listing,
Data
and
related
fees
payable
—
—
—
12,345
446
Professional
fees
payable
26,028
21,320
54,935
22,473
11,146
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
107,502
1,265,724
310,780
9,601,851
—
Other
liabilities
1,978
2,151
1,722
6,898
1,232
Total
Liabilities
142,171
1,301,823
380,173
10,809,195
136,455
NET
ASSETS
$
8,424,521
$
15,615,469
$
6,507,118
$
74,766,913
$
3,143,721
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
15,494,045
$
42,957,368
$
8,643,620
$
253,514,494
$
4,778,768
Distributable
earnings
(loss)
(
7,069,524
)
(
27,341,899
)
(
2,136,502
)
(
178,747,581
)
(
1,635,047
)
NET
ASSETS
$
8,424,521
$
15,615,469
$
6,507,118
$
74,766,913
$
3,143,721
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
215,000
325,000
190,000
1,650,000
165,001
Net
Asset
Value
$
39.18
$
48.05
$
34.25
$
45.31
$
19.05
(a)
Includes
securities
on
loan
valued
at:
$
—
$
—
$
—
$
1,201,835
$
—
150
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Nasdaq
Cybersecurity
Ultra
QQQ
Ultra
Real
Estate
Ultra
Russell2000
Ultra
S&P500
®
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
782,278
$
4,130,102,109
$
52,741,086
$
170,074,693
$
3,436,510,938
Securities,
at
value
(a)
—
3,990,087,142
43,211,337
106,879,634
3,046,198,049
Repurchase
Agreements,
at
value
782,278
173,307,186
5,115,432
50,780,798
126,355,493
Cash
—
—
460,000
476,494
—
Segregated
cash
balances
with
brokers
for
futures
contracts
—
15,449,280
—
259,160
27,126,400
Segregated
cash
balances
with
custodian
for
swap
agreements
750,000
258,020,544
10,874,722
16,161,338
212,243,869
Dividends
and
interest
receivable
114
3,084,705
38,319
132,584
3,991,770
Receivable
for
security
lending
income
—
122,942
—
8,123
17
Receivable
for
investments
sold
—
10,258,194
—
49,036
5,945,328
Receivable
for
capital
shares
issued
—
103,573,511
—
4,563,889
385,999,679
Receivable
from
Advisor
3,823
—
—
—
—
Reclaims
receivable
—
—
—
—
1,265
Receivable
for
variation
margin
on
futures
contracts
—
5
—
9
1,059,625
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
514,480
770,807,299
464,188
2,265,220
303,081,874
Prepaid
expenses
1,298
14,311
1,913
2,129
13,719
Total
Assets
2,051,993
5,324,725,119
60,165,911
181,578,414
4,112,017,088
LIABILITIES:
Cash
overdraft
—
630,753
—
—
883
Payable
for
investments
purchased
—
170,150,970
—
41,147
181,128,499
Payable
for
capital
shares
redeemed
—
10,325,458
—
1,530,684
5,952,375
Payable
for
cash
collateral
received
from
securities
loaned
—
13,124,320
—
2,343,742
13,659
Payable
to
Advisor
—
2,730,732
28,741
104,568
2,059,429
Management
Services
fees
payable
—
376,850
4,399
12,066
274,587
Custodian
fees
payable
18
60,133
743
13,786
139,363
Administration
fees
payable
6,438
69,168
14,160
19,908
58,489
Trustee
fees
payable
17
38,511
460
1,174
30,640
Compliance
services
fees
payable
10
21,712
304
727
17,977
Listing,
Data
and
related
fees
payable
415
747,666
13,997
59,757
—
Professional
fees
payable
16,244
25,001
14,584
15,029
21,937
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
—
—
870,102
9,098,230
—
Other
liabilities
1,306
52,615
5,436
5,496
52,141
Total
Liabilities
24,448
198,353,889
952,926
13,246,314
189,749,979
NET
ASSETS
$
2,027,545
$
5,126,371,230
$
59,212,985
$
168,332,100
$
3,922,267,109
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
3,065,565
$
5,042,235,288
$
101,860,860
$
340,086,131
$
4,462,685,337
Distributable
earnings
(loss)
(
1,038,020
)
84,135,942
(
42,647,875
)
(
171,754,031
)
(
540,418,228
)
NET
ASSETS
$
2,027,545
$
5,126,371,230
$
59,212,985
$
168,332,100
$
3,922,267,109
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
60,001
74,600,000
1,083,744
5,500,000
65,400,000
Net
Asset
Value
$
33.79
$
68.72
$
54.64
$
30.61
$
59.97
(a)
Includes
securities
on
loan
valued
at:
$
—
$
13,464,075
$
—
$
2,668,663
$
13,307
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
151
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Semiconductors
Ultra
SmallCap600
Ultra
Technology
Ultra
Utilities
UltraPro
Dow30
SM
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
239,612,623
$
25,647,714
$
415,860,897
$
11,045,801
$
472,957,533
Securities,
at
value
(a)
271,475,277
19,430,952
466,160,053
9,654,782
445,119,218
Repurchase
Agreements,
at
value
12,490,492
5,062,807
13,002,878
1,007,056
9,774,109
Cash
—
1,850
—
—
—
Segregated
cash
balances
with
brokers
for
futures
contracts
—
—
—
—
2,310,000
Segregated
cash
balances
with
custodian
for
swap
agreements
9,142,033
3,409,007
55,319,808
3,074,593
91,103,349
Dividends
and
interest
receivable
197,903
35,364
447,729
42,658
1,505,300
Receivable
for
security
lending
income
145
334
—
—
—
Receivable
for
investments
sold
—
105,189
—
—
3,169,204
Due
from
counterparty
—
—
—
4,427
—
Receivable
for
capital
shares
issued
—
—
—
—
3,125,790
Receivable
from
Advisor
—
—
—
929
—
Receivable
for
variation
margin
on
futures
contracts
—
—
—
—
456,750
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
31,077,734
—
64,751,228
—
73,549,206
Prepaid
expenses
2,342
4,686
3,017
1,751
3,630
Total
Assets
324,385,926
28,050,189
599,684,713
13,786,196
630,116,556
LIABILITIES:
Cash
overdraft
—
—
4,408
—
553
Payable
for
investments
purchased
—
147,810
—
—
3,015,807
Payable
for
capital
shares
redeemed
—
—
—
—
9,515,640
Payable
for
cash
collateral
received
from
securities
loaned
375,019
228,790
—
—
—
Payable
to
Advisor
189,424
314
352,084
—
386,099
Management
Services
fees
payable
25,942
1,998
45,929
—
47,940
Custodian
fees
payable
5,340
8,759
8,699
328
8,556
Administration
fees
payable
26,053
12,534
31,535
12,534
31,775
Trustee
fees
payable
2,371
222
4,422
70
4,822
Compliance
services
fees
payable
1,261
139
2,544
51
2,967
Listing,
Data
and
related
fees
payable
75,125
—
113,337
2,349
185,717
Professional
fees
payable
12,212
11,797
12,591
17,705
13,135
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
—
2,171,374
—
1,557,581
—
Other
liabilities
10,891
2,089
14,567
2,261
17,713
Total
Liabilities
723,638
2,585,826
590,116
1,592,879
13,230,724
NET
ASSETS
$
323,662,288
$
25,464,363
$
599,094,597
$
12,193,317
$
616,885,832
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
286,996,932
$
37,409,807
$
561,118,134
$
17,610,404
$
650,481,799
Distributable
earnings
(loss)
36,665,356
(
11,945,444
)
37,976,463
(
5,417,087
)
(
33,595,967
)
NET
ASSETS
$
323,662,288
$
25,464,363
$
599,094,597
$
12,193,317
$
616,885,832
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
7,280,000
1,285,000
12,185,000
235,000
9,450,000
Net
Asset
Value
$
44.46
$
19.82
$
49.17
$
51.89
$
65.28
(a)
Includes
securities
on
loan
valued
at:
$
357,951
$
289,303
$
—
$
—
$
—
152
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraPro
MidCap400
UltraPro
QQQ
UltraPro
Russell2000
UltraPro
S&P500
®
UltraPro
Short
20+
Year
Treasury
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
19,707,988
$
14,449,042,750
$
233,393,659
$
2,363,873,589
$
15,936,709
Securities,
at
value
(a)
16,676,413
13,789,859,263
185,384,774
2,122,876,335
—
Repurchase
Agreements,
at
value
3,004,766
495,384,118
57,131,661
76,767,074
15,936,709
Cash
260
—
466,868
—
10,750
Segregated
cash
balances
with
brokers
for
futures
contracts
230,400
123,742,083
634,260
12,633,600
47,190
Segregated
cash
balances
with
custodian
for
swap
agreements
6,392,951
3
40,590,076
197,957,349
14,808,644
Dividends
and
interest
receivable
16,740
6,455,968
212,253
2,871,644
2,322
Receivable
for
security
lending
income
17
285,114
11,766
133
—
Receivable
for
investments
sold
147,726
84,038,574
240,864
16,875,188
—
Receivable
for
capital
shares
issued
—
224,003,322
3,371,588
84,861,362
—
Reclaims
receivable
—
—
—
905
—
Receivable
for
variation
margin
on
futures
contracts
11,673
5
5
493,500
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
995,279
4,561,117,484
10,199,216
345,300,304
28,440,033
Prepaid
expenses
4,784
47,562
2,340
11,362
2,627
Total
Assets
27,481,009
19,284,933,496
298,245,671
2,860,648,756
59,248,275
LIABILITIES:
Cash
overdraft
—
3,435,277
—
5,389
—
Payable
for
investments
purchased
153,539
295,046,063
10,080,961
84,321,598
—
Payable
for
capital
shares
redeemed
—
86,202,644
3,356,819
17,004,615
—
Payable
for
cash
collateral
received
from
securities
loaned
28,190
26,916,306
3,761,918
15,561
—
Payable
to
Advisor
7,031
9,217,502
192,249
1,617,889
33,734
Management
Services
fees
payable
2,007
1,489,599
22,643
215,715
4,836
Custodian
fees
payable
7,834
212,734
14,704
126,686
1,479
Administration
fees
payable
12,534
176,031
24,482
52,097
9,053
Trustee
fees
payable
219
142,985
2,047
21,142
1,008
Compliance
services
fees
payable
133
79,616
1,167
12,280
1,041
Listing,
Data
and
related
fees
payable
—
2,845,495
100,085
—
10,559
Professional
fees
payable
11,787
48,034
12,924
17,535
12,086
Payable
for
variation
margin
on
futures
contracts
—
—
—
—
2,415
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
2,076,236
—
825,576
—
7,270,949
Other
liabilities
2,340
338,366
8,694
64,479
3,808
Total
Liabilities
2,301,850
426,150,652
18,404,269
103,474,986
7,350,968
NET
ASSETS
$
25,179,159
$
18,858,782,844
$
279,841,402
$
2,757,173,770
$
51,897,307
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
30,153,226
$
19,884,251,586
$
454,456,320
$
3,461,505,197
$
(
75,233,257
)
Distributable
earnings
(loss)
(
4,974,067
)
(
1,025,468,742
)
(
174,614,918
)
(
704,331,427
)
127,130,564
NET
ASSETS
$
25,179,159
$
18,858,782,844
$
279,841,402
$
2,757,173,770
$
51,897,307
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
1,420,000
429,800,000
8,300,000
56,750,000
593,605
Net
Asset
Value
$
17.73
$
43.88
$
33.72
$
48.58
$
87.43
(a)
Includes
securities
on
loan
valued
at:
$
46,875
$
28,078,173
$
4,220,219
$
15,160
$
—
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
153
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraPro
Short
Dow30
SM
UltraPro
Short
MidCap400
UltraPro
Short
QQQ
UltraPro
Short
Russell2000
UltraPro
Short
S&P500
®
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
459,151,035
$
3,045,465
$
4,706,931,100
$
150,259,917
$
1,139,823,278
Securities,
at
value
340,432,990
—
4,377,572,896
99,104,328
1,097,306,453
Repurchase
Agreements,
at
value
118,771,066
3,045,465
329,525,274
51,165,187
42,616,677
Cash
—
—
212,478
—
—
Segregated
cash
balances
with
brokers
for
futures
contracts
726,000
28,800
2,577,960
787,710
4,435,200
Segregated
cash
balances
with
custodian
for
swap
agreements
12,518,001
2,746,483
44,778,001
22,016,187
77,077,193
Dividends
and
interest
receivable
17,304
444
48,011
7,455
6,209
Receivable
for
capital
shares
issued
36,419,941
—
96,748,161
6,604,404
67,094,290
Receivable
from
Advisor
—
1,807
—
—
—
Receivable
for
variation
margin
on
futures
contracts
291,105
—
8,344,413
8
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
—
485,228
—
2,186,544
4,107,093
Prepaid
expenses
3,664
4,725
16,949
2,256
7,271
Total
Assets
509,180,071
6,312,952
4,859,824,143
181,874,079
1,292,650,386
LIABILITIES:
Cash
overdraft
9,723
—
—
24,640
121,058
Payable
for
capital
shares
redeemed
—
—
—
—
1,005,016
Payable
to
Advisor
287,016
—
2,172,950
96,852
540,736
Management
Services
fees
payable
34,504
—
305,274
14,150
72,097
Custodian
fees
payable
4,703
382
37,336
1,899
9,616
Administration
fees
payable
20,905
6,440
54,248
13,684
29,609
Trustee
fees
payable
3,908
48
34,355
1,458
8,280
Compliance
services
fees
payable
2,489
34
21,640
871
5,413
Listing,
Data
and
related
fees
payable
174,158
—
661,891
70,358
—
Professional
fees
payable
12,311
11,164
22,751
11,613
14,082
Payable
for
variation
margin
on
futures
contracts
—
1,460
—
—
—
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
75,752,964
1,896,401
1,004,687,071
16,185,267
416,123,889
Other
liabilities
17,076
1,848
130,520
7,237
39,555
Total
Liabilities
76,319,757
1,917,777
1,008,128,036
16,428,029
417,969,351
NET
ASSETS
$
432,860,314
$
4,395,175
$
3,851,696,107
$
165,446,050
$
874,681,035
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
2,091,447,572
$
62,911,087
$
12,275,101,544
$
737,625,946
$
5,499,052,679
Distributable
earnings
(loss)
(
1,658,587,258
)
(
58,515,912
)
(
8,423,405,437
)
(
572,179,896
)
(
4,624,371,644
)
NET
ASSETS
$
432,860,314
$
4,395,175
$
3,851,696,107
$
165,446,050
$
874,681,035
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
20,342,280
248,643
240,500,547
3,757,646
87,997,347
Net
Asset
Value
$
21.28
$
17.68
$
16.02
$
44.03
$
9.94
154
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
7-10
Year
Treasury
UltraShort
20+
Year
Treasury
UltraShort
Consumer
Discretionary
UltraShort
Consumer
Staples
UltraShort
Dow30
SM
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
20,310,190
$
442,214,797
$
2,233,448
$
1,956,044
$
70,414,616
Securities,
at
value
—
394,515,055
—
—
—
Repurchase
Agreements,
at
value
20,310,190
47,782,095
2,233,448
1,956,044
70,414,616
Cash
2,062
49,838
—
—
14,636
Segregated
cash
balances
with
brokers
for
futures
contracts
8,800
128,700
—
—
184,800
Segregated
cash
balances
with
custodian
for
swap
agreements
2,173,766
1,275,532
762,214
182,643
19,489,378
Dividends
and
interest
receivable
2,959
6,962
325
285
10,259
Receivable
for
capital
shares
issued
—
36,171,917
—
—
—
Receivable
from
Advisor
—
—
4,082
4,759
—
Receivable
for
variation
margin
on
futures
contracts
—
380,472
—
—
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
2,945,338
21,530,131
—
6,869
—
Prepaid
expenses
1,838
3,607
1,726
1,729
2,004
Total
Assets
25,444,953
501,844,309
3,001,795
2,152,329
90,115,693
LIABILITIES:
Payable
to
Advisor
12,108
300,894
—
—
58,095
Management
Services
fees
payable
2,073
40,119
—
—
6,817
Custodian
fees
payable
639
5,178
26
17
1,197
Administration
fees
payable
6,747
23,297
6,440
6,440
9,605
Trustee
fees
payable
236
4,446
16
12
726
Compliance
services
fees
payable
188
3,113
13
8
475
Listing,
Data
and
related
fees
payable
3,132
42,750
525
366
29,918
Professional
fees
payable
11,307
13,516
11,154
13,853
11,429
Payable
for
variation
margin
on
futures
contracts
372
—
—
—
54,812
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
224,414
46,120,638
948,891
177,286
10,887,537
Other
liabilities
2,890
22,980
3,361
1,906
15,388
Total
Liabilities
264,106
46,576,931
970,426
199,888
11,075,999
NET
ASSETS
$
25,180,847
$
455,267,378
$
2,031,369
$
1,952,441
$
79,039,694
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
141,334,529
$
5,095,252,078
$
20,700,926
$
11,316,057
$
819,618,714
Distributable
earnings
(loss)
(
116,153,682
)
(
4,639,984,700
)
(
18,669,557
)
(
9,363,616
)
(
740,579,020
)
NET
ASSETS
$
25,180,847
$
455,267,378
$
2,031,369
$
1,952,441
$
79,039,694
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
1,050,000
12,556,929
116,696
120,568
2,109,786
Net
Asset
Value
$
23.98
$
36.26
$
17.41
$
16.19
$
37.46
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
155
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Energy
UltraShort
Financials
UltraShort
FTSE
China
50
UltraShort
FTSE
Europe
UltraShort
Health
Care
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
13,704,777
$
17,658,591
$
12,803,751
$
34,268,815
$
2,061,085
Securities,
at
value
—
—
—
—
—
Repurchase
Agreements,
at
value
13,704,777
17,658,591
12,803,751
34,268,815
2,061,085
Cash
—
—
290,000
310,000
—
Segregated
cash
balances
with
custodian
for
swap
agreements
6,892,828
7,961,336
5,459,779
24,082,536
357,775
Dividends
and
interest
receivable
1,997
2,573
1,865
4,993
300
Due
from
counterparty
—
—
—
—
558
Receivable
for
capital
shares
issued
—
1,258,706
—
—
—
Receivable
from
Advisor
—
—
—
—
4,516
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
—
—
2,533,825
58,655
1,123
Prepaid
expenses
1,781
1,790
1,775
1,965
1,730
Total
Assets
20,601,383
26,882,996
21,090,995
58,726,964
2,427,087
LIABILITIES:
Payable
to
Advisor
4,495
5,394
4,915
23,905
—
Management
Services
fees
payable
1,441
1,573
1,611
4,178
—
Custodian
fees
payable
284
190
191
558
22
Administration
fees
payable
6,440
6,440
6,440
8,256
6,440
Trustee
fees
payable
198
161
167
489
12
Compliance
services
fees
payable
128
99
104
352
9
Listing,
Data
and
related
fees
payable
5,825
4,755
12,971
7,383
393
Professional
fees
payable
13,942
11,185
23,746
22,957
13,179
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
5,152,719
6,748,237
—
12,576,498
320,823
Other
liabilities
21,494
6,470
2,930
6,554
1,659
Total
Liabilities
5,206,966
6,784,504
53,075
12,651,130
342,537
NET
ASSETS
$
15,394,417
$
20,098,492
$
21,037,920
$
46,075,834
$
2,084,550
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
140,194,854
$
527,428,492
$
269,634,972
$
320,890,503
$
14,031,090
Distributable
earnings
(loss)
(
124,800,437
)
(
507,330,000
)
(
248,597,052
)
(
274,814,669
)
(
11,946,540
)
NET
ASSETS
$
15,394,417
$
20,098,492
$
21,037,920
$
46,075,834
$
2,084,550
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
1,303,254
1,222,666
551,947
4,787,119
160,430
Net
Asset
Value
$
11.81
$
16.44
$
38.12
$
9.62
$
12.99
156
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Industrials
UltraShort
Materials
UltraShort
MidCap400
UltraShort
MSCI
Brazil
Capped
UltraShort
MSCI
EAFE
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
3,403,290
$
2,191,954
$
2,328,837
$
6,761,943
$
1,305,916
Securities,
at
value
—
—
—
—
—
Repurchase
Agreements,
at
value
3,403,290
2,191,954
2,328,837
6,761,943
1,305,916
Cash
—
—
—
30,000
—
Segregated
cash
balances
with
brokers
for
futures
contracts
—
—
28,800
—
—
Segregated
cash
balances
with
custodian
for
swap
agreements
695,098
473,384
287,304
7,040,857
1,033,785
Dividends
and
interest
receivable
496
319
339
985
190
Receivable
from
Advisor
3,733
4,298
3,665
—
5,130
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
—
—
57,523
—
38,856
Prepaid
expenses
1,726
1,725
3,265
3,642
2,329
Total
Assets
4,104,343
2,671,680
2,709,733
13,837,427
2,386,206
LIABILITIES:
Payable
to
Advisor
—
—
—
291
—
Custodian
fees
payable
56
25
350
106
58
Administration
fees
payable
6,440
6,440
6,440
6,440
6,440
Trustee
fees
payable
24
18
21
78
18
Compliance
services
fees
payable
15
13
13
54
15
Listing,
Data
and
related
fees
payable
675
546
—
—
—
Professional
fees
payable
13,856
11,152
11,148
25,046
21,647
Payable
for
variation
margin
on
futures
contracts
—
—
1,460
—
—
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
731,561
510,177
224,922
5,615,150
815,008
Other
liabilities
4,524
18,870
2,872
1,967
1,511
Total
Liabilities
757,151
547,241
247,226
5,649,132
844,697
NET
ASSETS
$
3,347,192
$
2,124,439
$
2,462,507
$
8,188,295
$
1,541,509
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
25,015,762
$
88,192,510
$
57,635,027
$
107,493,816
$
25,627,879
Distributable
earnings
(loss)
(
21,668,570
)
(
86,068,071
)
(
55,172,520
)
(
99,305,521
)
(
24,086,370
)
NET
ASSETS
$
3,347,192
$
2,124,439
$
2,462,507
$
8,188,295
$
1,541,509
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
255,135
235,083
163,510
708,547
162,428
Net
Asset
Value
$
13.12
$
9.04
$
15.06
$
11.56
$
9.49
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
157
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
MSCI
Emerging
Markets
UltraShort
MSCI
Japan
UltraShort
Nasdaq
Biotechnology
UltraShort
QQQ
UltraShort
Real
Estate
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
5,774,201
$
3,417,672
$
3,395,832
$
513,482,966
$
42,891,429
Securities,
at
value
—
—
—
450,362,678
—
Repurchase
Agreements,
at
value
5,774,201
3,417,672
3,395,832
63,146,086
42,891,429
Cash
—
—
—
—
264,780
Segregated
cash
balances
with
brokers
for
futures
contracts
—
—
—
979,440
—
Segregated
cash
balances
with
custodian
for
swap
agreements
1,392,608
2,225,159
488,182
55,073,476
9,238,180
Dividends
and
interest
receivable
841
498
495
9,200
6,249
Receivable
for
capital
shares
issued
—
—
—
98,052,679
—
Receivable
from
Advisor
901
3,177
1,280
—
—
Receivable
for
variation
margin
on
futures
contracts
—
—
—
1,197,855
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
59,215
—
761,768
721,969
111,995
Prepaid
expenses
3,131
2,536
1,307
2,966
1,892
Total
Assets
7,230,897
5,649,042
4,648,864
669,546,349
52,514,525
LIABILITIES:
Payable
for
capital
shares
redeemed
—
—
—
4,163,966
—
Payable
to
Advisor
—
—
—
238,672
22,792
Management
Services
fees
payable
—
—
—
34,854
4,396
Custodian
fees
payable
98
58
44
4,954
526
Administration
fees
payable
6,440
6,440
6,440
21,011
8,539
Trustee
fees
payable
63
41
42
3,785
495
Compliance
services
fees
payable
44
26
27
2,342
293
Listing,
Data
and
related
fees
payable
—
—
893
76,991
13,673
Professional
fees
payable
20,159
19,334
13,865
12,460
14,027
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
393,579
1,393,709
55,710
189,022,947
4,529,329
Other
liabilities
2,383
1,636
1,976
26,961
14,896
Total
Liabilities
422,766
1,421,244
78,997
193,608,943
4,608,966
NET
ASSETS
$
6,808,131
$
4,227,798
$
4,569,867
$
475,937,406
$
47,905,559
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
173,266,122
$
33,121,320
$
78,731,716
$
2,309,133,216
$
286,690,434
Distributable
earnings
(loss)
(
166,457,991
)
(
28,893,522
)
(
74,161,849
)
(
1,833,195,810
)
(
238,784,875
)
NET
ASSETS
$
6,808,131
$
4,227,798
$
4,569,867
$
475,937,406
$
47,905,559
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
318,771
319,913
196,096
39,795,774
2,797,077
Net
Asset
Value
$
21.36
$
13.22
$
23.30
$
11.96
$
17.13
158
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Russell2000
UltraShort
S&P500
®
UltraShort
Semiconductors
UltraShort
SmallCap600
UltraShort
Technology
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
84,240,657
$
962,728,761
$
7,365,539
$
2,283,061
$
4,143,905
Securities,
at
value
24,952,634
915,248,306
—
—
—
Repurchase
Agreements,
at
value
59,288,279
47,545,400
7,365,539
2,283,061
4,143,905
Segregated
cash
balances
with
brokers
for
futures
contracts
259,160
2,464,000
—
—
—
Segregated
cash
balances
with
custodian
for
swap
agreements
2,392,928
55,465,369
4,728,078
665,473
2,505,014
Dividends
and
interest
receivable
8,638
6,927
1,073
333
604
Receivable
for
capital
shares
issued
—
46,253,435
254,842
—
—
Receivable
from
Advisor
—
—
346
2,908
3,458
Receivable
for
variation
margin
on
futures
contracts
3
2,546,944
—
—
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
3,034,490
2,885,817
216,959
237,451
—
Prepaid
expenses
2,010
6,175
1,742
4,610
1,739
Total
Assets
89,938,142
1,072,422,373
12,568,579
3,193,836
6,654,720
LIABILITIES:
Cash
overdraft
12,160
39,296
—
—
—
Payable
for
capital
shares
redeemed
1,511,411
1,664,019
—
—
—
Payable
to
Advisor
48,260
511,863
—
—
—
Management
Services
fees
payable
7,434
68,247
—
—
—
Custodian
fees
payable
1,383
8,335
90
42
60
Administration
fees
payable
10,433
28,246
6,440
6,440
6,440
Trustee
fees
payable
874
7,308
64
28
38
Compliance
services
fees
payable
552
4,606
39
18
29
Listing,
Data
and
related
fees
payable
42,709
—
2,441
—
1,351
Professional
fees
payable
13,955
13,615
11,165
11,152
11,168
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
7,683,559
262,015,075
4,936,172
201,128
2,666,787
Other
liabilities
6,311
57,149
2,359
1,531
6,050
Total
Liabilities
9,339,041
264,417,759
4,958,770
220,339
2,691,923
NET
ASSETS
$
80,599,101
$
808,004,614
$
7,609,809
$
2,973,497
$
3,962,797
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
830,582,097
$
6,222,345,733
$
65,248,472
$
34,261,559
$
37,354,513
Distributable
earnings
(loss)
(
749,982,996
)
(
5,414,341,119
)
(
57,638,663
)
(
31,288,062
)
(
33,391,716
)
NET
ASSETS
$
80,599,101
$
808,004,614
$
7,609,809
$
2,973,497
$
3,962,797
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
5,363,966
24,456,249
1,194,460
123,946
446,103
Net
Asset
Value
$
15.03
$
33.04
$
6.37
$
23.99
$
8.88
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
159
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Utilities
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
1,068,507
Securities,
at
value
—
Repurchase
Agreements,
at
value
1,068,507
Segregated
cash
balances
with
custodian
for
swap
agreements
373,282
Dividends
and
interest
receivable
156
Receivable
from
Advisor
4,045
Unrealized
appreciation
on
non-exchange
traded
swap
agreements
472,002
Prepaid
expenses
1,725
Total
Assets
1,919,717
LIABILITIES:
Payable
for
capital
shares
redeemed
261,540
Custodian
fees
payable
58
Administration
fees
payable
6,440
Trustee
fees
payable
19
Compliance
services
fees
payable
11
Listing,
Data
and
related
fees
payable
484
Professional
fees
payable
11,150
Unrealized
depreciation
on
non-exchange
traded
swap
agreements
150,449
Other
liabilities
2,512
Total
Liabilities
432,663
NET
ASSETS
$
1,487,054
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
13,415,906
Distributable
earnings
(loss)
(
11,928,852
)
NET
ASSETS
$
1,487,054
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
113,720
Net
Asset
Value
$
13.08
160
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2022
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
STATEMENTS
OF
OPERATIONS
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
161
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Short
7-10
Year
Treasury
Short
20+
Year
Treasury
Short
Dow30
SM
Short
Financials
Short
FTSE
China
50
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
723,618
$
4,278,142
$
5,405,830
$
738,253
$
156,883
Total
Investment
Income
723,618
4,278,142
5,405,830
738,253
156,883
EXPENSES:
Advisory
fees
(Note
4)
120,109
712,440
769,526
116,954
27,913
Management
Services
fees
(Note
4)
16,014
94,991
102,602
15,594
3,722
Professional
fees
9,098
9,799
9,747
9,059
13,963
Administration
fees
(Note
5)
20,445
42,729
43,493
19,871
19,248
Custodian
fees
(Note
6)
1,568
5,277
6,614
1,141
188
Printing
and
Shareholder
reports
573
—
—
9,194
1,315
Listing,
Data
and
related
fees
(Note
7)
4,451
11,465
43,905
7,541
6,399
Trustees
fees
(Note
8)
408
2,418
2,614
403
94
Compliance
services
fees
(Note
4)
413
1,819
1,366
175
46
Other
fees
3,089
6,199
2,807
2,442
2,274
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
176,168
887,137
982,674
182,374
75,162
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
23,976
)
—
(
8,320
)
(
34,332
)
(
39,803
)
Total
Net
Expenses  
152,192
887,137
974,354
148,042
35,359
Net
Investment
Income
(Loss)
571,426
3,391,005
4,431,476
590,211
121,524
NET
REALIZED
GAIN
(LOSS)
FROM:
Expiration
or
closing
of
futures
contracts
31,262
294,652
(
933,221
)
—
—
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
3,063,270
)
(
12,867,427
)
(
7,140,199
)
—
—
Net
realized
gain
(loss)
(
3,032,008
)
(
12,572,775
)
(
8,073,420
)
—
—
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
117,844
118,084
—
—
Futures
contracts
4,877
41,298
(
252,655
)
—
—
Non-exchange
traded
swap
agreements
5,086,088
33,327,674
(
8,855,245
)
(
4,000,756
)
22,566
Change
in
net
unrealized
appreciation/depreciation
5,090,965
33,486,816
(
8,989,816
)
(
4,000,756
)
22,566
Net
realized
and
unrealized
gain
(loss)
2,058,957
20,914,041
(
17,063,236
)
(
4,000,756
)
22,566
Change
in
Net
Assets
Resulting
from
Operations
$
2,630,383
$
24,305,046
$
(
12,631,760
)
$
(
3,410,545
)
$
144,090
162
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Short
High
Yield
Short
MidCap400
Short
MSCI
EAFE
Short
MSCI
Emerging
Markets
Short
QQQ
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
4,538,519
$
257,721
$
1,171,424
$
725,576
$
29,233,607
Total
Investment
Income
4,538,519
257,721
1,171,424
725,576
29,233,607
EXPENSES:
Advisory
fees
(Note
4)
736,607
39,899
187,235
118,480
3,567,037
Management
Services
fees
(Note
4)
98,213
5,320
24,964
15,797
475,598
Professional
fees
12,587
8,979
13,374
15,617
12,883
Administration
fees
(Note
5)
42,820
19,248
23,195
19,389
89,482
Custodian
fees
(Note
6)
4,437
1,263
1,148
938
25,677
Printing
and
Shareholder
reports
7,749
855
4,595
6,502
28,371
Listing,
Data
and
related
fees
(Note
7)
49,812
4,113
11,665
7,249
482,849
Trustees
fees
(Note
8)
2,457
134
657
404
12,193
Compliance
services
fees
(Note
4)
1,373
68
372
206
6,681
Other
fees
5,984
2,323
3,136
2,754
14,222
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
962,039
82,202
270,341
187,336
4,714,993
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
29,231
)
(
31,692
)
(
33,261
)
(
37,305
)
(
199,786
)
Total
Net
Expenses  
932,808
50,510
237,080
150,031
4,515,207
Net
Investment
Income
(Loss)
3,605,711
207,211
934,344
575,545
24,718,400
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
—
—
—
322
Expiration
or
closing
of
futures
contracts
—
(
29,700
)
—
—
(
10,095,139
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
—
—
—
(
228,719,222
)
Net
realized
gain
(loss)
—
(
29,700
)
—
—
(
238,814,039
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
157,946
—
—
—
862,100
Futures
contracts
—
4,215
—
—
2,681,777
Non-exchange
traded
swap
agreements
(
8,359,848
)
(
1,064,455
)
(
3,161,251
)
(
1,719,780
)
121,781,674
Change
in
net
unrealized
appreciation/depreciation
(
8,201,902
)
(
1,060,240
)
(
3,161,251
)
(
1,719,780
)
125,325,551
Net
realized
and
unrealized
gain
(loss)
(
8,201,902
)
(
1,089,940
)
(
3,161,251
)
(
1,719,780
)
(
113,488,488
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
4,596,191
)
$
(
882,729
)
$
(
2,226,907
)
$
(
1,144,235
)
$
(
88,770,088
)
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
163
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Short
Real
Estate
Short
Russell2000
Short
S&P500
®
Short
SmallCap600
Ultra
7-10
Year
Treasury
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
1,055,790
$
8,658,476
$
49,556,582
$
375,027
$
286,328
Total
Investment
Income
1,055,790
8,658,476
49,556,582
375,027
286,328
EXPENSES:
Advisory
fees
(Note
4)
164,289
1,250,642
6,821,133
59,693
42,297
Management
Services
fees
(Note
4)
21,905
166,750
909,471
7,959
5,640
Professional
fees
9,115
10,298
18,469
9,001
8,972
Administration
fees
(Note
5)
21,874
54,806
112,837
19,248
20,197
Custodian
fees
(Note
6)
1,207
9,851
46,346
573
1,440
Printing
and
Shareholder
reports
13,420
15,919
55,299
1,789
348
Listing,
Data
and
related
fees
(Note
7)
9,435
161,276
8,501
4,113
3,331
Trustees
fees
(Note
8)
570
4,294
23,608
218
129
Compliance
services
fees
(Note
4)
244
2,249
12,577
87
70
Other
fees
2,690
8,285
33,021
2,436
2,362
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
244,749
1,684,370
8,041,262
105,117
84,786
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
36,711
)
(
100,735
)
—
(
29,567
)
(
31,236
)
Total
Net
Expenses  
208,038
1,583,635
8,041,262
75,550
53,550
Net
Investment
Income
(Loss)
847,752
7,074,841
41,515,320
299,477
232,778
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
(
3,830
)
(
5,001
)
—
—
Expiration
or
closing
of
futures
contracts
—
(
1,705,107
)
(
14,700,859
)
—
(
9,866
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
(
4,509,129
)
(
103,372,967
)
—
(
4,245,183
)
Net
realized
gain
(loss)
—
(
6,218,066
)
(
118,078,827
)
—
(
4,255,049
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
354,193
1,200,211
—
—
Futures
contracts
—
(
628,245
)
4,166,530
—
(
767
)
Non-exchange
traded
swap
agreements
(
2,674,273
)
(
13,530,469
)
(
43,595,681
)
(
2,349,907
)
3,083,749
Change
in
net
unrealized
appreciation/depreciation
(
2,674,273
)
(
13,804,521
)
(
38,228,940
)
(
2,349,907
)
3,082,982
Net
realized
and
unrealized
gain
(loss)
(
2,674,273
)
(
20,022,587
)
(
156,307,767
)
(
2,349,907
)
(
1,172,067
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
1,826,521
)
$
(
12,947,746
)
$
(
114,792,447
)
$
(
2,050,430
)
$
(
939,289
)
164
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Ultra
20+
Year
Treasury
Ultra
Communication
Services
Ultra
Consumer
Discretionary
Ultra
Consumer
Staples
Ultra
Dow30
SM
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
—
$
3,802
$
53,960
$
85,261
$
3,009,107
Interest
1,527,207
2,914
24,053
16,873
1,201,826
Securities
lending
income
(Note
2)
—
—
—
—
11,063
Foreign
withholding
tax
on
income
—
—
—
(
64
)
—
Total
Investment
Income
1,527,207
6,716
78,013
102,070
4,221,996
EXPENSES:
Advisory
fees
(Note
4)
227,287
3,501
57,810
26,286
1,290,252
Management
Services
fees
(Note
4)
30,304
467
7,708
3,505
172,031
Professional
fees
9,124
11,120
9,182
10,059
11,414
Administration
fees
(Note
5)
26,689
37,493
37,493
37,493
80,800
Custodian
fees
(Note
6)
2,874
268
3,783
837
13,002
Printing
and
Shareholder
reports
477
165
—
1,118
—
Listing,
Data
and
related
fees
(Note
7)
5,274
4,032
5,176
3,915
71,677
Trustees
fees
(Note
8)
717
11
186
89
4,181
Compliance
services
fees
(Note
4)
309
7
86
47
2,084
Other
fees
3,027
2,249
2,416
2,357
3,554
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
306,082
59,313
123,840
85,706
1,648,995
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
18,455
)
(
54,875
)
(
50,563
)
(
52,427
)
(
13,586
)
Total
Net
Expenses  
287,627
4,438
73,277
33,279
1,635,409
Net
Investment
Income
(Loss)
1,239,580
2,278
4,736
68,791
2,586,587
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
23,547
(
26,542
)
(
82,261
)
—
Expiration
or
closing
of
futures
contracts
(
135,082
)
—
—
—
192,939
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
4,072,326
)
177,890
1,533,297
—
(
10,491,399
)
In-kind
redemptions
of
investments
—
—
671,734
(
72,837
)
3,349,150
Net
realized
gain
(loss)
(
4,207,408
)
201,437
2,178,489
(
155,098
)
(
6,949,310
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
38,153
299,233
(
48,293
)
18,697,396
Futures
contracts
(
26,976
)
—
—
—
1,064,188
Non-exchange
traded
swap
agreements
(
8,286,492
)
(
99,602
)
(
592,730
)
(
447,971
)
36,983,826
Change
in
net
unrealized
appreciation/depreciation
(
8,313,468
)
(
61,449
)
(
293,497
)
(
496,264
)
56,745,410
Net
realized
and
unrealized
gain
(loss)
(
12,520,876
)
139,988
1,884,992
(
651,362
)
49,796,100
Change
in
Net
Assets
Resulting
from
Operations
$
(
11,281,296
)
$
142,266
$
1,889,728
$
(
582,571
)
$
52,382,687
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
165
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Ultra
Energy
Ultra
Financials
Ultra
FTSE
China
50
Ultra
FTSE
Europe
Ultra
Health
Care
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
1,571,230
$
3,850,218
$
—
$
—
$
535,077
Interest
157,843
1,212,731
170,122
60,197
292,853
Securities
lending
income
(Note
2)
—
120
—
—
6,546
Total
Investment
Income
1,729,073
5,063,069
170,122
60,197
834,476
EXPENSES:
Advisory
fees
(Note
4)
459,989
1,981,528
41,579
15,877
303,910
Management
Services
fees
(Note
4)
61,331
264,200
5,544
2,117
40,521
Professional
fees
11,149
11,273
15,925
15,029
11,850
Administration
fees
(Note
5)
57,826
93,819
19,248
19,248
50,253
Custodian
fees
(Note
6)
2,847
12,874
367
141
992
Printing
and
Shareholder
reports
7,516
14,864
919
249
2,331
Listing,
Data
and
related
fees
(Note
7)
21,263
82,127
8,130
3,498
15,020
Trustees
fees
(Note
8)
1,478
6,429
133
50
997
Compliance
services
fees
(Note
4)
827
3,284
68
24
539
Recoupment
of
prior
expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
—
23,944
—
—
—
Other
fees
4,365
10,240
2,287
2,203
3,423
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
628,591
2,504,582
94,200
58,436
429,836
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
45,430
)
—
(
41,586
)
(
38,323
)
(
44,880
)
Total
Net
Expenses  
583,161
2,504,582
52,614
20,113
384,956
Net
Investment
Income
(Loss)
1,145,912
2,558,487
117,508
40,084
449,520
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
233,348
(
13,222,554
)
—
—
(
83,880
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
24,079,654
—
—
252,642
—
In-kind
redemptions
of
investments
4,241,069
3,462,406
—
—
516,111
Net
realized
gain
(loss)
28,554,071
(
9,760,148
)
—
252,642
432,231
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
3,653,926
56,086,547
—
—
1,034,538
Non-exchange
traded
swap
agreements
(
12,408,812
)
66,190,079
(
1,903,692
)
(
207,084
)
53,881
Change
in
net
unrealized
appreciation/depreciation
(
8,754,886
)
122,276,626
(
1,903,692
)
(
207,084
)
1,088,419
Net
realized
and
unrealized
gain
(loss)
19,799,185
112,516,478
(
1,903,692
)
45,558
1,520,650
Change
in
Net
Assets
Resulting
from
Operations
$
20,945,097
$
115,074,965
$
(
1,786,184
)
$
85,642
$
1,970,170
166
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Ultra
High
Yield
Ultra
Industrials
Ultra
Materials
Ultra
MidCap400
Ultra
MSCI
Brazil
Capped
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
—
$
123,458
$
303,098
$
823,925
$
—
Interest
297,559
23,253
115,799
170,237
77,109
Securities
lending
income
(Note
2)
—
—
—
3,974
—
Foreign
withholding
tax
on
income
—
—
(
6,476
)
—
—
Total
Investment
Income
297,559
146,711
412,421
998,136
77,109
EXPENSES:
Advisory
fees
(Note
4)
53,738
67,508
156,568
477,568
17,218
Management
Services
fees
(Note
4)
7,165
9,001
20,875
63,675
2,296
Professional
fees
12,577
10,635
11,168
10,860
14,807
Administration
fees
(Note
5)
19,564
37,493
39,056
58,412
19,248
Custodian
fees
(Note
6)
608
2,747
2,049
2,427
241
Printing
and
Shareholder
reports
—
686
2,232
—
307
Listing,
Data
and
related
fees
(Note
7)
5,815
5,564
9,126
4,113
3,706
Trustees
fees
(Note
8)
172
219
510
1,545
56
Compliance
services
fees
(Note
4)
71
106
272
749
30
Other
fees
2,015
2,401
2,894
3,880
2,213
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
101,725
136,360
244,750
623,229
60,122
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
33,636
)
(
50,796
)
(
46,305
)
(
18,071
)
(
38,271
)
Total
Net
Expenses  
68,089
85,564
198,445
605,158
21,851
Net
Investment
Income
(Loss)
229,470
61,147
213,976
392,978
55,258
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
25,562
(
9,732
)
(
2,820,413
)
—
Expiration
or
closing
of
futures
contracts
—
—
—
(
396,603
)
—
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
—
—
—
1,884,351
In-kind
redemptions
of
investments
—
502,906
646,546
1,237,377
—
Net
realized
gain
(loss)
—
528,468
636,814
(
1,979,639
)
1,884,351
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
529,542
1,872,459
7,888,701
—
Futures
contracts
—
—
—
218,160
—
Non-exchange
traded
swap
agreements
639,136
1,256,046
2,830,210
4,587,428
(
265,058
)
Change
in
net
unrealized
appreciation/depreciation
639,136
1,785,588
4,702,669
12,694,289
(
265,058
)
Net
realized
and
unrealized
gain
(loss)
639,136
2,314,056
5,339,483
10,714,650
1,619,293
Change
in
Net
Assets
Resulting
from
Operations
$
868,606
$
2,375,203
$
5,553,459
$
11,107,628
$
1,674,551
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
167
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Ultra
MSCI
EAFE
Ultra
MSCI
Emerging
Markets
Ultra
MSCI
Japan
Ultra
Nasdaq
Biotechnology
Ultra
Nasdaq
Cloud
Computing
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
—
$
—
$
19,917
$
248,313
$
4,810
Interest
142,316
314,366
86,270
184,698
7,188
Securities
lending
income
(Note
2)
—
—
—
18,435
12
Foreign
withholding
tax
on
income
—
—
—
—
(
44
)
Total
Investment
Income
142,316
314,366
106,187
451,446
11,966
EXPENSES:
Advisory
fees
(Note
4)
34,306
63,479
30,999
321,695
9,319
Management
Services
fees
(Note
4)
4,574
8,464
4,133
42,892
1,243
Professional
fees
15,156
14,680
24,382
13,287
8,944
Administration
fees
(Note
5)
19,248
19,248
37,493
51,432
37,493
Custodian
fees
(Note
6)
284
528
364
2,602
2,816
Printing
and
Shareholder
reports
1,523
351
699
—
210
Listing,
Data
and
related
fees
(Note
7)
4,413
6,650
4,492
43,166
608
Trustees
fees
(Note
8)
111
207
104
1,065
29
Compliance
services
fees
(Note
4)
56
113
44
552
13
Other
fees
2,166
2,406
2,246
2,070
1,942
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
81,837
116,126
104,956
478,761
62,617
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
38,376
)
(
35,711
)
(
65,684
)
(
71,638
)
(
50,802
)
Total
Net
Expenses  
43,461
80,415
39,272
407,123
11,815
Net
Investment
Income
(Loss)
98,855
233,951
66,915
44,323
151
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
3
—
873,871
(
40,787
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
491
)
1,771,066
147,180
(
30,098
)
(
162,893
)
In-kind
redemptions
of
investments
—
—
—
672,398
59,859
Net
realized
gain
(loss)
(
491
)
1,771,069
147,180
1,516,171
(
143,821
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
—
151,238
(
4,731,304
)
177,194
Non-exchange
traded
swap
agreements
258,144
(
1,439,239
)
(
33,783
)
(
8,478,100
)
354,324
Change
in
net
unrealized
appreciation/depreciation
258,144
(
1,439,239
)
117,455
(
13,209,404
)
531,518
Net
realized
and
unrealized
gain
(loss)
257,653
331,830
264,635
(
11,693,233
)
387,697
Change
in
Net
Assets
Resulting
from
Operations
$
356,508
$
565,781
$
331,550
$
(
11,648,910
)
$
387,848
168
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Ultra
Nasdaq
Cybersecurity
Ultra
QQQ
Ultra
Real
Estate
Ultra
Russell2000
Ultra
S&P500
®
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
—
$
14,833,122
$
651,746
$
895,848
$
23,856,690
Interest
25,767
10,201,106
117,013
640,863
13,320,071
Securities
lending
income
(Note
2)
—
511,828
—
69,891
59,106
Foreign
withholding
tax
on
income
—
(
33,455
)
—
(
1,927
)
(
7,692
)
Total
Investment
Income
25,767
25,512,601
768,759
1,604,675
37,228,175
EXPENSES:
Advisory
fees
(Note
4)
7,663
18,343,607
216,571
566,931
14,546,663
Management
Services
fees
(Note
4)
1,022
2,445,779
28,876
75,590
1,939,527
Professional
fees
11,423
26,552
10,237
10,828
27,022
Administration
fees
(Note
5)
19,247
214,811
44,344
61,391
189,477
Custodian
fees
(Note
6)
48
190,898
559
32,297
429,402
Printing
and
Shareholder
reports
171
35,917
2,993
53
22,208
Listing,
Data
and
related
fees
(Note
7)
540
2,451,275
11,526
74,674
6,746
Trustees
fees
(Note
8)
24
58,658
713
1,798
46,722
Compliance
services
fees
(Note
4)
13
25,406
406
892
21,453
Other
fees
1,947
60,902
3,108
4,143
51,281
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
42,098
23,853,805
319,333
828,597
17,280,501
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
32,380
)
(
598,033
)
(
44,975
)
(
110,399
)
(
36,375
)
Total
Net
Expenses  
9,718
23,255,772
274,358
718,198
17,244,126
Net
Investment
Income
(Loss)
16,049
2,256,829
494,401
886,477
19,984,049
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
4,520,441
(
68,937
)
(
11,812,703
)
(
11,977,532
)
Expiration
or
closing
of
futures
contracts
—
18,976,220
—
(
753,172
)
3,029,750
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
571,589
)
73,487,360
—
(
1,580,455
)
(
41,251,930
)
In-kind
redemptions
of
investments
—
247,633,204
247,138
—
79,527,720
Net
realized
gain
(loss)
(
571,589
)
344,617,225
178,201
(
14,146,330
)
29,328,008
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
90,823,472
1,462,847
14,031,085
145,522,315
Futures
contracts
—
6,028,580
—
285,385
9,395,063
Non-exchange
traded
swap
agreements
913,122
320,857,916
636,420
3,279,526
283,163,190
Change
in
net
unrealized
appreciation/depreciation
913,122
417,709,968
2,099,267
17,595,996
438,080,568
Net
realized
and
unrealized
gain
(loss)
341,533
762,327,193
2,277,468
3,449,666
467,408,576
Change
in
Net
Assets
Resulting
from
Operations
$
357,582
$
764,584,022
$
2,771,869
$
4,336,143
$
487,392,625
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
169
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Ultra
Semiconductors
Ultra
SmallCap600
Ultra
Technology
Ultra
Utilities
UltraPro
Dow30
SM
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
1,028,196
$
214,610
$
1,941,442
$
113,156
$
5,025,431
Interest
418,978
88,754
405,312
30,413
723,426
Securities
lending
income
(Note
2)
1,782
2,254
101
—
16,496
Foreign
withholding
tax
on
income
(
6,234
)
(
163
)
(
4,067
)
—
—
Total
Investment
Income
1,442,722
305,455
2,342,788
143,569
5,765,353
EXPENSES:
Advisory
fees
(Note
4)
1,108,629
104,202
2,125,438
33,095
2,267,629
Management
Services
fees
(Note
4)
147,815
13,894
283,388
4,413
302,346
Professional
fees
10,017
9,228
10,970
11,149
11,218
Administration
fees
(Note
5)
77,158
37,493
95,778
37,493
97,724
Custodian
fees
(Note
6)
16,043
18,352
24,025
900
28,121
Printing
and
Shareholder
reports
5,168
420
11,973
438
—
Listing,
Data
and
related
fees
(Note
7)
61,990
4,113
87,884
4,187
123,804
Trustees
fees
(Note
8)
3,520
338
6,874
114
7,344
Compliance
services
fees
(Note
4)
1,495
174
3,061
71
3,663
Recoupment
of
prior
expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
—
—
29,925
—
28,183
Other
fees
5,773
2,564
9,745
2,308
6,000
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
1,437,608
190,778
2,689,061
94,168
2,876,032
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
31,770
)
(
58,765
)
—
(
52,276
)
—
Total
Net
Expenses  
1,405,838
132,013
2,689,061
41,892
2,876,032
Net
Investment
Income
(Loss)
36,884
173,442
(
346,273
)
101,677
2,889,321
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
13,651,567
)
(
1,878,612
)
759,074
(
1,956
)
(
17,320,799
)
Expiration
or
closing
of
futures
contracts
—
—
—
—
9,869
Expiration
or
closing
of
non-exchange
traded
swap
agreements
51,194,786
—
72,075,455
—
(
19,004,873
)
In-kind
redemptions
of
investments
10,326,081
234,349
22,234,022
(
1,980
)
11,047,931
Net
realized
gain
(loss)
47,869,300
(
1,644,263
)
95,068,551
(
3,936
)
(
25,267,872
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
22,392,505
2,372,493
25,179,457
(
156,427
)
50,040,559
Futures
contracts
—
—
—
—
1,658,903
Non-exchange
traded
swap
agreements
(
19,607,313
)
247,182
(
12,356,732
)
(
862,039
)
117,011,407
Change
in
net
unrealized
appreciation/depreciation
2,785,192
2,619,675
12,822,725
(
1,018,466
)
168,710,869
Net
realized
and
unrealized
gain
(loss)
50,654,492
975,412
107,891,276
(
1,022,402
)
143,442,997
Change
in
Net
Assets
Resulting
from
Operations
$
50,691,376
$
1,148,854
$
107,545,003
$
(
920,725
)
$
146,332,318
170
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraPro
MidCap400
UltraPro
QQQ
UltraPro
Russell2000
UltraPro
S&P500
®
UltraPro
Short
20+
Year
Treasury
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
160,118
$
31,118,427
$
1,341,260
$
15,223,470
$
—
Interest
33,783
180,878,603
483,837
5,301,172
2,315,998
Securities
lending
income
(Note
2)
781
1,084,602
100,667
28,036
—
Foreign
withholding
tax
on
income
—
(
69,972
)
(
2,894
)
(
4,890
)
—
Total
Investment
Income
194,682
213,011,660
1,922,870
20,547,788
2,315,998
EXPENSES:
Advisory
fees
(Note
4)
102,368
67,035,078
941,910
9,835,304
535,059
Management
Services
fees
(Note
4)
13,649
8,937,880
125,586
1,311,355
71,340
Professional
fees
9,224
66,047
10,356
17,771
9,797
Administration
fees
(Note
5)
37,493
539,426
73,326
158,078
36,796
Custodian
fees
(Note
6)
22,478
653,445
51,859
387,267
4,612
Printing
and
Shareholder
reports
569
289,723
4,284
43,752
1,844
Listing,
Data
and
related
fees
(Note
7)
4,113
8,952,405
122,170
6,746
9,521
Trustees
fees
(Note
8)
331
214,571
3,038
31,582
1,975
Compliance
services
fees
(Note
4)
167
93,150
1,420
14,844
1,379
Other
fees
2,371
224,454
6,533
38,586
5,868
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
192,763
87,006,179
1,340,482
11,845,285
678,191
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
63,033
)
(
11,626,051
)
(
146,966
)
—
—
Total
Net
Expenses  
129,730
75,380,128
1,193,516
11,845,285
678,191
Net
Investment
Income
(Loss)
64,952
137,631,532
729,354
8,702,503
1,637,807
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
1,172,769
)
(
2,319,439
)
(
43,215,858
)
(
54,748,299
)
(
3,133
)
Expiration
or
closing
of
futures
contracts
(
24,578
)
23,727,117
(
1,074,708
)
8,155,903
311,735
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
1,640,445,199
(
33,137,551
)
2,700,067
(
18,488,345
)
In-kind
redemptions
of
investments
539,138
728,811,316
425,380
109,654,904
—
Net
realized
gain
(loss)
(
658,209
)
2,390,664,193
(
77,002,737
)
65,762,575
(
18,179,743
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
1,777,966
42,901,363
47,930,652
110,317,134
(
20,704
)
Futures
contracts
45,402
80,111,831
462,651
3,320,362
35,402
Non-exchange
traded
swap
agreements
1,643,516
1,715,906,221
47,650,566
347,349,110
78,284,144
Change
in
net
unrealized
appreciation/depreciation
3,466,884
1,838,919,415
96,043,869
460,986,606
78,298,842
Net
realized
and
unrealized
gain
(loss)
2,808,675
4,229,583,608
19,041,132
526,749,181
60,119,099
Change
in
Net
Assets
Resulting
from
Operations
$
2,873,627
$
4,367,215,140
$
19,770,486
$
535,451,684
$
61,756,906
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
171
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraPro
Short
Dow30
SM
UltraPro
Short
MidCap400
UltraPro
Short
QQQ
UltraPro
Short
Russell2000
UltraPro
Short
S&P500
®
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
11,974,988
$
106,150
$
155,800,861
$
3,838,980
$
34,285,540
Total
Investment
Income
11,974,988
106,150
155,800,861
3,838,980
34,285,540
EXPENSES:
Advisory
fees
(Note
4)
1,791,137
22,318
16,081,939
657,216
3,890,600
Management
Services
fees
(Note
4)
238,815
2,976
2,144,227
87,628
518,739
Professional
fees
10,631
8,963
24,568
9,563
12,801
Administration
fees
(Note
5)
65,409
19,248
174,819
40,124
92,649
Custodian
fees
(Note
6)
13,596
1,133
113,967
6,098
29,680
Printing
and
Shareholder
reports
—
399
132,129
2,210
34,893
Listing,
Data
and
related
fees
(Note
7)
99,269
4,113
2,146,113
86,110
6,746
Trustees
fees
(Note
8)
6,172
80
52,780
2,203
13,139
Compliance
services
fees
(Note
4)
3,053
42
25,178
1,050
6,275
Recoupment
of
prior
expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
36,660
—
—
—
—
Other
fees
916
2,061
18,232
5,101
10,879
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
2,265,658
61,333
20,913,952
897,303
4,616,401
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
—
(
33,100
)
(
579,472
)
(
65,453
)
—
Total
Net
Expenses  
2,265,658
28,233
20,334,480
831,850
4,616,401
Net
Investment
Income
(Loss)
9,709,330
77,917
135,466,381
3,007,130
29,669,139
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
22,048
)
—
(
49,596
)
—
(
2,193
)
Expiration
or
closing
of
futures
contracts
(
1,446,191
)
(
18,226
)
(
38,257,613
)
201,448
(
6,545,125
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
12,733,576
)
—
(
3,268,265,158
)
(
16,238,774
)
(
61,619,537
)
Net
realized
gain
(loss)
(
14,201,815
)
(
18,226
)
(
3,306,572,367
)
(
16,037,326
)
(
68,166,855
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
416,483
—
3,240,786
42,105
973,913
Futures
contracts
(
1,213,547
)
67
12,870,342
(
114,104
)
636,284
Non-exchange
traded
swap
agreements
(
104,496,047
)
(
1,455,678
)
1,937,986,784
(
9,344,089
)
(
197,924,703
)
Change
in
net
unrealized
appreciation/depreciation
(
105,293,111
)
(
1,455,611
)
1,954,097,912
(
9,416,088
)
(
196,314,506
)
Net
realized
and
unrealized
gain
(loss)
(
119,494,926
)
(
1,473,837
)
(
1,352,474,455
)
(
25,453,414
)
(
264,481,361
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
109,785,596
)
$
(
1,395,920
)
$
(
1,217,008,074
)
$
(
22,446,284
)
$
(
234,812,222
)
172
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraShort
7-10
Year
Treasury
UltraShort
20+
Year
Treasury
UltraShort
Consumer
Discretionary
UltraShort
Consumer
Staples
UltraShort
Dow30
SM
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
602,727
$
12,099,467
$
42,477
$
35,263
$
1,895,662
Total
Investment
Income
602,727
12,099,467
42,477
35,263
1,895,662
EXPENSES:
Advisory
fees
(Note
4)
105,576
1,954,867
7,042
5,380
331,211
Management
Services
fees
(Note
4)
14,077
260,645
939
717
44,161
Professional
fees
9,063
11,672
8,946
9,844
9,262
Administration
fees
(Note
5)
20,204
69,084
19,248
19,248
28,209
Custodian
fees
(Note
6)
1,843
14,099
34
22
3,437
Printing
and
Shareholder
reports
922
—
711
1,001
—
Listing,
Data
and
related
fees
(Note
7)
4,148
26,547
3,145
3,078
20,528
Trustees
fees
(Note
8)
351
6,563
25
18
1,128
Compliance
services
fees
(Note
4)
287
4,294
16
9
590
Other
fees
2,540
10,064
2,284
2,268
—
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
159,011
2,357,835
42,390
41,585
438,526
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
25,207
)
—
(
33,485
)
(
34,771
)
(
19,262
)
Total
Net
Expenses  
133,804
2,357,835
8,905
6,814
419,264
Net
Investment
Income
(Loss)
468,923
9,741,632
33,572
28,449
1,476,398
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
(
11,059
)
—
—
—
Expiration
or
closing
of
futures
contracts
23,001
131,182
—
—
(
2,736
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
6,346,526
47,798,390
—
—
(
3,551,845
)
Net
realized
gain
(loss)
6,369,527
47,918,513
—
—
(
3,554,581
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
559,358
—
—
28,924
Futures
contracts
3,627
170,098
—
—
(
202,348
)
Non-exchange
traded
swap
agreements
(
3,164,430
)
65,918,709
(
574,856
)
(
36,606
)
(
9,029,853
)
Change
in
net
unrealized
appreciation/depreciation
(
3,160,803
)
66,648,165
(
574,856
)
(
36,606
)
(
9,203,277
)
Net
realized
and
unrealized
gain
(loss)
3,208,724
114,566,678
(
574,856
)
(
36,606
)
(
12,757,858
)
Change
in
Net
Assets
Resulting
from
Operations
$
3,677,647
$
124,308,310
$
(
541,284
)
$
(
8,157
)
$
(
11,281,460
)
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
173
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraShort
Energy
UltraShort
Financials
UltraShort
FTSE
China
50
UltraShort
FTSE
Europe
UltraShort
Health
Care
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
490,344
$
452,872
$
361,482
$
1,047,533
$
29,472
Total
Investment
Income
490,344
452,872
361,482
1,047,533
29,472
EXPENSES:
Advisory
fees
(Note
4)
84,362
76,365
75,924
223,381
5,613
Management
Services
fees
(Note
4)
11,248
10,182
10,123
29,784
748
Professional
fees
9,917
9,011
15,405
14,092
9,621
Administration
fees
(Note
5)
19,248
19,248
19,248
25,535
19,248
Custodian
fees
(Note
6)
672
625
599
1,573
29
Printing
and
Shareholder
reports
4,404
6,009
2,089
7,534
974
Listing,
Data
and
related
fees
(Note
7)
6,238
5,918
12,480
11,799
3,088
Trustees
fees
(Note
8)
291
259
252
773
19
Compliance
services
fees
(Note
4)
162
114
127
397
11
Other
fees
2,615
2,173
2,289
2,670
2,000
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
139,157
129,904
138,536
317,538
41,351
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
32,411
)
(
33,305
)
(
42,375
)
(
34,725
)
(
34,245
)
Total
Net
Expenses  
106,746
96,599
96,161
282,813
7,106
Net
Investment
Income
(Loss)
383,598
356,273
265,321
764,720
22,366
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
—
—
—
2,870
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
—
956,253
—
—
Net
realized
gain
(loss)
—
—
956,253
—
2,870
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Non-exchange
traded
swap
agreements
(
4,576,221
)
(
5,406,385
)
(
1,503,106
)
(
4,981,629
)
(
174,642
)
Change
in
net
unrealized
appreciation/depreciation
(
4,576,221
)
(
5,406,385
)
(
1,503,106
)
(
4,981,629
)
(
174,642
)
Net
realized
and
unrealized
gain
(loss)
(
4,576,221
)
(
5,406,385
)
(
546,853
)
(
4,981,629
)
(
171,772
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
4,192,623
)
$
(
5,050,112
)
$
(
281,532
)
$
(
4,216,909
)
$
(
149,406
)
174
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraShort
Industrials
UltraShort
Materials
UltraShort
MidCap400
UltraShort
MSCI
Brazil
Capped
UltraShort
MSCI
EAFE
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
75,951
$
49,213
$
58,491
$
198,023
$
47,431
Total
Investment
Income
75,951
49,213
58,491
198,023
47,431
EXPENSES:
Advisory
fees
(Note
4)
11,424
8,137
9,336
35,308
8,727
Management
Services
fees
(Note
4)
1,523
1,085
1,245
4,708
1,164
Professional
fees
9,850
8,946
8,946
14,420
13,227
Administration
fees
(Note
5)
19,248
19,248
19,248
19,248
19,248
Custodian
fees
(Note
6)
148
56
1,020
309
167
Printing
and
Shareholder
reports
1,117
1,263
172
788
621
Listing,
Data
and
related
fees
(Note
7)
3,320
3,189
4,113
5,024
3,425
Trustees
fees
(Note
8)
39
27
31
118
33
Compliance
services
fees
(Note
4)
18
15
15
68
18
Other
fees
1,998
2,281
2,001
2,178
1,997
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
48,685
44,247
46,127
82,169
48,627
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
34,233
)
(
33,953
)
(
34,310
)
(
37,550
)
(
37,579
)
Total
Net
Expenses  
14,452
10,294
11,817
44,619
11,048
Net
Investment
Income
(Loss)
61,499
38,919
46,674
153,404
36,383
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
—
—
—
489
Expiration
or
closing
of
futures
contracts
—
—
(
6,980
)
—
—
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
—
(
61,575
)
—
—
Net
realized
gain
(loss)
—
—
(
68,555
)
—
489
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Futures
contracts
—
—
1,890
—
—
Non-exchange
traded
swap
agreements
(
741,377
)
(
552,550
)
(
282,351
)
(
4,101,351
)
(
234,108
)
Change
in
net
unrealized
appreciation/depreciation
(
741,377
)
(
552,550
)
(
280,461
)
(
4,101,351
)
(
234,108
)
Net
realized
and
unrealized
gain
(loss)
(
741,377
)
(
552,550
)
(
349,016
)
(
4,101,351
)
(
233,619
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
679,878
)
$
(
513,631
)
$
(
302,342
)
$
(
3,947,947
)
$
(
197,236
)
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
175
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraShort
MSCI
Emerging
Markets
UltraShort
MSCI
Japan
UltraShort
Nasdaq
Biotechnology
UltraShort
QQQ
UltraShort
Real
Estate
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
157,476
$
101,470
$
76,237
$
14,404,708
$
1,364,240
Total
Investment
Income
157,476
101,470
76,237
14,404,708
1,364,240
EXPENSES:
Advisory
fees
(Note
4)
28,601
18,874
18,807
1,780,295
224,892
Management
Services
fees
(Note
4)
3,813
2,516
2,508
237,369
29,985
Professional
fees
12,918
12,722
9,857
10,692
10,061
Administration
fees
(Note
5)
19,248
19,248
19,248
65,197
25,642
Custodian
fees
(Note
6)
287
195
115
15,481
1,562
Printing
and
Shareholder
reports
1,606
867
360
16,673
13,085
Listing,
Data
and
related
fees
(Note
7)
4,276
3,909
2,747
240,232
11,859
Trustees
fees
(Note
8)
96
62
62
5,958
752
Compliance
services
fees
(Note
4)
53
32
34
2,743
328
Other
fees
2,204
2,075
2,233
5,402
2,678
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
73,102
60,500
55,971
2,380,042
320,844
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
36,894
)
(
36,608
)
(
32,128
)
(
128,032
)
(
36,064
)
Total
Net
Expenses  
36,208
23,892
23,843
2,252,010
284,780
Net
Investment
Income
(Loss)
121,268
77,578
52,394
12,152,698
1,079,460
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
—
—
(
2,885
)
—
Expiration
or
closing
of
futures
contracts
—
—
—
(
5,592,872
)
—
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
—
61,751
(
111,135,654
)
—
Net
realized
gain
(loss)
—
—
61,751
(
116,731,411
)
—
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
—
—
—
393,430
—
Futures
contracts
—
—
—
1,573,831
—
Non-exchange
traded
swap
agreements
(
752,648
)
(
577,700
)
571,842
(
894,970
)
(
4,036,780
)
Change
in
net
unrealized
appreciation/depreciation
(
752,648
)
(
577,700
)
571,842
1,072,291
(
4,036,780
)
Net
realized
and
unrealized
gain
(loss)
(
752,648
)
(
577,700
)
633,593
(
115,659,120
)
(
4,036,780
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
631,380
)
$
(
500,122
)
$
685,987
$
(
103,506,422
)
$
(
2,957,320
)
176
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraShort
Russell2000
UltraShort
S&P500
®
UltraShort
Semiconductors
UltraShort
SmallCap600
UltraShort
Technology
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
2,599,593
$
28,016,566
$
194,643
$
65,459
$
115,920
Total
Investment
Income
2,599,593
28,016,566
194,643
65,459
115,920
EXPENSES:
Advisory
fees
(Note
4)
401,173
3,415,442
28,666
12,548
16,923
Management
Services
fees
(Note
4)
53,489
455,386
3,822
1,673
2,256
Professional
fees
10,328
13,350
8,966
8,949
8,957
Administration
fees
(Note
5)
32,364
87,759
19,248
19,248
19,248
Custodian
fees
(Note
6)
4,398
25,639
326
105
117
Printing
and
Shareholder
reports
2,549
24,010
924
184
2,360
Listing,
Data
and
related
fees
(Note
7)
53,678
4,113
4,392
4,113
3,540
Trustees
fees
(Note
8)
1,362
11,503
96
41
59
Compliance
services
fees
(Note
4)
649
5,461
45
22
40
Other
fees
3,729
13,105
2,194
2,024
2,251
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
563,719
4,055,768
68,679
48,907
55,751
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
55,705
)
—
(
32,440
)
(
33,021
)
(
34,340
)
Total
Net
Expenses  
508,014
4,055,768
36,239
15,886
21,411
Net
Investment
Income
(Loss)
2,091,579
23,960,798
158,404
49,573
94,509
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
—
135
—
—
—
Expiration
or
closing
of
futures
contracts
(
30,975
)
(
5,401,666
)
—
—
—
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
11,492,135
)
(
13,048,274
)
(
6,613,325
)
—
—
Net
realized
gain
(loss)
(
11,523,110
)
(
18,449,805
)
(
6,613,325
)
—
—
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
42,790
723,365
—
—
—
Futures
contracts
(
4,743
)
1,182,713
—
—
—
Non-exchange
traded
swap
agreements
5,504,402
(
134,898,704
)
4,063,567
(
348,504
)
(
995,315
)
Change
in
net
unrealized
appreciation/depreciation
5,542,449
(
132,992,626
)
4,063,567
(
348,504
)
(
995,315
)
Net
realized
and
unrealized
gain
(loss)
(
5,980,661
)
(
151,442,431
)
(
2,549,758
)
(
348,504
)
(
995,315
)
Change
in
Net
Assets
Resulting
from
Operations
$
(
3,889,082
)
$
(
127,481,633
)
$
(
2,391,354
)
$
(
298,931
)
$
(
900,806
)
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
177
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
UltraShort
Utilities
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Interest
$
32,349
Total
Investment
Income
32,349
EXPENSES:
Advisory
fees
(Note
4)
7,335
Management
Services
fees
(Note
4)
978
Professional
fees
8,944
Administration
fees
(Note
5)
19,248
Custodian
fees
(Note
6)
83
Printing
and
Shareholder
reports
582
Listing,
Data
and
related
fees
(Note
7)
3,157
Trustees
fees
(Note
8)
24
Compliance
services
fees
(Note
4)
13
Other
fees
2,002
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
42,366
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
33,067
)
Total
Net
Expenses  
9,299
Net
Investment
Income
(Loss)
23,050
NET
REALIZED
GAIN
(LOSS)
FROM:
CHANGE
IN
NET
UNREALIZED
APPRECIATION/DEPRECIATION
FROM:
Non-exchange
traded
swap
agreements
300,843
Change
in
net
unrealized
appreciation/depreciation
300,843
Net
realized
and
unrealized
gain
(loss)
300,843
Change
in
Net
Assets
Resulting
from
Operations
$
323,893
178
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
179
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
7-10
Year
Treasury
Short
20+
Year
Treasury
Short
Dow30
SM
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
571,426
$
1,695,796
$
3,391,005
$
8,165,690
$
4,431,476
$
5,465,446
Net
realized
gain
(loss)
(
3,032,008
)
9,586,177
(
12,572,775
)
51,308,962
(
8,073,420
)
1,713,189
Change
in
net
unrealized
appreciation/depreciation
5,090,965
(
3,295,724
)
33,486,816
(
18,741,438
)
(
8,989,816
)
(
13,234,770
)
Change
in
net
assets
resulting
from
operations
2,630,383
7,986,249
24,305,046
40,733,214
(12,631,760)
(6,056,135)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
378,834
)
(
660,915
)
(
4,067,683
)
(
3,804,419
)
(
4,661,878
)
(
2,844,357
)
Total
distributions
(378,834)
(660,915)
(4,067,683)
(3,804,419)
(4,661,878)
(2,844,357)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
44,962,224
129,458,205
192,931,362
649,181,997
80,091,624
530,683,134
Cost
of
shares
redeemed
(46,913,233)
(280,125,809)
(232,455,242)
(1,175,150,708)
(142,417,308)
(513,686,037)
Change
in
net
assets
resulting
from
capital
transactions
(1,951,009)
(150,667,604)
(39,523,880)
(525,968,711)
(62,325,684)
16,997,097
Change
in
net
assets
300,540
(
143,342,270
)
(
19,286,517
)
(
489,039,916
)
(
79,619,322
)
8,096,605
NET
ASSETS:
Beginning
of
period
$
28,374,384
$
171,716,654
$
186,123,019
$
675,162,935
$
263,833,480
$
255,736,875
End
of
period
$
28,674,924
$
28,374,384
$
166,836,502
$
186,123,019
$
184,214,158
$
263,833,480
SHARE
TRANSACTIONS:
Beginning
of
period
1,000,000
6,425,000
8,500,000
34,000,000
7,773,755
7,523,755
Issued
1,475,000
4,625,000
7,900,000
29,950,000
2,450,000
15,250,000
Redeemed
(
1,525,000
)
(
10,050,000
)
(
9,550,000
)
(
55,450,000
)
(
4,350,000
)
(
15,000,000
)
Shares
outstanding,
end
of
period
950,000
1,000,000
6,850,000
8,500,000
5,873,755
7,773,755
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
180
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
`
Short
Financials
Short
FTSE
China
50
Short
High
Yield
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
590,211
$
686,312
$
121,524
$
142,048
$
3,605,711
$
5,708,039
Net
realized
gain
(loss)
—
1,479,068
—
(
501,349
)
—
3,058,518
Change
in
net
unrealized
appreciation/depreciation
(
4,000,756
)
(
1,273,164
)
22,566
1,234,111
(
8,201,902
)
(
3,079,093
)
Change
in
net
assets
resulting
from
operations
(3,410,545)
892,216
144,090
874,810
(4,596,191)
5,687,464
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
657,390
)
(
293,518
)
(
111,580
)
(
65,267
)
(
3,781,727
)
(
2,984,376
)
Total
distributions
(657,390)
(293,518)
(111,580)
(65,267)
(3,781,727)
(2,984,376)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
11,467,648
85,943,471
1,848,558
14,219,157
13,895,700
294,741,535
Cost
of
shares
redeemed
(29,783,449)
(61,750,414)
(869,452)
(14,418,527)
(68,336,138)
(397,122,467)
Change
in
net
assets
resulting
from
capital
transactions
(18,315,801)
24,193,057
979,106
(199,370)
(54,440,438)
(102,380,932)
Change
in
net
assets
(
22,383,736
)
24,791,755
1,011,616
610,173
(
62,818,356
)
(
99,677,844
)
NET
ASSETS:
Beginning
of
period
$
43,285,570
$
18,493,815
$
7,446,596
$
6,836,423
$
243,363,977
$
343,041,821
End
of
period
$
20,901,834
$
43,285,570
$
8,458,212
$
7,446,596
$
180,545,621
$
243,363,977
SHARE
TRANSACTIONS:
Beginning
of
period
3,174,851
1,474,851
400,000
400,000
13,000,000
18,600,000
Issued
900,000
6,350,000
100,000
750,000
750,000
15,450,000
Redeemed
(
2,350,000
)
(
4,650,000
)
(
50,000
)
(
750,000
)
(
3,700,000
)
(
21,050,000
)
Shares
outstanding,
end
of
period
1,724,851
3,174,851
450,000
400,000
10,050,000
13,000,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
181
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
MidCap400
Short
MSCI
EAFE
Short
MSCI
Emerging
Markets
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
207,211
$
311,804
$
934,344
$
2,000,255
$
575,545
$
778,108
Net
realized
gain
(loss)
(
29,700
)
(
205,085
)
—
(
15,757,598
)
—
4,457,516
Change
in
net
unrealized
appreciation/depreciation
(
1,060,240
)
(
24,938
)
(
3,161,251
)
(
521,799
)
(
1,719,780
)
(
3,380,064
)
Change
in
net
assets
resulting
from
operations
(882,729)
81,781
(2,226,907)
(14,279,142)
(1,144,235)
1,855,560
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
236,189
)
(
144,969
)
(
1,010,719
)
(
1,211,834
)
(
580,106
)
(
348,265
)
Total
distributions
(236,189)
(144,969)
(1,010,719)
(1,211,834)
(580,106)
(348,265)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
4,711,296
15,829,654
45,621,280
237,302,333
20,704,931
88,511,934
Cost
of
shares
redeemed
(9,300,973)
(11,742,708)
(59,122,354)
(219,339,077)
(32,137,007)
(95,419,235)
Change
in
net
assets
resulting
from
capital
transactions
(4,589,677)
4,086,946
(13,501,074)
17,963,256
(11,432,076)
(6,907,301)
Change
in
net
assets
(
5,708,595
)
4,023,758
(
16,738,700
)
2,472,280
(
13,156,417
)
(
5,400,006
)
NET
ASSETS:
Beginning
of
period
$
16,230,143
$
12,206,385
$
67,430,694
$
64,958,414
$
37,645,557
$
43,045,563
End
of
period
$
10,521,548
$
16,230,143
$
50,691,994
$
67,430,694
$
24,489,140
$
37,645,557
SHARE
TRANSACTIONS:
Beginning
of
period
643,667
493,667
3,575,000
3,325,000
2,450,000
3,050,000
Issued
200,000
625,000
2,400,000
11,200,000
1,350,000
5,650,000
Redeemed
(
400,000
)
(
475,000
)
(
3,200,000
)
(
10,950,000
)
(
2,150,000
)
(
6,250,000
)
Shares
outstanding,
end
of
period
443,667
643,667
2,775,000
3,575,000
1,650,000
2,450,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
182
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
QQQ
Short
Real
Estate
Short
Russell2000
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
24,718,400
$
32,263,979
$
847,752
$
1,078,424
$
7,074,841
$
9,648,762
Net
realized
gain
(loss)
(
238,814,039
)
155,980,785
—
1,211,065
(
6,218,066
)
46,191,460
Change
in
net
unrealized
appreciation/depreciation
125,325,551
(
403,535,876
)
(
2,674,273
)
173,358
(
13,804,521
)
(
39,620,824
)
Change
in
net
assets
resulting
from
operations
(88,770,088)
(215,291,112)
(1,826,521)
2,462,847
(12,947,746)
16,219,398
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
26,508,236
)
(
15,723,091
)
(
856,522
)
(
604,397
)
(
7,583,508
)
(
4,670,601
)
Total
distributions
(26,508,236)
(15,723,091)
(856,522)
(604,397)
(7,583,508)
(4,670,601)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
3,826,236,227
4,841,734,198
11,533,422
104,892,392
198,848,363
635,812,484
Cost
of
shares
redeemed
(4,025,013,913)
(4,568,070,087)
(28,651,441)
(67,493,135)
(338,919,907)
(649,604,283)
Change
in
net
assets
resulting
from
capital
transactions
(198,777,686)
273,664,111
(17,118,019)
37,399,257
(140,071,544)
(13,791,799)
Change
in
net
assets
(
314,056,010
)
42,649,908
(
19,801,062
)
39,257,707
(
160,602,798
)
(
2,243,002
)
NET
ASSETS:
Beginning
of
period
$
1,126,410,328
$
1,083,760,420
$
55,516,845
$
16,259,138
$
451,040,613
$
453,283,615
End
of
period
$
812,354,318
$
1,126,410,328
$
35,715,783
$
55,516,845
$
290,437,815
$
451,040,613
SHARE
TRANSACTIONS:
Beginning
of
period
99,312,500
81,712,500
2,649,888
899,888
18,166,642
18,816,642
Issued
358,400,000
365,050,000
525,000
5,250,000
8,150,000
26,250,000
Redeemed
(
377,600,000
)
(
347,450,000
)
(
1,400,000
)
(
3,500,000
)
(
14,200,000
)
(
26,900,000
)
Shares
outstanding,
end
of
period
80,112,500
99,312,500
1,774,888
2,649,888
12,116,642
18,166,642
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
183
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Short
S&P500
®
Short
SmallCap600
Ultra
7-10
Year
Treasury
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
41,515,320
$
59,567,974
$
299,477
$
360,431
$
232,778
$
298,658
Net
realized
gain
(loss)
(
118,078,827
)
151,423,750
—
52,577
(
4,255,049
)
(
1,975,650
)
Change
in
net
unrealized
appreciation/depreciation
(
38,228,940
)
(
233,755,345
)
(
2,349,907
)
1,058,735
3,082,982
(
331,688
)
Change
in
net
assets
resulting
from
operations
(114,792,447)
(22,763,621)
(2,050,430)
1,471,743
(939,289)
(2,008,680)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
43,605,009
)
(
28,265,939
)
(
340,258
)
(
178,127
)
(
232,423
)
(
145,082
)
Total
distributions
(43,605,009)
(28,265,939)
(340,258)
(178,127)
(232,423)
(145,082)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
5,438,370,426
8,339,635,684
4,549,980
51,346,487
10,673,763
44,981,880
Cost
of
shares
redeemed
(5,696,916,485)
(8,393,734,679)
(20,618,255)
(29,650,829)
(3,815,748)
(50,785,943)
Change
in
net
assets
resulting
from
capital
transactions
(258,546,059)
(54,098,995)
(16,068,275)
21,695,658
6,858,015
(5,804,063)
Change
in
net
assets
(
416,943,515
)
(
105,128,555
)
(
18,458,963
)
22,989,274
5,686,303
(
7,957,825
)
NET
ASSETS:
Beginning
of
period
$
2,245,330,173
$
2,350,458,728
$
30,060,465
$
7,071,191
$
9,924,507
$
17,882,332
End
of
period
$
1,828,386,658
$
2,245,330,173
$
11,601,502
$
30,060,465
$
15,610,810
$
9,924,507
SHARE
TRANSACTIONS:
Beginning
of
period
151,080,826
154,380,826
1,568,681
393,681
205,000
325,000
Issued
382,325,000
531,325,000
260,000
2,800,000
250,000
875,000
Redeemed
(
400,200,000
)
(
534,625,000
)
(
1,195,000
)
(
1,625,000
)
(
90,000
)
(
995,000
)
Shares
outstanding,
end
of
period
133,205,826
151,080,826
633,681
1,568,681
365,000
205,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
184
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
20+
Year
Treasury
Ultra
Communication
Services
Ultra
Consumer
Discretionary
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
1,239,580
$
1,040,612
$
2,278
$
27,038
$
4,736
$
86,403
Net
realized
gain
(loss)
(
4,207,408
)
(
14,425,642
)
201,437
(
656,252
)
2,178,489
(
13,006,889
)
Change
in
net
unrealized
appreciation/depreciation
(
8,313,468
)
(
639,255
)
(
61,449
)
490,503
(
293,497
)
11,876,838
Change
in
net
assets
resulting
from
operations
(11,281,296)
(14,024,285)
142,266
(138,711)
1,889,728
(1,043,648)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
1,098,214
)
(
425,416
)
(
1,171
)
(
33,490
)
—
(
23,151
)
Total
distributions
(1,098,214)
(425,416)
(1,171)
(33,490)
—
(23,151)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
43,781,726
111,749,172
957,539
799,728
4,277,924
2,226,751
Cost
of
shares
redeemed
(14,277,324)
(74,769,727)
—
(1,813,894)
(5,431,575)
(2,103,915)
Change
in
net
assets
resulting
from
capital
transactions
29,504,402
36,979,445
957,539
(1,014,166)
(1,153,651)
122,836
Change
in
net
assets
17,124,892
22,529,744
1,098,634
(
1,186,367
)
736,077
(
943,963
)
NET
ASSETS:
Beginning
of
period
$
58,718,418
$
36,188,674
$
778,715
$
1,965,082
$
12,929,782
$
13,873,745
End
of
period
$
75,843,310
$
58,718,418
$
1,877,349
$
778,715
$
13,665,859
$
12,929,782
SHARE
TRANSACTIONS:
Beginning
of
period
2,325,000
1,075,000
20,000
50,000
475,000
475,000
Issued
2,250,000
4,100,000
10,000
—
60,000
80,000
Issued
in-kind
—
—
10,000
25,000
70,000
—
Redeemed
(
650,000
)
(
2,850,000
)
—
(
55,000
)
—
—
Redemption
in-kind
—
—
—
—
(
180,000
)
(
80,000
)
Shares
outstanding,
end
of
period
3,925,000
2,325,000
40,000
20,000
425,000
475,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
185
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Consumer
Staples
Ultra
Dow30
SM
Ultra
Energy
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
68,791
$
117,846
$
2,586,587
$
6,114,664
$
1,145,912
$
2,914,012
Net
realized
gain
(loss)
(
155,098
)
(
4,215,532
)
(
6,949,310
)
(
42,879,734
)
28,554,071
75,163,929
Change
in
net
unrealized
appreciation/depreciation
(
496,264
)
2,275,357
56,745,410
18,057,965
(
8,754,886
)
(
131,230,384
)
Change
in
net
assets
resulting
from
operations
(582,571)
(1,822,329)
52,382,687
(18,707,105)
20,945,097
(53,152,443)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
75,742
)
—
(
2,304,286
)
—
(
1,450,788
)
Total
distributions
—
(75,742)
—
(2,304,286)
—
(1,450,788)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
429,133
6,977,803
76,779,967
118,940,875
10,432,054
54,791,335
Cost
of
shares
redeemed
(2,673,060)
(5,315,472)
(86,114,501)
(163,744,642)
(32,922,562)
(109,340,279)
Change
in
net
assets
resulting
from
capital
transactions
(2,243,927)
1,662,331
(9,334,534)
(44,803,767)
(22,490,508)
(54,548,944)
Change
in
net
assets
(
2,826,498
)
(
235,740
)
43,048,153
(
65,815,158
)
(
1,545,411
)
(
109,152,175
)
NET
ASSETS:
Beginning
of
period
$
8,126,046
$
8,361,786
$
319,776,940
$
385,592,098
$
109,549,156
$
218,701,331
End
of
period
$
5,299,548
$
8,126,046
$
362,825,093
$
319,776,940
$
108,003,745
$
109,549,156
SHARE
TRANSACTIONS:
Beginning
of
period
500,000
400,000
5,150,000
5,900,000
3,502,944
5,002,944
Issued
30,000
350,000
1,150,000
1,950,000
100,000
300,000
Issued
in-kind
—
50,000
—
—
200,000
1,200,000
Redeemed
—
—
—
—
(
350,000
)
(
650,000
)
Redemption
in-kind
(
180,000
)
(
300,000
)
(
1,300,000
)
(
2,700,000
)
(
550,000
)
(
2,350,000
)
Shares
outstanding,
end
of
period
350,000
500,000
5,000,000
5,150,000
2,902,944
3,502,944
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
186
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Financials
Ultra
FTSE
China
50
Ultra
FTSE
Europe
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
2,558,487
$
5,572,776
$
117,508
$
110,466
$
40,084
$
39,992
Net
realized
gain
(loss)
(
9,760,148
)
(
42,995,489
)
—
(
15,871,299
)
252,642
(
1,739,357
)
Change
in
net
unrealized
appreciation/depreciation
122,276,626
(
118,116,066
)
(
1,903,692
)
9,886,599
(
207,084
)
1,367,517
Change
in
net
assets
resulting
from
operations
115,074,965
(155,538,779)
(1,786,184)
(5,874,234)
85,642
(331,848)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
2,259,691
)
(
4,879,017
)
(
159,438
)
(
12,136
)
(
37,727
)
(
9,080
)
Total
distributions
(2,259,691)
(4,879,017)
(159,438)
(12,136)
(37,727)
(9,080)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
365,135,224
18,060,892
4,272,280
14,143,029
1,035,893
4,001,989
Cost
of
shares
redeemed
(392,934,606)
(54,824,381)
(3,782,700)
(9,088,378)
(948,067)
(3,759,882)
Change
in
net
assets
resulting
from
capital
transactions
(27,799,382)
(36,763,489)
489,580
5,054,651
87,826
242,107
Change
in
net
assets
85,015,892
(
197,181,285
)
(
1,456,042
)
(
831,719
)
135,741
(
98,821
)
NET
ASSETS:
Beginning
of
period
$
474,341,392
$
671,522,677
$
9,592,357
$
10,424,076
$
3,870,629
$
3,969,450
End
of
period
$
559,357,284
$
474,341,392
$
8,136,315
$
9,592,357
$
4,006,370
$
3,870,629
SHARE
TRANSACTIONS:
Beginning
of
period
11,707,750
12,457,750
565,000
350,000
75,000
75,000
Issued
8,150,000
400,000
210,000
630,000
20,000
75,000
Redeemed
(
8,050,000
)
—
(
220,000
)
(
415,000
)
(
20,000
)
(
75,000
)
Redemption
in-kind
(
650,000
)
(
1,150,000
)
—
—
—
—
Shares
outstanding,
end
of
period
11,157,750
11,707,750
555,000
565,000
75,000
75,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
187
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Health
Care
Ultra
High
Yield
Ultra
Industrials
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
449,520
$
991,170
$
229,470
$
181,904
$
61,147
$
148,138
Net
realized
gain
(loss)
432,231
(
34,884,826
)
—
(
5,492,357
)
528,468
(
10,193,384
)
Change
in
net
unrealized
appreciation/depreciation
1,088,419
18,692,464
639,136
1,744,876
1,785,588
8,150,633
Change
in
net
assets
resulting
from
operations
1,970,170
(15,201,192)
868,606
(3,565,577)
2,375,203
(1,894,613)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
221,299
)
(
170,729
)
(
107,238
)
—
(
35,273
)
Total
distributions
—
(221,299)
(170,729)
(107,238)
—
(35,273)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
3,665,655
34,391,950
67,818,593
71,418,701
2,945,348
7,416,342
Cost
of
shares
redeemed
(8,740,173)
(56,579,212)
(49,996,751)
(82,520,125)
(6,353,684)
(5,928,292)
Change
in
net
assets
resulting
from
capital
transactions
(5,074,518)
(22,187,262)
17,821,842
(11,101,424)
(3,408,336)
1,488,050
Change
in
net
assets
(
3,104,348
)
(
37,609,753
)
18,519,719
(
14,774,239
)
(
1,033,133
)
(
441,836
)
NET
ASSETS:
Beginning
of
period
$
80,232,902
$
117,842,655
$
5,452,347
$
20,226,586
$
16,251,966
$
16,693,802
End
of
period
$
77,128,554
$
80,232,902
$
23,972,066
$
5,452,347
$
15,218,833
$
16,251,966
SHARE
TRANSACTIONS:
Beginning
of
period
975,000
1,275,000
90,000
300,000
760,000
700,000
Issued
20,000
125,000
1,090,000
1,150,000
80,000
100,000
Issued
in-kind
20,000
250,000
—
—
30,000
200,000
Redeemed
(
35,000
)
(
225,000
)
(
810,000
)
(
1,360,000
)
—
—
Redemption
in-kind
(
70,000
)
(
450,000
)
—
—
(
270,000
)
(
240,000
)
Shares
outstanding,
end
of
period
910,000
975,000
370,000
90,000
600,000
760,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
188
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Materials
Ultra
MidCap400
Ultra
MSCI
Brazil
Capped
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
213,976
$
691,025
$
392,978
$
1,469,736
$
55,258
$
26,346
Net
realized
gain
(loss)
636,814
(
14,112,942
)
(
1,979,639
)
(
35,269,686
)
1,884,351
(
5,334,075
)
Change
in
net
unrealized
appreciation/depreciation
4,702,669
(
2,715,392
)
12,694,289
15,248,669
(
265,058
)
2,588,470
Change
in
net
assets
resulting
from
operations
5,553,459
(16,137,309)
11,107,628
(18,551,281)
1,674,551
(2,719,259)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
317,515
)
(
449,481
)
(
1,322,387
)
(
27,171
)
—
Total
distributions
—
(317,515)
(449,481)
(1,322,387)
(27,171)
—
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
5,319,916
7,537,165
12,595,368
19,028,022
255,918
2,572,948
Cost
of
shares
redeemed
(10,758,546)
(15,323,408)
(5,285,675)
(7,526,458)
(1,513,905)
(4,852,028)
Change
in
net
assets
resulting
from
capital
transactions
(5,438,630)
(7,786,243)
7,309,693
11,501,564
(1,257,987)
(2,279,080)
Change
in
net
assets
114,829
(
24,241,067
)
17,967,840
(
8,372,104
)
389,393
(
4,998,339
)
NET
ASSETS:
Beginning
of
period
$
37,987,727
$
62,228,794
$
114,542,228
$
122,914,332
$
4,544,174
$
9,542,513
End
of
period
$
38,102,556
$
37,987,727
$
132,510,068
$
114,542,228
$
4,933,567
$
4,544,174
SHARE
TRANSACTIONS:
Beginning
of
period
1,925,000
2,325,000
2,525,000
2,275,000
201,557
291,557
Issued
50,000
200,000
150,000
250,000
10,000
115,000
Issued
in-kind
175,000
125,000
100,000
150,000
—
—
Redeemed
—
—
—
—
(
50,000
)
(
205,000
)
Redemption
in-kind
(
500,000
)
(
725,000
)
(
100,000
)
(
150,000
)
—
—
Shares
outstanding,
end
of
period
1,650,000
1,925,000
2,675,000
2,525,000
161,557
201,557
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
189
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
MSCI
EAFE
Ultra
MSCI
Emerging
Markets
Ultra
MSCI
Japan
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
98,855
$
123,127
$
233,951
$
241,016
$
66,915
$
39,831
Net
realized
gain
(loss)
(
491
)
(
4,683,547
)
1,771,069
(
26,944,412
)
147,180
(
3,506,591
)
Change
in
net
unrealized
appreciation/depreciation
258,144
3,605,024
(
1,439,239
)
19,973,250
117,455
3,072,252
Change
in
net
assets
resulting
from
operations
356,508
(955,396)
565,781
(6,730,146)
331,550
(394,508)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
116,911
)
(
28,268
)
(
217,691
)
(
33,529
)
(
35,177
)
(
31,240
)
Total
distributions
(116,911)
(28,268)
(217,691)
(33,529)
(35,177)
(31,240)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
810,796
9,034,429
5,071,287
21,392,343
6,596,599
8,740,041
Cost
of
shares
redeemed
(3,175,519)
(6,564,879)
(6,277,536)
(24,885,725)
(9,698,787)
(4,761,161)
Change
in
net
assets
resulting
from
capital
transactions
(2,364,723)
2,469,550
(1,206,249)
(3,493,382)
(3,102,188)
3,978,880
Change
in
net
assets
(
2,125,126
)
1,485,886
(
858,159
)
(
10,257,057
)
(
2,805,815
)
3,553,132
NET
ASSETS:
Beginning
of
period
$
10,549,647
$
9,063,761
$
16,473,628
$
26,730,685
$
9,312,933
$
5,759,801
End
of
period
$
8,424,521
$
10,549,647
$
15,615,469
$
16,473,628
$
6,507,118
$
9,312,933
SHARE
TRANSACTIONS:
Beginning
of
period
275,000
225,000
350,000
425,000
290,000
175,000
Issued
20,000
235,000
100,000
400,000
190,000
275,000
Redeemed
(
80,000
)
(
185,000
)
(
125,000
)
(
475,000
)
(
290,000
)
(
160,000
)
Shares
outstanding,
end
of
period
215,000
275,000
325,000
350,000
190,000
290,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
190
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Nasdaq
Biotechnology
Ultra
Nasdaq
Cloud
Computing
Ultra
Nasdaq
Cybersecurity
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
44,323
$
209,833
$
151
$
3,470
$
16,049
$
8,948
Net
realized
gain
(loss)
1,516,171
(
65,883,824
)
(
143,821
)
(
1,647,039
)
(
571,589
)
(
1,327,934
)
Change
in
net
unrealized
appreciation/depreciation
(
13,209,404
)
72,319,432
531,518
1,576,518
913,122
1,122,257
Change
in
net
assets
resulting
from
operations
(11,648,910)
6,645,441
387,848
(67,051)
357,582
(196,729)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
37,719
)
—
—
(
4,219
)
—
Total
distributions
—
(37,719)
—
—
(4,219)
—
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
3,456,528
30,996,428
1,491,870
1,339,958
—
567,388
Cost
of
shares
redeemed
(13,633,526)
(34,696,422)
(309,081)
(1,529,791)
(317,556)
(712,070)
Change
in
net
assets
resulting
from
capital
transactions
(10,176,998)
(3,699,994)
1,182,789
(189,833)
(317,556)
(144,682)
Change
in
net
assets
(
21,825,908
)
2,907,728
1,570,637
(
256,884
)
35,807
(
341,411
)
NET
ASSETS:
Beginning
of
period
$
96,592,821
$
93,685,093
$
1,573,084
$
1,829,968
$
1,991,738
$
2,333,149
End
of
period
$
74,766,913
$
96,592,821
$
3,143,721
$
1,573,084
$
2,027,545
$
1,991,738
SHARE
TRANSACTIONS:
Beginning
of
period
1,850,000
1,950,000
100,001
100,001
70,001
75,001
Issued
—
300,000
10,000
—
—
25,000
Issued
in-kind
75,000
250,000
75,000
125,000
—
—
Redeemed
(
100,000
)
(
250,000
)
—
—
(
10,000
)
(
30,000
)
Redemption
in-kind
(
175,000
)
(
400,000
)
(
20,000
)
(
125,000
)
—
—
Shares
outstanding,
end
of
period
1,650,000
1,850,000
165,001
100,001
60,001
70,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
191
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
QQQ
Ultra
Real
Estate
Ultra
Russell2000
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
2,256,829
$
32,731,163
$
494,401
$
1,495,495
$
886,477
$
1,818,206
Net
realized
gain
(loss)
344,617,225
(
1,433,239,459
)
178,201
(
50,589,950
)
(
14,146,330
)
(
112,724,684
)
Change
in
net
unrealized
appreciation/depreciation
417,709,968
1,854,627,497
2,099,267
13,808,711
17,595,996
77,020,441
Change
in
net
assets
resulting
from
operations
764,584,022
454,119,201
2,771,869
(35,285,744)
4,336,143
(33,886,037)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
7,280,372
)
(
419,095
)
(
850,792
)
(
65,901
)
(
535,062
)
Total
distributions
—
(7,280,372)
(419,095)
(850,792)
(65,901)
(535,062)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
1,664,090,844
3,415,946,874
—
4,211,980
162,822,073
228,820,269
Cost
of
shares
redeemed
(1,889,075,452)
(2,955,338,020)
(2,910,443)
(10,618,229)
(119,199,653)
(255,729,831)
Change
in
net
assets
resulting
from
capital
transactions
(224,984,608)
460,608,854
(2,910,443)
(6,406,249)
43,622,420
(26,909,562)
Change
in
net
assets
539,599,414
907,447,683
(
557,669
)
(
42,542,785
)
47,892,662
(
61,330,661
)
NET
ASSETS:
Beginning
of
period
$
4,586,771,816
$
3,679,324,133
$
59,770,654
$
102,313,439
$
120,439,438
$
181,770,099
End
of
period
$
5,126,371,230
$
4,586,771,816
$
59,212,985
$
59,770,654
$
168,332,100
$
120,439,438
SHARE
TRANSACTIONS:
Beginning
of
period
80,100,000
72,600,000
1,133,744
1,233,744
4,050,000
4,900,000
Issued
18,500,000
27,350,000
—
—
5,100,000
6,700,000
Issued
in-kind
7,350,000
49,050,000
—
75,000
—
—
Redeemed
—
—
—
—
(
3,650,000
)
(
6,850,000
)
Redemption
in-kind
(
31,350,000
)
(
68,900,000
)
(
50,000
)
(
175,000
)
—
(
700,000
)
Shares
outstanding,
end
of
period
74,600,000
80,100,000
1,083,744
1,133,744
5,500,000
4,050,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
192
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
S&P500
®
Ultra
Semiconductors
Ultra
SmallCap600
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
19,984,049
$
51,010,525
$
36,884
$
1,501,346
$
173,442
$
331,956
Net
realized
gain
(loss)
29,328,008
(
838,869,878
)
47,869,300
(
92,062,021
)
(
1,644,263
)
(
10,370,965
)
Change
in
net
unrealized
appreciation/depreciation
438,080,568
582,648,494
2,785,192
137,612,147
2,619,675
1,543,794
Change
in
net
assets
resulting
from
operations
487,392,625
(205,210,859)
50,691,376
47,051,472
1,148,854
(8,495,215)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
10,742,669
)
—
(
367,233
)
(
146,151
)
(
131,219
)
Total
distributions
—
(10,742,669)
—
(367,233)
(146,151)
(131,219)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
2,317,203,479
4,484,429,578
52,178,656
44,149,987
198,446
5,146,488
Cost
of
shares
redeemed
(2,394,685,538)
(4,180,318,821)
(33,349,808)
(84,271,818)
(2,165,960)
(3,025,901)
Change
in
net
assets
resulting
from
capital
transactions
(77,482,059)
304,110,757
18,828,848
(40,121,831)
(1,967,514)
2,120,587
Change
in
net
assets
409,910,566
88,157,229
69,520,224
6,562,408
(
964,811
)
(
6,505,847
)
NET
ASSETS:
Beginning
of
period
$
3,512,356,543
$
3,424,199,314
$
254,142,064
$
247,579,656
$
26,429,174
$
32,935,021
End
of
period
$
3,922,267,109
$
3,512,356,543
$
323,662,288
$
254,142,064
$
25,464,363
$
26,429,174
SHARE
TRANSACTIONS:
Beginning
of
period
68,100,000
63,550,000
6,900,000
8,750,000
1,385,000
1,325,000
Issued
19,800,000
28,550,000
180,000
325,000
10,000
60,000
Issued
in-kind
21,100,000
65,450,000
1,040,000
1,825,000
—
145,000
Redeemed
(
1,200,000
)
—
—
—
—
—
Redemption
in-kind
(
42,400,000
)
(
89,450,000
)
(
840,000
)
(
4,000,000
)
(
110,000
)
(
145,000
)
Shares
outstanding,
end
of
period
65,400,000
68,100,000
7,280,000
6,900,000
1,285,000
1,385,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
193
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Ultra
Technology
Ultra
Utilities
UltraPro
Dow30
SM
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
(
346,273
)
$
1,516,304
$
101,677
$
280,356
$
2,889,321
$
9,341,841
Net
realized
gain
(loss)
95,068,551
(
375,309,583
)
(
3,936
)
(
2,084,136
)
(
25,267,872
)
(
72,856,879
)
Change
in
net
unrealized
appreciation/depreciation
12,822,725
425,063,171
(
1,018,466
)
(
3,795,705
)
168,710,869
14,161,533
Change
in
net
assets
resulting
from
operations
107,545,003
51,269,892
(920,725)
(5,599,485)
146,332,318
(49,353,505)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
—
(
87,014
)
(
275,770
)
(
3,722,195
)
(
7,056,346
)
Total
distributions
—
—
(87,014)
(275,770)
(3,722,195)
(7,056,346)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
30,298,897
117,678,327
5,943,234
5,306,501
244,163,426
697,823,412
Cost
of
shares
redeemed
(113,941,773)
(133,135,376)
(2,238,578)
(13,814,999)
(377,335,218)
(725,689,545)
Change
in
net
assets
resulting
from
capital
transactions
(83,642,876)
(15,457,049)
3,704,656
(8,508,498)
(133,171,792)
(27,866,133)
Change
in
net
assets
23,902,127
35,812,843
2,696,917
(
14,383,753
)
9,438,331
(
84,275,984
)
NET
ASSETS:
Beginning
of
period
$
575,192,470
$
539,379,627
$
9,496,400
$
23,880,153
$
607,447,501
$
691,723,485
End
of
period
$
599,094,597
$
575,192,470
$
12,193,317
$
9,496,400
$
616,885,832
$
607,447,501
SHARE
TRANSACTIONS:
Beginning
of
period
14,250,000
15,425,000
165,000
300,000
11,450,000
11,300,000
Issued
310,000
1,475,000
100,000
60,000
200,000
4,150,000
Issued
in-kind
370,000
2,200,000
10,000
20,000
4,150,000
9,150,000
Redeemed
—
—
—
(
185,000
)
(
1,500,000
)
—
Redemption
in-kind
(
2,745,000
)
(
4,850,000
)
(
40,000
)
(
30,000
)
(
4,850,000
)
(
13,150,000
)
Shares
outstanding,
end
of
period
12,185,000
14,250,000
235,000
165,000
9,450,000
11,450,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
194
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraPro
MidCap400
UltraPro
QQQ
UltraPro
Russell2000
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
64,952
$
188,655
$
137,631,532
$
252,936,506
$
729,354
$
1,826,761
Net
realized
gain
(loss)
(
658,209
)
(
22,530,321
)
2,390,664,193
(
9,038,335,328
)
(
77,002,737
)
(
204,053,956
)
Change
in
net
unrealized
appreciation/depreciation
3,466,884
12,696,616
1,838,919,415
10,970,478,670
96,043,869
130,091,464
Change
in
net
assets
resulting
from
operations
2,873,627
(9,645,050)
4,367,215,140
2,185,079,848
19,770,486
(72,135,731)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
(
115,682
)
(
120,665,995
)
(
132,545,104
)
(
757,928
)
(
797,862
)
Total
distributions
—
(115,682)
(120,665,995)
(132,545,104)
(757,928)
(797,862)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
2,398,476
8,916,616
14,090,944,462
25,287,348,664
724,859,664
401,242,382
Cost
of
shares
redeemed
(3,619,476)
(5,427,962)
(14,870,439,813)
(25,645,333,415)
(668,491,399)
(383,287,453)
Change
in
net
assets
resulting
from
capital
transactions
(1,221,000)
3,488,654
(779,495,351)
(357,984,751)
56,368,265
17,954,929
Change
in
net
assets
1,652,627
(
6,272,078
)
3,467,053,794
1,694,549,993
75,380,823
(
54,978,664
)
NET
ASSETS:
Beginning
of
period
$
23,526,532
$
29,798,610
$
15,391,729,050
$
13,697,179,057
$
204,460,579
$
259,439,243
End
of
period
$
25,179,159
$
23,526,532
$
18,858,782,844
$
15,391,729,050
$
279,841,402
$
204,460,579
SHARE
TRANSACTIONS:
Beginning
of
period
1,475,000
1,325,000
443,700,000
414,750,000
6,050,000
4,950,000
Issued
10,000
100,000
116,050,000
241,950,000
23,050,000
9,950,000
Issued
in-kind
135,000
350,000
248,950,000
835,850,000
600,000
—
Redeemed
—
—
—
—
(
21,350,000
)
(
8,400,000
)
Redemption
in-kind
(
200,000
)
(
300,000
)
(
378,900,000
)
(
1,048,850,000
)
(
50,000
)
(
450,000
)
Shares
outstanding,
end
of
period
1,420,000
1,475,000
429,800,000
443,700,000
8,300,000
6,050,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
195
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraPro
S&P500
®
UltraPro
Short
20+
Year
Treasury
UltraPro
Short
Dow30
SM
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
8,702,503
$
39,726,588
$
1,637,807
$
5,783,147
$
9,709,330
$
13,045,088
Net
realized
gain
(loss)
65,762,575
(
1,049,707,433
)
(
18,179,743
)
126,290,623
(
14,201,815
)
1,828,618
Change
in
net
unrealized
appreciation/depreciation
460,986,606
764,051,004
78,298,842
(
62,635,983
)
(
105,293,111
)
(
9,515,487
)
Change
in
net
assets
resulting
from
operations
535,451,684
(245,929,841)
61,756,906
69,437,787
(109,785,596)
5,358,219
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
11,591,380
)
(
13,631,879
)
(
1,399,629
)
(
2,588,146
)
(
10,349,959
)
(
7,327,601
)
Total
distributions
(11,591,380)
(13,631,879)
(1,399,629)
(2,588,146)
(10,349,959)
(7,327,601)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
1,839,231,609
3,594,436,688
137,229,906
232,277,731
609,198,887
2,143,190,412
Cost
of
shares
redeemed
(1,993,009,037)
(3,520,857,208)
(403,127,583)
(445,630,295)
(761,518,232)
(1,787,493,691)
Change
in
net
assets
resulting
from
capital
transactions
(153,777,428)
73,579,480
(265,897,677)
(213,352,564)
(152,319,345)
355,696,721
Change
in
net
assets
370,082,876
(
185,982,240
)
(
205,540,400
)
(
146,502,923
)
(
272,454,900
)
353,727,339
NET
ASSETS:
Beginning
of
period
$
2,387,090,894
$
2,573,073,134
$
257,437,707
$
403,940,630
$
705,315,214
$
351,587,875
End
of
period
$
2,757,173,770
$
2,387,090,894
$
51,897,307
$
257,437,707
$
432,860,314
$
705,315,214
SHARE
TRANSACTIONS:
Beginning
of
period
59,900,000
55,450,000
3,893,605
7,143,605
25,792,280
11,342,280
Issued
4,600,000
20,450,000
1,350,000
3,400,000
25,250,000
76,900,000
Issued
in-kind
37,800,000
79,850,000
—
—
—
—
Redeemed
—
—
(
4,650,000
)
(
6,650,000
)
(
30,700,000
)
(
62,450,000
)
Redemption
in-kind
(
45,550,000
)
(
95,850,000
)
—
—
—
—
Shares
outstanding,
end
of
period
56,750,000
59,900,000
593,605
3,893,605
20,342,280
25,792,280
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
196
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraPro
Short
MidCap400
UltraPro
Short
QQQ
UltraPro
Short
Russell2000
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
77,917
$
125,036
$
135,466,381
$
111,192,260
$
3,007,130
$
3,035,425
Net
realized
gain
(loss)
(
18,226
)
(
786,629
)
(
3,306,572,367
)
341,053,046
(
16,037,326
)
137,640
Change
in
net
unrealized
appreciation/depreciation
(
1,455,611
)
(
485,765
)
1,954,097,912
(
2,921,197,655
)
(
9,416,088
)
1,428,322
Change
in
net
assets
resulting
from
operations
(1,395,920)
(1,147,358)
(1,217,008,074)
(2,468,952,349)
(22,446,284)
4,601,387
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
88,357
)
(
57,124
)
(
138,827,683
)
(
43,567,920
)
(
2,957,488
)
(
1,242,811
)
Total
distributions
(88,357)
(57,124)
(138,827,683)
(43,567,920)
(2,957,488)
(1,242,811)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
907,913
11,704,353
13,824,473,698
32,065,875,133
184,924,562
834,277,955
Cost
of
shares
redeemed
(3,849,644)
(9,217,384)
(13,335,116,821)
(27,659,990,995)
(228,391,812)
(753,737,205)
Change
in
net
assets
resulting
from
capital
transactions
(2,941,731)
2,486,969
489,356,877
4,405,884,138
(43,467,250)
80,540,750
Change
in
net
assets
(
4,426,008
)
1,282,487
(
866,478,880
)
1,893,363,869
(
68,871,022
)
83,899,326
NET
ASSETS:
Beginning
of
period
$
8,821,183
$
7,538,696
$
4,718,174,987
$
2,824,811,118
$
234,317,072
$
150,417,746
End
of
period
$
4,395,175
$
8,821,183
$
3,851,696,107
$
4,718,174,987
$
165,446,050
$
234,317,072
SHARE
TRANSACTIONS:
Beginning
of
period
398,643
298,643
204,250,547
59,600,547
4,507,646
2,557,646
Issued
50,000
500,000
725,200,000
804,150,000
4,150,000
15,450,000
Redeemed
(
200,000
)
(
400,000
)
(
688,950,000
)
(
659,500,000
)
(
4,900,000
)
(
13,500,000
)
Shares
outstanding,
end
of
period
248,643
398,643
240,500,547
204,250,547
3,757,646
4,507,646
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
197
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraPro
Short
S&P500
®
UltraShort
7-10
Year
Treasury
UltraShort
20+
Year
Treasury
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
29,669,139
$
31,872,952
$
468,923
$
762,720
$
9,741,632
$
19,741,874
Net
realized
gain
(loss)
(
68,166,855
)
(
69,729,407
)
6,369,527
431,786
47,918,513
351,233,264
Change
in
net
unrealized
appreciation/depreciation
(
196,314,506
)
(
307,962,051
)
(
3,160,803
)
8,778,053
66,648,165
(
124,658,323
)
Change
in
net
assets
resulting
from
operations
(234,812,222)
(345,818,506)
3,677,647
9,972,559
124,308,310
246,316,815
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
30,753,441
)
(
14,973,970
)
(
503,367
)
(
239,981
)
(
10,631,218
)
(
10,197,717
)
Total
distributions
(30,753,441)
(14,973,970)
(503,367)
(239,981)
(10,631,218)
(10,197,717)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
2,459,814,584
4,584,164,257
57,388,460
47,326,890
955,608,337
569,192,897
Cost
of
shares
redeemed
(2,665,516,853)
(3,598,137,651)
(67,708,783)
(147,492,559)
(1,145,750,693)
(1,663,792,992)
Change
in
net
assets
resulting
from
capital
transactions
(205,702,269)
986,026,606
(10,320,323)
(100,165,669)
(190,142,356)
(1,094,600,095)
Change
in
net
assets
(
471,267,932
)
625,234,130
(
7,146,043
)
(
90,433,091
)
(
76,465,264
)
(
858,480,997
)
NET
ASSETS:
Beginning
of
period
$
1,345,948,967
$
720,714,837
$
32,326,890
$
122,759,981
$
531,732,642
$
1,390,213,639
End
of
period
$
874,681,035
$
1,345,948,967
$
25,180,847
$
32,326,890
$
455,267,378
$
531,732,642
SHARE
TRANSACTIONS:
Beginning
of
period
104,347,347
44,297,347
1,500,000
6,300,000
17,906,929
54,106,929
Issued
219,750,000
278,650,000
2,350,000
2,250,000
26,100,000
19,500,000
Redeemed
(
236,100,000
)
(
218,600,000
)
(
2,800,000
)
(
7,050,000
)
(
31,450,000
)
(
55,700,000
)
Shares
outstanding,
end
of
period
87,997,347
104,347,347
1,050,000
1,500,000
12,556,929
17,906,929
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
198
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Consumer
Discretionary
UltraShort
Consumer
Staples
UltraShort
Dow30
SM
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
33,572
$
50,612
$
28,449
$
41,913
$
1,476,398
$
1,914,128
Net
realized
gain
(loss)
—
2,611,632
—
57,292
(
3,554,581
)
1,188,493
Change
in
net
unrealized
appreciation/depreciation
(
574,856
)
(
1,402,420
)
(
36,606
)
(
178,361
)
(
9,203,277
)
(
3,376,234
)
Change
in
net
assets
resulting
from
operations
(541,284)
1,259,824
(8,157)
(79,156)
(11,281,460)
(273,613)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
35,382
)
(
25,249
)
(
31,321
)
(
12,805
)
(
1,510,709
)
(
937,899
)
Total
distributions
(35,382)
(25,249)
(31,321)
(12,805)
(1,510,709)
(937,899)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
2,531,735
16,974,971
1,371,926
6,488,058
72,853,657
205,043,201
Cost
of
shares
redeemed
(2,622,130)
(18,748,858)
(1,155,512)
(6,932,896)
(78,357,887)
(215,493,280)
Change
in
net
assets
resulting
from
capital
transactions
(90,395)
(1,773,887)
216,414
(444,838)
(5,504,230)
(10,450,079)
Change
in
net
assets
(
667,061
)
(
539,312
)
176,936
(
536,799
)
(
18,296,399
)
(
11,661,591
)
NET
ASSETS:
Beginning
of
period
$
2,698,430
$
3,237,742
$
1,775,505
$
2,312,304
$
97,336,093
$
108,997,684
End
of
period
$
2,031,369
$
2,698,430
$
1,952,441
$
1,775,505
$
79,039,694
$
97,336,093
SHARE
TRANSACTIONS:
Beginning
of
period
121,696
121,800
115,568
165,568
2,209,786
2,359,786
Issued
140,000
650,000
80,000
425,000
1,800,000
4,450,000
Redeemed
(
145,000
)
(
650,104
)
(
75,000
)
(
475,000
)
(
1,900,000
)
(
4,600,000
)
Shares
outstanding,
end
of
period
116,696
121,696
120,568
115,568
2,109,786
2,209,786
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
199
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Energy
UltraShort
Financials
UltraShort
FTSE
China
50
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
383,598
$
553,869
$
356,273
$
305,017
$
265,321
$
284,786
Net
realized
gain
(loss)
—
(
16,702,184
)
—
2,400,546
956,253
(
6,884,142
)
Change
in
net
unrealized
appreciation/depreciation
(
4,576,221
)
20,838,738
(
5,406,385
)
(
1,011,990
)
(
1,503,106
)
11,341,042
Change
in
net
assets
resulting
from
operations
(4,192,623)
4,690,423
(5,050,112)
1,693,573
(281,532)
4,741,686
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
349,779
)
(
319,053
)
(
367,922
)
(
93,330
)
(
244,867
)
(
107,755
)
Total
distributions
(349,779)
(319,053)
(367,922)
(93,330)
(244,867)
(107,755)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
20,206,907
97,392,860
6,234,635
26,144,312
6,768,582
13,026,277
Cost
of
shares
redeemed
(20,698,183)
(112,012,622)
(8,454,288)
(16,013,678)
(8,604,014)
(18,689,356)
Change
in
net
assets
resulting
from
capital
transactions
(491,276)
(14,619,762)
(2,219,653)
10,130,634
(1,835,432)
(5,663,079)
Change
in
net
assets
(
5,033,678
)
(
10,248,392
)
(
7,637,687
)
11,730,877
(
2,361,831
)
(
1,029,148
)
NET
ASSETS:
Beginning
of
period
$
20,428,095
$
30,676,487
$
27,736,179
$
16,005,302
$
23,399,751
$
24,428,899
End
of
period
$
15,394,417
$
20,428,095
$
20,098,492
$
27,736,179
$
21,037,920
$
23,399,751
SHARE
TRANSACTIONS:
Beginning
of
period
1,353,254
1,853,254
1,322,666
847,666
601,947
651,947
Issued
1,650,000
6,750,000
350,000
1,250,000
200,000
350,000
Redeemed
(
1,700,000
)
(
7,250,000
)
(
450,000
)
(
775,000
)
(
250,000
)
(
400,000
)
Shares
outstanding,
end
of
period
1,303,254
1,353,254
1,222,666
1,322,666
551,947
601,947
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
200
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
FTSE
Europe
UltraShort
Health
Care
UltraShort
Industrials
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
764,720
$
1,176,593
$
22,366
$
57,465
$
61,499
$
46,388
Net
realized
gain
(loss)
—
(
43,900,233
)
2,870
(
397,267
)
—
148,671
Change
in
net
unrealized
appreciation/depreciation
(
4,981,629
)
(
5,743,819
)
(
174,642
)
181,127
(
741,377
)
(
484,945
)
Change
in
net
assets
resulting
from
operations
(4,216,909)
(48,467,459)
(149,406)
(158,675)
(679,878)
(289,886)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
780,069
)
(
685,217
)
(
25,665
)
(
22,341
)
(
61,133
)
(
13,323
)
Total
distributions
(780,069)
(685,217)
(25,665)
(22,341)
(61,133)
(13,323)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
7,458,157
207,851,366
980,656
8,318,855
3,135,196
6,508,979
Cost
of
shares
redeemed
(30,496,543)
(140,468,047)
(825,603)
(9,427,562)
(2,891,240)
(5,185,411)
Change
in
net
assets
resulting
from
capital
transactions
(23,038,386)
67,383,319
155,053
(1,108,707)
243,956
1,323,568
Change
in
net
assets
(
28,035,364
)
18,230,643
(
20,018
)
(
1,289,723
)
(
497,055
)
1,020,359
NET
ASSETS:
Beginning
of
period
$
74,111,198
$
55,880,555
$
2,104,568
$
3,394,291
$
3,844,247
$
2,823,888
End
of
period
$
46,075,834
$
74,111,198
$
2,084,550
$
2,104,568
$
3,347,192
$
3,844,247
SHARE
TRANSACTIONS:
Beginning
of
period
6,987,119
4,262,119
155,430
255,430
240,135
165,135
Issued
725,000
13,450,000
70,000
600,000
225,000
400,000
Redeemed
(
2,925,000
)
(
10,725,000
)
(
65,000
)
(
700,000
)
(
210,000
)
(
325,000
)
Shares
outstanding,
end
of
period
4,787,119
6,987,119
160,430
155,430
255,135
240,135
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
201
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Materials
UltraShort
MidCap400
UltraShort
MSCI
Brazil
Capped
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
38,919
$
59,352
$
46,674
$
58,903
$
153,404
$
220,390
Net
realized
gain
(loss)
—
(
934,959
)
(
68,555
)
(
773,980
)
—
(
8,007,987
)
Change
in
net
unrealized
appreciation/depreciation
(
552,550
)
668,201
(
280,461
)
554,724
(
4,101,351
)
6,323,757
Change
in
net
assets
resulting
from
operations
(513,631)
(207,406)
(302,342)
(160,353)
(3,947,947)
(1,463,840)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
41,429
)
(
27,092
)
(
42,591
)
(
31,348
)
(
156,935
)
(
107,379
)
Total
distributions
(41,429)
(27,092)
(42,591)
(31,348)
(156,935)
(107,379)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
1,057,413
6,084,053
—
2,165,917
3,402,693
20,239,241
Cost
of
shares
redeemed
(968,377)
(5,693,060)
—
(2,065,112)
(3,720,357)
(19,551,776)
Change
in
net
assets
resulting
from
capital
transactions
89,036
390,993
—
100,805
(317,664)
687,465
Change
in
net
assets
(
466,024
)
156,495
(
344,933
)
(
90,896
)
(
4,422,546
)
(
883,754
)
NET
ASSETS:
Beginning
of
period
$
2,590,463
$
2,433,968
$
2,807,440
$
2,898,336
$
12,610,841
$
13,494,595
End
of
period
$
2,124,439
$
2,590,463
$
2,462,507
$
2,807,440
$
8,188,295
$
12,610,841
SHARE
TRANSACTIONS:
Beginning
of
period
235,083
235,083
163,510
163,510
708,547
658,667
Issued
100,000
500,000
—
125,000
275,000
925,000
Redeemed
(
100,000
)
(
500,000
)
—
(
125,000
)
(
275,000
)
(
875,120
)
Shares
outstanding,
end
of
period
235,083
235,083
163,510
163,510
708,547
708,547
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
202
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
MSCI
EAFE
UltraShort
MSCI
Emerging
Markets
UltraShort
MSCI
Japan
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
36,383
$
99,601
$
121,268
$
162,899
$
77,578
$
89,910
Net
realized
gain
(loss)
489
(
2,641,945
)
—
(
486,073
)
—
(
348,781
)
Change
in
net
unrealized
appreciation/depreciation
(
234,108
)
(
533,396
)
(
752,648
)
1,072,739
(
577,700
)
(
800,248
)
Change
in
net
assets
resulting
from
operations
(197,236)
(3,075,740)
(631,380)
749,565
(500,122)
(1,059,119)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
46,464
)
(
64,780
)
(
129,583
)
(
74,073
)
(
80,449
)
(
42,273
)
Total
distributions
(46,464)
(64,780)
(129,583)
(74,073)
(80,449)
(42,273)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
2,422,263
28,034,568
1,698,233
9,824,626
138,286
9,013,699
Cost
of
shares
redeemed
(3,606,413)
(23,549,087)
(3,137,956)
(12,619,506)
(1,302,800)
(8,248,688)
Change
in
net
assets
resulting
from
capital
transactions
(1,184,150)
4,485,481
(1,439,723)
(2,794,880)
(1,164,514)
765,011
Change
in
net
assets
(
1,427,850
)
1,344,961
(
2,200,686
)
(
2,119,388
)
(
1,745,085
)
(
336,381
)
NET
ASSETS:
Beginning
of
period
$
2,969,359
$
1,624,398
$
9,008,817
$
11,128,205
$
5,972,883
$
6,309,264
End
of
period
$
1,541,509
$
2,969,359
$
6,808,131
$
9,008,817
$
4,227,798
$
5,972,883
SHARE
TRANSACTIONS:
Beginning
of
period
287,428
137,428
388,771
538,771
399,913
374,913
Issued
250,000
2,000,000
80,000
390,000
10,000
475,000
Redeemed
(
375,000
)
(
1,850,000
)
(
150,000
)
(
540,000
)
(
90,000
)
(
450,000
)
Shares
outstanding,
end
of
period
162,428
287,428
318,771
388,771
319,913
399,913
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
203
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
Nasdaq
Biotechnology
UltraShort
QQQ
UltraShort
Real
Estate
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
52,394
$
34,825
$
12,152,698
$
8,275,171
$
1,079,460
$
1,115,793
Net
realized
gain
(loss)
61,751
(
482,420
)
(
116,731,411
)
70,319,216
—
12,098,000
Change
in
net
unrealized
appreciation/depreciation
571,842
(
3,061,923
)
1,072,291
(
240,662,619
)
(
4,036,780
)
(
3,529,646
)
Change
in
net
assets
resulting
from
operations
685,987
(3,509,518)
(103,506,422)
(162,068,232)
(2,957,320)
9,684,147
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
31,495
)
—
(
11,242,580
)
(
2,882,117
)
(
1,054,715
)
(
565,158
)
Total
distributions
(31,495)
—
(11,242,580)
(2,882,117)
(1,054,715)
(565,158)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
624,121
17,611,674
2,120,451,320
2,478,686,949
415,160
60,721,196
Cost
of
shares
redeemed
(1,832,174)
(17,402,547)
(2,063,711,899)
(2,145,119,580)
(14,596,542)
(31,660,850)
Change
in
net
assets
resulting
from
capital
transactions
(1,208,053)
209,127
56,739,421
333,567,369
(14,181,382)
29,060,346
Change
in
net
assets
(
553,561
)
(
3,300,391
)
(
58,009,581
)
168,617,020
(
18,193,417
)
38,179,335
NET
ASSETS:
Beginning
of
period
$
5,123,428
$
8,423,819
$
533,946,987
$
365,329,967
$
66,098,976
$
27,919,641
End
of
period
$
4,569,867
$
5,123,428
$
475,937,406
$
533,946,987
$
47,905,559
$
66,098,976
SHARE
TRANSACTIONS:
Beginning
of
period
246,096
296,096
35,445,774
16,295,774
3,497,077
1,847,077
Issued
25,000
725,000
158,600,000
117,050,000
25,000
3,400,000
Redeemed
(
75,000
)
(
775,000
)
(
154,250,000
)
(
97,900,000
)
(
725,000
)
(
1,750,000
)
Shares
outstanding,
end
of
period
196,096
246,096
39,795,774
35,445,774
2,797,077
3,497,077
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
204
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
UltraShort
Russell2000
UltraShort
S&P500
®
UltraShort
Semiconductors
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
2,091,579
$
1,933,872
$
23,960,798
$
20,978,358
$
158,404
$
204,392
Net
realized
gain
(loss)
(
11,523,110
)
15,525,440
(
18,449,805
)
130,970,188
(
6,613,325
)
(
1,707,711
)
Change
in
net
unrealized
appreciation/depreciation
5,542,449
(
9,902,052
)
(
132,992,626
)
(
214,197,077
)
4,063,567
(
7,874,863
)
Change
in
net
assets
resulting
from
operations
(3,889,082)
7,557,260
(127,481,633)
(62,248,531)
(2,391,354)
(9,378,182)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
1,943,630
)
(
672,619
)
(
23,153,983
)
(
9,994,487
)
(
163,712
)
(
98,265
)
Total
distributions
(1,943,630)
(672,619)
(23,153,983)
(9,994,487)
(163,712)
(98,265)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
84,958,511
310,721,551
1,654,020,823
5,315,749,631
12,071,424
27,355,444
Cost
of
shares
redeemed
(122,072,394)
(309,762,682)
(1,809,518,865)
(5,029,227,317)
(9,107,929)
(17,403,804)
Change
in
net
assets
resulting
from
capital
transactions
(37,113,883)
958,869
(155,498,042)
286,522,314
2,963,495
9,951,640
Change
in
net
assets
(
42,946,595
)
7,843,510
(
306,133,658
)
214,279,296
408,429
475,193
NET
ASSETS:
Beginning
of
period
$
123,545,696
$
115,702,186
$
1,114,138,272
$
899,858,976
$
7,201,380
$
6,726,187
End
of
period
$
80,599,101
$
123,545,696
$
808,004,614
$
1,114,138,272
$
7,609,809
$
7,201,380
SHARE
TRANSACTIONS:
Beginning
of
period
7,513,966
6,913,966
28,606,249
20,806,249
799,460
299,460
Issued
5,600,000
18,600,000
46,500,000
119,000,000
1,505,000
1,175,000
Redeemed
(
7,750,000
)
(
18,000,000
)
(
50,650,000
)
(
111,200,000
)
(
1,110,000
)
(
675,000
)
Shares
outstanding,
end
of
period
5,363,966
7,513,966
24,456,249
28,606,249
1,194,460
799,460
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
205
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
UltraShort
SmallCap600
UltraShort
Technology
UltraShort
Utilities
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
49,573
$
74,639
$
94,509
$
144,661
$
23,050
$
49,728
Net
realized
gain
(loss)
—
(
360,897
)
—
2,354,972
—
156,058
Change
in
net
unrealized
appreciation/depreciation
(
348,504
)
830,892
(
995,315
)
(
4,155,784
)
300,843
388,739
Change
in
net
assets
resulting
from
operations
(298,931)
544,634
(900,806)
(1,656,151)
323,893
594,525
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(
48,446
)
(
40,389
)
(
102,427
)
(
69,663
)
(
24,235
)
(
27,719
)
Total
distributions
(48,446)
(40,389)
(102,427)
(69,663)
(24,235)
(27,719)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
682,412
5,351,315
3,439,535
39,322,637
3,205,242
7,492,193
Cost
of
shares
redeemed
(1,192,287)
(6,664,389)
(3,717,659)
(40,116,154)
(3,197,224)
(9,281,437)
Change
in
net
assets
resulting
from
capital
transactions
(509,875)
(1,313,074)
(278,124)
(793,517)
8,018
(1,789,244)
Change
in
net
assets
(
857,252
)
(
808,829
)
(
1,281,357
)
(
2,519,331
)
307,676
(
1,222,438
)
NET
ASSETS:
Beginning
of
period
$
3,830,749
$
4,639,578
$
5,244,154
$
7,763,485
$
1,179,378
$
2,401,816
End
of
period
$
2,973,497
$
3,830,749
$
3,962,797
$
5,244,154
$
1,487,054
$
1,179,378
SHARE
TRANSACTIONS:
Beginning
of
period
143,946
183,946
456,103
406,103
93,720
218,720
Issued
30,000
220,000
340,000
1,950,000
240,000
650,000
Redeemed
(
50,000
)
(
260,000
)
(
350,000
)
(
1,900,000
)
(
220,000
)
(
775,000
)
Shares
outstanding,
end
of
period
123,946
143,946
446,103
456,103
113,720
93,720
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
206
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
FINANCIAL
HIGHLIGHTS
207
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
7-10
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
$
28.37‌
$
0.53‌
$
1.62‌
$
—‌
$
2.15‌
$
(0.34‌)
$
—‌
$
—‌
$
(0.34‌)
$
30.18‌
7.64‌
%
7.82‌
%
1.10‌
%
0.95‌
%
3.42‌
%
3.57‌
%
$
28,675‌
—‌
%
Year
ended
May
31,
2023
26.73‌
0.42‌
1
.43‌
—‌
1.85‌
(0.21‌)
—‌
—‌
(0.21‌)
28.37‌
6.97‌
6.78‌
0.98‌
0.95‌
1.47‌
1.50‌
28,374‌
—‌
Year
ended
May
31,
2022
24.82‌
(0.21‌)
2.12‌
—‌
1.91‌
—‌
—‌
—‌
—‌
26.73‌
7.67‌
8.04‌
0
.96‌
0.95‌
(0.86‌)
(0.85‌)
171,717‌
—‌
Year
ended
May
31,
2021
23.86‌
(0.23‌)
1.19‌
—‌
0.96‌
—‌
—‌
—‌
—‌
24.82‌
4.04‌
3.77‌
1.10‌
0.95‌
(1.09‌)
(0.94‌)
89,977‌
—‌
Year
ended
May
31,
2020
27.27‌
0.17‌
(3.24‌)
—‌
(3.07‌)
(0.32‌)
—‌
(0.02‌)#
(0.34‌)
23.86‌
(11.40‌)
(11.28‌)
1.22‌
0.95‌
0.40‌
0.67‌
15,507‌
—‌
Year
ended
May
31,
2019
29.07‌
0.32‌
(1.82‌)
—‌
(1.50‌)
(0.30‌)
—‌
—‌
(0.30‌)
27.27‌
(5.21‌)
(5.36‌)
1.04‌
0.95‌
1.00‌
1.09‌
25,228‌
—‌
Short
20+
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
21.90‌
0.42‌
2.54‌
—‌
2.96‌
(0.50‌)
—‌
—‌
(0.50‌)
24.36‌
13.71‌
13.78‌
0.93‌
0.93‌
3.57‌
3.57‌
166,837‌
—‌
Year
ended
May
31,
2023
19.86‌
0.42‌
1.91‌
—‌
2.33‌
(0.29‌)
—‌
—‌
(0.29‌)
21.90‌
11.76‌
11.66‌
0.92‌
0.92‌
1.96‌
1.96‌
186,123‌
—‌
Year
ended
May
31,
2022
17.60‌
(0.14‌)
2.40‌
—‌
2.26‌
—‌
—‌
—‌
—‌
19.86‌
12.81‌
12.33‌
0.90‌
0.90‌
(0.81‌)
(0.81‌)
675,163‌
—‌
Year
ended
May
31,
2021
15.53‌
(0.15‌)
2.22‌
—‌
2.07‌
—‌
—‌
—‌
—‌
17.60‌
13.36‌
13.62‌
0.92‌
0.92‌
(0.87‌)
(0.87‌)
597,553‌
—‌
Year
ended
May
31,
2020
20.67‌
0.22‌
(5.06‌)
—‌
(4.84‌)
(0.26‌)
—‌
(0.04‌)#
(0.30‌)
15.53‌
(23.72‌)
(23.43‌)
0.94‌
0.94‌
1.18‌
1.18‌
159,921‌
—‌
Year
ended
May
31,
2019
22.67‌
0.28‌
(2.02‌)
—‌
(1.74‌)
(0.26‌)
—‌
—‌
(0.26‌)
20.67‌
(7.75‌)
(8.42‌)
0.92‌
0.92‌
1.23‌
1.23‌
317,346‌
—‌
208
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
Dow30
SM
Six
Months
ended
November
30,
2023
(Unaudited)
$
33.94‌
$
0.71‌
$
(2.55‌)
$
—‌
$
(1.84‌)
$
(0.74‌)
$
—‌
$
—‌
$
(0.74‌)
$
31.36‌
(5.47‌)
%
(5.40‌)
%
0.96‌
%
0.95‌
%
4.31‌
%
4.32‌
%
$
184,214‌
—‌
%
Year
ended
May
31,
2023
33.99‌
0.66‌
(0.38‌)
—‌
0.28‌
(0.33‌)
—‌
—‌
(0.33‌)
33
.94‌
0.83‌
0.83‌
0.96‌
0.95‌
1.93‌
1.94‌
263,833‌
—‌
Year
ended
May
31,
2022
34.12‌
(0.29‌)
0.16‌
(i)
—‌
(0.13‌)
—‌
—‌
—‌
—‌
33.99‌
(0.39‌)
(0.38‌)
0.95‌
0.95‌
(0.86‌)
(0.86‌)
255,737‌
—‌
Year
ended
May
31,
2021
49.16‌
(0.36‌)
(14.68‌)
—‌
(15.04‌)
—‌
—‌
—‌
—‌
34.12‌
(30.59‌)
(30.65‌)
0.96‌
0.95‌
(0.88‌)
(0.86‌)
232,824‌
—‌
Year
ended
May
31,
2020
57.46‌
0.27‌
(7
.93‌)
—‌
(7.66‌)
(0.59‌)
—‌
(0.05‌)#
(0.64‌)
49.16‌
(13.40‌)
(13.38‌)
0.99‌
0.95‌
0.47‌
0.51‌
502,585‌
—‌
Year
ended
May
31,
2019
59.62‌
0.77‌
(2.29‌)
—‌
(1.52‌)
(0.64‌)
—‌
—‌
(0.64‌)
57.46‌
(2.54‌)
(2.55‌)
0.98‌
0.95‌
1.32‌
1.35‌
268,563‌
—‌
Short
Financials
Six
Months
ended
November
30,
2023
(Unaudited)
13.63‌
0.24‌
(1.50‌)
—‌
(1.26‌)
(0.25‌)
—‌
—‌
(0.25‌)
12.12‌
(9.37‌)
(9
.33‌)
1.17‌
0.95‌
3.57‌
3.79‌
20,902‌
—‌
Year
ended
May
31,
2023
12.54‌
0.28‌
0.92‌
—‌
1.20‌
(0.11‌)
—‌
—‌
(0.11‌)
13.63‌
9.65‌
9.62‌
1.15‌
0.95‌
1.92‌
2.12‌
43,286‌
—‌
Year
ended
May
31,
2022
12.72‌
(0.10‌)
(0.08‌)
(i)
—‌
(0.18‌)
—‌
—‌
—‌
—‌
12.54‌
(1.41‌)
(1.34‌)
1.56‌
0.95‌
(1.45‌)
(0.84‌)
18,494‌
—‌
Year
ended
May
31,
2021
20.49‌
(0.16‌)
(7.61‌)
—‌
(7.77‌)
—‌
—‌
—‌
—‌
12.72‌
(37.93‌)
(37.85‌)
1.29‌
0.95‌
(1.28‌)
(0.93‌)
9,855‌
—‌
Year
ended
May
31,
2020
22.52‌
0.09‌
(1.92‌)
—‌
(1.83‌)
(0.18‌)
—‌
(0.02‌)#
(0.20‌)
20.49‌
(8.12‌)
(8.43‌)
1
.27‌
0.95‌
0.11‌
0.43‌
32,272‌
—‌
Year
ended
May
31,
2019
23.14‌
0.23‌
(0.69‌)
(i)
—‌
(0.46‌)
(0.16‌)
—‌
—‌
(0.16‌)
22.52‌
(2.03‌)
(1.94‌)
1.27‌
0.95‌
0.68‌
1.01‌
21,956‌
—‌
209
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
FTSE
China
50
Six
Months
ended
November
30,
2023
(Unaudited)
$
18.62‌
$
0
.29‌
$
0.15‌
$
—‌
$
0.44‌
$
(0.26‌)
$
—‌
$
—‌
$
(0.26‌)
$
18.80‌
2.49‌
%
2.43‌
%
2.02‌
%
0.95‌
%
2.20‌
%
3.27‌
%
$
8,458‌
—‌
%
Year
ended
May
31,
2023
17.09‌
0.28‌
1.38‌
—‌
1.66‌
(0.13‌)
—‌
—‌
(0.13‌)
18.62‌
9
.73‌
9.94‌
1.89‌
0.95‌
0.61‌
1.55‌
7,447‌
—‌
Year
ended
May
31,
2022
14.18‌
(0.15‌)
3.06‌
—‌
2.91‌
—‌
—‌
—‌
—‌
17.09‌
20.55‌
20.62‌
2.06‌
0.95‌
(2.00‌)
(0.89‌)
6,836‌
—‌
Year
ended
May
31,
2021
18.64‌
(0.14‌)
(4.32‌)
—‌
(4.46‌)
—‌
—‌
—‌
—‌
14.18‌
(23.94‌)
(24.08‌)
2.34‌
0.95‌
(2.33‌)
(0.94‌)
2,835‌
—‌
Year
ended
May
31,
2020
20.20‌
0.05‌
(1.46‌)
—‌
(1.41‌)
(0.14‌)
—‌
(0.01‌)#
(0.15‌)
18.64‌
(6.97‌)
(6.84‌)
1.98‌
0.95‌
(0.75‌)
0.28‌
6,524‌
—‌
Year
ended
May
31,
2019
18.57‌
0.19‌
1.53‌
—‌
1.72‌
(0.09‌)
—‌
—‌
(0.09‌)
20.20‌
9.30‌
9.77‌
2
.05‌
0.95‌
(0.15‌)
0.95‌
8,079‌
—‌
Short
High
Yield
Six
Months
ended
November
30,
2023
(Unaudited)
18.72‌
0.34‌
(0.76‌)
—‌
(0.42‌)
(0.34‌)
—‌
—‌
(0.34‌)
17.96‌
(2.23‌)
(2.19‌)
0.98‌
0.95‌
3.64‌
3
.67‌
180,546‌
—‌
Year
ended
May
31,
2023
18.44‌
0.34‌
0.13‌
(i)
—‌
0.47‌
(0.19‌)
—‌
—‌
(0.19‌)
18.72‌
2.52‌
2.48‌
0.98‌
0.95‌
1.75‌
1.78‌
243,364‌
—‌
Year
ended
May
31,
2022
18.23‌
(0.14‌)
0.35‌
—‌
0.21‌
—‌
—‌
—‌
—‌
18.44‌
1.17‌
1.26‌
1.03‌
0.95‌
(0.87‌)
(0.79‌)
343,042‌
—‌
Year
ended
May
31,
2021
20.88‌
(0.18‌)
(2.47‌)
—‌
(2.65‌)
—‌
—‌
—‌
—‌
18.23‌
(12.70‌)
(12
.70‌)
1.05‌
0.95‌
(1.01‌)
(0.91‌)
54,685‌
—‌
Year
ended
May
31,
2020
22.17‌
0.10‌
(1.17‌)
—‌
(1.07‌)
(0.21‌)
—‌
(0.01‌)#
(0.22‌)
20.88‌
(4.83‌)
(4.81‌)
1.02‌
0.95‌
0.42‌
0.48‌
119,021‌
—‌
Year
ended
May
31,
2019
23.25‌
0.24‌
(1.10‌)
—‌
(0.86‌)
(0.22‌)
—‌
—‌
(0.22‌)
22.17‌
(3.75‌)
(3.89‌)
1.00‌
0.95‌
1.00‌
1.05‌
113,047‌
—‌
210
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
MidCap400
Six
Months
ended
November
30,
2023
(Unaudited)
$
25.22‌
$
0.46‌
$
(1.47‌)
$
—‌
$
(1.01‌)
$
(0.50‌)
$
—‌
$
—‌
$
(0.50‌)
$
23.71‌
(3.94‌)
%
(3.86‌)
%
1.55‌
%
0.95‌
%
3.30‌
%
3.90‌
%
$
10,522‌
—‌
%
Year
ended
May
31,
2023
24.73‌
0.54‌
0.21‌
(i)
—‌
0.75‌
(0.26‌)
—‌
—‌
(0.26‌)
25
.22‌
3.03‌
3.03‌
1.40‌
0.95‌
1.72‌
2.17‌
16,230‌
—‌
Year
ended
May
31,
2022
24.32‌
(0.21‌)
0.62‌
—‌
0.41‌
—‌
—‌
—‌
—‌
24.73‌
1.68‌
1.73‌
1.53‌
0.95‌
(1.46‌)
(0.88‌)
12,206‌
—‌
Year
ended
May
31,
2021
40.36‌
(0.30‌)
(15.74‌)
—‌
(16.04‌)
—‌
—‌
—‌
—‌
24.32‌
(39.75‌)
(39.76‌)
1.22‌
0.95‌
(1.21‌)
(0.94‌)
12,004‌
—‌
Year
ended
May
31,
2020
46.08‌
0.09‌
(5.33‌)
—‌
(5
.24‌)
(0.46‌)
—‌
(0.02‌)#
(0.48‌)
40.36‌
(11.42‌)
(11.51‌)
1.37‌
0.95‌
(0.22‌)
0.20‌
31,022‌
—‌
Year
ended
May
31,
2019
43.50‌
0.57‌
2.32‌
(i)
—‌
2.89‌
(0.31‌)
—‌
—‌
(0.31‌)
46.08‌
6.65‌
6.74‌
1.38‌
0.95‌
0.84‌
1.28‌
14,683‌
—‌
Short
MSCI
EAFE
Six
Months
ended
November
30,
2023
(Unaudited)
18.86‌
0.35‌
(0.54‌)
—‌
(0.19‌)
(0.40‌)
—‌
—‌
(0.40‌)
18.27‌
(1.00‌)
(1.03‌)
1.08‌
0.95‌
3.61‌
3.74‌
50,692‌
—‌
Year
ended
May
31,
2023
19.54‌
0.40‌
(0.85‌)
—‌
(0.45‌)
(0.23‌)
—‌
—‌
(0.23‌)
18.86‌
(2.30‌)
(2.17‌)
1.02‌
0.95‌
1.88‌
1.95‌
67,431‌
—‌
Year
ended
May
31,
2022
18.19‌
(0.15‌)
1.50‌
(i)
—‌
1.35‌
—‌
—‌
—‌
—‌
19.54‌
7.41‌
7.43‌
1.22‌
0.95‌
(1.06‌)
(0.79‌)
64,958‌
—‌
Year
ended
May
31,
2021
26.23‌
(0.21‌)
(7.83‌)
—‌
(8.04‌)
—‌
—‌
—‌
—‌
18.19‌
(
30.66‌)
(30.69‌)
1.28‌
0.95‌
(1.26‌)
(0.93‌)
9,549‌
—‌
Year
ended
May
31,
2020
27.52‌
0.11‌
(1.10‌)
—‌
(0.99‌)
(0.29‌)
—‌
(0.01‌)#
(0.30‌)
26.23‌
(3.54‌)
(3.55‌)
1.15‌
0.95‌
0.19‌
0.39‌
45,247‌
—‌
Year
ended
May
31,
2019
25.74‌
0.32‌
1.64‌
—‌
1.96‌
(0.18‌)
—‌
—‌
(0.18‌)
27.52‌
7.62‌
7.72‌
1.12‌
0.95‌
1.00‌
1.16‌
40,588‌
—‌
211
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
MSCI
Emerging
Markets
Six
Months
ended
November
30,
2023
(Unaudited)
$
15.37‌
$
0.27‌
$
(0.53‌)
$
—‌
$
(0.26‌)
$
(0.27‌)
$
—‌
$
—‌
$
(0.27‌)
$
14.84‌
(1.63‌)
%
(1.55‌)
%
1.19‌
%
0.95‌
%
3.41‌
%
3.64‌
%
$
24,489‌
—‌
%
Year
ended
May
31,
2023
14.11‌
0.26‌
1.13‌
—‌
1.39‌
(0.13‌)
—‌
—‌
(0.13‌)
15.37‌
9.77‌
9.69‌
1.16‌
0.95‌
1.47‌
1.68‌
37,646‌
—‌
Year
ended
May
31,
2022
11.86‌
(0.11‌)
2.36‌
—‌
2.25‌
—‌
—‌
—‌
—‌
14.11‌
19.04‌
18.97‌
1.19‌
0.95‌
(1.12‌)
(0.87‌)
43,046‌
—‌
Year
ended
May
31,
2021
18.52‌
(0.13‌)
(6.53‌)
—‌
(6.66‌)
—‌
—‌
—‌
—‌
11.86‌
(35.98‌)
(35.96‌)
1.12‌
0.95‌
(1
.10‌)
(0.93‌)
20,747‌
—‌
Year
ended
May
31,
2020
19.50‌
0.11‌
(0.89‌)
—‌
(0.78‌)
(0.18‌)
—‌
(0.02‌)#
(0.20‌)
18.52‌
(3.96‌)
(3.83‌)
1.05‌
0.95‌
0.47‌
0.57‌
87,971‌
—‌
Year
ended
May
31,
2019
18.24‌
0.21‌
1.28‌
—‌
1.49‌
(0.23‌)
—‌
—‌
(0.23‌)
19.50‌
8.11‌
7.97‌
0.99‌
0.95‌
1.02‌
1.06‌
95,536‌
—‌
Short
QQQ
Six
Months
ended
November
30,
2023
(Unaudited)
11.34‌
0.28‌
(1
.19‌)
—‌
(0.91‌)
(0.29‌)
—‌
—‌
(0.29‌)
10.14‌
(8.18‌)
(8.00‌)
0.99‌
0.95‌
5.16‌
5.20‌
812,354‌
—‌
Year
ended
May
31,
2023
13.26‌
0.29‌
(2.07‌)
—‌
(1.78‌)
(0.14‌)
—‌
—‌
(0.14‌)
11
.34‌
(13.57‌)
(13.64‌)
0.99‌
0.95‌
2.11‌
2.16‌
1,126,410‌
—‌
Year
ended
May
31,
2022
13.22‌
(0.10‌)
0.14‌
—‌
0.04‌
—‌
—‌
—‌
—‌
13.26‌
0.35‌
0.38‌
1.00‌
0.95‌
(0.87‌)
(0.82‌)
1,083,760‌
—‌
Year
ended
May
31,
2021
20.33‌
(0.13‌)
(6.98‌)
—‌
(7.11‌)
—‌
—‌
—‌
—‌
13.22‌
(34.99‌)
(35.09‌)
1.00‌
0.95‌
(0.90‌)
(0.85‌)
595,528‌
—‌
Year
ended
May
31,
2020
30.49‌
0.24‌
(10
.03‌)
—‌
(9.79‌)
(0.33‌)
—‌
(0.04‌)#
(0.37‌)
20.33‌
(32.40‌)
(32.33‌)
1.02‌
0.95‌
0.86‌
0.92‌
502,349‌
—‌
Year
ended
May
31,
2019
32.17‌
0.46‌
(1.75‌)
—‌
(1.29‌)
(0.39‌)
—‌
—‌
(0.39‌)
30.49‌
(4.03‌)
(3.97‌)
1.01‌
0.95‌
1.42‌
1.48‌
652,888‌
—‌
212
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
Real
Estate
Six
Months
ended
November
30,
2023
(Unaudited)
$
20.95‌
$
0.40‌
$
(0.85‌)
$
—‌
$
(0.45‌)
$
(0.38‌)
$
—‌
$
—‌
$
(0.38‌)
$
20.12‌
(2.14‌)
%
(2.20‌)
%
1.12‌
%
0.95‌
%
3.70‌
%
3.87‌
%
$
35,716‌
—‌
%
Year
ended
May
31,
2023
18.07‌
0.43‌
2.68‌
—‌
3.11‌
(0.23‌)
—‌
—‌
(0.23‌)
20.95‌
17.21‌
17.08‌
1.09‌
0.95‌
2.01‌
2.15‌
55,517‌
—‌
Year
ended
May
31,
2022(cc)
19.13‌
(0.15‌)
(0.91‌)
—‌
(1.06‌)
—‌
—‌
—‌
—‌
18.07‌
(5.55‌)
(5.34‌)
1.74‌
0.95‌
(1.63‌)
(0.84‌)
16,259‌
—‌
Year
ended
May
31,
2021(cc)
26.61‌
(0.22‌)
(7.26‌)
—‌
(7.48‌)
—‌
—‌
—‌
—‌
19.13‌
(28.07‌)
(28.20‌)
1.37‌
0.95‌
(1.35‌)
(0.94‌)
7,652‌
—‌
Year
ended
May
31,
2020(cc)
28.38‌
0.02‌
(1.53‌)
—‌
(1.51‌)
(0.24‌)
—‌
(0.02‌)#
(0.26‌)
26.61‌
(5.31‌)
(5.43‌)
1.60‌
0.95‌
(0.57‌)
0.08‌
27,274‌
—‌
Year
ended
May
31,
2019(cc)
32.50‌
0.35‌
(4.25‌)
—‌
(3.90‌)
(0.22‌)
—‌
—‌
(0.22‌)
28.38‌
(12.06‌)
(11.88‌)
1.70‌
0.95‌
0.40‌
1.14‌
8,513‌
—‌
Short
Russell2000
Six
Months
ended
November
30,
2023
(Unaudited)
24.83‌
0.50‌
(0.85‌)
—‌
(0.35‌)
(0.51‌)
—‌
—‌
(0.51‌)
23.97‌
(1.34‌)
(1.31‌)
1.01‌
0.95‌
4.18‌
4.24‌
290,438‌
—‌
Year
ended
May
31,
2023
24.09‌
0.48‌
0.50‌
—‌
0.98‌
(0.24‌)
—‌
—‌
(0.24‌)
24.83‌
4.07‌
4.04‌
1.01‌
0.95‌
1.92‌
1.97‌
451,041‌
—‌
Year
ended
May
31,
2022
21.42‌
(0.18‌)
2.85‌
—‌
2.67‌
—‌
—‌
—‌
—‌
24.09‌
12.47‌
12.62‌
1.00‌
0.95‌
(0.87‌)
(0
.82‌)
453,284‌
—‌
Year
ended
May
31,
2021
38.01‌
(0.24‌)
(16.35‌)
—‌
(16.59‌)
—‌
—‌
—‌
—‌
21.42‌
(43.66‌)
(43.71‌)
1.02‌
0.95‌
(0.92‌)
(0.85‌)
273,412‌
—‌
Year
ended
May
31,
2020
42.76‌
0
.26‌
(4.49‌)
—‌
(4.23‌)
(0.47‌)
—‌
(0.05‌)#
(0.52‌)
38.01‌
(9.94‌)
(9.96‌)
1.03‌
0.95‌
0.55‌
0.63‌
485,265‌
—‌
Year
ended
May
31,
2019
39.36‌
0.58‌
3.29‌
—‌
3.87‌
(0.47‌)
—‌
—‌
(0
.47‌)
42.76‌
9.89‌
9.98‌
1.02‌
0.95‌
1.36‌
1.43‌
351,303‌
—‌
213
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Short
S&P500
®
Six
Months
ended
November
30,
2023
(Unaudited)
$
14.86‌
$
0.32‌
$
(1.11‌)
$
—‌
$
(0.79‌)
$
(0.34‌)
$
—‌
$
—‌
$
(0.34‌)
$
13.73‌
(5.40‌)
%
(5.43‌)
%
0.88‌
%
0.88‌
%
4.57‌
%
4.57‌
%
$
1,828,387‌
—‌
%
Year
ended
May
31,
2023
15.23‌
0.34‌
(0.54‌)
—‌
(0.20‌)
(0.17‌)
—‌
—‌
(0.17‌)
14.86‌
(1.31‌)
(1.23‌)
0.88‌
0.88‌
2.15‌
2.15‌
2,245,330‌
—‌
Year
ended
May
31,
2022
15.77‌
(0.11‌)
(0.43‌)
—‌
(0.54‌)
—‌
—‌
—‌
—‌
15.23‌
(3.46‌)
(3.55‌)
0.89‌
0.89‌
(0.76‌)
(0.76‌)
2,350,459‌
—‌
Year
ended
May
31,
2021
22.96‌
(0.15‌)
(7.04‌)
—‌
(7.19‌)
—‌
—‌
—‌
—‌
15.77‌
(31.31‌)
(31.38‌)
0.88‌
0
.88‌
(0.77‌)
(0.77‌)
1,404,720‌
—‌
Year
ended
May
31,
2020
28.53‌
0.16‌
(5.38‌)
—‌
(5.22‌)
(0.32‌)
—‌
(0.03‌)#
(0.35‌)
22.96‌
(18.45‌)
(18.40‌)
0.90‌
0.90‌
0.63‌
0.63‌
3,697,429‌
—‌
Year
ended
May
31,
2019
29.53‌
0.44‌
(1.06‌)
—‌
(0.62‌)
(0.38‌)
—‌
—‌
(0.38‌)
28.53‌
(2.10‌)
(2.10‌)
0.89‌
0.89‌
1.52‌
1.52‌
2,060,778‌
—‌
Short
SmallCap600
Six
Months
ended
November
30,
2023
(Unaudited)
19.16‌
0.34‌
(0.83‌)
—‌
(0.49‌)
(0.36‌)
—‌
—‌
(0.36‌)
18.31‌
(2.57‌)
(2.35‌)
1.32‌
0.95‌
3.39‌
3.77‌
11,602‌
—‌
Year
ended
May
31,
2023
17.96‌
0.44‌
0.93‌
—‌
1.37‌
(0.17‌)
—‌
—‌
(0.17‌)
19.16‌
7.63‌
7.28‌
1.37‌
0.95‌
1.96‌
2.38‌
30,060‌
—‌
Year
ended
May
31,
2022
17.35‌
(0.15‌)
0.76‌
—‌
0.61‌
—‌
—‌
—‌
—‌
17.96‌
3.51‌
3.57‌
2.32‌
0.95‌
(2.22‌)
(0.85‌)
7,071‌
—‌
Year
ended
May
31,
2021
32.60‌
(0.23‌)
(15.02‌)
—‌
(15.25‌)
—‌
—‌
—‌
—‌
17.35‌
(46.78‌)
(46.75‌)
1.66‌
0.95‌
(1.65‌)
(0.94‌)
4,662‌
—‌
Year
ended
May
31,
2020
34.96‌
—‌
(h)
(2.08‌)
—‌
(2.08‌)
(0.27‌)
—‌
(0.01‌)#
(0.28‌)
32.60‌
(5.93‌)
(5.96‌)
2.21‌
0.95‌
(1.27‌)
(0.01‌)
13,651‌
—‌
Year
ended
May
31,
2019
31.57‌
0.35‌
3.19‌
—‌
3.54‌
(0.15‌)
—‌
—‌
(0.15‌)
34.96‌
11.22‌
11.11‌
2.63‌
0.95‌
(0.59‌)
1.08‌
4,149‌
—‌
214
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
7-10
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
$
48.41‌
$
0.89‌
$
(5.55‌)
$
—‌
$
(4.66‌)
$
(0.98‌)
$
—‌
$
—‌
$
(0.98‌)
$
42.77‌
(9.72‌)
%
(9.94‌)
%
1.50‌
%
0.95‌
%
3.58‌
%
4.13‌
%
$
15,611‌
—‌
%
Year
ended
May
31,
2023
55.02‌
1.09‌
(7.28‌)
—‌
(6.19‌)
(0.42‌)
—‌
—‌
(0.42‌)
48.41‌
(11.25‌)
(10.94‌)
1.42‌
0.95‌
1.70‌
2.17‌
9,925‌
—‌
Year
ended
May
31,
2022
67.14‌
(0.06‌)
(11.92‌)
—‌
(11.98‌)
(0.14‌)
—‌
—‌
(0.14‌)
55.02‌
(17.88‌)
(18.01‌)
1.41‌
0.95‌
(0.55‌)
(0.09‌)
17,882‌
57‌
Year
ended
May
31,
2021
75.97‌
0.29‌
(8.79‌)
—‌
(8.50‌)
(0.33‌)
—‌
—‌
(0.33‌)
67.14‌
(11.23‌)
(11.19‌)
1.25‌
0.95‌
0.09‌
0
.39‌
18,464‌
56‌
Year
ended
May
31,
2020
60.72‌
0.68‌
15.28‌
—‌
15.96‌
(0.71‌)
—‌
—‌
(0.71‌)
75.97‌
26.49‌
26.24‌
1.20‌
0.95‌
0.77‌
1.02‌
34,187‌
193‌
Year
ended
May
31,
2019
54.31‌
0.94‌
6.56‌
—‌
7.50‌
(1.09‌)
—‌
—‌
(1.09‌)
60.72‌
14.05‌
14.70‌
1.18‌
0.95‌
1.50‌
1.73‌
24,289‌
327‌
Ultra
20+
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
25.26‌
0.42‌
(5.92‌)
—‌
(5
.50‌)
(0.44‌)
—‌
—‌
(0.44‌)
19.32‌
(22.01‌)
(22.32‌)
1.01‌
0.95‌
4.03‌
4.09‌
75,843‌
—‌
Year
ended
May
31,
2023
33.66‌
0.62‌
(8.81‌)
—‌
(8.19‌)
(0.21‌)
—‌
—‌
(0.21‌)
25.26‌
(24.39‌)
(
24.22‌)
1.06‌
0.95‌
2.17‌
2.28‌
58,718‌
—‌
Year
ended
May
31,
2022
48.00‌
(0.25‌)
(14.09‌)
—‌
(14.34‌)
—‌
—‌
—‌
—‌
33.66‌
(29.86‌)
(29.47‌)
1.11‌
0.95‌
(0.66‌)
(0.50‌)
36,189‌
58‌
Year
ended
May
31,
2021(o)
66.77‌
(0.17‌)
(18.60‌)
—‌
(18.77‌)
—‌
—‌
—‌
—‌
48.00‌
(28.12‌)
(28.26‌)
1.14‌
0.95‌
(0.47‌)
(0.28‌)
28,797‌
5‌
Year
ended
May
31,
2020(o)
44.89‌
0.46‌
22.16‌
—‌
22.62‌
(0.74‌)
—‌
—‌
(0.74‌)
66.77‌
50.92‌
49.64‌
1.17‌
0.95‌
0.61‌
0.84‌
50,076‌
292‌
Year
ended
May
31,
2019(o)
38.47‌
0.70‌
6.34‌
—‌
7.04‌
(0.62‌)
—‌
—‌
(0.62‌)
44.89‌
18.62‌
20
.55‌
1.26‌
0.95‌
1.55‌
1.86‌
31,423‌
264‌
215
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Communication
Services
Six
Months
ended
November
30,
2023
(Unaudited)
$
38.94‌
$
0.11‌
$
7.94‌
$
—‌
$
8.05‌
$
(0.06‌)
$
—‌
$
—‌
$
(0.06‌)
$
46.93‌
20.71‌
%
20.58‌
%
12.70‌
%
0.95‌
%
(11.26‌)
%
0.49‌
%
$
1,877‌
25‌
%
Year
ended
May
31,
2023
39.30‌
0.65‌
(0.10‌)
—‌
0.55‌
(0.91‌)
—‌
—‌
(0.91‌)
38.94‌
1.98‌
1.97‌
8.96‌
0.95‌
(6.09‌)
1.92‌
779‌
47‌
Year
ended
May
31,
2022
47.81‌
0.59‌
(8.40‌)
—‌
(7.81‌)
(0.70‌)
—‌
—‌
(0.70‌)
39.30‌
(16.64‌)
(16.77‌)
5.55‌
0.95‌
(3.37‌)
1.23‌
1,965‌
34‌
Year
ended
May
31,
2021
34.38‌
0.53‌
13.40‌
—‌
13.93‌
(0.50‌)
—‌
—‌
(0.50‌)
47.81‌
41.06‌
41.47‌
8
.63‌
0.95‌
(6.37‌)
1.31‌
2,391‌
18‌
Year
ended
May
31,
2020
36.53‌
0.60‌
(2.33‌)
—‌
(1.73‌)
(0.42‌)
—‌
—‌
(0.42‌)
34.38‌
(4.66‌)
(5.08‌)
9.92‌
0.95‌
(7.40‌)
1.57‌
859‌
29‌
Year
ended
May
31,
2019
35.66‌
0.66‌
0.91‌
—‌
1.57‌
(0.70‌)
—‌
—‌
(0.70‌)
36.53‌
4.67‌
(0.19‌)
7.94‌
0.95‌
(5.29‌)
1.70‌
913‌
221‌
Ultra
Consumer
Discretionary
Six
Months
ended
November
30,
2023
(Unaudited)
27.22‌
0.01‌
4.92‌
—‌
4.93‌
—‌
—‌
—‌
—‌
32.15‌
18.13‌
18.20‌
1.61‌
0.95‌
(0.59‌)
0.06‌
13,666‌
15‌
Year
ended
May
31,
2023
29.21‌
0.19‌
(2.12‌)
—‌
(1.93‌)
(0.06‌)
—‌
—‌
(0.06‌)
27.22‌
(6.57‌)
(6.68‌)
1.88‌
0.95‌
(0.19‌)
0.74‌
12,930‌
77‌
Year
ended
May
31,
2022(ee)
48.65‌
(0.16‌)
(19.28‌)
—‌
(19.44‌)
—‌
—‌
—‌
—‌
29.21‌
(39.97‌)
(39.99‌)
1.32‌
0.95‌
(0
.71‌)
(0.35‌)
13,874‌
18‌
Year
ended
May
31,
2021(o)
(
ee
)
26.35‌
(0.16‌)
22.46‌
—‌
22.30‌
—‌
—‌
—‌
—‌
48.65‌
84.62‌
86.48‌
1.40‌
0.95‌
(0.85‌)
(0.40‌)
31,622‌
5‌
Year
ended
May
31,
2020(o)
(
ee
)
24.45‌
0.03‌
1.93‌
—‌
1.96‌
(0.06‌)
—‌
—‌
(0.06‌)
26.35‌
8.01‌
6.98‌
1.51‌
0.95‌
(0.45‌)
0.11‌
18,447‌
37‌
Year
ended
May
31,
2019(o)
(
ee
)
21.69‌
0.03‌
2.76‌
—‌
2.79‌
(0.03‌)
—‌
—‌
(0.03‌)
24.45‌
12.92‌
12.99‌
1.35‌
0.95‌
(0.30‌)
0.10‌
22,009‌
9‌
216
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Consumer
Staples
Six
Months
ended
November
30,
2023
(Unaudited)
$
16.25‌
$
0.16‌
$
(1.27‌)
$
—‌
$
(1.11‌)
$
—‌
$
—‌
$
—‌
$
—‌
$
15.14‌
(6.83‌)
%
(7.47‌)
%
2.45‌
%
0.95‌
%
0.47‌
%
1.96‌
%
$
5,300‌
14‌
%
Year
ended
May
31,
2023
20.90‌
0.29‌
(4.74‌)
—‌
(4.45‌)
(0.20‌)
—‌
—‌
(0.20‌)
16.25‌
(21.33‌)
(20.93‌)
2.46‌
0.95‌
0.08‌
1.60‌
8,126‌
37‌
Year
ended
May
31,
2022(dd)
22.44‌
0.09‌
(1.56‌)
—‌
(1.47‌)
(0.07‌)
—‌
—‌
(0.07‌)
20.90‌
(6.57‌)
(6.61‌)
1.80‌
0.95‌
(0.50‌)
0.35‌
8,362‌
9‌
Year
ended
May
31,
2021(dd)
10.78‌
0.05‌
11.67‌
—‌
11.72‌
(0.06‌)
—‌
—‌
(0.06‌)
22.44‌
109.16‌
108.35‌
1.94‌
0.95‌
(0.69‌)
0.30‌
13,463‌
4‌
Year
ended
May
31,
2020(dd)
9.92‌
0.15‌
0.83‌
—‌
0.98‌
(0.12‌)
—‌
—‌
(0.12‌)
10.78‌
9.90‌
10.30‌
2.71‌
0.95‌
(0.45‌)
1.31‌
5,389‌
23‌
Year
ended
May
31,
2019(dd)
9.85‌
0.18‌
(0.04‌)
(i)
—‌
0.14‌
(0.07‌)
—‌
—‌
(0.07‌)
9.92‌
1.54‌
1.83‌
2.35‌
0.95‌
0.36‌
1.76‌
6,946‌
3‌
Ultra
Dow30
SM
Six
Months
ended
November
30,
2023
(Unaudited)
62.09‌
0.50‌
9.98‌
—‌
10.48‌
—‌
—‌
—‌
—‌
72.57‌
16.87‌
16.72‌
0.96‌
0.95‌
1.49‌
1.50‌
362,825‌
—‌
Year
ended
May
31,
2023
65.35‌
1.08‌
(3.94‌)
—‌
(2.86‌)
(0.40‌)
—‌
—‌
(0.40‌)
62.09‌
(4.35‌)
(4.35‌)
0.97‌
0.95‌
1.72‌
1.74‌
319,777‌
11‌
Year
ended
May
31,
2022
72.22‌
0.43‌
(7.05‌)
—‌
(6.62‌)
(0.25‌)
—‌
—‌
(0.25‌)
65.35‌
(9.21‌)
(9.21‌)
0.95‌
0.95‌
0
.59‌
0.59‌
385,592‌
4‌
Year
ended
May
31,
2021
39.44‌
0.26‌
32.60‌
—‌
32.86‌
(0.08‌)
—‌
—‌
(0.08‌)
72.22‌
83.38‌
83.65‌
0.96‌
0.95‌
0.47‌
0.49‌
498,320‌
18‌
Year
ended
May
31,
2020
42.44‌
0.55‌
(3.17‌)
—‌
(2.62‌)
(0.38‌)
—‌
—‌
(0.38‌)
39.44‌
(6.20‌)
(6.29‌)
0.98‌
0.95‌
1.15‌
1.18‌
297,783‌
31‌
Year
ended
May
31,
2019
42.33‌
0.46‌
0.01‌
—‌
0.47‌
(0.36‌)
—‌
—‌
(0.36‌)
42.44‌
1.08‌
1.13‌
0.97‌
0.95‌
1.01‌
1.03‌
318,329‌
35‌
217
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Energy
Six
Months
ended
November
30,
2023
(Unaudited)
$
31.27‌
$
0.36‌
$
5.57‌
$
—‌
$
5.93‌
$
—‌
$
—‌
$
—‌
$
—‌
$
37.20‌
18.97‌
%
18.71‌
%
1.02‌
%
0.95‌
%
1.79‌
%
1.87‌
%
$
108,004‌
3‌
%
Year
ended
May
31,
2023
43.71‌
0.75‌
(12.82‌)
—‌
(12.07‌)
(0.37‌)
—‌
—‌
(0.37‌)
31.27‌
(27.74‌)
(27.60‌)
1.03‌
0.95‌
1.88‌
1.96‌
109,549‌
61‌
Year
ended
May
31,
2022(gg)
16.69‌
0.43‌
27.11‌
—‌
27.54‌
(0.52‌)
—‌
—‌
(0
.52‌)
43.71‌
168.23‌
167.93‌
0.99‌
0.95‌
1.95‌
1.99‌
218,701‌
31‌
Year
ended
May
31,
2021(y)
(gg)
10.00‌
0.31‌
6.71‌
—‌
7.02‌
(0.33‌)
—‌
—‌
(0.33‌)
16.69‌
73.14‌
72.84‌
1.03‌
0.95‌
2.84‌
2
.92‌
211,207‌
24‌
Year
ended
May
31,
2020(m)
(y)(gg)
29.90‌
0.62‌
(19.79‌)
—‌
(19.17‌)
(0.73‌)
—‌
—‌
(0.73‌)
10.00‌
(65.49‌)
(65.44‌)
1.14‌
0.95‌
3.27‌
3.47‌
116,476‌
4‌
Year
ended
May
31,
2019(m)
(y)(gg)
54.14‌
0.70‌
(24.23‌)
—‌
(23.53‌)
(0.71‌)
—‌
—‌
(0.71‌)
29.90‌
(43.83‌)
(43.77‌)
1.07‌
0.95‌
1.53‌
1.65‌
71,168‌
14‌
Ultra
Financials
Six
Months
ended
November
30,
2023
(Unaudited)
40.52‌
0.22‌
9.59‌
—‌
9.81‌
(0.20‌)
—‌
—‌
(0.20‌)
50.13‌
24.27‌
24.47‌
0.95‌
0.95‌
0.97‌
0.97‌
559,357‌
94‌
Year
ended
May
31,
2023
53.90‌
0.46‌
(13.43‌)
—‌
(
12.97‌)
(0.41‌)
—‌
—‌
(0.41‌)
40.52‌
(24.13‌)
(24.18‌)
0.95‌
0.95‌
1.00‌
1.00‌
474,341‌
50‌
Year
ended
May
31,
2022
63.67‌
0.22‌
(6.71‌)
—‌
(6.49‌)
(0.18‌)
(3.10‌)
—‌
(3.28‌)
53.90‌
(11
.16‌)
(11.22‌)
0.95‌
0.95‌
0.35‌
0.35‌
671,523‌
9‌
Year
ended
May
31,
2021
29.48‌
0.17‌
34.21‌
—‌
34.38‌
(0.19‌)
—‌
—‌
(0.19‌)
63.67‌
117.16‌
117.29‌
0.95‌
0.95‌
0.40‌
0.40‌
923,717‌
7‌
Year
ended
May
31,
2020
40.74‌
0.45‌
(11.19‌)
—‌
(10.74‌)
(0.52‌)
—‌
—‌
(0.52‌)
29.48‌
(26.67‌)
(26.57‌)
0.97‌
0.95‌
1.02‌
1.04‌
448,299‌
21‌
Year
ended
May
31,
2019
41.06‌
0.43‌
(0.30‌)
—‌
0.13‌
(0.45‌)
—‌
—‌
(0.45‌)
40.74‌
0.42‌
0.40‌
0.95‌
0.95‌
1.05‌
1.06‌
735,704‌
10‌
218
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
FTSE
China
50
Six
Months
ended
November
30,
2023
(Unaudited)
$
16.98‌
$
0
.19‌
$
(2.25‌)
$
—‌
$
(2.06‌)
$
(0.26‌)
$
—‌
$
—‌
$
(0.26‌)
$
14.66‌
(12.39‌)
%
(12.40‌)
%
1.70‌
%
0.95‌
%
1.37‌
%
2.12‌
%
$
8,136‌
—‌
%
Year
ended
May
31,
2023
29.78‌
0.23‌
(13.01‌)
—‌
(12.78‌)
(0.02‌)
—‌
—‌
(0
.02‌)
16.98‌
(42.94‌)
(42.93‌)
1.77‌
0.97‌
0.19‌
0.99‌
9,592‌
—‌
Year
ended
May
31,
2022
70.23‌
(0.44‌)
(40.01‌)
—‌
(40.45‌)
—‌
—‌
—‌
—‌
29.78‌
(57.59‌)
(57.66‌)
1.49‌
0.95‌
(1.47‌)
(0.93‌)
10,424‌
—‌
Year
ended
May
31,
2021
50.40‌
(0.66‌)
20.49‌
—‌
19.83‌
—‌
—‌
—‌
—‌
70.23‌
39.33‌
39.60‌
1.19‌
0.95‌
(1.18‌)
(0.95‌)
28,091‌
—‌
Year
ended
May
31,
2020
58.75‌
0.09‌
(5.94‌)
—‌
(5.85‌)
(2.50‌)
—‌
—‌
(2.50‌)
50.40‌
(10.42‌)
(10.64‌)
1.95‌
0.95‌
(0.86‌)
0.15‌
20,162‌
—‌
Year
ended
May
31,
2019
82.45‌
0.47‌
(23.25‌)
—‌
(22.78‌)
(0.18‌)
(0.74‌)
—‌
(0.92‌)
58
.75‌
(27.63‌)
(27.37‌)
1.19‌
0.95‌
0.47‌
0.70‌
38,189‌
—‌
Ultra
FTSE
Europe
Six
Months
ended
November
30,
2023
(Unaudited)
51.61‌
0.49‌
1.79‌
—‌
2.28‌
(0.47‌)
—‌
—‌
(0.47‌)
53.42‌
4.43‌
4.37‌
2
.76‌
0.95‌
0.08‌
1.89‌
4,006‌
—‌
Year
ended
May
31,
2023
—‌
—‌
51.72‌
—‌
51.72‌
(0.11‌)
—‌
—‌
(0.11‌)
51.61‌
(2.28‌)
(2.36‌)
—‌
—‌
—‌
—‌
3,871‌
—‌
Year
ended
May
31,
2022
—‌
—‌
—‌
—‌
—‌
—‌
—‌
—‌
—‌
—‌
0.00‌
–‌
—‌
—‌
—‌
—‌
–‌
—‌
Year
ended
May
31,
2021
—‌
—‌
—‌
—‌
—‌
—‌
—‌
—‌
—‌
—‌
0.00‌
–‌
—‌
—‌
—‌
—‌
–‌
—‌
Year
ended
May
31,
2020
43.65‌
0.09‌
(8.46‌)
—‌
(8.37‌)
(0.28‌)
—‌
—‌
(0.28‌)
35.00‌
(19.36‌)
(18.74‌)
2.33‌
0.95‌
(1.18‌)
0.20‌
3,500‌
—‌
Year
ended
May
31,
2019
55.05‌
0.28‌
(10.16‌)
—‌
(9.88‌)
(0.13‌)
(1.39‌)
—‌
(1.52‌)
43.65‌
(17.51‌)
(18.68‌)
1.77‌
0.95‌
(0.24‌)
0.58‌
5,456‌
—‌
219
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Health
Care
Six
Months
ended
November
30,
2023
(Unaudited)
$
82.29‌
$
0.48‌
$
1.99‌
$
—‌
$
2.47‌
$
—‌
$
—‌
$
—‌
$
—‌
$
84.76‌
3.00‌
%
2.73‌
%
1.06‌
%
0.95‌
%
1.00‌
%
1.11‌
%
$
77,129‌
2‌
%
Year
ended
May
31,
2023
92.43‌
0.91‌
(10.83‌)
—‌
(9.92‌)
(0.22‌)
—‌
—‌
(0.22‌)
82.29‌
(10.76‌)
(10.55‌)
1.08‌
0.95‌
0.90‌
1.03‌
80,233‌
19‌
Year
ended
May
31,
2022
88.41‌
0.23‌
3.95‌
—‌
4.18‌
(0.16‌)
—‌
—‌
(0.16‌)
92.43‌
4.70‌
4
.60‌
1.02‌
0.95‌
0.17‌
0.24‌
117,843‌
12‌
Year
ended
May
31,
2021(t)
61.51‌
0.12‌
26.86‌
—‌
26.98‌
(0.08‌)
—‌
—‌
(0.08‌)
88.41‌
43.89‌
43.81‌
1.04‌
0.95‌
0.07‌
0.17‌
130,405‌
4‌
Year
ended
May
31,
2020(t)
46.34‌
0.35‌
15.01‌
—‌
15.36‌
(0.19‌)
—‌
—‌
(0.19‌)
61.51‌
33.26‌
33.58‌
1.08‌
0.95‌
0.50‌
0.63‌
110,716‌
21‌
Year
ended
May
31,
2019(t)
43.63‌
0.29‌
2.59‌
(i)
—‌
2.88‌
(0.17‌)
—‌
—‌
(0.17‌)
46.34‌
6.58‌
6.48‌
1.05‌
0.95‌
0.47‌
0.57‌
99,639‌
11‌
Ultra
High
Yield
Six
Months
ended
November
30,
2023
(Unaudited)
60.58‌
1.00‌
3.75‌
—‌
4.75‌
(0.54‌)
—‌
—‌
(0.54‌)
64.79‌
7.89‌
7.60‌
1.42‌
0.95‌
2.73‌
3.20‌
23,972‌
—‌
Year
ended
May
31,
2023
67.42‌
1.07‌
(6.33‌)
—‌
(5.26‌)
(1.58‌)
—‌
—‌
(1.58‌)
60.58‌
(7.79‌)
(7.83‌)
1.68‌
0.96‌
1.01‌
1.73‌
5,452‌
—‌
Year
ended
May
31,
2022
75.77‌
(0.71‌)
(7.39‌)
—‌
(8.10‌)
—‌
(0.25‌)
—‌
(0.25‌)
67.42‌
(10.74‌)
(10.63‌)
1.17‌
0.95‌
(1.15‌)
(0.93‌)
20,227‌
—‌
Year
ended
May
31,
2021
64.18‌
(0
.63‌)
14.17‌
—‌
13.54‌
(1.95‌)
—‌
—‌
(1.95‌)
75.77‌
21.27‌
21.30‌
1.95‌
0.97‌
(1.84‌)
(0.86‌)
28,414‌
—‌
Year
ended
May
31,
2020
66.69‌
1.16‌
(0.95‌)
—‌
0.21‌
(2.72‌)
—‌
—‌
(2.72‌)
64.18‌
0.03‌
0.34‌
2.86‌
1.04‌
(0.13‌)
1.70‌
4,813‌
—‌
Year
ended
May
31,
2019
63.95‌
1.93‌
2.74‌
—‌
4.67‌
(1.93‌)
—‌
—‌
(1.93‌)
66.69‌
7.47‌
7.79‌
5.64‌
0.95‌
(1.74‌)
2.95‌
3,334‌
1‌
220
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Industrials
Six
Months
ended
November
30,
2023
(Unaudited)
$
21.38‌
$
0
.08‌
$
3.90‌
$
—‌
$
3.98‌
$
—‌
$
—‌
$
—‌
$
—‌
$
25.36‌
18.61‌
%
18.51‌
%
1.51‌
%
0.95‌
%
0.11‌
%
0.68‌
%
$
15,219‌
2‌
%
Year
ended
May
31,
2023
23.85‌
0.21‌
(2.63‌)
—‌
(2.42‌)
(0.05‌)
—‌
—‌
(0.05‌)
21.38‌
(10
.14‌)
(10.09‌)
1.68‌
0.95‌
0.18‌
0.91‌
16,252‌
73‌
Year
ended
May
31,
2022
33.02‌
0.01‌
(9.17‌)
—‌
(9.16‌)
(0.01‌)
—‌
—‌
(0.01‌)
23.85‌
(27.77‌)
(27.70‌)
1.32‌
0.95‌
(0.33‌)
0.05‌
16,694‌
9‌
Year
ended
May
31,
2021(x)
14.84‌
0.02‌
18.20‌
—‌
18.22‌
(0.04‌)
—‌
—‌
(0.04‌)
33.02‌
123.00‌
122.38‌
1.55‌
0.95‌
(0.53‌)
0.07‌
40,451‌
3‌
Year
ended
May
31,
2020(x)
17.09‌
0.14‌
(2
.26‌)
—‌
(2.12‌)
(0.13‌)
—‌
—‌
(0.13‌)
14.84‌
(12.47‌)
(12.37‌)
1.61‌
0.95‌
0.09‌
0.74‌
14,838‌
31‌
Year
ended
May
31,
2019(x)
17.59‌
0.12‌
(0.53‌)
—‌
(0.41‌)
(0.09‌)
—‌
—‌
(0.09‌)
17.09‌
(2.29‌)
(2.20‌)
1.43‌
0.95‌
0.21‌
0.70‌
18,804‌
5‌
Ultra
Materials
Six
Months
ended
November
30,
2023
(Unaudited)
19.73‌
0.12‌
3.24‌
—‌
3.36‌
—‌
—‌
—‌
—‌
23.09‌
17.02‌
16.78‌
1.17‌
0.95‌
0.80‌
1.02‌
38,103‌
—‌
**
Year
ended
May
31,
2023
26.77‌
0.34‌
(7.23‌)
—‌
(6.89‌)
(0.15‌)
—‌
—‌
(0.15‌)
19.73‌
(25.72‌)
(25.47‌)
1.18‌
0.95‌
1.32‌
1.55‌
37,988‌
40‌
Year
ended
May
31,
2022(gg)
26.79‌
0.16‌
(0.02‌)
—‌
0.14‌
(0.16‌)
—‌
—‌
(0.16‌)
26.77‌
0.54‌
0.22‌
1.10‌
0.95‌
0.50‌
0.65‌
62,229‌
5‌
Year
ended
May
31,
2021(gg)
11.08‌
0.08‌
15.72‌
—‌
15.80‌
(0
.09‌)
—‌
—‌
(0.09‌)
26.79‌
143.30‌
143.29‌
1.15‌
0.95‌
0.25‌
0.45‌
104,477‌
12‌
Year
ended
May
31,
2020(gg)
11.89‌
0.15‌
(0.77‌)
—‌
(0.62‌)
(0.19‌)
—‌
—‌
(0.19‌)
11.08‌
(5.43‌)
(5.04‌)
1
.23‌
0.95‌
0.85‌
1.13‌
27,696‌
6‌
Year
ended
May
31,
2019(gg)
17.19‌
0.19‌
(5.36‌)
—‌
(5.17‌)
(0.13‌)
—‌
—‌
(0.13‌)
11.89‌
(30.15‌)
(30.33‌)
1.16‌
0.95‌
1.07‌
1.27‌
35,681‌
38‌
221
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
MidCap400
Six
Months
ended
November
30,
2023
(Unaudited)
$
45.36‌
$
0.16‌
$
4.20‌
$
—‌
$
4.36‌
$
(0.18‌)
$
—‌
$
—‌
$
(0.18‌)
$
49.54‌
9.58‌
%
9.54‌
%
0.98‌
%
0.95‌
%
0.59‌
%
0.62‌
%
$
132,510‌
13‌
%
Year
ended
May
31,
2023
54.03‌
0.60‌
(8.73‌)
—‌
(8.13‌)
(0.54‌)
—‌
—‌
(0.54‌)
45.36‌
(
15.04‌)
(14.94‌)
1.04‌
0.95‌
1.11‌
1.21‌
114,542‌
46‌
Year
ended
May
31,
2022
65.80‌
0.18‌
(11.82‌)
—‌
(11.64‌)
(0.13‌)
—‌
—‌
(0.13‌)
54.03‌
(17.73‌)
(17.75‌)
0.99‌
0.95‌
0.24‌
0.28‌
122,914‌
52‌
Year
ended
May
31,
2021
28.58‌
0.06‌
37.24‌
—‌
37.30‌
(0.08‌)
—‌
—‌
(0.08‌)
65.80‌
130.66‌
130.86‌
1.06‌
0.95‌
0.04‌
0.15‌
189,162‌
18‌
Year
ended
May
31,
2020
35.41‌
0.26‌
(6
.77‌)
—‌
(6.51‌)
(0.32‌)
—‌
—‌
(0.32‌)
28.58‌
(18.51‌)
(18.50‌)
1.06‌
0.95‌
0.58‌
0.69‌
105,036‌
73‌
Year
ended
May
31,
2019
42.46‌
0.22‌
(7.07‌)
—‌
(6.85‌)
(0.20‌)
—‌
—‌
(0.20‌)
35
.41‌
(16.13‌)
(16.26‌)
1.04‌
0.95‌
0.47‌
0.56‌
130,137‌
31‌
Ultra
MSCI
Brazil
Capped
Six
Months
ended
November
30,
2023
(Unaudited)
22.55‌
0.33‌
7.83‌
—‌
8.16‌
(0.17‌)
—‌
—‌
(0.17‌)
30.54‌
36.25‌
36
.34‌
2.61‌
0.95‌
0.74‌
2.40‌
4,934‌
—‌
Year
ended
May
31,
2023
32.73‌
0.13‌
(10.31‌)
—‌
(10.18‌)
—‌
—‌
—‌
—‌
22.55‌
(31.12‌)
(31.43‌)
2.65‌
0.95‌
(1.15‌)
0.55‌
4,544‌
—‌
Year
ended
May
31,
2022
37.27‌
(0.27‌)
(4.27‌)
—‌
(4.54‌)
—‌
—‌
—‌
—‌
32.73‌
(12.21‌)
(11.88‌)
2.22‌
0.95‌
(2.17‌)
(0.90‌)
9,543‌
—‌
Year
ended
May
31,
2021
20.23‌
(0.27‌)
17.31‌
—‌
17
.04‌
—‌
—‌
—‌
—‌
37.27‌
84.28‌
85.11‌
2.00‌
0.95‌
(2.00‌)
(0.95‌)
7,140‌
—‌
Year
ended
May
31,
2020
70.62‌
0.06‌
(50.07‌)
—‌
(50.01‌)
(0.38‌)
—‌
—‌
(0.38‌)
20.23‌
(71.21‌)
(71.30‌)
2
.10‌
0.96‌
(1.03‌)
0.10‌
4,886‌
—‌
Year
ended
May
31,
2019
57.70‌
0.33‌
12.77‌
—‌
13.10‌
(0.18‌)
—‌
—‌
(0.18‌)
70.62‌
22.70‌
21.48‌
1.70‌
0.95‌
(0.22‌)
0.53‌
8,231‌
—‌
222
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
MSCI
EAFE
Six
Months
ended
November
30,
2023
(Unaudited)
$
38.36‌
$
0.42‌
$
0.89‌
$
—‌
$
1.31‌
$
(0.49‌)
$
—‌
$
—‌
$
(0.49‌)
$
39.18‌
3.38‌
%
3.95‌
%
1.79‌
%
0.95‌
%
1.32‌
%
2.16‌
%
$
8,425‌
—‌
%
Year
ended
May
31,
2023
40.28‌
0.48‌
(2.31‌)
—‌
(1.83‌)
(0.09‌)
—‌
—‌
(0.09‌)
38.36‌
(4.54‌)
(4.37‌)
1.81‌
0.95‌
0.48‌
1.33‌
10,550‌
—‌
Year
ended
May
31,
2022
52.83‌
(0.45‌)
(12.10‌)
—‌
(12.55‌)
—‌
—‌
—‌
—‌
40.28‌
(23.76‌)
(23.48‌)
1
.68‌
0.95‌
(1.64‌)
(0.91‌)
9,064‌
—‌
Year
ended
May
31,
2021
28.74‌
(0.39‌)
24.48‌
—‌
24.09‌
—‌
—‌
—‌
—‌
52.83‌
83.86‌
82.35‌
1.56‌
0.95‌
(1.56‌)
(0.95‌)
13,208‌
—‌
Year
ended
May
31,
2020
34.62‌
0.01‌
(5.77‌)
—‌
(5.76‌)
(0.12‌)
—‌
—‌
(0.12‌)
28.74‌
(16.71‌)
(16.08‌)
2.22‌
0.95‌
(1.23‌)
0.04‌
3,592‌
—‌
Year
ended
May
31,
2019
41.92‌
0.15‌
(7.38‌)
—‌
(7.23‌)
(0.07‌)
—‌
—‌
(0.07‌)
34.62‌
(17.25‌)
(17.54‌)
1.72‌
0.95‌
(0.37‌)
0.41‌
6,058‌
—‌
Ultra
MSCI
Emerging
Markets
Six
Months
ended
November
30,
2023
(Unaudited)
47.07‌
0.67‌
0.93‌
—‌
1.60‌
(0.62‌)
—‌
—‌
(0.62‌)
48.05‌
3.38‌
3.40‌
1.37‌
0.95‌
2.34‌
2.76‌
15,615‌
—‌
Year
ended
May
31,
2023
62.90‌
0.62‌
(16.35‌)
—‌
(15.73‌)
(0.10‌)
—‌
—‌
(0.10‌)
47.07‌
(25.01‌)
(24.99‌)
1.36‌
0.96‌
0
.81‌
1.21‌
16,474‌
—‌
Year
ended
May
31,
2022
105.83‌
(0.80‌)
(42.13‌)
—‌
(42.93‌)
—‌
—‌
—‌
—‌
62.90‌
(40.57‌)
(40.56‌)
1.09‌
0.95‌
(1.05‌)
(0.90‌)
26,731‌
—‌
Year
ended
May
31,
2021
51.04‌
(0.87‌)
55.66‌
—‌
54.79‌
—‌
—‌
—‌
—‌
105.83‌
107.34‌
107.36‌
1.09‌
0.95‌
(1.08‌)
(0.95‌)
92,605‌
—‌
Year
ended
May
31,
2020
65.46‌
0.22‌
(13.61‌)
—‌
(13.39‌)
(1.03‌)
—‌
—‌
(1.03‌)
51.04‌
(20.88‌)
(20.89‌)
1.39‌
0.95‌
(0.10‌)
0.34‌
12,761‌
—‌
Year
ended
May
31,
2019
85.50‌
0.63‌
(20.46‌)
—‌
(19.83‌)
(0.21‌)
—‌
—‌
(0.21‌)
65.46‌
(23.20‌)
(23.21‌)
1.13‌
0.95‌
0.69‌
0
.87‌
36,005‌
—‌
223
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
MSCI
Japan
Six
Months
ended
November
30,
2023
(Unaudited)
$
32.11‌
$
0.27‌
$
2.01‌
$
—‌
$
2.28‌
$
(0.14‌)
$
—‌
$
—‌
$
(0.14‌)
$
34.25‌
7.07‌
%
7.33‌
%
2.54‌
%
0.95‌
%
0.03‌
%
1.62‌
%
$
6,507‌
—‌
%
Year
ended
May
31,
2023
32.91‌
0.21‌
(0.85‌)
—‌
(0.64‌)
(0.16‌)
—‌
—‌
(0.16‌)
32.11‌
(1
.89‌)
(2.29‌)
3.75‌
0.95‌
(2.08‌)
0.73‌
9,313‌
111‌
Year
ended
May
31,
2022
47.18‌
(0.33‌)
(13.94‌)
—‌
(14.27‌)
—‌
—‌
—‌
—‌
32.91‌
(30.24‌)
(30.26‌)
2.25‌
0.96‌
(2.05‌)
(0.76‌)
5,760‌
579‌
Year
ended
May
31,
2021
31.35‌
(0.39‌)
16.22‌
—‌
15.83‌
—‌
—‌
—‌
—‌
47.18‌
50.48‌
50.81‌
2.34‌
0.95‌
(2.34‌)
(0.95‌)
5,897‌
—‌
Year
ended
May
31,
2020
30.01‌
(0.09‌)
1.48‌
—‌
1.39‌
(0.04‌)
—‌
(0.01‌)
(0.05‌)
31.35‌
4.61‌
4.49‌
2.33‌
0.95‌
(1.66‌)
(0.28‌)
3,919‌
—‌
Year
ended
May
31,
2019
41.94‌
0.14‌
(10.73‌)
—‌
(10.59‌)
(0.06‌)
(1.28‌)
—‌
(1.34‌)
30.01‌
(25.03‌)
(
25.04‌)
4.18‌
0.95‌
(2.82‌)
0.41‌
5,251‌
—‌
Ultra
Nasdaq
Biotechnology
Six
Months
ended
November
30,
2023
(Unaudited)
52.21‌
0.03‌
(6.93‌)
—‌
(6.90‌)
—‌
—‌
—‌
—‌
45.31‌
(13.21‌)
(13.19‌)
1.12‌
0
.95‌
(0.06‌)
0.10‌
74,767‌
6‌
Year
ended
May
31,
2023
48.04‌
0.11‌
4.08‌
—‌
4.19‌
(0.02‌)
—‌
—‌
(0.02‌)
52.21‌
8.71‌
8.53‌
1.15‌
0.95‌
—‌
(j)
0.20‌
96,593‌
23‌
Year
ended
May
31,
2022
84.53‌
(0.23‌)
(36.26‌)
—‌
(36.49‌)
—‌
—‌
—‌
—‌
48.04‌
(43.17‌)
(43.05‌)
1.08‌
0.95‌
(0.41‌)
(0.28‌)
93,685‌
27‌
Year
ended
May
31,
2021
70.76‌
(0.36‌)
14.13‌
—‌
13.77‌
—‌
—‌
—‌
—‌
84.53‌
19.46‌
19.50‌
1.08‌
0.95‌
(0.58‌)
(0.45‌)
287,388‌
27‌
Year
ended
May
31,
2020
43.67‌
(0.09‌)
27.18‌
—‌
27.09‌
—‌
—‌
—‌
—‌
70.76‌
62.03‌
61.87‌
1.10‌
0.95‌
(0.31‌)
(0.17‌)
183,980‌
37‌
Year
ended
May
31,
2019
55.88‌
(0.13‌)
(12.08‌)
—‌
(12.21‌)
—‌
—‌
—‌
—‌
43.67‌
(21.85‌)
(21.82‌)
1.06‌
0.95‌
(0.35‌)
(0.24‌)
207,454‌
31‌
224
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Nasdaq
Cloud
Computing
Six
Months
ended
November
30,
2023
(Unaudited)
$
15.73‌
$
—‌
(h)
$
3.32‌
$
—‌
$
3.32‌
$
—‌
$
—‌
$
—‌
$
—‌
$
19.05‌
21.12‌
%
21.23‌
%
5.04‌
%
0.95‌
%
(4.07‌)
%
0.01‌
%
$
3,144‌
38‌
%
Year
ended
May
31,
2023
18.30‌
0.03‌
(2.60‌)
—‌
(2.57‌)
—‌
—‌
—‌
—‌
15.73‌
(14.04‌)
(14.04‌)
7.37‌
0.95‌
(6.20‌)
0.21‌
1,573‌
70‌
Year
ended
May
31,
2022
39.18‌
(0.16‌)
(20.72‌)
—‌
(20.88‌)
—‌
—‌
—‌
—‌
18.30‌
(53.30‌)
(53.81‌)
3.49‌
0.95‌
(2.96‌)
(0
.43‌)
1,830‌
74‌
January
19,
2021
*
through
May
31,
2021
40.00‌
(0.09‌)
(0.73‌)
(i)
—‌
(0.82‌)
—‌
—‌
—‌
—‌
39.18‌
(2.04‌)
(0.95‌)
3.85‌
0.95‌
(3.47‌)
(0.57‌)
1,959‌
6‌
Ultra
Nasdaq
Cybersecurity
Six
Months
ended
November
30,
2023
(Unaudited)
28.45‌
0.23‌
5.17‌
—‌
5.40‌
(0.06‌)
—‌
—‌
(0.06‌)
33.79‌
19.00‌
19.29‌
4.12‌
0.95‌
(1.60‌)
1.57‌
2,028‌
—‌
Year
ended
May
31,
2023
31.11‌
0.10‌
(2.76‌)
—‌
(2.66‌)
—‌
—‌
—‌
—‌
28.45‌
(8.54‌)
(8.99‌)
4.05‌
0.95‌
(2.71‌)
0.39‌
1,992‌
—‌
Year
ended
May
31,
2022
37.53‌
(0.41‌)
(5.77‌)
—‌
(6.18‌)
—‌
(0
.24‌)
—‌
(0.24‌)
31.11‌
(16.75‌)
(16.09‌)
2.07‌
0.95‌
(2.01‌)
(0.89‌)
2,333‌
—‌
January
19,
2021
*
through
May
31,
2021
40.00‌
(0.13‌)
(2.34‌)
—‌
(2.47‌)
—‌
—‌
—‌
—‌
37.53‌
(6.15‌)
(6.40‌)
3.52‌
0.95‌
(3.52‌)
(0.95‌)
2,815‌
—‌
*
Commencement
of
investment
operations.
225
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
QQQ
Six
Months
ended
November
30,
2023
(Unaudited)
$
57.26‌
$
0.03‌
$
11.43‌
$
—‌
$
11.46‌
$
—‌
$
—‌
$
—‌
$
—‌
$
68.72‌
20.00‌
%
19.87‌
%
0.97‌
%
0.95‌
%
0.07‌
%
0.09‌
%
$
5,126,371‌
18‌
%
Year
ended
May
31,
2023
50.68‌
0
.45‌
6.24‌
—‌
6.69‌
(0.11‌)
—‌
—‌
(0.11‌)
57.26‌
13.34‌
13.47‌
0.98‌
0.95‌
0.97‌
1.01‌
4,586,772‌
27‌
Year
ended
May
31,
2022
63.62‌
(0.22‌)
(12.72‌)
—‌
(12.94‌)
—‌
—‌
—‌
—‌
50
.68‌
(20.35‌)
(20.44‌)
0.98‌
0.95‌
(0.33‌)
(0.30‌)
3,679,324‌
54‌
Year
ended
May
31,
2021(o)(y)
32.93‌
(0.17‌)
30.86‌
—‌
30.69‌
—‌
—‌
—‌
—‌
63.62‌
93.20‌
93.78‌
0.97‌
0.95‌
(0.35‌)
(0.33‌)
4,294,521‌
8‌
Year
ended
May
31,
2020(o)(y)
20.83‌
—‌
12.13‌
—‌
12.13‌
(0.03‌)
—‌
—‌
(0.03‌)
32.93‌
58.25‌
58.04‌
0.99‌
0.95‌
(0.04‌)
0.01‌
2,371,112‌
33‌
Year
ended
May
31,
2019(o)(y)
21.23‌
0
.03‌
(0.40‌)
—‌
(0.37‌)
(0.03‌)
—‌
—‌
(0.03‌)
20.83‌
(1.74‌)
(1.92‌)
0.99‌
0.95‌
0.10‌
0.13‌
1,691,571‌
7‌
Ultra
Real
Estate
Six
Months
ended
November
30,
2023
(Unaudited)
52.72‌
0.45‌
1.85‌
—‌
2.30‌
(0.38‌)
—‌
—‌
(0.38‌)
54.64‌
4.38‌
4.27‌
1.11‌
0.95‌
1.56‌
1.71‌
59,213‌
6‌
Year
ended
May
31,
2023
82.93‌
1.29‌
(30.77‌)
—‌
(29.48‌)
(0.73‌)
—‌
—‌
(0.73‌)
52.72‌
(35.66‌)
(35
.59‌)
1.09‌
0.95‌
1.86‌
2.00‌
59,771‌
29‌
Year
ended
May
31,
2022
84.64‌
0.63‌
(1.66‌)
—‌
(1.03‌)
(0.68‌)
—‌
—‌
(0.68‌)
82.93‌
(1.39‌)
(1.59‌)
1.04‌
0.95‌
0.56‌
0.65‌
102,313‌
10‌
Year
ended
May
31,
2021
51.66‌
0.56‌
32.86‌
—‌
33.42‌
(0.44‌)
—‌
—‌
(0.44‌)
84.64‌
65.16‌
65.51‌
1.07‌
0.95‌
0.77‌
0.89‌
117,124‌
6‌
Year
ended
May
31,
2020
75.11‌
1.16‌
(23.52‌)
—‌
(22
.36‌)
(1.09‌)
—‌
—‌
(1.09‌)
51.66‌
(30.18‌)
(30.15‌)
1.06‌
0.95‌
1.40‌
1.51‌
76,646‌
41‌
Year
ended
May
31,
2019
61.06‌
1.26‌
13.65‌
—‌
14.91‌
(0.86‌)
—‌
—‌
(0.86‌)
75.11‌
24.82‌
24
.75‌
1.04‌
0.95‌
1.79‌
1.88‌
137,733‌
6‌
226
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Russell2000
Six
Months
ended
November
30,
2023
(Unaudited)
$
29.74‌
$
0.19‌
$
0.70‌
$
—‌
$
0.89‌
$
(0.02‌)
$
—‌
$
—‌
$
(0.02‌)
$
30.61‌
2.97‌
%
3.22‌
%
1.10‌
%
0.95‌
%
1.03‌
%
1.17‌
%
$
168,332‌
32‌
%
Year
ended
May
31,
2023
37.10‌
0.42‌
(7
.65‌)
—‌
(7.23‌)
(0.13‌)
—‌
—‌
(0.13‌)
29.74‌
(19.51‌)
(19.57‌)
1.15‌
0.95‌
1.05‌
1.25‌
120,439‌
58‌
Year
ended
May
31,
2022
57.80‌
(0.03‌)
(20.67‌)
—‌
(20.70‌)
—‌
—‌
—‌
—‌
37.10‌
(
35.82‌)
(35.93‌)
1.31‌
0.95‌
(0.42‌)
(0.06‌)
181,770‌
47‌
Year
ended
May
31,
2021(y)
23.09‌
(0.11‌)
34.83‌
—‌
34.72‌
(0.01‌)
—‌
—‌
(0.01‌)
57.80‌
150.40‌
151.15‌
1.15‌
0.95‌
(0.44‌)
(0.24‌)
742,689‌
20‌
Year
ended
May
31,
2020(y)
30.32‌
0.16‌
(7.18‌)
—‌
(7.02‌)
(0.21‌)
—‌
—‌
(0.21‌)
23.09‌
(23.32‌)
(23.49‌)
1.24‌
0.95‌
0.21‌
0.51‌
124,664‌
73‌
Year
ended
May
31,
2019(y)
39.40‌
0
.16‌
(9.11‌)
—‌
(8.95‌)
(0.13‌)
—‌
—‌
(0.13‌)
30.32‌
(22.70‌)
(22.78‌)
1.25‌
0.95‌
0.14‌
0.44‌
160,681‌
41‌
Ultra
S&P500
®
Six
Months
ended
November
30,
2023
(Unaudited)
51.58‌
0.29‌
8.10‌
—‌
8
.39‌
—‌
—‌
—‌
—‌
59.97‌
16.28‌
16.13‌
0.89‌
0.89‌
1.03‌
1.03‌
3,922,267‌
3‌
Year
ended
May
31,
2023
53.88‌
0.80‌
(2.92‌)
—‌
(2.12‌)
(0.18‌)
—‌
—‌
(0.18‌)
51.58‌
(3.89‌)
(3.83‌)
0
.91‌
0.91‌
1.67‌
1.67‌
3,512,357‌
13‌
Year
ended
May
31,
2022(ee)
57.13‌
0.20‌
(3.32‌)
—‌
(3.12‌)
(0.13‌)
—‌
—‌
(0.13‌)
53.88‌
(5.49‌)
(5.53‌)
0.89‌
0.89‌
0.31‌
0.32‌
3,424,199‌
19‌
Year
ended
May
31,
2021(o)
(
ee
)
30.42‌
0.16‌
26.63‌
—‌
26.79‌
(0.08‌)
—‌
—‌
(0.08‌)
57.13‌
88.11‌
88.62‌
0.89‌
0.89‌
0.38‌
0.38‌
3,827,456‌
3‌
Year
ended
May
31,
2020(o)
(
ee
)
27.69‌
0.28‌
2.63‌
—‌
2.91‌
(0.18‌)
—‌
—‌
(0.18‌)
30.42‌
10.56‌
10.46‌
0.91‌
0.91‌
0.88‌
0.88‌
2,165,829‌
46‌
Year
ended
May
31,
2019(o)
(
ee
)
27.60‌
0.25‌
0.03‌
(i)
—‌
0.28‌
(0.19‌)
—‌
—‌
(0.19‌)
27.69‌
1.04‌
1.00‌
0.90‌
0.90‌
0.87‌
0.87‌
2,215,265‌
5‌
227
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Semiconductors
Six
Months
ended
November
30,
2023
(Unaudited)
$
36.83‌
$
0.01‌
$
7.62‌
$
—‌
$
7.63‌
$
—‌
$
—‌
$
—‌
$
—‌
$
44.46‌
20.71‌
%
20.80‌
%
0.97‌
%
0.95‌
%
—‌
%
(j)
0.02‌
%
$
323,662‌
53‌
%
Year
ended
May
31,
2023
28.29‌
0.20‌
8.39‌
—‌
8.59‌
(0.05‌)
—‌
—‌
(0.05‌)
36.83‌
30.55‌
30.34‌
1.03‌
0.95‌
0.82‌
0.90‌
254,142‌
54‌
Year
ended
May
31,
2022
31.37‌
(0.03‌)
(3.05‌)
—‌
(3.08‌)
—‌
—‌
—‌
—‌
28.29‌
(9.81‌)
(9.79‌)
0.97‌
0.95‌
(0.09‌)
(0.07‌)
247,580‌
83‌
Year
ended
May
31,
2021(x)
13.86‌
—‌
(h)
17.53‌
—‌
17.53‌
(0.02‌)
—‌
—‌
(0.02‌)
31.37‌
126.56‌
127.69‌
1.01‌
0.95‌
(0.07‌)
(0.01‌)
253,317‌
11‌
Year
ended
May
31,
2020(x)
8.19‌
0.10‌
5.68‌
—‌
5.78‌
(0.11‌)
—‌
—‌
(0.11‌)
13.86‌
70.79‌
69.70‌
1.11‌
0.95‌
0.63‌
0.80‌
77,624‌
58‌
Year
ended
May
31,
2019(x)
12.28‌
0.10‌
(4.11‌)
—‌
(4
.01‌)
(0.08‌)
—‌
—‌
(0.08‌)
8.19‌
(32.72‌)
(32.67‌)
1.13‌
0.95‌
0.84‌
1.02‌
38,511‌
38‌
Ultra
SmallCap600
Six
Months
ended
November
30,
2023
(Unaudited)
19.08‌
0.13‌
0.72‌
—‌
0.85‌
(0.11‌)
—‌
—‌
(0.11‌)
19.82‌
4.40‌
4.59‌
1.37‌
0.95‌
0.83‌
1.25‌
25,464‌
17‌
Year
ended
May
31,
2023
24.86‌
0.24‌
(5.92‌)
—‌
(5.68‌)
(0.10‌)
—‌
—‌
(0.10‌)
19.08‌
(22.87‌)
(22.82‌)
1.39‌
0.95‌
0.67‌
1.11‌
26,429‌
29‌
Year
ended
May
31,
2022
31.80‌
0.02‌
(6.96‌)
—‌
(6.94‌)
—‌
—‌
—‌
—‌
24.86‌
(21.84‌)
(21.78‌)
1.29‌
0.95‌
(0.26‌)
0.08‌
32,935‌
27‌
Year
ended
May
31,
2021(z)
11.58‌
(0
.02‌)
20.25‌
—‌
20.23‌
(0.01‌)
—‌
—‌
(0.01‌)
31.80‌
174.63‌
173.87‌
1.35‌
0.95‌
(0.51‌)
(0.11‌)
46,109‌
17‌
Year
ended
May
31,
2020(z)
16.91‌
0.10‌
(5.36‌)
—‌
(5.26‌)
(0.07‌)
—‌
—‌
(
0.07‌)
11.58‌
(31.26‌)
(30.98‌)
1.59‌
0.95‌
(0.08‌)
0.56‌
14,478‌
53‌
Year
ended
May
31,
2019(z)
22.73‌
0.09‌
(5.86‌)
—‌
(5.77‌)
(0.05‌)
—‌
—‌
(0.05‌)
16.91‌
(25.36‌)
(25.80‌)
1.35‌
0.95‌
0
.02‌
0.42‌
23,249‌
18‌
228
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Ultra
Technology
Six
Months
ended
November
30,
2023
(Unaudited)
$
40.36‌
$
(0
.03‌)
$
8.84‌
$
—‌
$
8.81‌
$
—‌
$
—‌
$
—‌
$
—‌
$
49.17‌
21.81‌
%
21.51‌
%
0.95‌
%
0.95‌
%
(0.12‌)
%
(0.12‌)
%
$
599,095‌
7‌
%
Year
ended
May
31,
2023
34.97‌
0.11‌
5.28‌
—‌
5.39‌
—‌
—‌
—‌
—‌
40.36‌
15.43‌
15
.61‌
0.97‌
0.95‌
0.36‌
0.38‌
575,192‌
56‌
Year
ended
May
31,
2022(ee)
41.71‌
(0.22‌)
(6.52‌)
—‌
(6.74‌)
—‌
—‌
—‌
—‌
34.97‌
(16.16‌)
(16.21‌)
0.95‌
0.95‌
(0.43‌)
(0.43‌)
539,380‌
41‌
Year
ended
May
31,
2021(p)
(
ee
)
20.68‌
(0.13‌)
21.16‌
—‌
21.03‌
—‌
—‌
—‌
—‌
41.71‌
101.68‌
102.46‌
0.95‌
0.95‌
(0.40‌)
(0.40‌)
763,229‌
7‌
Year
ended
May
31,
2020(p)
(
ee
)
12.73‌
0.03‌
7.96‌
—‌
7.99‌
(0.04‌)
—‌
—‌
(0.04‌)
20.68‌
62.84‌
62.48‌
0.99‌
0.95‌
0.13‌
0.16‌
417,738‌
31‌
Year
ended
May
31,
2019(p)
(
ee
)
13.15‌
0.03‌
(0.41‌)
—‌
(0.38‌)
(0.04‌)
—‌
—‌
(0.04‌)
12.73‌
(2
.92‌)
(3.09‌)
0.99‌
0.95‌
0.21‌
0.25‌
300,442‌
14‌
Ultra
Utilities
Six
Months
ended
November
30,
2023
(Unaudited)
57.55‌
0.62‌
(5.72‌)
—‌
(5.10‌)
(0.56‌)
—‌
—‌
(0.56‌)
51.89‌
(8.99‌)
(8.94‌)
2.14‌
0.95‌
1.12‌
2.31‌
12,193‌
1‌
Year
ended
May
31,
2023
79.60‌
1.27‌
(22.04‌)
—‌
(20.77‌)
(1.28‌)
—‌
—‌
(1.28‌)
57.55‌
(26.25‌)
(26.13‌)
1.68‌
0.95‌
1.12‌
1.85‌
9,496‌
25‌
Year
ended
May
31,
2022
61.06‌
1.16‌
18.30‌
—‌
19.46‌
(0.92‌)
—‌
—‌
(0.92‌)
79.60‌
32.18‌
31.65‌
1.36‌
0.95‌
1.29‌
1.70‌
23,880‌
20‌
Year
ended
May
31,
2021
51.05‌
0.72‌
9.69‌
—‌
10.41‌
(0.40‌)
—‌
—‌
(0.40‌)
61.06‌
20.47‌
20.81‌
1.91‌
0.95‌
0.37‌
1.32‌
13,737‌
3‌
Year
ended
May
31,
2020
56.78‌
1.06‌
(5.98‌)
—‌
(4.92‌)
(0.81‌)
—‌
—‌
(0.81‌)
51.05‌
(8.74‌)
(8.51‌)
1.41‌
0.95‌
1.21‌
1.67‌
15,315‌
13‌
Year
ended
May
31,
2019
44.68‌
0.94‌
11.97‌
—‌
12.91‌
(0.81‌)
—‌
—‌
(0.81‌)
56.78‌
29.38‌
29.52‌
1.65‌
0.95‌
1.14‌
1.85‌
17,035‌
5‌
229
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraPro
Dow30
SM
Six
Months
ended
November
30,
2023
(Unaudited)
$
53.05‌
$
0.28‌
$
12.31‌
$
—‌
$
12.59‌
$
(0.36‌)
$
—‌
$
—‌
$
(0.36‌)
$
65.28‌
23.82‌
%
23.56‌
%
0.95‌
%
0.95‌
%
0.95‌
%
0.95‌
%
$
616,886‌
3‌
%
Year
ended
May
31,
2023
61.21‌
0.84‌
(8.37‌)
—‌
(
7.53‌)
(0.63‌)
—‌
—‌
(0.63‌)
53.05‌
(12.26‌)
(12.26‌)
0.95‌
0.95‌
1.52‌
1.52‌
607,448‌
42‌
Year
ended
May
31,
2022
73.42‌
0.38‌
(12.38‌)
—‌
(12.00‌)
(0.21‌)
—‌
—‌
(0.21‌)
61.21‌
(16.40‌)
(16.40‌)
0.95‌
0.95‌
0.51‌
0.51‌
691,723‌
36‌
Year
ended
May
31,
2021(y)
30.92‌
0.23‌
42.39‌
—‌
42.62‌
(0.12‌)
—‌
—‌
(0.12‌)
73.42‌
137.92‌
138.58‌
0.95‌
0.95‌
0.50‌
0.50‌
958,086‌
15‌
Year
ended
May
31,
2020(y)
42.05‌
0.44‌
(11.26‌)
(i)
—‌
(10.82‌)
(0.31‌)
—‌
—‌
(0.31‌)
30.92‌
(25.94‌)
(25.95‌)
0.98‌
0.95‌
1.04‌
1.07‌
705,052‌
61‌
Year
ended
May
31,
2019(y)
43.35‌
0.48‌
(1
.48‌)
(i)
—‌
(1.00‌)
(0.30‌)
—‌
—‌
(0.30‌)
42.05‌
(2.33‌)
(2.46‌)
0.96‌
0.95‌
1.02‌
1.04‌
407,844‌
2‌
UltraPro
MidCap400
Six
Months
ended
November
30,
2023
(Unaudited)
15.95‌
0.04‌
1.74‌
—‌
1.78‌
—‌
—‌
—‌
—‌
17.73‌
11.17‌
11.37‌
1.41‌
0.95‌
0.01‌
0.48‌
25,179‌
27‌
Year
ended
May
31,
2023
22.49‌
0.13‌
(6.59‌)
—‌
(6.46‌)
(0.08‌)
—‌
—‌
(0.08‌)
15.95‌
(28.73‌)
(28.77‌)
1.52‌
0
.95‌
0.15‌
0.72‌
23,527‌
78‌
Year
ended
May
31,
2022
32.13‌
0.01‌
(9.62‌)
—‌
(9.61‌)
(0.03‌)
—‌
—‌
(0.03‌)
22.49‌
(29.95‌)
(30.05‌)
1.32‌
0.95‌
(0.33‌)
0.03‌
29,799‌
96‌
Year
ended
May
31,
2021(z)
9.86‌
(0.03‌)
22.30‌
—‌
22.27‌
—‌
(h)
—‌
—‌
—‌
(h)
32.13‌
226.00‌
225.64‌
1.23‌
0.95‌
(0.42‌)
(0.14‌)
61,859‌
19‌
Year
ended
May
31,
2020(z)
17.42‌
0.10‌
(7.57‌)
—‌
(7.47‌)
(0.09‌)
—‌
—‌
(0.09‌)
9.86‌
(43.06‌)
(43.03‌)
1.61‌
0.95‌
(0.08‌)
0.58‌
20,948‌
51‌
Year
ended
May
31,
2019(z)
23.84‌
0.12‌
(6.48‌)
—‌
(6.36‌)
(0.06‌)
—‌
—‌
(0.06‌)
17.42‌
(26.64‌)
(
28.43‌)
1.32‌
0.95‌
0.19‌
0.56‌
19,593‌
41‌
230
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraPro
QQQ
Six
Months
ended
November
30,
2023
(Unaudited)
$
34.69‌
$
0.30‌
$
9.16‌
$
—‌
$
9.46‌
$
(0.27‌)
$
—‌
$
—‌
$
(0.27‌)
$
43.88‌
27.37‌
%
27.12‌
%
0.97‌
%
0.84‌
%
1.41‌
%
1.54‌
%
$
18,858,783‌
23‌
%
Year
ended
May
31,
2023
33.03‌
0.51‌
1.40‌
—‌
1.91‌
(0.25‌)
—‌
—‌
(0.25‌)
34.69‌
6.27‌
6.38‌
0.98‌
0.88‌
1.96‌
2.06‌
15,391,729‌
168‌
Year
ended
May
31,
2022(ee)
51.15‌
(0.14‌)
(17.98‌)
—‌
(18.12‌)
—‌
(h)
—‌
—‌
—‌
(h)
33.03‌
(35.44‌)
(35.57‌)
0.98‌
0.86‌
(0.35‌)
(0.23‌)
13,697,179‌
127‌
Year
ended
May
31,
2021(ee)
(t)
20.71‌
(0.15‌)
30.59‌
—‌
30.44‌
—‌
—‌
—‌
—‌
51.15‌
147.00‌
147.89‌
1.01‌
0.95‌
(0.46‌)
(0
.39‌)
12,061,878‌
10‌
Year
ended
May
31,
2020(ee)
(t)
12.55‌
—‌
(h)
8.17‌
—‌
8.17‌
(0.01‌)
—‌
—‌
(0.01‌)
20.71‌
65.11‌
64.87‌
0.98‌
0.95‌
(0.06‌)
(0.03‌)
5,831,873‌
53‌
Year
ended
May
31,
2019(ee)
(t)
13.94‌
0.03‌
(1.40‌)
—‌
(1.37‌)
(0.02‌)
—‌
—‌
(0.02‌)
12.55‌
(9.85‌)
(10.01‌)
0.98‌
0.95‌
0.22‌
0.25‌
3,189,760‌
15‌
UltraPro
Russell2000
Six
Months
ended
November
30,
2023
(Unaudited)
33.80‌
0.11‌
(0.06‌)
(i)
—‌
0.05‌
(0.13‌)
—‌
—‌
(0.13‌)
33.72‌
0.09‌
0.18‌
1.07‌
0.95‌
0.46‌
0.58‌
279,841‌
175‌
Year
ended
May
31,
2023
52.41‌
0.36‌
(18.82‌)
—‌
(18.46‌)
(0.15‌)
—‌
—‌
(0.15‌)
33.80‌
(35.25‌)
(35.14‌)
1.11‌
0.95‌
0.69‌
0.85‌
204,461‌
85‌
Year
ended
May
31,
2022
110.95‌
(0.07‌)
(58.47‌)
—‌
(58.54‌)
—‌
—‌
—‌
—‌
52.41‌
(52.76‌)
(52.92‌)
1.29‌
0.95‌
(0.42‌)
(0.08‌)
259,439‌
60‌
Year
ended
May
31,
2021
30.83‌
(0.18‌)
80.30‌
—‌
80.12‌
—‌
(h)
—‌
—‌
—‌
(h)
110.95‌
259.95‌
261.40‌
1.26‌
0.95‌
(0.58‌)
(0.27‌)
410,520‌
43‌
Year
ended
May
31,
2020
60.84‌
0.21‌
(30.10‌)
(i)
—‌
(29.89‌)
(0.12‌)
—‌
—‌
(0.12‌)
30.83‌
(49.27‌)
(49.46‌)
1.99‌
0.95‌
(0.61‌)
0.43‌
184,956‌
68‌
Year
ended
May
31,
2019
95.44‌
0
.29‌
(34.72‌)
—‌
(34.43‌)
(0.17‌)
—‌
—‌
(0.17‌)
60.84‌
(36.03‌)
(36.02‌)
1.56‌
0.95‌
(0.26‌)
0.35‌
76,056‌
24‌
231
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraPro
S&P500
®
Six
Months
ended
November
30,
2023
(Unaudited)
$
39.85‌
$
0.15‌
$
8.78‌
$
—‌
$
8.93‌
$
(0.20‌)
$
—‌
$
—‌
$
(0.20‌)
$
48.58‌
22.46‌
%
22.30‌
%
0.90‌
%
0.90‌
%
0.66‌
%
0.66‌
%
$
2,757,174‌
11‌
%
Year
ended
May
31,
2023
46.40‌
0.66‌
(6.99‌)
—‌
(6.33‌)
(0.22‌)
—‌
—‌
(0.22‌)
39
.85‌
(13.55‌)
(13.53‌)
0.92‌
0.92‌
1.77‌
1.77‌
2,387,091‌
34‌
Year
ended
May
31,
2022(ee)
53.12‌
0.11‌
(6.76‌)
—‌
(6.65‌)
(0.07‌)
—‌
—‌
(0.07‌)
46.40‌
(12.57‌)
(12.58‌)
0.91‌
0.91‌
0.18‌
0
.18‌
2,573,073‌
66‌
Year
ended
May
31,
2021(ee)
21.53‌
0.04‌
31.58‌
—‌
31.62‌
(0.03‌)
—‌
—‌
(0.03‌)
53.12‌
146.97‌
147.74‌
0.91‌
0.91‌
0.12‌
0.12‌
2,395,903‌
4‌
Year
ended
May
31,
2020(ee)
22
.37‌
0.20‌
(0.91‌)
(i)
—‌
(0.71‌)
(0.13‌)
—‌
—‌
(0.13‌)
21.53‌
(3.23‌)
(3.33‌)
0.93‌
0.93‌
0.76‌
0.76‌
1,373,394‌
69‌
Year
ended
May
31,
2019(ee)
23.16‌
0.21‌
(0.86‌)
(i)
—‌
(0.65‌)
(0
.14‌)
—‌
—‌
(0.14‌)
22.37‌
(2.77‌)
(2.89‌)
0.92‌
0.92‌
0.87‌
0.87‌
1,105,011‌
15‌
UltraPro
Short
20+
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
66.12‌
0.87‌
20.92‌
—‌
21.79‌
(0.48‌)
—‌
—‌
(0.48‌)
87.43‌
33.14‌
33.41‌
0.95‌
0.95‌
2.29‌
2.29‌
51,897‌
—‌
Year
ended
May
31,
2023
56.55‌
1.00‌
9.07‌
—‌
10.07‌
(0.50‌)
—‌
—‌
(0.50‌)
66.12‌
17.83‌
17.61‌
0.95‌
0.95‌
1.51‌
1.51‌
257,438‌
—‌
Year
ended
May
31,
2022
41.80‌
(0.30‌)
15.05‌
—‌
14.75‌
—‌
—‌
—‌
—‌
56.55‌
35.27‌
34.06‌
0.95‌
0.95‌
(0.79‌)
(0.79‌)
403,941‌
—‌
Year
ended
May
31,
2021
29.62‌
(0.34‌)
12.52‌
—‌
12.18‌
—‌
—‌
—‌
—‌
41.80‌
41.13‌
41.82‌
1.07‌
0.95‌
(1.06‌)
(0.94‌)
89,601‌
—‌
Year
ended
May
31,
2020(n)
78.88‌
0.71‌
(48.91‌)
—‌
(48.20‌)
(0.97‌)
—‌
(0.09‌)#
(1.06‌)
29
.62‌
(61.79‌)
(61.45‌)
1.15‌
0.95‌
1.11‌
1.31‌
23,505‌
—‌
Year
ended
May
31,
2019(n)
106.43‌
0.94‌
(27.77‌)
—‌
(26.83‌)
(0.72‌)
—‌
—‌
(0.72‌)
78.88‌
(25.37‌)
(27.02‌)
1.00‌
0.95‌
0.82‌
0.87‌
36,975‌
—‌
232
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraPro
Short
Dow30
SM
Six
Months
ended
November
30,
2023
(Unaudited)
$
27.35‌
$
0.49‌
$
(6.04‌)
$
—‌
$
(5.55‌)
$
(0.52‌)
$
—‌
$
—‌
$
(0.52‌)
$
21.28‌
(20.52‌)
%
(20.31‌)
%
0.95‌
%
0.95‌
%
4.07‌
%
4.07‌
%
$
432,860‌
—‌
%
Year
ended
May
31,
2023
31.00‌
0.63‌
(3.96‌)
—‌
(3.33‌)
(0.32‌)
—‌
—‌
(0
.32‌)
27.35‌
(10.80‌)
(10.79‌)
0.95‌
0.95‌
2.23‌
2.23‌
705,315‌
—‌
Year
ended
May
31,
2022
33.13‌
(0.26‌)
(1.87‌)
—‌
(2.13‌)
—‌
—‌
—‌
—‌
31.00‌
(6.45‌)
(6.47‌)
0.95‌
0.95‌
(0.87‌)
(0.87‌)
351,588‌
—‌
Year
ended
May
31,
2021(aa)
107.42‌
(0.46‌)
(73.83‌)
—‌
(74.29‌)
—‌
—‌
—‌
—‌
33.13‌
(69.16‌)
(69.27‌)
0.96‌
0.95‌
(0.81‌)
(0.79‌)
359,346‌
—‌
Year
ended
May
31,
2020(aa)
246.00‌
0
.86‌
(136.56‌)
—‌
(135.70‌)
(2.60‌)
—‌
(0.28‌)#
(2.88‌)
107.42‌
(55.65‌)
(55.55‌)
0.99‌
0.95‌
0.50‌
0.54‌
815,975‌
—‌
Year
ended
May
31,
2019(k)
(aa)
296.19‌
4.43‌
(50.66‌)
—‌
(46.23‌)
(3.96‌)
—‌
—‌
(3.96‌)
246.00‌
(15.73‌)
(15.64‌)
0.98‌
0.95‌
1.77‌
1.81‌
254,249‌
—‌
UltraPro
Short
MidCap400
Six
Months
ended
November
30,
2023
(Unaudited)
22.13‌
0.24‌
(4.45‌)
—‌
(4.21‌)
(0.24‌)
—‌
—‌
(0.24‌)
17.68‌
(19.07‌)
(19.04‌)
2.06‌
0.95‌
1.51‌
2.62‌
4,395‌
—‌
Year
ended
May
31,
2023
25.24‌
0.31‌
(3.29‌)
—‌
(2.98‌)
(0.13‌)
—‌
—‌
(0.13‌)
22.13‌
(11.83‌)
(11.86‌)
1.67‌
0.95‌
0.61‌
1.32‌
8,821‌
—‌
Year
ended
May
31,
2022
26.87‌
(0.22‌)
(1.41‌)
—‌
(1.63‌)
—‌
—‌
—‌
—‌
25.24‌
(6.05‌)
(6.07‌)
2.11‌
0.95‌
(2.04‌)
(0.88‌)
7,539‌
—‌
Year
ended
May
31,
2021(u)
(aa)
139.56‌
(0
.63‌)
(112.06‌)
—‌
(112.69‌)
—‌
—‌
—‌
—‌
26.87‌
(80.75‌)
(80.78‌)
1.67‌
0.95‌
(1.66‌)
(0.94‌)
4,002‌
—‌
Year
ended
May
31,
2020(n)
(u)(aa)
315.61‌
(0.56‌)
(173.22‌)
—‌
(173.78‌)
(2.19‌)
—‌
(0.08‌)#
(2.27‌)
139.56‌
(55.37‌)
(55.36‌)
2.31‌
0.95‌
(1.61‌)
(0.24‌)
14,686‌
—‌
Year
ended
May
31,
2019(n)
(u)(aa)
288.41‌
3.09‌
25.25‌
(i)
—‌
28.34‌
(1.14‌)
—‌
—‌
(1.14‌)
315.61‌
9.82‌
12
.55‌
4.18‌
0.95‌
(2.18‌)
1.04‌
2,650‌
—‌
233
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraPro
Short
QQQ
Six
Months
ended
November
30,
2023
(Unaudited)
$
23.10‌
$
0
.60‌
$
(7.09‌)
$
—‌
(h)
$
(6.49‌)
$
(0.59‌)
$
—‌
$
—‌
$
(0.59‌)
$
16.02‌
(28.58‌)
%
(28.43‌)
%
0.98‌
%
0.95‌
%
6.30‌
%
6.33‌
%
$
3,851,696‌
—‌
%
Year
ended
May
31,
2023
47.40‌
0.94‌
(24.88‌)
—‌
(23.94‌)
(0.36‌)
—‌
—‌
(0.36‌)
23.10‌
(50.83‌)
(50.83‌)
0.99‌
0.95‌
2.31‌
2.35‌
4,718,175‌
—‌
Year
ended
May
31,
2022(ff)
55.51‌
(0.34‌)
(7.77‌)
(i)
—‌
(8.11‌)
—‌
—‌
—‌
—‌
47.40‌
(14.62‌)
(14.53‌)
0.98‌
0.95‌
(0
.88‌)
(0.84‌)
2,824,811‌
—‌
Year
ended
May
31,
2021(q)(ff)
235.47‌
(0.69‌)
(179.27‌)
—‌
(179.96‌)
—‌
—‌
—‌
—‌
55.51‌
(76.43‌)
(76.52‌)
1.00‌
0.95‌
(0.86‌)
(0.81‌)
1,758,961‌
—‌
Year
ended
May
31,
2020(q)(ff)
1,111.93‌
6.91‌
(868.32‌)
—‌
(861.41‌)
(13.45‌)
—‌
(1.60‌)#
(15.05‌)
235.47‌
(78.39‌)
(78.35‌)
1.02‌
0.95‌
1.19‌
1.26‌
1,113,509‌
—‌
Year
ended
May
31,
2019(k)
(q)(ff)
1,498.39‌
25.01‌
(387.46‌)
—‌
(362.45‌)
(24.01‌)
—‌
—‌
(24.01‌)
1,111.93‌
(24.46‌)
(24.35‌)
1.00‌
0.95‌
2.06‌
2.11‌
1,130,668‌
—‌
UltraPro
Short
Russell2000
Six
Months
ended
November
30,
2023
(Unaudited)
51.98‌
0.76‌
(7.98‌)
—‌
(7.22‌)
(0.73‌)
—‌
—‌
(0.73‌)
44.03‌
(13.89‌)
(13.87‌)
1.02‌
0.95‌
3.36‌
3.43‌
165,446‌
—‌
Year
ended
May
31,
2023
58.81‌
0.86‌
(7.33‌)
(i)
—‌
(6.47‌)
(0.36‌)
—‌
—‌
(0.36‌)
51.98‌
(11.02‌)
(10.97‌)
1.03‌
0.95‌
1.55‌
1.64‌
234,317‌
—‌
Year
ended
May
31,
2022(ff)
48.28‌
(0.42‌)
10.95‌
—‌
10.53‌
—‌
—‌
—‌
—‌
58.81‌
21.80‌
21.89‌
1.04‌
0.95‌
(0.94‌)
(0.85‌)
150,418‌
—‌
Year
ended
May
31,
2021(v)(ff)
324.70‌
(0.90‌)
(275.52‌)
—‌
(276.42‌)
—‌
—‌
—‌
—‌
48.28‌
(85.13‌)
(85.15‌)
1.08‌
0.95‌
(0.97‌)
(0.84‌)
107,592‌
—‌
Year
ended
May
31,
2020(v)(ff)
723.77‌
2.60‌
(393.61‌)
—‌
(391.01‌)
(7.21‌)
—‌
(0.85‌)#
(8.06‌)
324.70‌
(54.50‌)
(54.49‌)
1.11‌
0.95‌
0.33‌
0.49‌
170,315‌
—‌
Year
ended
May
31,
2019(v)(ff)
628.62‌
8.71‌
94.25‌
—‌
102.96‌
(7.81‌)
—‌
—‌
(7.81‌)
723.77‌
16.43‌
16.48‌
1.11‌
0.95‌
1.21‌
1.36‌
81,442‌
—‌
234
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraPro
Short
S&P500
®
Six
Months
ended
November
30,
2023
(Unaudited)
$
12.90‌
$
0.32‌
$
(2.97‌)
$
—‌
$
(2.65‌)
$
(0.31‌)
$
—‌
$
—‌
$
(0.31‌)
$
9.94‌
(20.77‌)
%
(20.67‌)
%
0.89‌
%
0.89‌
%
5.73‌
%
5.73‌
%
$
874,681‌
—‌
%
Year
ended
May
31,
2023
16.27‌
0
.40‌
(3.59‌)
—‌
(3.19‌)
(0.18‌)
—‌
—‌
(0.18‌)
12.90‌
(19.82‌)
(19.80‌)
0.90‌
0.90‌
2.52‌
2.52‌
1,345,949‌
—‌
Year
ended
May
31,
2022
19.59‌
(0.12‌)
(3.20‌)
—‌
(3.32‌)
—‌
—‌
—‌
—‌
16.27‌
(16.96‌)
(17.15‌)
0.90‌
0.90‌
(0.80‌)
(0.80‌)
720,715‌
—‌
Year
ended
May
31,
2021(v)
65.05‌
(0.26‌)
(45.20‌)
—‌
(45.46‌)
—‌
—‌
—‌
—‌
19.59‌
(69.88‌)
(69.98‌)
0.90‌
0.90‌
(0.73‌)
(0.73‌)
476,012‌
—‌
Year
ended
May
31,
2020(v)
171.06‌
0.75‌
(104.83‌)
—‌
(104.08‌)
(1.72‌)
—‌
(0.21‌)#
(1.93‌)
65.05‌
(61.39‌)
(61.26‌)
0.93‌
0.93‌
0.71‌
0.71‌
1,323,669‌
—‌
Year
ended
May
31,
2019(v)
204.34‌
3.25‌
(33.36‌)
—‌
(30.11‌)
(3.17‌)
—‌
—‌
(3.17‌)
171.06‌
(14.89‌)
(14.86‌)
0.91‌
0.91‌
1.84‌
1.84‌
610,645‌
—‌
UltraShort
7-10
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
21.55‌
0.39‌
2.44‌
—‌
2.83‌
(0.40‌)
—‌
—‌
(0.40‌)
23.98‌
13.25‌
13.06‌
1.13‌
0.95‌
3.15‌
3.33‌
25,181‌
—‌
Year
ended
May
31,
2023
19.49‌
0.24‌
1.95‌
—‌
2.19‌
(0.13‌)
—‌
—‌
(0.13‌)
21.55‌
11.28‌
11.30‌
1.01‌
0.95‌
1.09‌
1.15‌
32,327‌
—‌
Year
ended
May
31,
2022
16.73‌
(0.13‌)
2.89‌
—‌
2.76‌
—‌
—‌
—‌
—‌
19.49‌
16.48‌
16.50‌
0.99‌
0.95‌
(
0.82‌)
(0.78‌)
122,760‌
—‌
Year
ended
May
31,
2021
15.32‌
(0.15‌)
1.56‌
—‌
1.41‌
—‌
—‌
—‌
—‌
16.73‌
9.20‌
9.13‌
1.10‌
0.95‌
(1.08‌)
(0.92‌)
43,490‌
—‌
Year
ended
May
31,
2020
19.99‌
0.21‌
(4.57‌)
—‌
(4.36‌)
(0.29‌)
—‌
(0.02‌)#
(0.31‌)
15.32‌
(22.11‌)
(21.90‌)
1.06‌
0.95‌
1.03‌
1.15‌
29,871‌
—‌
Year
ended
May
31,
2019
22.73‌
0.26‌
(2.79‌)
—‌
(2.53‌)
(0.21‌)
—‌
—‌
(0
.21‌)
19.99‌
(11.21‌)
(11.83‌)
0.97‌
0.95‌
1.12‌
1.14‌
66,966‌
—‌
235
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
20+
Year
Treasury
Six
Months
ended
November
30,
2023
(Unaudited)
$
29.69‌
$
0.65‌
$
6.57‌
$
—‌
$
7.22‌
$
(0.65‌)
$
—‌
$
—‌
$
(0.65‌)
$
36.26‌
24.62‌
%
24.53‌
%
0.90‌
%
0.90‌
%
3.73‌
%
3.73‌
%
$
455,267‌
—‌
%
Year
ended
May
31,
2023
25.69‌
0.61‌
3.85‌
—‌
4.46‌
(0.46‌)
—‌
—‌
(0.46‌)
29.69‌
17.45‌
17.56‌
0.90‌
0.90‌
2.10‌
2.10‌
531,733‌
—‌
Year
ended
May
31,
2022
20.51‌
(0.15‌)
5.33‌
—‌
5.18‌
—‌
—‌
—‌
—‌
25.69‌
25.29‌
24.21‌
0.89‌
0.89‌
(0.80‌)
(0.80‌)
1,390,214‌
—‌
Year
ended
May
31,
2021
16.07‌
(0.15‌)
4.59‌
—‌
4.44‌
—‌
(h)
—‌
—‌
(h)
—‌
(h)
20.51‌
27.64‌
27.87‌
0.90‌
0.90‌
(0
.83‌)
(0.83‌)
1,415,115‌
—‌
Year
ended
May
31,
2020
29.69‌
0.37‌
(13.49‌)
—‌
(13.12‌)
(0.45‌)
—‌
(0.05‌)#
(0.50‌)
16.07‌
(44.80‌)
(44.32‌)
0.92‌
0.92‌
1.58‌
1.58‌
434,698‌
—‌
Year
ended
May
31,
2019
36.01‌
0.45‌
(6.34‌)
—‌
(5.89‌)
(0.43‌)
—‌
—‌
(0.43‌)
29.69‌
(16.54‌)
(17.80‌)
0.90‌
0.90‌
1.22‌
1.22‌
886,565‌
—‌
UltraShort
Consumer
Discretionary
Six
Months
ended
November
30,
2023
(Unaudited)
22.17‌
0.33‌
(4.71‌)
—‌
(4.38‌)
(0.38‌)
—‌
—‌
(0.38‌)
17.41‌
(19.82‌)
(19.66‌)
4.52‌
0.95‌
0.01‌
3.58‌
2,031‌
—‌
Year
ended
May
31,
2023
26.58‌
0.29‌
(4.52‌)
(i)
—‌
(4.23‌)
(0.18‌)
—‌
—‌
(0.18‌)
22.17‌
(16.03‌)
(15.62‌)
2.45‌
0.95‌
(0.40‌)
1.10‌
2,698‌
—‌
Year
ended
May
31,
2022(hh)
20.08‌
(0.17‌)
6.67‌
—‌
6.50‌
—‌
—‌
—‌
—‌
26.58‌
32.36‌
31
.85‌
5.83‌
0.95‌
(5.70‌)
(0.81‌)
3,238‌
—‌
Year
ended
May
31,
2021(r)
(
hh
)
43.47‌
(0.25‌)
(23.14‌)
—‌
(23.39‌)
—‌
—‌
—‌
—‌
20.08‌
(53.81‌)
(53.74‌)
7.25‌
0.95‌
(7.24‌)
(0.94‌)
940‌
—‌
Year
ended
May
31,
2020(r)
(
hh
)
66.77‌
0.28‌
(22.47‌)
—‌
(22.19‌)
(1.09‌)
—‌
(0.02‌)#
(1.11‌)
43.47‌
(33.62‌)
(33.86‌)
6.72‌
0.95‌
(5.28‌)
0.49‌
1,764‌
—‌
Year
ended
May
31,
2019(r)
(
hh
)
86.26‌
1
.16‌
(19.68‌)
—‌
(18.52‌)
(0.97‌)
—‌
—‌
(0.97‌)
66.77‌
(21.58‌)
(21.30‌)
7.14‌
0.95‌
(4.63‌)
1.57‌
623‌
—‌
236
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Consumer
Staples
Six
Months
ended
November
30,
2023
(Unaudited)
$
15
.36‌
$
0.31‌
$
0.93‌
(i)
$
—‌
$
1.24‌
$
(0.41‌)
$
—‌
$
—‌
$
(0.41‌)
$
16.19‌
8.31‌
%
8.44‌
%
5.80‌
%
0.95‌
%
(0.88‌)
%
3.97‌
%
$
1,952‌
—‌
%
Year
ended
May
31,
2023
13.97‌
0.23‌
1.28‌
(i)
—‌
1.51‌
(0.12‌)
—‌
—‌
(0
.12‌)
15.36‌
10.79‌
10.11‌
3.61‌
0.95‌
(1.07‌)
1.60‌
1,776‌
—‌
Year
ended
May
31,
2022
15.67‌
(0.12‌)
(1.58‌)
—‌
(1.70‌)
—‌
—‌
—‌
—‌
13.97‌
(10.88‌)
(10.29‌)
9.05‌
0.95‌
(8.96‌)
(0.85‌)
2,312‌
—‌
Year
ended
May
31,
2021(r)
(bb)
38.62‌
(0.21‌)
(22.74‌)
—‌
(22.95‌)
—‌
—‌
—‌
—‌
15.67‌
(59.42‌)
(59.33‌)
7.90‌
0.95‌
(7.89‌)
(0.94‌)
1,028‌
—‌
Year
ended
May
31,
2020(r)
(bb)
60.88‌
0
.32‌
(21.98‌)
—‌
(21.66‌)
(0.56‌)
—‌
(0.04‌)#
(0.60‌)
38.62‌
(35.81‌)
(36.03‌)
4.28‌
0.95‌
(2.68‌)
0.66‌
1,568‌
—‌
Year
ended
May
31,
2019(r)
(bb)
65.62‌
0.67‌
(4.88‌)
—‌
(4.21‌)
(0.53‌)
—‌
—‌
(0.53‌)
60.88‌
(6.43‌)
(6.18‌)
3.75‌
0.95‌
(1.70‌)
1.10‌
3,234‌
—‌
UltraShort
Dow30
SM
Six
Months
ended
November
30,
2023
(Unaudited)
44.05‌
0.68‌
(6.59‌)
—‌
(5.91‌)
(0.68‌)
—‌
—‌
(0.68‌)
37.46‌
(13.52‌)
(13.38‌)
0.99‌
0.95‌
3.30‌
3.35‌
79,040‌
—‌
Year
ended
May
31,
2023
46.19‌
0.72‌
(2.51‌)
—‌
(1.79‌)
(0.35‌)
—‌
—‌
(0.35‌)
44.05‌
(3.89‌)
(3.85‌)
1.01‌
0.95‌
1.52‌
1.58‌
97,336‌
—‌
Year
ended
May
31,
2022(ff)
47.13‌
(0.39‌)
(0.55‌)
—‌
(0.94‌)
—‌
—‌
—‌
—‌
46.19‌
(2.01‌)
(1.93‌)
1.00‌
0.95‌
(0.92‌)
(0.86‌)
108,998‌
—‌
Year
ended
May
31,
2021(ff)
100.13‌
(0.58‌)
(52.42‌)
—‌
(53.00‌)
—‌
—‌
—‌
—‌
47.13‌
(52.93‌)
(53.02‌)
1.00‌
0.95‌
(0.90‌)
(0.84‌)
100,430‌
—‌
Year
ended
May
31,
2020(ff)
153.73‌
1.02‌
(52.92‌)
—‌
(51.90‌)
(1.50‌)
—‌
(0.20‌)#
(1
.70‌)
100.13‌
(33.99‌)
(33.94‌)
1.01‌
0.95‌
0.75‌
0.81‌
210,350‌
—‌
Year
ended
May
31,
2019(ff)
170.27‌
2.52‌
(16.81‌)
—‌
(14.29‌)
(2.25‌)
—‌
—‌
(2.25‌)
153.73‌
(8.44‌)
(8.45‌)
1.01‌
0.95‌
1
.59‌
1.64‌
143,100‌
—‌
237
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Energy
Six
Months
ended
November
30,
2023
(Unaudited)
$
15.10‌
$
0.20‌
$
(3.30‌)
$
—‌
$
(3.10‌)
$
(0.19‌)
$
—‌
$
—‌
$
(0.19‌)
$
11.81‌
(20.51‌)
%
(20.49‌)
%
1.24‌
%
0.95‌
%
3.13‌
%
3.41‌
%
$
15,394‌
—‌
%
Year
ended
May
31,
2023
16.55‌
0
.23‌
(1.52‌)
(i)
—‌
(1.29‌)
(0.16‌)
—‌
—‌
(0.16‌)
15.10‌
(7.76‌)
(7.84‌)
1.13‌
0.95‌
1.40‌
1.59‌
20,428‌
—‌
Year
ended
May
31,
2022(ff)
65.50‌
(0.29‌)
(48.66‌)
—‌
(48.95‌)
—‌
—‌
—‌
—‌
16.55‌
(74.73‌)
(74.74‌)
1.31‌
0.95‌
(1.21‌)
(0.85‌)
30,676‌
—‌
Year
ended
May
31,
2021(ff)
223.38‌
(1.23‌)
(156.65‌)
—‌
(157.88‌)
—‌
—‌
—‌
—‌
65.50‌
(70.68‌)
(70.58‌)
1.32‌
0.95‌
(1.31‌)
(0.94‌)
17,254‌
—‌
Year
ended
May
31,
2020(ff)
230.37‌
0.36‌
(6.35‌)
(i)
—‌
(5.99‌)
(0.85‌)
—‌
(0.15‌)#
(1.00‌)
223.38‌
(2.59‌)
(3.03‌)
1.33‌
0.95‌
(0.23‌)
0.15‌
16,401‌
—‌
Year
ended
May
31,
2019(ff)
155.14‌
1.30‌
74.88‌
—‌
76.18‌
(0.95‌)
—‌
—‌
(0.95‌)
230.37‌
49.15‌
49.61‌
1.31‌
0.95‌
0.37‌
0.74‌
19,218‌
—‌
UltraShort
Financials
Six
Months
ended
November
30,
2023
(Unaudited)
20.97‌
0.32‌
(4.52‌)
—‌
(4.20‌)
(0.33‌)
—‌
—‌
(0.33‌)
16.44‌
(20.20‌)
(20.16‌)
1.28‌
0.95‌
3.18‌
3.50‌
20,098‌
—‌
Year
ended
May
31,
2023
18.88‌
0.31‌
1.86‌
—‌
2.17‌
(0
.08‌)
—‌
—‌
(0.08‌)
20.97‌
11.48‌
11.44‌
1.32‌
0.95‌
1.18‌
1.56‌
27,736‌
—‌
Year
ended
May
31,
2022(cc)
19.91‌
(0.16‌)
(0.87‌)
—‌
(1.03‌)
—‌
—‌
—‌
—‌
18.88‌
(5.18‌)
(5.27‌)
1.50‌
0
.95‌
(1.43‌)
(0.89‌)
16,005‌
—‌
Year
ended
May
31,
2021(u)
(cc)
53.76‌
(0.35‌)
(33.50‌)
—‌
(33.85‌)
—‌
—‌
—‌
—‌
19.91‌
(62.96‌)
(62.84‌)
1.21‌
0.95‌
(1.20‌)
(0.94‌)
12,909‌
—‌
Year
ended
May
31,
2020(u)
(cc)
75.89‌
0.23‌
(21.76‌)
—‌
(21.53‌)
(0.56‌)
—‌
(0.04‌)#
(0.60‌)
53.76‌
(28.50‌)
(28.66‌)
1.20‌
0.95‌
0.11‌
0.36‌
42,263‌
—‌
Year
ended
May
31,
2019(u)
(cc)
82.20‌
0.45‌
(6.56‌)
—‌
(6.11‌)
(0.20‌)
—‌
—‌
(0.20‌)
75.89‌
(7.44‌)
(7.38‌)
1.20‌
0.95‌
0.32‌
0.57‌
27,413‌
—‌
238
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
FTSE
China
50
Six
Months
ended
November
30,
2023
(Unaudited)
$
38.87‌
$
0.45‌
$
(0.81‌)
$
—‌
$
(0.36‌)
$
(0.39‌)
$
—‌
$
—‌
$
(0.39‌)
$
38.12‌
(0.82‌)
%
(1.11‌)
%
1.37‌
%
0.95‌
%
2.20‌
%
2.62‌
%
$
21,038‌
—‌
%
Year
ended
May
31,
2023
37.47‌
0.45‌
1.13‌
—‌
1.58‌
(0.18‌)
—‌
—‌
(0.18‌)
38.87‌
4.27‌
4.62‌
1.34‌
0.95‌
0.81‌
1.20‌
23,400‌
—‌
Year
ended
May
31,
2022
30.07‌
(0.33‌)
7.73‌
—‌
7.40‌
—‌
—‌
—‌
—‌
37.47‌
24.57‌
24.58‌
1.38‌
0.95‌
(1.31‌)
(0.89‌)
24,429‌
—‌
Year
ended
May
31,
2021
54.73‌
(0.34‌)
(24.32‌)
—‌
(24.66‌)
—‌
—‌
—‌
—‌
30.07‌
(45.04‌)
(45.15‌)
1.26‌
0.95‌
(1.24‌)
(0.93‌)
16,599‌
—‌
Year
ended
May
31,
2020
69.54‌
0.19‌
(14.48‌)
—‌
(
14.29‌)
(0.50‌)
—‌
(0.02‌)#
(0.52‌)
54.73‌
(20.64‌)
(20.38‌)
1.17‌
0.95‌
0.08‌
0.30‌
41,152‌
—‌
Year
ended
May
31,
2019
61.78‌
0.63‌
7.39‌
—‌
8.02‌
(0.26‌)
—‌
—‌
(0.26‌)
69.54‌
13.02‌
12.97‌
1.20‌
0.95‌
0.68‌
0.93‌
38,384‌
—‌
UltraShort
FTSE
Europe
Six
Months
ended
November
30,
2023
(Unaudited)
10.61‌
0.13‌
(0.99‌)
—‌
(0.86‌)
(0.13‌)
—‌
—‌
(0.13‌)
9.62‌
(8.07‌)
(8.14‌)
1.07‌
0
.95‌
2.45‌
2.57‌
46,076‌
—‌
Year
ended
May
31,
2023
13.11‌
0.15‌
(2.57‌)
—‌
(2.42‌)
(0.08‌)
—‌
—‌
(0.08‌)
10.61‌
(18.53‌)
(18.38‌)
1.02‌
0.95‌
1.07‌
1.14‌
74,111‌
—‌
Year
ended
May
31,
2022
11.93‌
(0.10‌)
1.28‌
(i)
—‌
1.18‌
—‌
(h)
—‌
—‌
(h)
##
—‌
(h)
13.11‌
9.93‌
9.91‌
1.50‌
0.95‌
(1.34‌)
(0.79‌)
55,881‌
—‌
Year
ended
May
31,
2021
28.23‌
(0.18‌)
(16.12‌)
—‌
(16.30‌)
—‌
—‌
—‌
—‌
11.93‌
(57.75‌)
(57.48‌)
1.48‌
0.95‌
(1.46‌)
(0.93‌)
7,300‌
—‌
Year
ended
May
31,
2020
34.43‌
0.06‌
(6.03‌)
—‌
(5.97‌)
(0.22‌)
—‌
(0.01‌)#
(0.23‌)
28.23‌
(17.37‌)
(17.90‌)
1.37‌
0.95‌
(0.24‌)
0.17‌
22,924‌
—‌
Year
ended
May
31,
2019
31.32‌
0.27‌
2.98‌
—‌
3.25‌
(0.14‌)
—‌
—‌
(0.14‌)
34.43‌
10.37‌
10.13‌
1.31‌
0.95‌
0.43‌
0.79‌
16,770‌
—‌
239
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Health
Care
Six
Months
ended
November
30,
2023
(Unaudited)
$
13.54‌
$
0.19‌
$
(0.54‌)
$
—‌
$
(0.35‌)
$
(0.20‌)
$
—‌
$
—‌
$
(0.20‌)
$
12.99‌
(2.48‌)
%
(2.51‌)
%
5.53‌
%
0.95‌
%
(1.59‌)
%
2.99‌
%
$
2,085‌
—‌
%
Year
ended
May
31,
2023
13.29‌
0.25‌
0.13‌
(i)
—‌
0.38‌
(0.13‌)
—‌
—‌
(0
.13‌)
13.54‌
2.97‌
3.03‌
3.19‌
0.95‌
(0.38‌)
1.86‌
2,105‌
—‌
Year
ended
May
31,
2022
15.75‌
(0.12‌)
(2.34‌)
—‌
(2.46‌)
—‌
—‌
—‌
—‌
13.29‌
(15.65‌)
(15.79‌)
5.11‌
0.95‌
(5.01‌)
(0.85‌)
3,394‌
—‌
Year
ended
May
31,
2021(bb)
25.83‌
(0.20‌)
(9.88‌)
—‌
(10.08‌)
—‌
—‌
—‌
—‌
15.75‌
(39.01‌)
(38.97‌)
4.61‌
0.95‌
(4.60‌)
(0.94‌)
1,267‌
—‌
Year
ended
May
31,
2020(bb)
49.12‌
0.27‌
(
23.06‌)
—‌
(22.79‌)
(0.46‌)
—‌
(0.04‌)#
(0.50‌)
25.83‌
(46.77‌)
(46.67‌)
4.01‌
0.95‌
(2.36‌)
0.70‌
2,078‌
—‌
Year
ended
May
31,
2019(bb)
57.71‌
0.62‌
(8.97‌)
—‌
(8.35‌)
(0.24‌)
—‌
—‌
(0
.24‌)
49.12‌
(14.46‌)
(13.10‌)
4.94‌
0.95‌
(2.67‌)
1.32‌
2,724‌
—‌
UltraShort
Industrials
Six
Months
ended
November
30,
2023
(Unaudited)
16.01‌
0.27‌
(2.86‌)
—‌
(2.59‌)
(0.30‌)
—‌
—‌
(0.30‌)
13.12‌
(16.24‌)
(16.24‌)
3.20‌
0.95‌
1.79‌
4.04‌
3,347‌
—‌
Year
ended
May
31,
2023
17.10‌
0.25‌
(1.27‌)
—‌
(1.02‌)
(0.07‌)
—‌
—‌
(0.07‌)
16.01‌
(5.97‌)
(5.96‌)
3.32‌
0.95‌
(0.81‌)
1.57‌
3,844‌
—‌
Year
ended
May
31,
2022
14.47‌
(0.13‌)
2.76‌
—‌
2.63‌
—‌
—‌
—‌
—‌
17.10‌
18.18‌
18.34‌
4.39‌
0.95‌
(4.29‌)
(0.85‌)
2,824‌
—‌
Year
ended
May
31,
2021(u)
(bb)
38.93‌
(0.23‌)
(24.23‌)
—‌
(
24.46‌)
—‌
—‌
—‌
—‌
14.47‌
(62.83‌)
(62.72‌)
5.16‌
0.95‌
(5.15‌)
(0.94‌)
943‌
—‌
Year
ended
May
31,
2020(u)
(bb)
59.34‌
0.09‌
(19.98‌)
—‌
(19.89‌)
(0.52‌)
—‌
—‌
(0.52‌)
38.93‌
(33.71‌)
(
34.02‌)
3.89‌
0.95‌
(2.76‌)
0.18‌
3,268‌
—‌
Year
ended
May
31,
2019(u)
(bb)
65.48‌
0.64‌
(6.33‌)
—‌
(5.69‌)
(0.45‌)
—‌
—‌
(0.45‌)
59.34‌
(8.75‌)
(8.49‌)
3.38‌
0.95‌
(1.41‌)
1.02‌
2,386‌
—‌
240
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Materials
Six
Months
ended
November
30,
2023
(Unaudited)
$
11.02‌
$
0.17‌
$
(1.97‌)
$
—‌
$
(1.80‌)
$
(0.18‌)
$
—‌
$
—‌
$
(0.18‌)
$
9.04‌
(16.44‌)
%
(17.05‌)
%
4.08‌
%
0.95‌
%
0.46‌
%
3.59‌
%
$
2,124‌
—‌
%
Year
ended
May
31,
2023
10.35‌
0.16‌
0.62‌
(i)
—‌
0.78‌
(0.11‌)
—‌
—‌
(0.11‌)
11.02‌
7.49‌
8.23‌
2.59‌
0.95‌
(0.25‌)
1.39‌
2,590‌
—‌
Year
ended
May
31,
2022
12.71‌
(0.11‌)
(2.25‌)
—‌
(2.36‌)
—‌
—‌
—‌
—‌
10.35‌
(18
.55‌)
(18.45‌)
4.04‌
0.95‌
(3.97‌)
(0.88‌)
2,434‌
—‌
Year
ended
May
31,
2021(bb)
40.12‌
(0.22‌)
(27.19‌)
—‌
(27.41‌)
—‌
—‌
—‌
—‌
12.71‌
(68.32‌)
(68.30‌)
3.84‌
0.95‌
(3.84‌)
(0.94‌)
1,718‌
—‌
Year
ended
May
31,
2020(bb)
65.72‌
0.08‌
(25.42‌)
—‌
(25.34‌)
(0.26‌)
—‌
—‌
(0.26‌)
40.12‌
(38.64‌)
(38.75‌)
2.12‌
0.95‌
(1.03‌)
0.14‌
4,420‌
—‌
Year
ended
May
31,
2019(bb)
53.00‌
0
.30‌
12.54‌
—‌
12.84‌
(0.12‌)
—‌
—‌
(0.12‌)
65.72‌
24.22‌
25.02‌
2.15‌
0.95‌
(0.68‌)
0.51‌
5,598‌
—‌
UltraShort
MidCap400
Six
Months
ended
November
30,
2023
(Unaudited)
17.17‌
0.29‌
(2.14‌)
—‌
(1.85‌)
(0.26‌)
—‌
—‌
(0.26‌)
15.06‌
(10.77‌)
(10.83‌)
3.71‌
0.95‌
0.99‌
3.75‌
2,463‌
—‌
Year
ended
May
31,
2023
17.73‌
0.35‌
(0.74‌)
—‌
(0.39‌)
(0.17‌)
—‌
—‌
(0.17‌)
17.17‌
(2.20‌)
(2
.28‌)
3.47‌
0.95‌
(0.49‌)
2.02‌
2,807‌
—‌
Year
ended
May
31,
2022
17.67‌
(0.15‌)
0.21‌
(i)
—‌
0.06‌
—‌
—‌
—‌
—‌
17.73‌
0.30‌
0.45‌
4.53‌
0.95‌
(4.44‌)
(0.86‌)
2,898‌
—‌
Year
ended
May
31,
2021(u)
(bb)
50.69‌
(0.30‌)
(32.72‌)
—‌
(33.02‌)
—‌
—‌
—‌
—‌
17.67‌
(65.14‌)
(65.04‌)
2.78‌
0.95‌
(2.77‌)
(0.94‌)
2,007‌
—‌
Year
ended
May
31,
2020(u)
(bb)
75.68‌
0.17‌
(24.45‌)
—‌
(
24.28‌)
(0.65‌)
—‌
(0.06‌)#
(0.71‌)
50.69‌
(32.29‌)
(32.63‌)
2.95‌
0.95‌
(1.74‌)
0.26‌
6,393‌
—‌
Year
ended
May
31,
2019(u)
(bb)
69.55‌
0.88‌
5.94‌
—‌
6.82‌
(0.69‌)
—‌
—‌
(0.69‌)
75.68‌
9
.83‌
11.13‌
2.90‌
0.95‌
(0.72‌)
1.23‌
2,923‌
—‌
241
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
MSCI
Brazil
Capped
Six
Months
ended
November
30,
2023
(Unaudited)
$
17.80‌
$
0.22‌
$
(6.23‌)
$
—‌
$
(6.01‌)
$
(0.23‌)
$
—‌
$
—‌
$
(0.23‌)
$
11.56‌
(33.90‌)
%
(33.90‌)
%
1.75‌
%
0.95‌
%
2.47‌
%
3.27‌
%
$
8,188‌
—‌
%
Year
ended
May
31,
2023
20.49‌
0.30‌
(2.85‌)
—‌
(2.55‌)
(0.14‌)
—‌
—‌
(0.14‌)
17.80‌
(12.55‌)
(12.58‌)
1.43‌
0.95‌
0.93‌
1.41‌
12,611‌
—‌
Year
ended
May
31,
2022(hh)
27.11‌
(0.26‌)
(6.36‌)
—‌
(6.62‌)
—‌
—‌
—‌
—‌
20.49‌
(24.45‌)
(24.28‌)
1.60‌
0.95‌
(1.54‌)
(0.89‌)
13,495‌
—‌
Year
ended
May
31,
2021(bb)
(
hh
)
86.92‌
(0.44‌)
(59.37‌)
—‌
(59.81‌)
—‌
—‌
—‌
—‌
27.11‌
(68.80‌)
(
68.92‌)
1.27‌
0.95‌
(1.26‌)
(0.93‌)
12,435‌
—‌
Year
ended
May
31,
2020(bb)
(
hh
)
109.20‌
0.72‌
(21.80‌)
(i)
—‌
(21.08‌)
(1.12‌)
—‌
(0.08‌)#
(1.20‌)
86.92‌
(19.34‌)
(19.03‌)
1.16‌
0.95‌
0.52‌
0.72‌
37,698‌
—‌
Year
ended
May
31,
2019(bb)
(
hh
)
215.55‌
1.67‌
(107.22‌)
—‌
(105.55‌)
(0.80‌)
—‌
—‌
(0.80‌)
109.20‌
(49.00‌)
(49.02‌)
1.14‌
0.95‌
0.96‌
1.15‌
29,616‌
—‌
UltraShort
MSCI
EAFE
Six
Months
ended
November
30,
2023
(Unaudited)
10.33‌
0.15‌
(0.74‌)
—‌
(0.59‌)
(0.25‌)
—‌
—‌
(0.25‌)
9.49‌
(5.72‌)
(5.52‌)
4.18‌
0.95‌
(0.10‌)
3.13‌
1,542‌
—‌
Year
ended
May
31,
2023
11.82‌
0.25‌
(1.56‌)
—‌
(1.31‌)
(0.18‌)
—‌
—‌
(0.18‌)
10.33‌
(11.17‌)
(11.34‌)
2.53‌
0.95‌
0.45‌
2.03‌
2,969‌
—‌
Year
ended
May
31,
2022
10.26‌
(0.09‌)
1.65‌
—‌
1.56‌
—‌
—‌
—‌
—‌
11.82‌
15.16‌
15.41‌
7.40‌
0.95‌
(7.31‌)
(0.86‌)
1,624‌
—‌
Year
ended
May
31,
2021
21.84‌
(0.14‌)
(11.44‌)
—‌
(11.58‌)
—‌
—‌
—‌
—‌
10.26‌
(53.01‌)
(52.98‌)
4.29‌
0.95‌
(4
.28‌)
(0.94‌)
1,410‌
—‌
Year
ended
May
31,
2020
25.89‌
0.03‌
(3.92‌)
—‌
(3.89‌)
(0.15‌)
—‌
(0.01‌)#
(0.16‌)
21.84‌
(15.05‌)
(15.10‌)
3.83‌
0.95‌
(2.76‌)
0.12‌
3,001‌
—‌
Year
ended
May
31,
2019
23.15‌
0.18‌
2.65‌
—‌
2.83‌
(0.09‌)
—‌
—‌
(0.09‌)
25.89‌
12.24‌
12.11‌
2.87‌
0.95‌
(1.23‌)
0.70‌
3,557‌
—‌
242
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
MSCI
Emerging
Markets
Six
Months
ended
November
30,
2023
(Unaudited)
$
23.17‌
$
0.35‌
$
(1.80‌)
$
—‌
$
(1.45‌)
$
(0.36‌)
$
—‌
$
—‌
$
(0.36‌)
$
21.36‌
(6.29‌)
%
(6.28‌)
%
1.92‌
%
0.95‌
%
2.21‌
%
3.18‌
%
$
6,808‌
—‌
%
Year
ended
May
31,
2023
20.65‌
0.31‌
2.36‌
—‌
2.67‌
(0.15‌)
—‌
—‌
(0.15‌)
23.17‌
12.93‌
12.86‌
1.55‌
0.95‌
0.71‌
1.32‌
9,009‌
—‌
Year
ended
May
31,
2022
15.03‌
(0.15‌)
5.77‌
—‌
5.62‌
—‌
—‌
—‌
—‌
20.65‌
37.43‌
37.63‌
2.13‌
0.95‌
(2.04‌)
(0
.87‌)
11,128‌
—‌
Year
ended
May
31,
2021
37.97‌
(0.20‌)
(22.74‌)
—‌
(22.94‌)
—‌
—‌
—‌
—‌
15.03‌
(60.42‌)
(60.55‌)
1.71‌
0.95‌
(1.69‌)
(0.93‌)
5,467‌
—‌
Year
ended
May
31,
2020
46.57‌
0.15‌
(8.37‌)
—‌
(8.22‌)
(0.36‌)
—‌
(0.02‌)#
(0.38‌)
37.97‌
(17.70‌)
(17.50‌)
1.31‌
0.95‌
(0.01‌)
0.35‌
16,662‌
—‌
Year
ended
May
31,
2019
42.20‌
0.47‌
4.21‌
—‌
4.68‌
(0.31‌)
—‌
—‌
(0.31‌)
46.57‌
11.11‌
11.05‌
1.26‌
0.95‌
0.70‌
1.01‌
19,271‌
—‌
UltraShort
MSCI
Japan
Six
Months
ended
November
30,
2023
(Unaudited)
14.94‌
0.21‌
(1.71‌)
—‌
(1.50‌)
(0.22‌)
—‌
—‌
(0.22‌)
13.22‌
(10.05‌)
(
10.23‌)
2.41‌
0.95‌
1.63‌
3.08‌
4,228‌
—‌
Year
ended
May
31,
2023
16.83‌
0.26‌
(2.04‌)
—‌
(1.78‌)
(0.11‌)
—‌
—‌
(0.11‌)
14.94‌
(10.64‌)
(10.39‌)
2.17‌
0.95‌
0.25‌
1.47‌
5,973‌
—‌
Year
ended
May
31,
2022
13.72‌
(0.12‌)
3.23‌
—‌
3.11‌
—‌
—‌
—‌
—‌
16.83‌
22.67‌
22.79‌
2.93‌
0.95‌
(2.86‌)
(0.88‌)
6,309‌
—‌
Year
ended
May
31,
2021
23.61‌
(0.17‌)
(9.72‌)
—‌
(9.89‌)
—‌
—‌
—‌
—‌
13.72‌
(41.91‌)
(41.84‌)
1.98‌
0.95‌
(1.97‌)
(0.94‌)
4,800‌
—‌
Year
ended
May
31,
2020
31.53‌
(0.06‌)
(7.79‌)
—‌
(7.85‌)
(0.07‌)
—‌
—‌
(0.07‌)
23.61‌
(24.89‌)
(24.92‌)
1.78‌
0.95‌
(1.03‌)
(0.21‌)
11,215‌
—‌
Year
ended
May
31,
2019
26.01‌
0.02‌
5.51‌
—‌
5.53‌
(0.01‌)
—‌
—‌
(0.01‌)
31.53‌
21.26‌
21.50‌
2.01‌
0.95‌
(1.00‌)
0.06‌
7,091‌
—‌
243
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Nasdaq
Biotechnology
Six
Months
ended
November
30,
2023
(Unaudited)
$
20.82‌
$
0.23‌
$
2.39‌
$
—‌
$
2.62‌
$
(0.14‌)
$
—‌
$
—‌
$
(0.14‌)
$
23.30‌
12.67‌
%
12.38‌
%
2.23‌
%
0.95‌
%
0.81‌
%
2.09‌
%
$
4,570‌
—‌
%
Year
ended
May
31,
2023
28.45‌
0.11‌
(7.74‌)
—‌
(7.63‌)
—‌
—‌
—‌
—‌
20.82‌
(26.82‌)
(26.82‌)
1.97‌
0.95‌
(0.51‌)
0.51‌
5,123‌
—‌
Year
ended
May
31,
2022
21.67‌
(0.20‌)
6.98‌
—‌
6.78‌
—‌
—‌
—‌
—‌
28.45‌
31.29‌
31.59‌
1.83‌
0.95‌
(1.79‌)
(0.91‌)
8,424‌
—‌
Year
ended
May
31,
2021(s)
33.82‌
(0.24‌)
(11.91‌)
—‌
(12.15‌)
—‌
—‌
—‌
—‌
21.67‌
(35.93‌)
(36.17‌)
1.55‌
0.95‌
(1.53‌)
(0.93‌)
9,666‌
—‌
Year
ended
May
31,
2020(s)
82.20‌
0.58‌
(47.98‌)
—‌
(47.40‌)
(0.88‌)
—‌
(0.10‌)#
(0.98‌)
33.82‌
(58.25‌)
(58.11‌)
1.31‌
0.95‌
0.59‌
0.94‌
12,556‌
—‌
Year
ended
May
31,
2019(s)
80.47‌
0.94‌
1.39‌
—‌
2.33‌
(0.60‌)
—‌
—‌
(0.60‌)
82.20‌
2.95‌
3.15‌
1.21‌
0.95‌
1.03‌
1.28‌
26,408‌
—‌
UltraShort
QQQ
Six
Months
ended
November
30,
2023
(Unaudited)
15.06‌
0.34‌
(3.13‌)
—‌
(2.79‌)
(0.31‌)
—‌
—‌
(0.31‌)
11.96‌
(18.79‌)
(18.65‌)
1.00‌
0.95‌
5.07‌
5.13‌
475,937‌
—‌
Year
ended
May
31,
2023
22.42‌
0.37‌
(7.61‌)
—‌
(7.24‌)
(0.12‌)
—‌
—‌
(0.12‌)
15.06‌
(32.42‌)
(32.46‌)
1.01‌
0.95‌
1.64‌
1.71‌
533,947‌
—‌
Year
ended
May
31,
2022
23.47‌
(0.17‌)
(0.88‌)
(i)
—‌
(1.05‌)
—‌
—‌
—‌
—‌
22.42‌
(4.49‌)
(4.48‌)
1.02‌
0.95‌
(0.93‌)
(0.86‌)
365,330‌
—‌
Year
ended
May
31,
2021(w)
58.32‌
(0.26‌)
(34.59‌)
—‌
(34.85‌)
—‌
—‌
—‌
—‌
23.47‌
(59.75‌)
(59.83‌)
1.03‌
0.95‌
(0.90‌)
(0.82‌)
221,703‌
—‌
Year
ended
May
31,
2020(w)
146.74‌
1.26‌
(87.51‌)
—‌
(86.25‌)
(1.91‌)
—‌
(0.26‌)#
(2.17‌)
58.32‌
(59.49‌)
(59.44‌)
1.04‌
0.95‌
1.18‌
1.27‌
248,507‌
—‌
Year
ended
May
31,
2019(w)
171.61‌
2.98‌
(25.10‌)
—‌
(22.12‌)
(2.75‌)
—‌
—‌
(2.75‌)
146.74‌
(13.01‌)
(12.94‌)
1.03‌
0.95‌
1.88‌
1.95‌
355,626‌
—‌
244
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Real
Estate
Six
Months
ended
November
30,
2023
(Unaudited)
$
18.90‌
$
0.33‌
$
(1.79‌)
$
—‌
$
(1.46‌)
$
(0.31‌)
$
—‌
$
—‌
$
(0.31‌)
$
17.13‌
(7.81‌)
%
(7.94‌)
%
1.07‌
%
0.95‌
%
3.48‌
%
3.60‌
%
$
47,906‌
—‌
%
Year
ended
May
31,
2023
15.12‌
0.34‌
3.60‌
—‌
3.94‌
(0.16‌)
—‌
—‌
(0.16‌)
18.90‌
26.06‌
26.40‌
1.07‌
0.95‌
1.80‌
1.92‌
66,099‌
—‌
Year
ended
May
31,
2022
17.33‌
(0.12‌)
(2.09‌)
(i)
—‌
(2.21‌)
—‌
—‌
—‌
—‌
15.12‌
(12.78‌)
(12.77‌)
1.41‌
0.95‌
(1.31‌)
(0.86‌)
27,920‌
—‌
Year
ended
May
31,
2021(bb)
34.76‌
(0.24‌)
(17.19‌)
—‌
(17.43‌)
—‌
—‌
—‌
—‌
17.33‌
(50.14‌)
(50.29‌)
1.20‌
0
.95‌
(1.19‌)
(0.94‌)
16,427‌
—‌
Year
ended
May
31,
2020(bb)
45.29‌
0.17‌
(10.12‌)
—‌
(9.95‌)
(0.54‌)
—‌
(0.04‌)#
(0.58‌)
34.76‌
(22.18‌)
(22.10‌)
1.31‌
0.95‌
0.06‌
0.42‌
54,669‌
—‌
Year
ended
May
31,
2019(bb)
60.82‌
0.66‌
(15.75‌)
—‌
(15.09‌)
(0.44‌)
—‌
—‌
(0.44‌)
45.29‌
(24.94‌)
(24.88‌)
1.32‌
0.95‌
0.88‌
1.25‌
21,421‌
—‌
UltraShort
Russell2000
Six
Months
ended
November
30,
2023
(Unaudited)
16.44‌
0.29‌
(1.46‌)
—‌
(1.17‌)
(0.24‌)
—‌
—‌
(0.24‌)
15.03‌
(7.09‌)
(7.11‌)
1.05‌
0.95‌
3.81‌
3.91‌
80,599‌
—‌
Year
ended
May
31,
2023
16.73‌
0.25‌
(0.44‌)
(i)
—‌
(0.19‌)
(0.10‌)
—‌
—‌
(0.10‌)
16.44‌
(1.16‌)
(1.15‌)
1.06‌
0.95‌
1.44‌
1.55‌
123,546‌
—‌
Year
ended
May
31,
2022
13.88‌
(0.12‌)
2.97‌
—‌
2.85‌
—‌
—‌
—‌
—‌
16.73‌
20.54‌
20.61‌
1.07‌
0.95‌
(0.98‌)
(0.86‌)
115,702‌
—‌
Year
ended
May
31,
2021(w)
46.41‌
(0.20‌)
(32.33‌)
—‌
(32.53‌)
—‌
—‌
—‌
—‌
13.88‌
(70.09‌)
(70.11‌)
1.09‌
0.95‌
(0.98‌)
(0.85‌)
73,770‌
—‌
Year
ended
May
31,
2020(w)
67.88‌
0.31‌
(21.10‌)
—‌
(20.79‌)
(0.60‌)
—‌
(0.08‌)#
(0.68‌)
46.41‌
(30.85‌)
(30.72‌)
1.09‌
0.95‌
0.38‌
0.52‌
132,947‌
—‌
Year
ended
May
31,
2019(w)
59.72‌
0.71‌
8
.10‌
—‌
8.81‌
(0.65‌)
—‌
—‌
(0.65‌)
67.88‌
14.83‌
14.83‌
1.08‌
0.95‌
1.03‌
1.16‌
98,592‌
—‌
245
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
S&P500
®
Six
Months
ended
November
30,
2023
(Unaudited)
$
38.95‌
$
0
.93‌
$
(5.97‌)
$
—‌
$
(5.04‌)
$
(0.87‌)
$
—‌
$
—‌
$
(0.87‌)
$
33.04‌
(13.07‌)
%
(12.91‌)
%
0.89‌
%
0.89‌
%
5.27‌
%
5.27‌
%
$
808,005‌
—‌
%
Year
ended
May
31,
2023
43.25‌
0.91‌
(4.78‌)
—‌
(3.87‌)
(0.43‌)
—‌
—‌
(0
.43‌)
38.95‌
(9.07‌)
(9.08‌)
0.90‌
0.90‌
2.07‌
2.07‌
1,114,138‌
—‌
Year
ended
May
31,
2022(ff)
47.49‌
(0.33‌)
(3.91‌)
—‌
(4.24‌)
—‌
—‌
—‌
—‌
43.25‌
(8.93‌)
(9.07‌)
0.90‌
0.90‌
(0.80‌)
(0
.80‌)
899,859‌
—‌
Year
ended
May
31,
2021(ff)
102.86‌
(0.53‌)
(54.84‌)
—‌
(55.37‌)
—‌
—‌
—‌
—‌
47.49‌
(53.83‌)
(53.86‌)
0.90‌
0.90‌
(0.75‌)
(0.75‌)
582,648‌
—‌
Year
ended
May
31,
2020(ff)
176
.27‌
1.13‌
(72.44‌)
—‌
(71.31‌)
(1.80‌)
—‌
(0.30‌)#
(2.10‌)
102.86‌
(40.80‌)
(40.72‌)
0.91‌
0.91‌
0.83‌
0.83‌
1,480,039‌
—‌
Year
ended
May
31,
2019(ff)
193.67‌
2.94‌
(17.54‌)
—‌
(14.60‌)
(
2.80‌)
—‌
—‌
(2.80‌)
176.27‌
(7.60‌)
(7.60‌)
0.89‌
0.89‌
1.65‌
1.65‌
1,131,491‌
—‌
UltraShort
Semiconductors
Six
Months
ended
November
30,
2023
(Unaudited)
9.01‌
0.15‌
(2.63‌)
—‌
(2.48‌)
(0.16‌)
—‌
—‌
(0.16‌)
6.37‌
(27.83‌)
(27.47‌)
1.80‌
0.95‌
3.30‌
4.15‌
7,610‌
—‌
Year
ended
May
31,
2023
22.46‌
0.46‌
(13.72‌)
—‌
(13.26‌)
(0.19‌)
—‌
—‌
(0.19‌)
9.01‌
(59.46‌)
(59.34‌)
1.74‌
0.95‌
1
.52‌
2.31‌
7,201‌
—‌
Year
ended
May
31,
2022
36.65‌
(0.20‌)
(13.99‌)
—‌
(14.19‌)
—‌
—‌
—‌
—‌
22.46‌
(38.73‌)
(38.85‌)
2.95‌
0.95‌
(2.84‌)
(0.84‌)
6,726‌
—‌
Year
ended
May
31,
2021(s)
(aa)
128.03‌
(0.62‌)
(90.76‌)
—‌
(91.38‌)
—‌
—‌
—‌
—‌
36.65‌
(71.37‌)
(71.48‌)
2.52‌
0.95‌
(2.51‌)
(0.94‌)
2,734‌
—‌
Year
ended
May
31,
2020(s)
(aa)
520.18‌
1.17‌
(390.11‌)
—‌
(388.94‌)
(3.01‌)
—‌
(0.20‌)#
(3.21‌)
128.03‌
(75.16‌)
(75.02‌)
1.85‌
0.95‌
(0.45‌)
0.45‌
7,554‌
—‌
Year
ended
May
31,
2019(l)
(s)(aa)
477.08‌
5.91‌
42.55‌
(i)
—‌
48.46‌
(5.36‌)
—‌
—‌
(5.36‌)
520.18‌
10.15‌
9
.44‌
2.47‌
0.95‌
(0.33‌)
1.19‌
7,119‌
—‌
246
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
SmallCap600
Six
Months
ended
November
30,
2023
(Unaudited)
$
26.61‌
$
0.35‌
$
(2.63‌)
$
—‌
$
(2.28‌)
$
(0.34‌)
$
—‌
$
—‌
$
(0.34‌)
$
23.99‌
(8.57‌)
%
(8.42‌)
%
2.92‌
%
0.95‌
%
0.99‌
%
2.96‌
%
$
2,973‌
—‌
%
Year
ended
May
31,
2023
25.22‌
0.43‌
1.18‌
—‌
1.61‌
(0.22‌)
—‌
—‌
(0.22‌)
26.61‌
6.40‌
5.96‌
2.53‌
0.95‌
0.09‌
1.67‌
3,831‌
—‌
Year
ended
May
31,
2022
24.53‌
(0.21‌)
0.90‌
—‌
0.69‌
—‌
—‌
—‌
—‌
25.22‌
2.81‌
2.77‌
3.20‌
0.95‌
(3.10‌)
(0.86‌)
4,640‌
—‌
Year
ended
May
31,
2021(u)
(aa)
92.30‌
(0.49‌)
(67.28‌)
—‌
(67.77‌)
—‌
—‌
—‌
—‌
24.53‌
(73.42‌)
(73.28‌)
2.41‌
0.95‌
(2.40‌)
(0.94‌)
2,064‌
—‌
Year
ended
May
31,
2020(u)
(aa)
123.90‌
(0.13‌)
(30.72‌)
—‌
(30.85‌)
(0.75‌)
—‌
—‌
(0.75‌)
92.30‌
(24.97‌)
(25.26‌)
2.65‌
0.95‌
(1.82‌)
(0.11‌)
9,499‌
—‌
Year
ended
May
31,
2019(u)
(aa)
105.26‌
1
.33‌
18.37‌
—‌
19.70‌
(1.06‌)
—‌
—‌
(1.06‌)
123.90‌
18.83‌
17.33‌
3.39‌
0.95‌
(1.22‌)
1.22‌
3,459‌
—‌
UltraShort
Technology
Six
Months
ended
November
30,
2023
(Unaudited)
11.50‌
0.22‌
(2.58‌)
—‌
(2.36‌)
(0.26‌)
—‌
—‌
(0.26‌)
8.88‌
(20.88‌)
(20.71‌)
2.47‌
0.95‌
2.67‌
4.19‌
3,963‌
—‌
Year
ended
May
31,
2023
19.12‌
0.27‌
(7.75‌)
—‌
(7.48‌)
(0.14‌)
—‌
—‌
(0.14‌)
11.50‌
(39.35‌)
(
39.31‌)
1.62‌
0.95‌
0.76‌
1.43‌
5,244‌
—‌
Year
ended
May
31,
2022(cc)
22.23‌
(0.15‌)
(2.96‌)
(i)
—‌
(3.11‌)
—‌
—‌
—‌
—‌
19.12‌
(14.02‌)
(14.14‌)
2.26‌
0.95‌
(2.17‌)
(0.86‌)
7,763‌
—‌
Year
ended
May
31,
2021(s)
(cc)
59.62‌
(0.29‌)
(37.10‌)
—‌
(37.39‌)
—‌
—‌
—‌
—‌
22.23‌
(62.71‌)
(62.60‌)
2.18‌
0.95‌
(2.17‌)
(0.94‌)
4,866‌
—‌
Year
ended
May
31,
2020(s)
(cc)
170.28‌
0.53‌
(109
.86‌)
—‌
(109.33‌)
(1.25‌)
—‌
(0.08‌)#
(1.33‌)
59.62‌
(64.62‌)
(64.72‌)
2.40‌
0.95‌
(0.95‌)
0.50‌
4,856‌
—‌
Year
ended
May
31,
2019(l)
(s)(cc)
203.06‌
2.42‌
(33.45‌)
—‌
(31.03‌)
(1.75‌)
—‌
—‌
(1.75‌)
170.28‌
(15.34‌)
(15.28‌)
2.68‌
0.95‌
(0.43‌)
1.30‌
5,354‌
—‌
247
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
NOVEMBER
30,
2023
(UNAUDITED)
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
UltraShort
Utilities
Six
Months
ended
November
30,
2023
(Unaudited)
$
12.58‌
$
0.16‌
$
0.52‌
$
—‌
$
0.68‌
$
(0.18‌)
$
—‌
$
—‌
$
(0.18‌)
$
13.08‌
5.50‌
%
5.39‌
%
4.33‌
%
0.95‌
%
(1.02‌)
%
2.35‌
%
$
1,487‌
—‌
%
Year
ended
May
31,
2023
10.98‌
0.20‌
1.52‌
—‌
1.72‌
(0.12‌)
—‌
—‌
(0.12‌)
12.58‌
15.73‌
15.68‌
3.37‌
0.95‌
(0.69‌)
1.72‌
1,179‌
—‌
Year
ended
May
31,
2022
16.33‌
(0.12‌)
(5.23‌)
—‌
(5.35‌)
—‌
—‌
—‌
—‌
10.98‌
(32.77‌)
(32.52‌)
4.68‌
0.95‌
(4.60‌)
(0.87‌)
2,402‌
—‌
Year
ended
May
31,
2021(u)
23.04‌
(0.18‌)
(6.53‌)
—‌
(6.71‌)
—‌
—‌
—‌
—‌
16.33‌
(29.11‌)
(29.19‌)
4.17‌
0.95‌
(4
.16‌)
(0.95‌)
2,347‌
—‌
Year
ended
May
31,
2020(u)
37.28‌
0.10‌
(14.11‌)
—‌
(14.01‌)
(0.21‌)
—‌
(0.02‌)#
(0.23‌)
23.04‌
(37.75‌)
(37.77‌)
2.66‌
0.95‌
(1.39‌)
0.33‌
1,872‌
—‌
Year
ended
May
31,
2019(u)
51.64‌
0.21‌
(14.50‌)
—‌
(14.29‌)
(0.07‌)
—‌
—‌
(0.07‌)
37.28‌
(27.69‌)
(27.75‌)
2.41‌
0.95‌
(0.98‌)
0.49‌
4,427‌
—‌
248
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
FINANCIAL
HIGHLIGHTS
See
accompanying
notes
to
the
financial
statements.
ProShares
Trust
Notes
to
Financial
Highlights:
(a)
Per
share
net
investment
income
(loss)
has
been
calculated
using
the
average
daily
shares
method.
(b)
Includes
transaction
fees
associated
with
the
issuance
and
redemption
of
Creation
Units.
(c)
Not
annualized
for
periods
less
than
one
year.
(d)
Net
asset
value
total
return
is
calculated
assuming
an
initial
investment
made
at
the
net
asset
value
at
the
beginning
of
the
period,
reinvestment
of
all
dividends
and
distributions
at
net
asset
value
during
the
period,
if
any,
and
redemption
on
the
last
day
of
the
period
at
net
asset
value.
This
percentage
is
not
an
indication
of
the
performance
of
a
shareholder’s
investment
in
the
Fund
based
on
market
value
due
to
differences
between
the
market
price
of
the
shares
and
the
net
asset
value
per
share
of
the
Fund.
(e)
Market
value
total
return
is
calculated
assuming
an
initial
investment
made
at
the
market
value
at
the
beginning
of
the
period,
reinvestment
of
all
dividends
and
distributions
at
net
asset
value
during
the
period,
if
any,
and
redemption
on
the
last
day
of
the
period
at
market
value.
Market
value
is
determined
by
the
composite
closing
price.
Composite
closing
security
price
is
defined
as
the
last
reported
sale
price
from
any
primary
listing
market
(e.g.,
NYSE
and
Nasdaq)
or
participating
regional
exchanges
or
markets.
The
composite
closing
price
is
the
last
reported
sale
price
from
any
of
the
eligible
sources,
regardless
of
volume
and
not
an
average
price
and
may
have
occurred
on
a
date
prior
to
the
close
of
the
reporting
period.
Market
value
may
be
greater
or
less
than
net
asset
value,
depending
on
the
Fund's
closing
price
on
the
listing
market.
(f)
Annualized
for
periods
less
than
one
year.
(g)
Portfolio
turnover
rate
is
calculated
without
regard
to
instruments
having
a
maturity
of
less
than
one
year
from
acquisition
or
derivative
instruments
(including
swap
agreements
and
futures
contracts).
The
portfolio
turnover
rate
can
be
high
and
volatile
due
to
the
sales
and
purchases
of
fund
shares
during
the
period.
In-Kind
transactions
are
not
included
in
the
portfolio
turnover
calculations.
(h)
Per
share
amount
is
less
than
$0.005.
(
i
)
The
amount
shown
for
a
share
outstanding
throughout
the
period
is
not
in
accordance
with
the
aggregate
net
realized
and
unrealized
gain
(loss)
for
that
period
because
of
the
timing
of
sales
and
repurchases
of
the
Fund
shares
in
relation
to
fluctuating
market
value
of
the
investments
in
the
Fund.
(j)
Less
than
0.005%.
(k)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:4
reverse
stock
split
effective
May
24,
2019.
(l)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:2
reverse
stock
split
effective
May
24,
2019.
(m)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:10
reverse
stock
split
effective
April
21,
2020.
(n)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:4
reverse
stock
split
effective
April
21,
2020.
(o)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
2:1
stock
split
effective
August
18,
2020.
(p)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
4:1
stock
split
effective
August
18,
2020.
(q)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:5
reverse
stock
split
effective
August
18,
2020.
(r)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:2
reverse
stock
split
effective
August
18,
2020.
(s)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:4
reverse
stock
split
effective
August
18,
2020.
(t)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
2:1
stock
split
effective
January
21,
2021.
(u)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:2
reverse
stock
split
effective
January
21,
2021.
(v)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:5
reverse
stock
split
effective
January
21,
2021.
(w)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:4
reverse
stock
split
effective
January
21,
2021.
(x)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
4:1
stock
split
effective
May
25,
2021.
(y)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
2:1
stock
split
effective
May
25,
2021.
(z)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
5:1
stock
split
effective
May
25,
2021.
(aa)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:4
reverse
stock
split
effective
May
25,
2021.
(bb)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:2
reverse
stock
split
effective
May
25,
2021.
(cc)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:2
reverse
stock
split
effective
January
13,
2022.
(dd)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
4:1
stock
split
effective
January
13,
2022.
(
ee
)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
2:1
stock
split
effective
January
13,
2022.
(ff)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:5
reverse
stock
split
effective
January
13,
2022.
(gg)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
4:1
stock
split
effective
May
27,
2022.
(
hh
)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:2
reverse
stock
split
effective
May
27,
2022.
#
Amount
has
been
reclassified
based
on
the
tax
character
of
the
distributions
for
the
tax
year
ended
October
31,
2020.
##
Amount
has
been
reclassified
based
on
the
tax
character
of
distributions
for
the
tax
year
ended
October
31,
2022.
**
Less
than
0.5%
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
249
PROSHARES
TRUST
NOTES
TO
FINANCIAL
STATEMENTS
250
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
1.
Organization 
ProShares
Trust
(the
“Trust”)
is
registered
as
an
open-end
man-
agement
investment
company
under
the
Investment
Company
Act
of
1940
(“1940
Act”).
The
Trust
was
formed
as
a
Delaware
statutory
trust
on
May
29,
2002,
has
authorized
capital
of
an
unlimited
number
of
shares
at
no
par
value
and
is
comprised
of
125
operational
funds.
These
accompanying
Notes
to
Financial
Statements
relate
to
the
portfolios
of
the
Trust
included
in
this
report
(collectively,
the
“Funds”
and
individually,
a
“Fund”).
Each
Fund
qualifies
as
an
investment
company
as
defined
in
the
Financial
Accounting
Standards
Codification
Topic
946
–
Financial
Services
–
Investment
Companies.
Each
Fund
is
a
“non-diversified”
series
of
the
Trust
pursuant
to
the
1940
Act. 
2.
Significant
Accounting
Policies 
The
net
asset
value
per
share
(“NAV”)
of
each
Fund
is
generally
determined
as
of
the
close
of
the
regular
trading
session
of
the
exchange
on
which
it
is
listed
(is
typically
calculated
as
of
4:00
p.m.
Eastern
Time)
on
each
business
day. 
The
following
is
a
summary
of
significant
accounting
policies
followed
by
each
Fund
in
preparation
of
its
financial
state-
ments.
These
policies
are
in
conformity
with
U.S.
generally
accepted
accounting
principles
(“GAAP”).
The
preparation
of
financial
statements
in
accordance
with
GAAP
requires
man-
agement
to
make
estimates
and
assumptions
that
affect
the
reported
amounts.
The
actual
results
could
differ
from
those
estimates.
Investment
Valuation 
The
Funds
record
their
investments
at
fair
value.  Fair
value
is
defined
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date.  The
securities
in
the
portfolio
of
a
Fund
that
are
listed
or
traded
on
a
stock
exchange
or
the
Nasdaq
Stock
Market,
except
as
otherwise
noted,
are
generally
valued
at
the
closing
price,
if
available,
or
the
last
sale
price
on
the
exchange
or
system
where
the
securi-
ty
is
principally
traded,
generally
using
information
provided
by
a
third
party
pricing
service,
or
market
quotations.
These
valuations
are
typically
categorized
as
Level
1
in
the
fair
value
hierarchy
described
below.
If
there
have
been
no
sales
for
that
day
on
the
exchange
or
system
where
the
security
is
principally
traded,
then
fair
value
may
be
determined
with
reference
to
the
mean
of
the
latest
bid
and
asked
quotes,
if
applicable,
on
the
exchange
or
system.
If
there
have
been
no
sales
or
quotes
of
the
security
for
that
day
on
the
exchange
or
system,
the
security
will
be
valued
in
accordance
with
procedures
approved
by
the
Trust’s
Board
of
Trustees
(the
“Board”). 
Exchange
traded
funds
are
generally
valued
at
the
closing
price,
if
available,
or
at
the
last
sale
price
as
described
above,
and
are
typically
categorized
as
Level
1
in
the
fair
value
hier-
archy.
Securities
regularly
traded
in
the
over-the-counter
(“OTC”)
mar-
kets,
including
securities
listed
on
an
exchange
but
that
are
primarily
traded
OTC,
other
than
those
traded
on
the
Nasdaq
Stock
Market,
are
valued
on
the
basis
of
the
mean
between
the
bid
and
asked
quotes
furnished
by
primary
market
makers
for
those
instruments.
U.S.
Treasury
securities
are
valued
accord-
ing
to
prices
as
furnished
by
an
independent
pricing
service,
generally
at
the
mean
of
the
bid
and
asked
quotes.
In
each
of
these
situations,
valuations
are
typically
categorized
as
Level
2
in
the
fair
value
hierarchy.
Exchange
traded
equity
and
bond
futures
contracts
are
gen-
erally
valued
at
the
official
futures
settlement
price.
These
valuations
are
typically
categorized
as
Level
1
in
the
fair
val-
ue
hierarchy.
If
there
was
no
sale
on
that
day,
fair
valuation
procedures
as
described
below
may
be
applied.
Non-exchange
traded
derivatives
(e.g.
non-exchange
traded
swap
agreements)
are
generally
valued
using
independent
sources
and/or
agree-
ment
with
counterparties
or
other
procedures
approved
by
the
Board
and
are
typically
categorized
as
Level
2
in
the
fair
value
hierarchy.
When
ProShare
Advisors
LLC
(the
“Advisor”),
as Valuation
Designee, determines
that
the
price
of
a
security
is
not
read-
ily
available
or
deemed
unreliable
(e.g.,
an
approved
pricing
service
does
not
provide
a
price,
a
furnished
price
is
in
error,
certain
prices
become
stale,
or
an
event
occurs
that
material-
ly
affects
the
furnished
price),
the
Advisor
may,
in
good
faith,
establish
a
fair
value
for
that
security
in
accordance
with
pro-
cedures
established
by
and
under
the
general
supervision
and
responsibility
of
the
Board.
Fair
value
pricing
may
require
sub-
jective
determinations
about
the
value
of
a
security.
While
the
Trust’s
policy
is
intended
to
result
in
a
calculation
of
a
Fund’s
NAV
that
fairly
reflects
security
values
as
of
the
time
of
pric-
ing,
the
Trust
cannot
ensure
that
fair
values
determined
by
the
Advisor
or
persons
acting
at
their
direction
would
accurately
reflect
the
price
that
a
Fund
could
obtain
for
a
security
if
it
were
to
dispose
of
that
security
as
of
the
time
of
pricing
(for
instance,
in
a
forced
or
distressed
sale).
The
prices
used
by
a
Fund
may
differ
from
the
value
that
would
be
realized
if
the
se-
curities
were
sold
and
the
differences
could
be
material
to
the
financial
statements.
Depending
on
the
source
and
relevant
significance
of
valuation
inputs,
these
instruments
may
be
classified
as
Level
2
or
Level
3
in
the
fair
value
hierarchy.
The
Funds
disclose
the
fair
value
of
their
investments
in
a
hi-
erarchy
that
distinguishes
between:
(1)
market
participant
as-
sumptions
which
are
developed
based
on
market
data
obtained
from
sources
independent
of
the
Funds
(observable
inputs)
and
(2)
the
Funds’
own
assumptions
about
market
participant
as-
sumptions
which
are
developed
based
on
the
best
information
available
under
the
circumstances
(unobservable
inputs).
The
three
levels
defined
by
the
hierarchy
are
as
follows:
Level
1
—
Quoted
prices
in
active
markets
for
identical
assets.
Level
2
—
Other
significant
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepay-
ment
speeds,
credit
risk,
etc.).
Level
3
—
Significant
unobservable
inputs
(including
as-
sumptions
in
determining
the
fair
value
of
investments).
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
251
PROSHARES
TRUST
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risk
associated
with
investing
in
those
securities.
For
example,
short-term
debt
securities
maturing
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Generally,
amortized
cost
approximates
the
current
fair
value
of
a
security,
but
since
the
valuation
is
not
obtained
from
a
quoted
price
in
an
active
market,
such
securities
are
typically
reflected
as
Level
2.
Fair
value
measurements
may
also
require
additional
disclosure
when
the
volume
and
level
of
activity
for
the
asset
or
liability
have
significantly
decreased,
as
well
as
when
circumstances
indi-
cate
that
a
transaction
is
not
orderly.
The
following
is
a
summary
of
the
valuations
as
of
November
30,
2023,
for
each
Fund
based
upon
the
three
levels
defined
above: 
Please
refer
to
the
Schedules
of
Portfolio
Investments
to
view
equity
and
debt
securities
segregated
by
industry
type. 
LEVEL
1
-
Quoted
Prices
A
LEVEL
2
-
Other
Significant
Observable
Inputs
A
Total
A
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Securities
Lending
Reinvestments
A
Futures
Contracts*
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Rights/
Warrants
A
U.S.
Treasury
Obligations
A
Repurchase
Agreements
A
Swap
Agreements*
A
Investment
Securities,
including
Repurchase
Agreements
A
Other
Financial
Instruments,
including
Futures
Contracts,
Swap
Agreements,
and
Forward
Currency
Contracts*
A
Short
7-10
Year
Treasury
.....
$
—
$
—
$
(3,011)
$
—
$
—
$
—
$
24,353,210
$
1,342,239
$
24,353,210
$
1,339,228
Short
20+
Year
Treasury
.....
—
—
(5,019)
—
—
88,714,733
49,667,171
15,184,500
138,381,904
15,179,481
Short
Dow30
SM
...
—
—
(224,590)
—
—
98,908,570
96,002,144
(11,577,026)
194,910,714
(11,801,616)
Short
Financials
..
—
—
—
—
—
—
20,762,298
(4,984,704)
20,762,298
(4,984,704)
Short
FTSE
China
50
—
—
—
—
—
—
5,582,998
751,716
5,582,998
751,716
Short
High
Yield
..
—
—
—
—
—
73,791,430
97,120,007
(9,369,547)
170,911,437
(9,369,547)
Short
MidCap400
.
—
—
9,684
—
—
—
9,794,598
(551,656)
9,794,598
(541,972)
Short
MSCI
EAFE
.
—
—
—
—
—
—
48,721,880
(3,838,914)
48,721,880
(3,838,914)
Short
MSCI
Emerging
Markets
.....
—
—
—
—
—
—
23,602,699
(1,935,030)
23,602,699
(1,935,030)
Short
QQQ
.....
—
—
(913,598)
—
—
688,553,825
125,253,773
(144,658,538)
813,807,598
(145,572,136)
Short
Real
Estate
..
—
—
—
—
—
—
34,327,176
(2,600,783)
34,327,176
(2,600,783)
Short
Russell2000
.
—
—
241,879
—
—
182,504,399
113,928,720
(5,923,507)
296,433,119
(5,681,628)
Short
S&P500
®
...
—
—
(1,954,720)
—
—
1,512,286,649
172,220,006
(167,551,651)
1,684,506,655
(169,506,371)
Short
SmallCap600
—
—
—
—
—
—
10,487,348
(1,336,025)
10,487,348
(1,336,025)
Ultra
7-10
Year
Treasury
.....
—
—
1,448
—
—
—
14,971,245
(511,325)
14,971,245
(509,877)
Ultra
20+
Year
Treasury
.....
—
—
7,937
—
—
—
76,376,295
(9,336,768)
76,376,295
(9,328,831)
Ultra
Communication
Services
.....
1,732,698
—
—
—
—
—
87,616
2,017
1,820,314
2,017
Ultra
Consumer
Discretionary
...
10,978,594
—
—
—
—
—
1,239,762
346,530
12,218,356
346,530
Ultra
Consumer
Staples
......
4,126,053
—
—
—
—
—
557,406
(542,116)
4,683,459
(542,116)
Ultra
Dow30
SM
...
259,600,237
—
1,460,137
—
—
—
58,976,194
18,450,788
318,576,431
19,910,925
Ultra
Energy
.....
91,213,104
—
—
—
—
—
5,466,049
(10,710,383)
96,679,153
(10,710,383)
Ultra
Financials
...
408,626,177
—
—
—
—
24,959,773
14,371,266
76,156,726
447,957,216
76,156,726
Ultra
FTSE
China
50
—
—
—
—
—
—
4,413,797
(4,077,259)
4,413,797
(4,077,259)
Ultra
FTSE
Europe
.
—
—
—
—
—
—
2,380,769
69,073
2,380,769
69,073
Ultra
Health
Care
..
60,455,571
—
—
—
—
—
9,415,073
890,085
69,870,644
890,085
Ultra
High
Yield
...
—
—
—
—
—
—
19,131,586
(187,272)
19,131,586
(187,272)
Ultra
Industrials
...
11,070,789
—
—
—
—
—
1,260,684
1,115,401
12,331,473
1,115,401
Ultra
Materials
...
27,291,216
—
—
—
—
—
4,947,720
2,079,230
32,238,936
2,079,230
Ultra
MidCap400
..
101,516,736
173,178
198,473
—
—
—
11,109,605
(3,989,590)
112,799,519
(3,791,117)
Ultra
MSCI
Brazil
Capped
.....
—
—
—
—
—
—
3,221,110
50,199
3,221,110
50,199
Ultra
MSCI
EAFE
..
—
—
—
—
—
—
4,887,475
834,436
4,887,475
834,436
Ultra
MSCI
Emerging
Markets
.....
—
—
—
—
—
—
11,327,746
(1,265,724)
11,327,746
(1,265,724)
Ultra
MSCI
Japan
.
2,895,713
—
—
—
—
—
1,719,883
29,671
4,615,596
29,671
Ultra
Nasdaq
Biotechnology
..
59,519,584
1,086,650
—
—
11,641
—
4,254,900
(9,601,851)
64,872,775
(9,601,851)
Ultra
Nasdaq
Cloud
Computing
....
2,673,901
—
—
—
—
—
121,451
227,151
2,795,352
227,151
Ultra
Nasdaq
Cybersecurity
..
—
—
—
—
—
—
782,278
514,480
782,278
514,480
Ultra
QQQ
......
3,448,764,625
13,124,320
18,690,360
—
—
528,198,197
173,307,186
770,807,299
4,163,394,328
789,497,659
Ultra
Real
Estate
..
43,211,337
—
—
—
—
—
5,115,432
(405,914)
48,326,769
(405,914)
Ultra
Russell2000
..
104,531,025
2,343,742
283,516
3,645
1,222
—
50,780,798
(6,833,010)
157,660,432
(6,549,494)
252
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
LEVEL
1
-
Quoted
Prices
A
LEVEL
2
-
Other
Significant
Observable
Inputs
A
Total
A
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Securities
Lending
Reinvestments
A
Futures
Contracts*
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Rights/
Warrants
A
U.S.
Treasury
Obligations
A
Repurchase
Agreements
A
Swap
Agreements*
A
Investment
Securities,
including
Repurchase
Agreements
A
Other
Financial
Instruments,
including
Futures
Contracts,
Swap
Agreements,
and
Forward
Currency
Contracts*
A
Ultra
S&P500
®
...
$
2,627,343,938
$
13,659
$
18,050,238
$
—
$
—
$
418,840,452
$
126,355,493
$
303,081,874
$
3,172,553,542
$
321,132,112
Ultra
Semiconductors
271,100,258
375,019
—
—
—
—
12,490,492
31,077,734
283,965,769
31,077,734
Ultra
SmallCap600
.
19,202,162
228,790
—
—
—
—
5,062,807
(2,171,374)
24,493,759
(2,171,374)
Ultra
Technology
..
466,160,053
—
—
—
—
—
13,002,878
64,751,228
479,162,931
64,751,228
Ultra
Utilities
....
9,654,782
—
—
—
—
—
1,007,056
(1,557,581)
10,661,838
(1,557,581)
UltraPro
Dow30
SM
.
445,119,218
—
2,281,108
—
—
—
9,774,109
73,549,206
454,893,327
75,830,314
UltraPro
MidCap400
16,648,223
28,190
39,519
—
—
—
3,004,766
(1,080,957)
19,681,179
(1,041,438)
UltraPro
QQQ
....
7,001,240,460
26,916,306
99,940,734
—
—
6,761,702,497
495,384,118
4,561,117,484
14,285,243,381
4,661,058,218
UltraPro
Russell2000
181,616,776
3,761,918
486,675
5,543
537
—
57,131,661
9,373,640
242,516,435
9,860,315
UltraPro
S&P500
®
.
1,752,327,206
15,561
6,704,227
—
—
370,533,568
76,767,074
345,300,304
2,199,643,409
352,004,531
UltraPro
Short
20+
Year
Treasury
..
—
—
(5,521)
—
—
—
15,936,709
21,169,084
15,936,709
21,163,563
UltraPro
Short
Dow30
SM
.....
—
—
(295,214)
—
—
340,432,990
118,771,066
(75,752,964)
459,204,056
(76,048,178)
UltraPro
Short
MidCap400
...
—
—
3,713
—
—
—
3,045,465
(1,411,173)
3,045,465
(1,407,460)
UltraPro
Short
QQQ
—
—
(911,098)
—
—
4,377,572,896
329,525,274
(1,004,687,071)
4,707,098,170
(1,005,598,169)
UltraPro
Short
Russell2000
...
—
—
190,743
—
—
99,104,328
51,165,187
(13,998,723)
150,269,515
(13,807,980)
UltraPro
Short
S&P500
®
.....
—
—
(610,683)
—
—
1,097,306,453
42,616,677
(412,016,796)
1,139,923,130
(412,627,479)
UltraShort
7-10
Year
Treasury
.....
—
—
(2,007)
—
—
—
20,310,190
2,720,924
20,310,190
2,718,917
UltraShort
20+
Year
Treasury
.....
—
—
(15,057)
—
—
394,515,055
47,782,095
(24,590,507)
442,297,150
(24,605,564)
UltraShort
Consumer
Discretionary
...
—
—
—
—
—
—
2,233,448
(948,891)
2,233,448
(948,891)
UltraShort
Consumer
Staples
......
—
—
—
—
—
—
1,956,044
(170,417)
1,956,044
(170,417)
UltraShort
Dow30
SM
—
—
(123,151)
—
—
—
70,414,616
(10,887,537)
70,414,616
(11,010,688)
UltraShort
Energy
.
—
—
—
—
—
—
13,704,777
(5,152,719)
13,704,777
(5,152,719)
UltraShort
Financials
—
—
—
—
—
—
17,658,591
(6,748,237)
17,658,591
(6,748,237)
UltraShort
FTSE
China
50
.........
—
—
—
—
—
—
12,803,751
2,533,825
12,803,751
2,533,825
UltraShort
FTSE
Europe
......
—
—
—
—
—
—
34,268,815
(12,517,843)
34,268,815
(12,517,843)
UltraShort
Health
Care
—
—
—
—
—
—
2,061,085
(319,700)
2,061,085
(319,700)
UltraShort
Industrials
—
—
—
—
—
—
3,403,290
(731,561)
3,403,290
(731,561)
UltraShort
Materials
—
—
—
—
—
—
2,191,954
(510,177)
2,191,954
(510,177)
UltraShort
MidCap400
—
—
3,713
—
—
—
2,328,837
(167,399)
2,328,837
(163,686)
UltraShort
MSCI
Brazil
Capped
.....
—
—
—
—
—
—
6,761,943
(5,615,150)
6,761,943
(5,615,150)
UltraShort
MSCI
EAFE
—
—
—
—
—
—
1,305,916
(776,152)
1,305,916
(776,152)
UltraShort
MSCI
Emerging
Markets
—
—
—
—
—
—
5,774,201
(334,364)
5,774,201
(334,364)
UltraShort
MSCI
Japan
......
—
—
—
—
—
—
3,417,672
(1,393,709)
3,417,672
(1,393,709)
UltraShort
Nasdaq
Biotechnology
..
—
—
—
—
—
—
3,395,832
706,058
3,395,832
706,058
UltraShort
QQQ
..
—
—
(584,689)
—
—
450,362,678
63,146,086
(188,300,978)
513,508,764
(188,885,667)
UltraShort
Real
Estate
—
—
—
—
—
—
42,891,429
(4,417,334)
42,891,429
(4,417,334)
UltraShort
Russell2000
...
—
—
98,385
—
—
24,952,634
59,288,279
(4,649,069)
84,240,913
(4,550,684)
UltraShort
S&P500
®
—
—
(402,097)
—
—
915,248,306
47,545,400
(259,129,258)
962,793,706
(259,531,355)
UltraShort
Semiconductors
.
—
—
—
—
—
—
7,365,539
(4,719,213)
7,365,539
(4,719,213)
UltraShort
SmallCap600
..
—
—
—
—
—
—
2,283,061
36,323
2,283,061
36,323
UltraShort
Technology
—
—
—
—
—
—
4,143,905
(2,666,787)
4,143,905
(2,666,787)
UltraShort
Utilities
.
—
—
—
—
—
—
1,068,507
321,553
1,068,507
321,553
*  These
investments
are
recorded
in
the
financial
statements
at
the
unrealized
gain
or
loss
on
the
investment.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
253
PROSHARES
TRUST
Foreign
Currency
Translation
Each
Fund’s
accounting
records
are
maintained
in
U.S.
dollars.
Assets
and
liabilities
denominated
in
foreign
currencies
and
com-
mitments
under
forward
foreign
currency
exchange
contracts
are
translated
into
U.S.
dollars
as
of
the
close
of
London
world
markets.
The
Funds
do
not
isolate
that
portion
of
the
results
of
operations
resulting
from
changes
in
foreign
exchange
rates
on
investments
from
the
fluctuations
arising
from
changes
in
market
prices
of
securities
held.
Such
fluctuations
are
included
with
the
net
realized
and
unrealized
gain
or
loss
from
investments. 
Repurchase
Agreements 
Each
of
the
Funds
may
enter
into
repurchase
agreements.
Repurchase
agreements
are
primarily
used
by
the
Funds
as
short-term
investments
for
cash
positions.
Under
a
repurchase
agreement,
a
Fund
purchases
one
or
more
debt
securities
and
simultaneously
agrees
to
sell
those
securities
back
to
the
seller
at
a
mutually
agreed-upon
future
price
and
date,
normally
one
day
or
a
few
days
later.
The
resale
price
is
greater
than
the
purchase
price,
reflecting
an
agreed-upon
market
interest
rate
during
the
purchaser’s
holding
period.
While
the
maturities
of
the
underlying
securities
in
repurchase
transactions
may
be
more
than
one
year,
the
term
of
each
repurchase
agreement
will
always
be
less
than
one
year.
The
Funds
follow
certain
procedures
designed
to
minimize
the
risks
inherent
in
such
agreements.
These
procedures
include
affecting
repurchase
transactions
generally
with
major
global
financial
institutions
whose
creditworthiness
is
monitored
by
the
Advisor.
In
addition,
the
value
of
the
collateral
underlying
the
repurchase
agreement
is
required
to
be
at
least
equal
to
the
repurchase
price,
including
any
accrued
interest
income
earned
on
the
repurchase
agreement.
The
Funds
may
invest
in
repurchase
agreements
through
joint
account
arrangements;
in
such
cases,
each
Fund
holds
a
pro
rata
share
of
the
collateral
and
interest
income
based
upon
the
dollar
amount
of
the
repurchase
agreements
entered
into
by
each
Fund.
The
collateral
underlying
the
repurchase
agreement
is
held
by
the
Fund’s
custodian.
A
repurchase
agreement
is
subject
to
the
risk
that
the
counterparty
to
the
repurchase
agreement
that
sells
the
securities
may
default
on
its
obligation
to
repurchase
them.
In
this
circumstance,
a
Fund
may
lose
money
because
it
may
not
be
able
to
sell
the
securities
at
the
agreed
upon
time
and
price,
the
securities
may
lose
value
before
they
can
be
sold,
the
selling
institution
may
declare
bankruptcy
or
the
Fund
may
have
difficulty
exercising
rights
to
the
collateral.
During
periods
of
high
demand
for
repurchase
agreements,
the
Funds
may
be
unable
to
invest
available
cash
in
these
instruments
to
the
extent
desired
by
the
Advisor. Repurchase
agreements
usually
are
for
short
periods,
such
as
one
week
or
less,
but
may
be
longer.
It
is
the
current
policy
of
each
Fund
not
to
invest
in
re-
purchase
agreements
that
do
not
mature
within
seven
days
if
any
such
investment,
together
with
any
other
illiquid
assets
held
by
the
Fund,
amounts
to
more
than
15%
of
Fund’s
total
net
assets.
The
investments
of
each
Fund
in
repurchase
agreements
at
times
may
be
substantial
when,
in
the
view
of
the
Advisor,
liquidity,
investment,
regulatory,
or
other
considerations
so
warrant.
On
November
30,
2023,
the
Funds
had
an
undivided interest
in
joint
repurchase
agreements
with
the
following
counterparties,
for
the
time
periods
and
rates
indicated.
Amounts
shown
in
the
table
below
represent
Principal
Amount,
Cost
and
Value
for
each
respective
repurchase
agreement. 
Fund
Name
A
Bank
of
America
Securities,
Inc.,
5.30%,
dated
11/30/2023
due
12/01/2023
(a)
Barclays
Capital,
Inc.,
5.10%,
dated
11/30/2023
due
12/01/2023
(b)
Barclays
Capital,
Inc.,
5.20%,
dated
11/30/2023
due
12/01/2023
(c)
Barclays
Capital,
Inc.,
5.28%,
dated
11/30/2023
due
12/01/2023
(d)
BNP
Paribas
Securities
Corp.,
5.30%,
dated
11/30/2023
due
12/01/2023
(e)
BNP
Paribas
Securities
Corp.,
5.31%,
dated
11/30/2023
due
12/01/2023
(f)
ING
Financial
Markets
LLC,
5.30%,
dated
11/30/2023
due
12/01/2023
(g)
Total
Short
7-10
Year
Treasury
...
$
2,995,586
$
315,325
$
1,261,300
$
2,248,934
$
1,261,299
$
11,351,697
$
4,919,069
$
24,353,210
Short
20+
Year
Treasury
...
6,109,352
643,090
2,572,358
4,586,590
2,572,358
23,151,226
10,032,197
49,667,171
Short
Dow30
SM
11,808,822
1,243,034
4,972,136
8,865,463
4,972,136
44,749,223
19,391,330
96,002,144
Short
Financials
2,553,883
268,830
1,075,319
1,917,326
1,075,319
9,677,875
4,193,746
20,762,298
Short
FTSE
China
50
...
686,741
72,289
289,154
515,571
289,153
2,602,388
1,127,702
5,582,998
Short
High
Yield
11,946,326
1,257,509
5,030,032
8,968,694
5,030,032
45,270,289
19,617,125
97,120,007
Short
MidCap400
.
1,204,793
126,820
507,281
904,497
507,281
4,565,530
1,978,396
9,794,598
Short
MSCI
EAFE
.....
5,993,075
630,850
2,523,399
4,499,296
2,523,400
22,710,600
9,841,260
48,721,880
Short
MSCI
Emerging
Markets
....
2,903,270
305,607
1,222,429
2,179,627
1,222,429
11,001,863
4,767,474
23,602,699
Short
QQQ
...
15,406,943
1,621,784
6,487,134
11,566,750
6,487,133
58,384,206
25,299,823
125,253,773
Short
Real
Estate
4,222,443
444,467
1,777,871
3,169,995
1,777,871
16,000,834
6,933,695
34,327,176
Short
Russell2000
.
14,013,896
1,475,147
5,900,588
10,520,919
5,900,588
53,105,290
23,012,292
113,928,720
Short
S&P500
®
21,184,064
2,229,901
8,919,606
15,903,917
8,919,606
80,276,450
34,786,462
172,220,006
Short
SmallCap600
1,290,005
135,790
543,160
968,469
543,160
4,888,440
2,118,324
10,487,348
254
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Fund
Name
A
Bank
of
America
Securities,
Inc.,
5.30%,
dated
11/30/2023
due
12/01/2023
(a)
Barclays
Capital,
Inc.,
5.10%,
dated
11/30/2023
due
12/01/2023
(b)
Barclays
Capital,
Inc.,
5.20%,
dated
11/30/2023
due
12/01/2023
(c)
Barclays
Capital,
Inc.,
5.28%,
dated
11/30/2023
due
12/01/2023
(d)
BNP
Paribas
Securities
Corp.,
5.30%,
dated
11/30/2023
due
12/01/2023
(e)
BNP
Paribas
Securities
Corp.,
5.31%,
dated
11/30/2023
due
12/01/2023
(f)
ING
Financial
Markets
LLC,
5.30%,
dated
11/30/2023
due
12/01/2023
(g)
Total
Ultra
7-10
Year
Treasury
...
$
1,841,550
$
193,847
$
775,390
$
1,382,542
$
775,390
$
6,978,506
$
3,024,020
$
14,971,245
Ultra
20+
Year
Treasury
...
9,394,729
988,918
3,955,675
7,053,085
3,955,675
35,601,079
15,427,134
76,376,295
Ultra
10,778
1,134
4,538
8,091
4,538
40,840
17,697
87,616
Ultra
Consumer
Discretionary
152,498
16,052
64,210
114,487
64,210
577,887
250,418
1,239,762
Ultra
Consumer
Staples
....
68,564
7,217
28,869
51,475
28,869
259,822
112,590
557,406
Ultra
Dow30
SM
.
7,254,415
763,623
3,054,491
5,446,245
3,054,491
27,490,416
11,912,513
58,976,194
Ultra
Energy
..
672,356
70,774
283,097
504,771
283,098
2,547,874
1,104,079
5,466,049
Ultra
Financials
1,767,749
186,079
744,316
1,327,136
744,316
6,698,840
2,902,830
14,371,266
Ultra
FTSE
China
50
.......
542,923
57,150
228,599
407,598
228,599
2,057,391
891,537
4,413,797
Ultra
FTSE
Europe
....
292,849
30,826
123,305
219,855
123,305
1,109,741
480,888
2,380,769
Ultra
Health
Care
1,158,109
121,906
487,624
869,450
487,624
4,388,623
1,901,737
9,415,073
Ultra
High
Yield
2,353,297
247,715
990,862
1,766,735
990,862
8,917,755
3,864,360
19,131,586
Ultra
Industrials
155,072
16,323
65,293
116,420
65,293
587,640
254,643
1,260,684
Ultra
Materials
.
608,598
64,063
256,252
456,904
256,252
2,306,268
999,383
4,947,720
Ultra
MidCap400
1,366,547
143,847
575,388
1,025,933
575,388
5,178,490
2,244,012
11,109,605
Ultra
MSCI
Brazil
Capped
....
396,215
41,707
166,827
297,459
166,827
1,501,448
650,627
3,221,110
Ultra
MSCI
EAFE
601,188
63,283
253,132
451,341
253,132
2,278,186
987,213
4,887,475
Ultra
MSCI
Emerging
Markets
....
1,393,379
146,671
586,686
1,046,078
586,686
5,280,172
2,288,074
11,327,746
Ultra
MSCI
Japan
.....
211,556
22,269
89,076
158,825
89,076
801,685
347,396
1,719,883
Ultra
Nasdaq
523,378
55,092
220,370
392,925
220,369
1,983,325
859,441
4,254,900
Ultra
Nasdaq
Cloud
Computing
..
14,939
1,573
6,290
11,216
6,289
56,612
24,532
121,451
Ultra
Nasdaq
Cybersecurity
96,225
10,129
40,516
72,240
40,515
364,642
158,011
782,278
Ultra
QQQ
....
21,317,793
2,243,978
8,975,912
16,004,315
8,975,913
80,783,216
35,006,059
173,307,186
Ultra
Real
Estate
629,228
66,235
264,938
472,392
264,938
2,384,443
1,033,258
5,115,432
Ultra
Russell2000
.
6,246,334
657,509
2,630,035
4,689,429
2,630,036
23,670,318
10,257,137
50,780,798
Ultra
S&P500
®
.
15,542,461
1,636,049
6,544,194
11,668,489
6,544,194
58,897,748
25,522,358
126,355,493
Ultra
1,536,403
161,727
646,907
1,153,452
646,907
5,822,160
2,522,936
12,490,492
Ultra
SmallCap600
622,755
65,553
262,213
467,532
262,213
2,359,912
1,022,629
5,062,807
Ultra
Technology
1,599,430
168,361
673,444
1,200,770
673,444
6,060,996
2,626,433
13,002,878
Ultra
Utilities
..
123,874
13,039
52,157
92,998
52,157
469,417
203,414
1,007,056
UltraPro
Dow30
SM
...
1,202,272
126,555
506,219
902,605
506,220
4,555,980
1,974,258
9,774,109
UltraPro
MidCap400
.
369,604
38,906
155,623
277,480
155,622
1,400,603
606,928
3,004,766
UltraPro
QQQ
.
60,935,131
6,414,224
25,656,897
45,746,996
25,656,897
230,912,074
100,061,899
495,384,118
UltraPro
Russell2000
.
7,027,527
739,740
2,958,958
5,275,910
2,958,959
26,630,628
11,539,939
57,131,661
UltraPro
S&P500
®
...
9,442,797
993,979
3,975,915
7,089,172
3,975,915
35,783,230
15,506,066
76,767,074
UltraPro
Short
20+
Year
Treasury
...
1,960,308
206,348
825,393
1,471,700
825,392
7,428,536
3,219,032
15,936,709
UltraPro
Short
Dow30
SM
...
14,609,532
1,537,846
6,151,382
10,968,094
6,151,382
55,362,439
23,990,391
118,771,066
UltraPro
Short
MidCap400
.
374,610
39,433
157,731
281,238
157,731
1,419,573
615,149
3,045,465
UltraPro
Short
QQQ
......
40,533,527
4,266,687
17,066,748
30,430,509
17,066,749
153,600,735
66,560,319
329,525,274
UltraPro
Short
Russell2000
.
6,293,616
662,486
2,649,944
4,724,927
2,649,944
23,849,492
10,334,778
51,165,187
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
255
PROSHARES
TRUST
Fund
Name
A
Bank
of
America
Securities,
Inc.,
5.30%,
dated
11/30/2023
due
12/01/2023
(a)
Barclays
Capital,
Inc.,
5.10%,
dated
11/30/2023
due
12/01/2023
(b)
Barclays
Capital,
Inc.,
5.20%,
dated
11/30/2023
due
12/01/2023
(c)
Barclays
Capital,
Inc.,
5.28%,
dated
11/30/2023
due
12/01/2023
(d)
BNP
Paribas
Securities
Corp.,
5.30%,
dated
11/30/2023
due
12/01/2023
(e)
BNP
Paribas
Securities
Corp.,
5.31%,
dated
11/30/2023
due
12/01/2023
(f)
ING
Financial
Markets
LLC,
5.30%,
dated
11/30/2023
due
12/01/2023
(g)
Total
UltraPro
Short
S&P500
®
...
$
5,242,100
$
551,800
$
2,207,200
$
3,935,502
$
2,207,199
$
19,864,797
$
8,608,079
$
42,616,677
UltraShort
7-10
Year
Treasury
2,498,272
262,976
1,051,904
1,875,575
1,051,904
9,467,134
4,102,425
20,310,190
UltraShort
20+
Year
Treasury
5,877,476
618,682
2,474,726
4,412,510
2,474,727
22,272,540
9,651,434
47,782,095
UltraShort
Consumer
Discretionary
274,727
28,919
115,674
206,250
115,675
1,041,072
451,131
2,233,448
UltraShort
Consumer
Staples
....
240,606
25,327
101,307
180,633
101,307
911,765
395,099
1,956,044
UltraShort
Dow30
SM
...
8,661,408
911,727
3,646,909
6,502,544
3,646,909
32,822,176
14,222,943
70,414,616
UltraShort
Energy
....
1,685,767
177,449
709,796
1,265,589
709,797
6,388,171
2,768,208
13,704,777
UltraShort
Financials
..
2,172,110
228,643
914,572
1,630,709
914,573
8,231,152
3,566,832
17,658,591
UltraShort
FTSE
China
50
...
1,574,936
165,783
663,131
1,182,382
663,131
5,968,178
2,586,210
12,803,751
UltraShort
FTSE
Europe
....
4,215,264
443,711
1,774,848
3,164,606
1,774,848
15,973,631
6,921,907
34,268,815
UltraShort
Health
Care
......
253,525
26,687
106,748
190,333
106,748
960,728
416,316
2,061,085
UltraShort
Industrials
..
418,624
44,066
176,263
314,282
176,264
1,586,366
687,425
3,403,290
UltraShort
Materials
...
269,623
28,381
113,526
202,419
113,526
1,021,730
442,749
2,191,954
UltraShort
MidCap400
.
286,460
30,154
120,615
215,060
120,615
1,085,535
470,398
2,328,837
UltraShort
MSCI
Brazil
Capped
831,758
87,553
350,214
624,442
350,214
3,151,927
1,365,835
6,761,943
UltraShort
MSCI
EAFE
.....
160,635
16,909
67,635
120,597
67,636
608,724
263,780
1,305,916
UltraShort
MSCI
Emerging
Markets
....
710,260
74,764
299,057
533,228
299,057
2,691,513
1,166,322
5,774,201
UltraShort
MSCI
Japan
.....
420,394
44,252
177,008
315,610
177,008
1,593,070
690,330
3,417,672
UltraShort
Nasdaq
417,706
43,969
175,877
313,594
175,877
1,582,890
685,919
3,395,832
UltraShort
QQQ
7,767,336
817,614
3,270,457
5,831,321
3,270,457
29,434,116
12,754,785
63,146,086
UltraShort
Real
Estate
.....
5,275,896
555,357
2,221,430
3,960,873
2,221,430
19,992,867
8,663,576
42,891,429
UltraShort
Russell2000
.
7,292,803
767,664
3,070,654
5,475,066
3,070,654
27,635,887
11,975,551
59,288,279
UltraShort
S&P500
®
...
5,848,361
615,617
2,462,468
4,390,652
2,462,468
22,162,210
9,603,624
47,545,400
UltraShort
906,004
95,369
381,475
680,182
381,475
3,433,280
1,487,754
7,365,539
UltraShort
SmallCap600
280,830
29,561
118,244
210,833
118,244
1,064,197
461,152
2,283,061
UltraShort
Technology
.
509,724
53,655
214,621
382,675
214,621
1,931,588
837,021
4,143,905
UltraShort
Utilities
....
131,433
13,835
55,340
98,673
55,340
498,060
215,826
1,068,507
$
387,787,353
$
40,819,720
$
163,278,882
$
291,131,007
$
163,278,886
$
1,469,509,957
$
636,787,644
$
3,152,593,449
Each
Repurchase
Agreement
was
fully
collateralized
by
U.S.
government
and/or
agency
securities
at
November
30,
2023
as
follows:
(a)
U.S.
Treasury
Bonds,
0%
to
4.38%,
due
1/15/2028
to
2/15/2053;
U.S.
Treasury
Notes,
4.63%,
due
11/15/2026,
which
had
an
aggregate
value
at
the
Trust
level
of
$484,500,006.
(b)
U.S.
Treasury
Notes,
0.38%,
due
7/31/2027,
which
had
an
aggregate
value
at
the
Trust
level
of
$51,000,001.
(c)
U.S.
Treasury
Bills,
0%,
due
11/29/2024;
U.S.
Treasury
Notes,
3.88%,
due
3/31/2025,
which
had
an
aggregate
value
at
the
Trust
level
of
$204,000,012.
(d)
U.S.
Treasury
Notes,
0.38%
to
3.88%,
due
3/31/2025
to
12/31/2025,
which
had
an
aggregate
value
at
the
Trust
level
of
$363,738,034.
(e)
U.S.
Treasury
Bonds,
2.75%
to
4.75%,
due
11/15/2042
to
5/15/2052;
U.S.
Treasury
Notes,
1.13%
to
4.63%,
due
7/31/2028
to
2/15/2033,
which
had
an
aggregate
value
at
the
Trust
level
of
$204,000,001.
256
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Equity
Securities 
Certain
Funds
may
invest
in
or
seek
leveraged,
inverse,
or
in-
verse
leveraged
exposure
to
equity
securities,
including
shares
of
foreign
or
U.S.
common
stock,
Real
Estate
Investment
Trusts,
Depositary
Receipts,
and
shares
of
other
Investment
Compa-
nies,
including
other
exchange
traded
funds
(“ETFs”). 
Real
Estate
Investment
Trusts
(“REITs”) 
REITs
report
information
on
the
source
of
their
distributions
annually.
A
portion
of
distributions
received
from
REITs
during
the
period
is
estimated
to
be
dividend
income,
realized
gain
or
return
of
capital.
These
estimates
are
adjusted
when
the
actual
source
of
distributions
is
disclosed
by
the
REITs. 
Debt
Instruments 
Certain
Funds
may
invest
in
debt
instruments,
including
U.S.
government
securities;
Foreign
and
U.S.
investment
grade
cor-
porate
debt
securities.
Additionally,
certain
Funds
may
invest
in
(lower
rated)
debt
instruments
(also
known
as
“junk
bonds”)
that
are
rated
below
“investment
grade”
by
Moody’s,
Standard
and
Poor’s
and/or
Fitch,
Inc. 
Securities
Lending 
Each
Fund
may
lend
securities
to
brokers,
dealers
and
finan-
cial
organizations
in
exchange
for
collateral
in
the
amount
of
at
least
102%
of
the
value
of
U.S.
dollar-denominated
securities
loaned
or
at
least
105%
of
the
value
of
non-U.S.
dollar-denomi-
nated
securities
loaned,
marked
to
market
daily.
Each
security
loaned
will
be
secured
continuously
by
collateral
in
the
form
of
cash,
Money
Market
Instruments
or
U.S.
Government
secu-
rities.
When
a
Fund
lends
its
securities,
it
continues
to
receive
payments
equal
to
the
dividends
and
interest
paid
on
the
secu-
rities
loaned
and
simultaneously
may
earn
interest
on
the
rein-
vestment
of
the
cash
collateral.
Any
cash
collateral
received
by
the
Fund
in
connection
with
these
loans
may
be
reinvested
in
a
variety
of
short-term
investments.
Any
securities
collateral
received
by
the
Fund
in
connection
with
these
loans
may
not
be
sold
or
pledged
by
the
Fund
and,
accordingly,
are
not
reflected
in
the
Fund’s
assets
and
liabilities.
The
Funds
may
incur
fees
and
expenses
in
connection
with
the
reinvestment
of
cash
col-
lateral.
For
security
loans
collateralized
by
cash,
borrowers
may
be
entitled
to
receive
a
fee
based
on
the
amount
of
collateral.
The
Funds
are
typically
compensated
by
the
difference
between
the
amount
earned
on
the
reinvestment
of
cash
collateral
and
any
fees
paid
to
the
borrower.
Although
voting
and
other
rights
attendant
to
securities
loaned
pass
to
the
borrower,
such
loans
may
be
recalled
so
that
the
securities
may
be
voted
on
by
the
Fund
if
a
material
event
affecting
the
Fund’s
investment
in
the
securities
on
loan
is
to
occur.
Security
loans
are
subject
to
ter-
mination
by
the
Fund
or
the
borrower
at
any
time.
Not
all
Funds
may
participate
in
securities
lending
at
any
given
time.
No
se-
curities
loan
shall
be
made
on
behalf
of
a
Fund
if,
as
a
result,
the
aggregate
value
of
all
securities
loaned
by
the
particular
Fund
exceeds
one-third
of
the
value
of
such
Fund’s
total
assets
(including
the
value
of
the
collateral
received). 
Securities
lending
involves
exposure
to
certain
risks,
including
“gap”
risk
(i.e.,
the
risk
of
a
mismatch
between
the
return
on
cash
collateral
reinvestments
and
any
fees
a
Fund
has
agreed
to
pay
a
borrower),
operational
risk
(i.e.,
the
risk
of
losses
re-
sulting
from
problems
in
the
settlement
and
the
accounting
process),
legal,
counterparty
and
credit
risk.
If
a
securities
lending
counterparty
were
to
default,
a
Fund
would
be
subject
to
the
risk
of
a
possible
delay
in
receiving
collateral
or
in
re-
covering
the
loaned
securities,
or
to
a
possible
loss
of
rights
in
the
collateral.
In
the
event
a
borrower
does
not
return
a
Fund’s
securities
as
agreed,
the
Fund
may
experience
losses
if
the
pro-
ceeds
received
from
liquidating
the
collateral
do
not
at
least
equal
the
value
of
the
loaned
security
at
the
time
the
collateral
is
liquidated,
plus
the
transaction
costs
incurred
in
purchas-
ing
replacement
securities.
This
event
could
trigger
adverse
tax
consequences
for
a
Fund.
The
investment
of
cash
collateral
deposited
by
the
borrower
is
subject
to
inherent
market
risks
such
as
interest
rate
risk,
credit
risk,
liquidity
risk,
and
other
risks
that
are
present
in
the
market.
A
Fund
could
lose
money
if
its
short-term
reinvestment
of
the
collateral
declines
in
val-
ue
over
the
period
of
the
loan.
The
market
value
of
the
loaned
securities
is
determined
at
the
close
of
each
business
day
of
the
Fund
and
any
additional
required
collateral
is
delivered
to
the
Fund,
or
excess
collateral
returned
by
the
Fund,
on
the
next
business
day.
Accounting
for
Derivatives
Instruments 
In
seeking
to
achieve
the
investment
objectives
of
Funds,
the
Advisor
uses
a
passive
or
mathematical
approach
to
investing.
Using
this
approach,
the
Advisor
determines
the
type,
quanti-
ty
and
mix
of
investment
positions,
including
derivative
posi-
tions,
that
a
Fund
should
hold
to
approximate,
on
a
daily
basis,
the
corresponding
performance,
inverse,
multiple,
or
inverse
multiple
of
the
performance
of
its
index
or
benchmark,
as
ap-
propriate,
based
upon
each
Fund’s
investment
objective.
In
connection
with
its
management
of
certain
series
of
the
Trust
included
in
this
report
(ProShares
Ultra
Communication
Services,
ProShares
Ultra
Consumer
Discretionary,
ProShares
Ultra
Consumer
Staples,
ProShares
Ultra
Financials,
ProShares
Ultra
Energy,
ProShares
Ultra
Health
Care,
ProShares
Ultra
In-
dustrials,
ProShares
Ultra
Materials,
ProShares
Ultra
Nasdaq
Biotechnology,
ProShares
Ultra
Nasdaq
Cloud
Computing,
ProShares
Ultra
Nasdaq
Cybersecurity,
ProShares
Ultra
Real
Estate,
ProShares
Ultra
Technology,
ProShares
Ultra
Utilities,
ProShares
UltraPro
Dow30
SM
,
ProShares
UltraPro
MidCap400,
ProShares
UltraPro
QQQ,
ProShares
UltraPro
Russell2000,
ProShares
UltraPro
S&P500
®
,
ProShares
UltraPro
Short
(f)
U.S.
Treasury
Bonds,
0%
to
3.88%,
due
1/15/2027
to
8/15/2047;
U.S.
Treasury
Notes,
0.13%
to
4.63%,
due
7/15/2025
to
8/15/2033,
which
had
an
aggregate
value
at
the
Trust
level
of
$1,836,000,001.
(g)
Federal
Home
Loan
Bank,
0%
to
5.13%,
due
2/7/2024
to
3/14/2036;
Federal
Home
Loan
Mortgage
Corp.,
5%,
due
10/30/2024;
U.S.
Treasury
Bills,
0%,
due
12/21/2023
to
11/29/2024;
U.S.
Treasury
Bonds,
1.63%
to
5.38%,
due
2/15/2031
to
8/15/2052;
U.S.
Treasury
Notes,
0.13%
to
5%,
due
2/15/2024
to
9/30/2030,
which
had
an
aggregate
value
at
the
Trust
level
of
$795,600,025.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
257
PROSHARES
TRUST
Dow30
SM
,
ProShares
UltraPro
Short
MidCap400,
ProShares
UltraPro
Short
QQQ,
ProShares
UltraPro
Short
Russell2000,
ProShares
UltraPro
Short
S&P500
®
,
ProShares
UltraShort
Con-
sumer
Discretionary,
ProShares
UltraShort
Consumer
Staples,
ProShares
UltraShort
Dow30
SM
,
ProShares
UltraShort
Energy,
ProShares
UltraShort
Financials,
ProShares
UltraShort
Health
Care,
ProShares
UltraShort
Industrials,
ProShares
UltraShort
Materials,
ProShares
UltraShort
MidCap400,
ProShares
Ultra-
Short
Nasdaq
Biotechnology,
ProShares
UltraShort
QQQ,
Pro-
Shares
UltraShort
Real
Estate,
ProShares
UltraShort
S&P500
®
,
ProShares
UltraShort
SmallCap600,
ProShares
UltraShort
Technology
and
ProShares
UltraShort
Utilities
(the
"Commod-
ity
Pools")),
the
Advisor
has
registered
as
a
commodity
pool
operator
(a
"CPO")
and
the
Commodity
Pools
are
commodity
pools
under
the
Commodity
Exchange
Act
(the
"CEA").
Accord-
ingly,
the
Advisor
is
subject
to
registration
and
regulation
as
a
CPO
under
the
CEA,
and
must
comply
with
various
regulato-
ry
requirements
under
the
CEA
and
the
rules
and
regulations
of
the
Commodity
Futures
Trading
Commission
("CFTC")
and
the
National
Futures
Association
("NFA"),
including
investor
protection
requirements,
antifraud
provisions,
disclosure
re-
quirements
and
reporting
and
record
keeping
requirements.
The
Advisor
is
also
subject
to
periodic
inspections
and
audits
by
the
CFTC
and
NFA.
Compliance
with
these
regulatory
re-
quirements
could
adversely
affect
the
Commodity
Pools'
total
return.
In
this
regard,
any
further
amendment
to
the
CEA
or
its
related
regulations
that
subject
the
Advisor
or
the
Commodity
Pools
to
additional
regulation
may
have
adverse
impacts
on
the
Commodity
Pools'
operations
and
expenses.
All
open
derivative
positions
at
period
end
are
reflected
on
each
respective
Fund’s
Schedule
of
Portfolio
Investments.
Certain
Funds
utilized
a
varying
level
of
derivative
instruments
in
con-
junction
with
investment
securities
in
seeking
to
meet
their
in-
vestment
objective
during
the
period.
While
the
volume
of
open
positions
may
vary
on
a
daily
basis
as
each
Fund
transacts
de-
rivative
contracts
in
order
to
achieve
the
appropriate
exposure
to
meet
its
investment
objective,
the
volume
of
these
open
po-
sitions
relative
to
the
net
assets
of
each
respective
Fund
at
the
date
of
this
report
is
generally
representative
of
open
positions
throughout
the
reporting
period. 
For
financial
reporting
purposes,
the
Trust
can
offset
finan-
cial
assets
and
financial
liabilities
that
are
subject
to
master
netting
arrangements
or
similar
agreements
in
the
Statement
of
Assets
and
Liabilities.
Funds
holding
forward
currency
contracts
and/or
non-exchange
traded
swap
agreements
pres-
ent
the
gross
amounts
of
these
assets
and
liabilities
on
their
Schedule
of
Portfolio
Investments.
Information
concerning
the
value
of
and
amounts
due
under
Repurchase
and
Reverse
Re-
purchase
Agreement
transactions
may
be
found
on
each
Fund’s
Schedule
of
Portfolio
Investments.
Information
concerning
the
counterparties
to
each
Repurchase
Agreement
and
levels
of
collateralization
may
be
found
above,
under
the
caption
“Re-
purchase
Agreements.” 
Following
is
a
description
of
the
Funds’
use
of
derivative
instru-
ments,
the
types
of
derivatives
utilized
by
the
Funds
during
the
reporting
period,
as
well
as
the
primary
underlying
risk
expo-
sures
related
to
each
instrument
type. 
Futures
Contracts 
The
Funds
seek
to
invest
in
cash-settled,
front-month
crypto
fu-
tures.
The
Funds
may
also
invest
in
back-month
crypto
futures
contracts.
Front-month
crypto
futures
contracts
are
those
con-
tracts
with
the
shortest
time
to
maturity.
Back-month
crypto
futures
contracts
are
those
with
longer
times
to
maturity.
Each
Fund
may
purchase
or
sell
futures
contracts
and
options
thereon
as
a
substitute
for
a
comparable
market
position
in
the
underlying
securities
or
to
satisfy
regulatory
requirements.
A
physical-settlement
futures
contract
generally
obligates
the
seller
to
deliver
(and
the
purchaser
to
take
delivery
of)
the
spec-
ified
asset
on
the
expiration
date
of
the
contract.
A
cash-settled
futures
contract
obligates
the
seller
to
deliver
(and
the
pur-
chaser
to
accept)
an
amount
of
cash
equal
to
a
specific
dollar
amount
(the
contract
multiplier)
multiplied
by
the
difference
between
the
final
settlement
price
of
a
specific
futures
con-
tract
and
the
price
at
which
the
agreement
is
made.
No
physical
delivery
of
the
underlying
asset
is
made.
The
Funds
generally
engage
in
closing
or
offsetting
transac-
tions
before
final
settlement
of
a
futures
contract,
wherein
a
second
identical
futures
contract
is
sold
to
offset
a
long
posi-
tion
(or
bought
to
offset
a
short
position).
In
such
cases,
the
obligation
is
to
deliver
(or
take
delivery
of)
cash
equal
to
a
spe-
cific
dollar
amount
(the
contract
multiplier)
multiplied
by
the
difference
between
the
price
of
the
offsetting
transaction
and
the
price
at
which
the
original
contract
was
entered
into.
If
the
original
position
entered
into
is
a
long
position
(futures
con-
tract
purchased)
there
will
be
a
gain
(loss)
if
the
offsetting
sell
transaction
is
carried
out
at
a
higher
(lower)
price,
inclusive
of
commissions.
If
the
original
position
entered
into
is
a
short
po-
sition
(futures
contract
sold)
there
will
be
a
gain
(loss)
if
the
off-
setting
buy
transaction
is
carried
out
at
a
lower
(higher)
price,
inclusive
of
commissions.
Whether
a
Fund
realizes
a
gain
or
loss
from
futures
activities
depends
generally
upon
movements
in
the
underlying
secu-
rity
or
index.
The
extent
of
the
Fund’s
loss
from
an
unhedged
short
position
in
futures
contracts
or
from
writing
options
on
futures
contracts
is
potentially
unlimited.
Each
Fund
will
en-
gage
in
transactions
in
futures
contracts
and
related
options
Average
quarterly
exposure
to
derivatives
(notional
amounts
in
comparison
to
net
assets)
A
UltraPro
Russell2000
..........
223%
UltraPro
QQQ
...............
253%
UltraPro
S&P500
®
............
225%
Ultra
Communication
Services
..
119%
Ultra
Russell2000
............
119%
Ultra
S&P500
®
...............
122%
258
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
that
are
traded
on
a
U.S.
exchange
or
board
of
trade
or
that
have
been
approved
for
sale
in
the
U.S.
by
the
CFTC.
Upon
entering
into
a
futures
contract,
each
Fund
will
be
re-
quired
to
deposit
with
the
broker
an
amount
of
cash
or
cash
equivalents
in
the
range
of
approximately
5%
to
10%
of
the
con-
tract
amount
for
equity,
index
futures
and
in
the
range
of
ap-
proximately
1%
to
3%
of
the
contract
amount
for
bond
futures
(these
amounts
are
subject
to
change
by
the
exchange
on
which
the
contract
is
traded).
This
amount,
known
as
“initial
margin,”
is
in
the
nature
of
a
performance
bond
or
good
faith
deposit
on
the
contract
and
is
returned
to
the
Fund
upon
termination
of
the
futures
contract,
assuming
all
contractual
obligations
have
been
satisfied.
Subsequent
payments,
known
as
“variation
margin,”
to
and
from
the
broker
will
be
made
as
the
price
of
the
security
or
index
underlying
the
futures
contract
fluctuates,
making
the
long
and
short
positions
in
the
futures
contract
more
or
less
valuable,
a
process
known
as
“marking-to-market.”
At
any
time
prior
to
expiration
of
a
futures
contract,
a
Fund
may
elect
to
close
its
position
by
taking
an
opposite
position,
which
will
operate
to
terminate
the
Fund’s
existing
position
in
the
contract.
The
primary
risks
associated
with
the
use
of
futures
contracts
are
imperfect
correlation
between
movements
in
the
price
of
the
futures
and
the
market
value
of
the
underlying
assets,
and
the
possibility
of
an
illiquid
market
for
a
futures
contract.
Al-
though
each
Fund
intends
to
sell
futures
contracts
only
if
there
is
an
active
market
for
such
contracts,
no
assurance
can
be
giv-
en
that
a
liquid
market
will
exist
for
any
particular
contract
at
any
particular
time.
Many
futures
exchanges
and
boards
of
trade
limit
the
amount
of
fluctuation
permitted
in
futures
con-
tract
prices
during
a
single
trading
day.
Once
the
daily
limit
has
been
reached
in
a
particular
contract,
no
trades
may
be
made
that
day
at
a
price
beyond
that
limit,
or
trading
may
be
sus-
pended
for
specified
periods
during
the
day.
Futures
contract
prices
could
move
to
the
limit
for
several
consecutive
trading
days
with
little
or
no
trading,
thereby
preventing
prompt
liqui-
dation
of
futures
positions
and
potentially
subjecting
a
Fund
to
substantial
losses.
If
trading
is
not
possible,
or
if
a
Fund
deter-
mines
not
to
close
a
futures
position
in
anticipation
of
adverse
price
movements,
the
Fund
will
be
required
to
make
daily
cash
payments
of
variation
margin.
The
risk
that
the
Fund
will
be
unable
to
close
out
a
futures
position
will
be
minimized
by
en-
tering
into
such
transactions
on
a
national
exchange
with
an
active
and
liquid
secondary
market.
In
addition,
although
the
counterparty
to
a
futures
contract
is
often
a
clearing
organiza-
tion,
backed
by
a
group
of
financial
institutions,
there
may
be
instances
in
which
the
counterparty
could
fail
to
perform
its
obligations,
causing
significant
losses
to
a
Fund. 
Forward
Currency
Contracts 
Each
Fund
may
invest
in
forward
currency
contracts
for
in-
vestment
or
risk
management
purposes.
A
forward
currency
contract
is
an
obligation
to
buy
or
sell
a
specific
currency
at
a
future
date,
which
may
be
any
fixed
number
of
days
from
the
date
of
the
contract
agreed
upon
by
the
parties,
at
a
price
set
at
the
time
of
the
contract.
These
contracts
are
entered
into
on
the
interbank
market
conducted
directly
between
currency
traders
(usually
large
commercial
banks)
and
their
customers. 
At
or
before
the
maturity
of
a
forward
currency
contract,
a
Fund
may
either
sell
a
portfolio
security
and
make
delivery
of
the
currency,
or
retain
the
security
and
terminate
its
contractu-
al
obligation
to
deliver
the
currency
by
buying
an
“offsetting”
contract
obligating
it
to
buy,
on
the
same
maturity
date,
the
same
amount
of
the
currency.
If
the
Fund
engages
in
an
offset-
ting
transaction,
it
may
later
enter
into
a
new
forward
currency
contract
to
sell
the
currency.
If
a
Fund
engages
in
offsetting
transactions,
the
Fund
will
in-
cur
a
gain
or
loss,
to
the
extent
that
there
has
been
movement
in
forward
currency
contract
prices.
If
forward
prices
go
down
during
the
period
between
the
date
a
Fund
enters
into
a
forward
currency
contract
for
the
sale
of
a
currency
and
the
date
it
en-
ters
into
an
offsetting
contract
for
the
purchase
of
the
curren-
cy,
the
Fund
will
realize
a
gain
to
the
extent
that
the
price
of
the
currency
it
has
agreed
to
sell
exceeds
the
price
of
the
currency
it
has
agreed
to
buy.
If
forward
prices
go
up,
the
Fund
will
suffer
a
loss
to
the
extent
the
price
of
the
currency
it
has
agreed
to
buy
exceeds
the
price
of
the
currency
it
has
agreed
to
sell.
Non-deliverable
forward
foreign
currency
exchange
contracts
are
settled
with
the
counterparty
in
U.S.
dollars
without
the
de-
livery
of
foreign
currency.
Swap
Agreements 
Each
Fund
may
enter
into
swap
agreements
to
gain
exposure
to
an
underlying
asset
without
actually
purchasing
such
asset
(or
shorting
such
asset),
or
to
hedge
a
position,
including
in
cir-
cumstances
in
which
direct
investment
is
restricted
for
legal
reasons
or
is
otherwise
impracticable.
Swap
agreements
are
two-party
contracts
entered
into
primarily
by
institutional
in-
vestors
for
periods
ranging
from
a
day
to
more
than
one
year.
In
a
standard
“swap”
transaction,
two
parties
agree
to
exchange
the
return
(or
differentials
in
rates
of
return)
earned
or
real-
ized
on
a
particular
pre-determined
investment
or
instrument.
The
gross
return
to
be
exchanged
or
“swapped”
between
the
parties
is
calculated
with
respect
to
a
“notional
amount,”
e.g.,
the
return
on
or
change
in
value
of
a
particular
dollar
amount
invested
in
a
“basket”
of
securities
or
an
ETF
representing
a
particular
index
or
group
of
securities.
Most
swap
agreements
entered
into
by
a
Fund
calculate
and
settle
the
obligations
of
the
parties
to
the
agreement
on
a
“net
basis”
with
a
single
payment.
Consequently,
a
Fund’s
current
obligations
(or
rights)
under
a
swap
agreement
will
generally
be
equal
only
to
the
net
amount
to
be
paid
or
received
under
the
agreement
based
on
the
relative
values
of
the
positions
held
by
each
party
to
the
agreement
(the
“net
amount”).
When
investing
in
swap
agreements,
the
Funds
may
hold
or
gain
exposure
to
only
a
representative
sample
of
the
securities
in
an
index,
or
to
a
component
of
the
index.
On
a
typical
long
swap,
the
counterparty
will
generally
agree
to
pay
the
Fund
the
amount,
if
any,
by
which
the
notional
amount
of
the
swap
agreement
would
have
increased
in
value
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
259
PROSHARES
TRUST
had
it
been
invested
in
the
particular
underlying
assets
(e.g.,
an
ETF,
or
securities
comprising
an
index),
plus
any
dividends
or
interest
that
would
have
been
received
on
those
assets.
The
Fund
will
agree
to
pay
to
the
counterparty
a
floating
rate
of
interest
on
the
notional
amount
of
the
swap
agreement
plus
the
amount,
if
any,
by
which
the
notional
amount
would
have
decreased
in
value
had
it
been
invested
in
such
assets
plus,
in
certain
circumstances,
commissions
or
trading
spreads
on
the
notional
amount.
Therefore,
the
return
to
the
Fund
on
a
long
swap
should
be
the
gain
or
loss
on
the
notional
amount
plus
dividends
or
interest
on
the
assets
less
the
interest
paid
by
the
Fund
on
the
notional
amount.
As
a
trading
technique,
the
Advi-
sor
may
substitute
physical
securities
with
a
swap
agreement
having
investment
characteristics
substantially
similar
to
the
underlying
securities.
Some
Funds
may
also
enter
into
swap
agreements
that
provide
the
opposite
return
of
their
index
or
a
security.
These
swaps
are
similar
to
the
long
swaps
disclosed
above
except
that
the
coun-
terparty
pays
interest
to
each
Fund
on
the
notional
amount
outstanding
and
that
dividends
or
interest
on
the
underlying
instruments
reduce
the
value
of
the
swap.
In
addition,
in
cer-
tain
instances,
each
Fund
will
agree
to
pay
to
the
counterparty
commissions
or
trading
spreads
on
the
notional
amount.
These
amounts
are
netted
with
any
unrealized
gain
or
loss
to
deter-
mine
the
value
of
the
swap.
A
Fund’s
current
obligations
under
most
swap
agreements
(to-
tal
return
swaps,
equity/index
swaps,
interest
rate
swaps)
will
be
accrued
daily
(offset
against
any
amounts
owed
to
the
Fund)
and
any
accrued
but
unpaid
net
amounts
owed
to
a
swap
coun-
terparty
will
be
covered
by
segregating
or
earmarking
cash
and/or
securities
determined
to
be
liquid,
but
typically
no
pay-
ments
will
be
made
until
the
settlement
date.
A
Fund
will
not
enter
into
uncleared
swap
agreements
(i.e.,
not
cleared
by
a
central
counterparty)
unless
the
Advisor
believes
that
the
counterparty
to
the
transaction
is
creditworthy.
The
counterparty
to
an
uncleared
swap
agreement
will
typically
be
a
major
global
financial
institution.
A
Fund
bears
the
risk
of
loss
of
the
amount
expected
to
be
received
under
a
swap
agree-
ment
in
the
event
of
the
default
or
bankruptcy
of
a
swap
agree-
ment
counterparty.
If
such
a
default
occurs,
a
Fund
will
have
contractual
remedies
pursuant
to
the
swap
agreements,
but
such
remedies
may
be
subject
to
bankruptcy
and
insolvency
laws
that
could
affect
the
Fund’s
rights
as
a
creditor.
In
the
normal
course
of
business,
a
Fund
enters
into
Interna-
tional
Swaps
and
Derivatives
Association
(“ISDA”)
agreements
with
certain
counterparties
for
derivative
transactions.
These
agreements
contain,
among
other
conditions,
events
of
default
and
termination
events,
and
various
covenants
and
represen-
tations.
Certain
of
the
Fund’s
ISDA
agreements
contain
provi-
sions
that
require
the
Fund
to
maintain
a
pre-determined
level
of
net
assets,
and/or
provide
limits
regarding
the
decline
of
the
Fund’s
NAV
over
specific
periods
of
time,
which
may
or
may
not
be
exclusive
of
redemptions.
If
the
Fund
were
to
trigger
such
provisions
and
have
open
derivative
positions
at
that
time,
counterparties
to
the
ISDA
agreements
could
elect
to
terminate
such
ISDA
agreements
and
request
immediate
payment
in
an
amount
equal
to
the
net
liability
positions,
if
any,
under
the
rel-
evant
ISDA
agreement.
Pursuant
to
the
terms
of
its
ISDA
agree-
ments,
the
Fund
will
have
already
collateralized
its
liability
under
such
agreements,
in
some
cases
only
in
excess
of
certain
threshold
amounts.
The
Funds
seek
to
mitigate
risks
by
gen-
erally
requiring
that
the
counterparties
for
each
Fund
agree
to
post
collateral
for
the
benefit
of
the
Fund,
marked
to
market
daily,
in
an
amount
approximately
equal
to
what
the
counter-
party
owes
the
Fund,
subject
to
certain
minimum
thresholds,
although
the
Funds
may
not
always
be
successful.
To
the
extent
any
such
collateral
is
insufficient
or
there
are
delays
in
access-
ing
the
collateral,
the
Funds
will
be
exposed
to
risks,
including
possible
delays
in
recovering
amounts
as
a
result
of
bankrupt-
cy
proceedings.
The
use
of
swaps
is
a
highly
specialized
activity
which
involves
investment
techniques
and
risks
in
addition
to,
and
in
some
cases
different
from,
those
associated
with
ordinary
portfolio
securities
transactions.
The
primary
risks
associated
with
the
use
of
swap
agreements
are
mispricing
or
improper
valuation,
imperfect
correlation
between
movements
in
the
notional
amount
and
the
price
of
the
underlying
investments,
and
the
inability
of
counterparties
or
clearing
organizations
to
per-
form.
A
Fund
may
use
a
combination
of
swaps
on
an
underlying
index
and
swaps
on
an
ETF
that
is
designed
to
track
the
per-
formance
of
that
index,
or
it
may
solely
use
swaps
on
an
ETF
to
achieve
its
desired
investment
exposure.
The
performance
of
an
ETF
may
not
track
the
performance
of
its
underlying
index
due
to
embedded
costs
and
other
factors.
Thus,
to
the
extent
a
Fund
invests
in
swaps
that
use
an
ETF
as
the
reference
asset,
that
Fund
may
be
subject
to
greater
correlation
risk
and
may
not
achieve
as
high
a
degree
of
correlation
with
its
index
as
it
would
if
the
Fund
used
only
swaps
on
the
underlying
index.
The
Advisor,
under
supervision
from
the
Board,
is
responsible
for
determining
and
monitoring
the
liquidity
of
the
Funds’
trans-
actions
in
swap
agreements. 
All
of
the
outstanding
swap
agreements
held
by
the
Funds
on
November
30,
2023
contractually
terminate
within
23
months
but
may
be
terminated
without
penalty
by
either
party
daily.
Upon
termination,
the
Fund
is
entitled
to
receive
or
pay
the
“unrealized
appreciation
or
depreciation”
amount
existing
at
the
date
of
termination.
The
Financial
Accounting
Standards
Board,
pursuant
to
Ac-
counting
Standards
Codification
815-10
(“ASC
815-10”),
re-
quires
companies
(including
the
Trust)
to
disclose
information
intended
to
enable
financial
statement
users
to
understand
how
derivative
instruments
affect
the
Statements
of
Assets
and
Liabilities
as
well
as
the
effect
of
derivative
instruments
on
the
Statements
of
Operations
during
the
reporting
period,
in
the
context
of
each
entity’s
risk
exposure.
ASC
815-10
pro-
vides
examples
of
risk
exposure,
including
interest
rate,
for-
eign
exchange,
equity
and
credit.
As
the
Funds'
investment
objective
is
to
approximate,
on
a
daily
basis,
the
corresponding
performance,
inverse,
multiple,
or
in-
verse
multiple
of
the
performance
of
its
index,
the
derivatives
260
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
utilized
are
aligned
to
the
same
primary
risk.
 The
primary
risk
exposure
for
those
Funds
benchmarked
to
an
equity
index
is
equity
risk,
for
Funds
benchmarked
to
a
fixed-income
index
the
primary
risk
is
interest
rate
risk.  
The
following
tables
indicate
the
location
of
derivative-related
items
on
the
Statements
of
Assets
and
Liabilities
as
well
as
the
effect
of
derivative
instruments
on
the
Statements
of
Operations
during
the
reporting
period. 
Fair
Value
of
Derivative
Instruments
as
of
November
30,
2023
A
                      Asset
Derivatives                                                                                
Liabilities
Derivatives
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Appreciation*
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Depreciation*
A
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*
;
Assets:
Unrealized
appreciation
on
non-exchange
traded
swap
agreements
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*
;
Liabilities:
Unrealized
depreciation
on
non-exchange
traded
swap
agreements
Short
7-10
Year
Treasury
Short
7-10
Year
Treasury
$
1,525,289
Short
7-10
Year
Treasury
$
186,061
Short
20+
Year
Treasury
Short
20+
Year
Treasury
17,340,439
Short
20+
Year
Treasury
2,160,958
Short
Dow30SM
Short
Dow30
SM
—
Short
Dow30
SM
11,801,616
Short
Financials
Short
Financials
—
Short
Financials
4,984,704
Short
FTSE
China
50
Short
FTSE
China
50
764,406
Short
FTSE
China
50
12,690
Short
High
Yield
Short
High
Yield
—
Short
High
Yield
9,369,547
Short
MidCap400
Short
MidCap400
291,188
Short
MidCap400
833,160
Short
MSCI
EAFE
Short
MSCI
EAFE
121,284
Short
MSCI
EAFE
3,960,198
Short
MSCI
Emerging
Markets
Short
MSCI
Emerging
Markets
336,300
Short
MSCI
Emerging
Markets
2,271,330
Short
QQQ
Short
QQQ
836,365
Short
QQQ
146,408,501
Short
Real
Estate
Short
Real
Estate
230,603
Short
Real
Estate
2,831,386
Short
Russell2000
Short
Russell2000
4,714,135
Short
Russell2000
10,395,763
Short
S&P500®
Short
S&P500
®
3,953,780
Short
S&P500
®
173,460,151
Short
SmallCap600
Short
SmallCap600
1,745
Short
SmallCap600
1,337,770
Ultra
7-10
Year
Treasury
Ultra
7-10
Year
Treasury
156,726
Ultra
7-10
Year
Treasury
666,603
Ultra
20+
Year
Treasury
Ultra
20+
Year
Treasury
1,472,175
Ultra
20+
Year
Treasury
10,801,006
Ultra
Communication
Services
Ultra
Communication
Services
9,318
Ultra
Communication
Services
7,301
Ultra
Consumer
Discretionary
Ultra
Consumer
Discretionary
572,754
Ultra
Consumer
Discretionary
226,224
Ultra
Consumer
Staples
Ultra
Consumer
Staples
—
Ultra
Consumer
Staples
542,116
Ultra
Dow30SM
Ultra
Dow30
SM
19,910,925
Ultra
Dow30
SM
—
Ultra
Energy
Ultra
Energy
186,764
Ultra
Energy
10,897,147
Ultra
Financials
Ultra
Financials
76,156,726
Ultra
Financials
—
Ultra
FTSE
China
50
Ultra
FTSE
China
50
370,359
Ultra
FTSE
China
50
4,447,618
Ultra
FTSE
Europe
Ultra
FTSE
Europe
214,544
Ultra
FTSE
Europe
145,471
Ultra
Health
Care
Ultra
Health
Care
1,684,152
Ultra
Health
Care
794,067
Ultra
High
Yield
Ultra
High
Yield
675,487
Ultra
High
Yield
862,759
Ultra
Industrials
Ultra
Industrials
1,115,401
Ultra
Industrials
—
Ultra
Materials
Ultra
Materials
2,082,690
Ultra
Materials
3,460
Ultra
MidCap400
Ultra
MidCap400
873,490
Ultra
MidCap400
4,664,607
Ultra
MSCI
Brazil
Capped
Ultra
MSCI
Brazil
Capped
87,315
Ultra
MSCI
Brazil
Capped
37,116
Ultra
MSCI
EAFE
Ultra
MSCI
EAFE
941,938
Ultra
MSCI
EAFE
107,502
Ultra
MSCI
Emerging
Markets
Ultra
MSCI
Emerging
Markets
—
Ultra
MSCI
Emerging
Markets
1,265,724
Ultra
MSCI
Japan
Ultra
MSCI
Japan
340,451
Ultra
MSCI
Japan
310,780
Ultra
Nasdaq
Biotechnology
Ultra
Nasdaq
Biotechnology
—
Ultra
Nasdaq
Biotechnology
9,601,851
Ultra
Nasdaq
Cloud
Computing
Ultra
Nasdaq
Cloud
Computing
227,151
Ultra
Nasdaq
Cloud
Computing
—
Ultra
Nasdaq
Cybersecurity
Ultra
Nasdaq
Cybersecurity
514,480
Ultra
Nasdaq
Cybersecurity
—
Ultra
QQQ
Ultra
QQQ
789,497,659
Ultra
QQQ
—
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
261
PROSHARES
TRUST
Fair
Value
of
Derivative
Instruments
as
of
November
30,
2023
A
                      Asset
Derivatives                                                                                
Liabilities
Derivatives
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Appreciation*
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Depreciation*
A
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*;
Assets:
Unrealized
appreciation
on
non-exchange
traded
swap
agreements
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*;
Liabilities:
Unrealized
depreciation
on
non-exchange
traded
swap
agreements
Ultra
Real
Estate
Ultra
Real
Estate
464,188
Ultra
Real
Estate
870,102
Ultra
Russell2000
Ultra
Russell2000
2,548,736
Ultra
Russell2000
9,098,230
Ultra
S&P500®
Ultra
S&P500
®
321,132,112
Ultra
S&P500
®
—
Ultra
Semiconductors
Ultra
Semiconductors
31,077,734
Ultra
Semiconductors
—
Ultra
SmallCap600
Ultra
SmallCap600
—
Ultra
SmallCap600
2,171,374
Ultra
Technology
Ultra
Technology
64,751,228
Ultra
Technology
—
Ultra
Utilities
Ultra
Utilities
—
Ultra
Utilities
1,557,581
UltraPro
Dow30SM
UltraPro
Dow30
SM
75,830,314
UltraPro
Dow30
SM
—
UltraPro
MidCap400
UltraPro
MidCap400
1,034,798
UltraPro
MidCap400
2,076,236
UltraPro
QQQ
UltraPro
QQQ
4,661,058,218
UltraPro
QQQ
—
UltraPro
Russell2000
UltraPro
Russell2000
10,685,891
UltraPro
Russell2000
825,576
UltraPro
S&P500®
UltraPro
S&P500
®
352,004,531
UltraPro
S&P500
®
—
UltraPro
Short
20+
Year
Treasury
UltraPro
Short
20+
Year
Treasury
28,440,033
UltraPro
Short
20+
Year
Treasury
7,276,470
UltraPro
Short
Dow30SM
UltraPro
Short
Dow30
SM
—
UltraPro
Short
Dow30
SM
76,048,178
UltraPro
Short
MidCap400
UltraPro
Short
MidCap400
488,941
UltraPro
Short
MidCap400
1,896,401
UltraPro
Short
QQQ
UltraPro
Short
QQQ
—
UltraPro
Short
QQQ
1,005,598,169
UltraPro
Short
Russell2000
UltraPro
Short
Russell2000
2,377,287
UltraPro
Short
Russell2000
16,185,267
UltraPro
Short
S&P500®
UltraPro
Short
S&P500
®
4,107,093
UltraPro
Short
S&P500
®
416,734,572
UltraShort
7-10
Year
Treasury
UltraShort
7-10
Year
Treasury
2,945,338
UltraShort
7-10
Year
Treasury
226,421
UltraShort
20+
Year
Treasury
UltraShort
20+
Year
Treasury
21,530,131
UltraShort
20+
Year
Treasury
46,135,695
UltraShort
Consumer
Discretionary
UltraShort
Consumer
Discretionary
—
UltraShort
Consumer
Discretionary
948,891
UltraShort
Consumer
Staples
UltraShort
Consumer
Staples
6,869
UltraShort
Consumer
Staples
177,286
UltraShort
Dow30SM
UltraShort
Dow30
SM
—
UltraShort
Dow30
SM
11,010,688
UltraShort
Energy
UltraShort
Energy
—
UltraShort
Energy
5,152,719
UltraShort
Financials
UltraShort
Financials
—
UltraShort
Financials
6,748,237
UltraShort
FTSE
China
50
UltraShort
FTSE
China
50
2,533,825
UltraShort
FTSE
China
50
—
UltraShort
FTSE
Europe
UltraShort
FTSE
Europe
58,655
UltraShort
FTSE
Europe
12,576,498
UltraShort
Health
Care
UltraShort
Health
Care
1,123
UltraShort
Health
Care
320,823
UltraShort
Industrials
UltraShort
Industrials
—
UltraShort
Industrials
731,561
UltraShort
Materials
UltraShort
Materials
—
UltraShort
Materials
510,177
UltraShort
MidCap400
UltraShort
MidCap400
61,236
UltraShort
MidCap400
224,922
UltraShort
MSCI
Brazil
Capped
UltraShort
MSCI
Brazil
Capped
—
UltraShort
MSCI
Brazil
Capped
5,615,150
UltraShort
MSCI
EAFE
UltraShort
MSCI
EAFE
38,856
UltraShort
MSCI
EAFE
815,008
UltraShort
MSCI
Emerging
Markets
UltraShort
MSCI
Emerging
Markets
59,215
UltraShort
MSCI
Emerging
Markets
393,579
UltraShort
MSCI
Japan
UltraShort
MSCI
Japan
—
UltraShort
MSCI
Japan
1,393,709
UltraShort
Nasdaq
Biotechnology
UltraShort
Nasdaq
Biotechnology
761,768
UltraShort
Nasdaq
Biotechnology
55,710
UltraShort
QQQ
UltraShort
QQQ
721,969
UltraShort
QQQ
189,607,636
UltraShort
Real
Estate
UltraShort
Real
Estate
111,995
UltraShort
Real
Estate
4,529,329
262
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Fair
Value
of
Derivative
Instruments
as
of
November
30,
2023
A
                      Asset
Derivatives                                                                                
Liabilities
Derivatives
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Appreciation*
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Depreciation*
A
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*;
Assets:
Unrealized
appreciation
on
non-exchange
traded
swap
agreements
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*;
Liabilities:
Unrealized
depreciation
on
non-exchange
traded
swap
agreements
UltraShort
Russell2000
UltraShort
Russell2000
3,132,875
UltraShort
Russell2000
7,683,559
UltraShort
S&P500®
UltraShort
S&P500
®
2,885,817
UltraShort
S&P500
®
262,417,172
UltraShort
Semiconductors
UltraShort
Semiconductors
216,959
UltraShort
Semiconductors
4,936,172
UltraShort
SmallCap600
UltraShort
SmallCap600
237,451
UltraShort
SmallCap600
201,128
UltraShort
Technology
UltraShort
Technology
—
UltraShort
Technology
2,666,787
UltraShort
Utilities
UltraShort
Utilities
472,002
UltraShort
Utilities
150,449
*
Includes
cumulative
appreciation
(depreciation)
of
futures
contracts
as
reported
in
the
Schedule
of
Portfolio
Investments.
For
these
securities,
only
the
variation
margin
is
reported
within
the
asset
and
liability
sections
of
the
Statements
of
Assets
and
Liabilities.
The
Effect
of
Derivative
Instruments
on
the
Consolidated
Statements
of
Operations
for
the
Period
Ended
November
30,
2023
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Location
of
Gain
or
(Loss)
on
Derivatives
on
the
Statements
of
Operations
A
Fund
A
Realized
Gain
or
(Loss)
on
Derivatives
A
Change
in
Unrealized
Appreciation
or
(Depreciation)
on
Derivatives
A
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
Net
realized
gain
(loss)
on
Expiration
or
closing
of:
futures
contracts
and
non-exchange
traded
swap
agreements;
Change
net
unrealized
appreciation
(depreciation)
on:
Futures
contracts
and
Non-exchange
traded
swap
agreements
Short
7-10
Year
Treasury
Short
7-10
Year
Treasury
$
(3,032,008)
$
5,090,965
Short
20+
Year
Treasury
Short
20+
Year
Treasury
(12,572,775)
33,368,972
Short
Dow30SM
Short
Dow30
SM
(8,073,420)
(9,107,900)
Short
Financials
Short
Financials
—
(4,000,756)
Short
FTSE
China
50
Short
FTSE
China
50
—
22,566
Short
High
Yield
Short
High
Yield
—
(8,359,848)
Short
MidCap400
Short
MidCap400
(29,700)
(1,060,240)
Short
MSCI
EAFE
Short
MSCI
EAFE
—
(3,161,251)
Short
MSCI
Emerging
Markets
Short
MSCI
Emerging
Markets
—
(1,719,780)
Short
QQQ
Short
QQQ
(238,814,361)
124,463,451
Short
Real
Estate
Short
Real
Estate
—
(2,674,273)
Short
Russell2000
Short
Russell2000
(6,214,236)
(14,158,714)
Short
S&P500®
Short
S&P500
®
(118,073,826)
(39,429,151)
Short
SmallCap600
Short
SmallCap600
—
(2,349,907)
Ultra
7-10
Year
Treasury
Ultra
7-10
Year
Treasury
(4,255,049)
3,082,982
Ultra
20+
Year
Treasury
Ultra
20+
Year
Treasury
(4,207,408)
(8,313,468)
Ultra
Communication
Services
Ultra
Communication
Services
177,890
(99,602)
Ultra
Consumer
Discretionary
Ultra
Consumer
Discretionary
1,533,297
(592,730)
Ultra
Consumer
Staples
Ultra
Consumer
Staples
—
(447,971)
Ultra
Dow30SM
Ultra
Dow30
SM
(10,298,460)
38,048,014
Ultra
Energy
Ultra
Energy
24,079,654
(12,408,812)
Ultra
Financials
Ultra
Financials
—
66,190,079
Ultra
FTSE
China
50
Ultra
FTSE
China
50
—
(1,903,692)
Ultra
FTSE
Europe
Ultra
FTSE
Europe
252,642
(207,084)
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
263
PROSHARES
TRUST
The
Effect
of
Derivative
Instruments
on
the
Consolidated
Statements
of
Operations
for
the
Period
Ended
November
30,
2023
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Location
of
Gain
or
(Loss)
on
Derivatives
on
the
Statements
of
Operations
A
Fund
A
Realized
Gain
or
(Loss)
on
Derivatives
A
Change
in
Unrealized
Appreciation
or
(Depreciation)
on
Derivatives
A
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
Net
realized
gain
(loss)
on
Expiration
or
closing
of:
futures
contracts
and
non-exchange
traded
swap
agreements;
Change
net
unrealized
appreciation
(depreciation)
on:
Futures
contracts
and
Non-exchange
traded
swap
agreements
Ultra
Health
Care
Ultra
Health
Care
$
—
$
53,881
Ultra
High
Yield
Ultra
High
Yield
—
639,136
Ultra
Industrials
Ultra
Industrials
—
1,256,046
Ultra
Materials
Ultra
Materials
—
2,830,210
Ultra
MidCap400
Ultra
MidCap400
(396,603)
4,805,588
Ultra
MSCI
Brazil
Capped
Ultra
MSCI
Brazil
Capped
1,884,351
(265,058)
Ultra
MSCI
EAFE
Ultra
MSCI
EAFE
(491)
258,144
Ultra
MSCI
Emerging
Markets
Ultra
MSCI
Emerging
Markets
1,771,066
(1,439,239)
Ultra
MSCI
Japan
Ultra
MSCI
Japan
147,180
(33,783)
Ultra
Nasdaq
Biotechnology
Ultra
Nasdaq
Biotechnology
(30,098)
(8,478,100)
Ultra
Nasdaq
Cloud
Computing
Ultra
Nasdaq
Cloud
Computing
(162,893)
354,324
Ultra
Nasdaq
Cybersecurity
Ultra
Nasdaq
Cybersecurity
(571,589)
913,122
Ultra
QQQ
Ultra
QQQ
92,463,580
326,886,496
Ultra
Real
Estate
Ultra
Real
Estate
—
636,420
Ultra
Russell2000
Ultra
Russell2000
(2,333,627)
3,564,911
Ultra
S&P500®
Ultra
S&P500
®
(38,222,180)
292,558,253
Ultra
Semiconductors
Ultra
Semiconductors
51,194,786
(19,607,313)
Ultra
SmallCap600
Ultra
SmallCap600
—
247,182
Ultra
Technology
Ultra
Technology
72,075,455
(12,356,732)
Ultra
Utilities
Ultra
Utilities
—
(862,039)
UltraPro
Dow30SM
UltraPro
Dow30
SM
(18,995,004)
118,670,310
UltraPro
MidCap400
UltraPro
MidCap400
(24,578)
1,688,918
UltraPro
QQQ
UltraPro
QQQ
1,664,172,316
1,796,018,052
UltraPro
Russell2000
UltraPro
Russell2000
(34,212,259)
48,113,217
UltraPro
S&P500®
UltraPro
S&P500
®
10,855,970
350,669,472
UltraPro
Short
20+
Year
Treasury
UltraPro
Short
20+
Year
Treasury
(18,176,610)
78,319,546
UltraPro
Short
Dow30SM
UltraPro
Short
Dow30
SM
(14,179,767)
(105,709,594)
UltraPro
Short
MidCap400
UltraPro
Short
MidCap400
(18,226)
(1,455,611)
UltraPro
Short
QQQ
UltraPro
Short
QQQ
(3,306,522,771)
1,950,857,126
UltraPro
Short
Russell2000
UltraPro
Short
Russell2000
(16,037,326)
(9,458,193)
UltraPro
Short
S&P500®
UltraPro
Short
S&P500
®
(68,164,662)
(197,288,419)
UltraShort
7-10
Year
Treasury
UltraShort
7-10
Year
Treasury
6,369,527
(3,160,803)
UltraShort
20+
Year
Treasury
UltraShort
20+
Year
Treasury
47,929,572
66,088,807
UltraShort
Consumer
Discretionary
UltraShort
Consumer
Discretionary
—
(574,856)
UltraShort
Consumer
Staples
UltraShort
Consumer
Staples
—
(36,606)
UltraShort
Dow30SM
UltraShort
Dow30
SM
(3,554,581)
(9,232,201)
UltraShort
Energy
UltraShort
Energy
—
(4,576,221)
UltraShort
Financials
UltraShort
Financials
—
(5,406,385)
UltraShort
FTSE
China
50
UltraShort
FTSE
China
50
956,253
(1,503,106)
UltraShort
FTSE
Europe
UltraShort
FTSE
Europe
—
(4,981,629)
UltraShort
Health
Care
UltraShort
Health
Care
—
(174,642)
UltraShort
Industrials
UltraShort
Industrials
—
(741,377)
UltraShort
Materials
UltraShort
Materials
—
(552,550)
UltraShort
MidCap400
UltraShort
MidCap400
(68,555)
(280,461)
UltraShort
MSCI
Brazil
Capped
UltraShort
MSCI
Brazil
Capped
—
(4,101,351)
UltraShort
MSCI
EAFE
UltraShort
MSCI
EAFE
—
(234,108)
UltraShort
MSCI
Emerging
Markets
UltraShort
MSCI
Emerging
Markets
—
(752,648)
UltraShort
MSCI
Japan
UltraShort
MSCI
Japan
—
(577,700)
UltraShort
Nasdaq
Biotechnology
UltraShort
Nasdaq
Biotechnology
61,751
571,842
UltraShort
QQQ
UltraShort
QQQ
(116,728,526)
678,861
UltraShort
Real
Estate
UltraShort
Real
Estate
—
(4,036,780)
UltraShort
Russell2000
UltraShort
Russell2000
(11,523,110)
5,499,659
UltraShort
S&P500®
UltraShort
S&P500
®
(18,449,940)
(133,715,991)
UltraShort
Semiconductors
UltraShort
Semiconductors
(6,613,325)
4,063,567
264
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Taxes
and
Distributions 
Each
of
the
Funds
intends
to
qualify
or
continue
to
qualify
as
a
regulated
investment
company
and
distribute
substantially
all
of
its
net
investment
income
and
capital
gains
to
shareholders.
Accordingly,
no
provision
for
Federal
income
taxes
is
required
in
the
financial
statements.
As
of
November
30,
2023,
management
of
the
Funds
has
reviewed
all
open
tax
years
and
major
jurisdictions
(the
last
four
tax
year
ends
including
the
interim
tax
periods
since
then,
as
applicable)
and
concluded
that
there
is
no
tax
liability
resulting
from
un-
recognized
tax
benefits
relating
to
uncertain
income
tax
positions
taken
or
expected
to
be
taken
in
future
tax
returns.
The
Funds
are
also
not
aware
of
any
tax
positions
for
which
it
is
reasonably
possible
that
the
total
amounts
of
unrecognized
tax
benefits
will
significantly
change
in
the
next
12
months.
Distributions
to
shareholders
from
net
investment
income
and
net
capital
gain,
if
any,
are
declared
and
paid
at
least
annually.
The
amount
of
distributions
from
net
investment
income
and
net
realized
gains
are
determined
in
accordance
with
federal
income
tax
regulations,
which
may
differ
from
GAAP.
These
“book/tax”
differences
are
either
considered
temporary
or
permanent
in
na-
ture.
To
the
extent
these
differences
are
permanent
in
nature,
such
amounts
are
reclassified
within
the
composition
of
net
assets
based
on
their
federal
tax-basis
treatment;
temporary
differences
(e.g.,
wash
sales,
1256
mark-to-market,
and
qualified
late-year
loss
deferrals)
do
not
require
a
reclassification.
Under
current
law,
the
Funds
are
permitted
to
treat
on
its
tax
return
as
dividends
paid
the
portion
of
redemption
proceeds
paid
to
redeeming
shareholders
that
represents
the
redeeming
shareholders'
portion
of
the
Funds'
accumulated
earnings
and
profits.
This
practice,
called
tax
“equalization,”
reduces
the
amount
of
income
and/or
gains
that
the
Funds
are
required
to
distribute
as
dividends
to
non-redeeming
shareholders.
While
subject
to
management’s
discretion,
any
available
tax
equalization
is
typically
applied
first
to
short-term
capital
gains,
next
to
long-term
capital
gains
and
then
to
ordinary
income.
To
the
extent
distributions
exceed
net
investment
income
and
net
realized
capital
gains
for
tax
purposes,
they
are
reported
as
a
tax
return
of
capital. 
The
Funds’
tax
year
end
is
October
31st
and
the
tax
character
of
current
year
distributions
and
current
components
of
accumulat-
ed
earnings
(deficit)
will
be
determined
at
the
end
of
the
current
tax
year.
The
tax
character
of
distributions
paid
for
the
most
recent
tax
years
ended
October
31,
2023
and
October
31,
2022,
were
as
follows: 
The
Effect
of
Derivative
Instruments
on
the
Consolidated
Statements
of
Operations
for
the
Period
Ended
November
30,
2023
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Location
of
Gain
or
(Loss)
on
Derivatives
on
the
Statements
of
Operations
A
Fund
A
Realized
Gain
or
(Loss)
on
Derivatives
A
Change
in
Unrealized
Appreciation
or
(Depreciation)
on
Derivatives
A
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
Net
realized
gain
(loss)
on
Expiration
or
closing
of:
futures
contracts
and
non-exchange
traded
swap
agreements;
Change
net
unrealized
appreciation
(depreciation)
on:
Futures
contracts
and
Non-exchange
traded
swap
agreements
UltraShort
SmallCap600
UltraShort
SmallCap600
$
—
$
(348,504)
UltraShort
Technology
UltraShort
Technology
—
(995,315)
UltraShort
Utilities
UltraShort
Utilities
—
300,843
Year
Ended
October
31,
2023
A
Year
Ended
October
31,
2022
A
Fund
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Short
20+
Year
Treasury
$
7,872,102
$
—
$
—
$
7,872,102
$
—
$
—
$
—
$
—
Short
7-10
Year
Treasury
1,039,749
—
—
1,039,749
—
—
—
—
Short
Dow30
SM
......
7,506,235
—
—
7,506,235
—
—
—
—
Short
Financials
.....
950,907
—
—
950,907
—
—
—
—
Short
FTSE
China
50
..
176,848
—
—
176,848
—
—
—
—
Short
High
Yield
.....
6,766,102
—
—
6,766,102
—
—
—
—
Short
MidCap400
....
381,158
—
—
381,158
—
—
—
—
Short
MSCI
EAFE
....
2,222,553
—
—
2,222,553
—
—
—
—
Short
MSCI
Emerging
Markets
..........
928,371
—
—
928,371
—
—
—
—
Short
QQQ
.........
42,231,326
—
—
42,231,326
—
—
—
—
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
265
PROSHARES
TRUST
Year
Ended
October
31,
2023
A
Year
Ended
October
31,
2022
A
Fund
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Short
Real
Estate
....
$
1,460,920
$
—
$
—
$
1,460,920
$
—
$
—
$
—
$
—
Short
Russell2000
....
12,254,109
—
—
12,254,109
—
—
—
—
Short
S&P500
®
......
71,870,948
—
—
71,870,948
—
—
—
—
Short
SmallCap600
...
518,385
—
—
518,385
—
—
—
—
Ultra
20+
Year
Treasury
1,523,630
—
—
1,523,630
—
—
—
—
Ultra
7-10
Year
Treasury
377,505
—
—
377,505
13,454
—
—
13,454
Ultra
Communication
Services
..........
19,602
—
—
19,602
30,822
—
—
30,822
Ultra
Consumer
Discretionary
......
23,151
—
—
23,151
—
—
—
—
Ultra
Consumer
Staples
56,773
—
—
56,773
39,873
—
—
39,873
Ultra
Dow30
SM
.......
1,336,451
—
—
1,336,451
2,415,870
—
—
2,415,870
Ultra
Energy
........
900,344
—
—
900,344
3,163,861
—
—
3,163,861
Ultra
Financials
......
5,820,968
—
—
5,820,968
43,247,004
—
—
43,247,004
Ultra
FTSE
China
50
..
171,574
—
—
171,574
—
—
—
—
Ultra
FTSE
Europe
...
46,807
—
—
46,807
—
—
—
—
Ultra
Health
Care
....
217,947
—
—
217,947
204,234
—
—
204,234
Ultra
High
Yield
......
277,967
—
—
277,967
135,724
—
—
135,724
Ultra
Industrials
......
35,273
—
—
35,273
5,279
—
—
5,279
Ultra
Materials
......
144,696
—
—
144,696
409,863
—
—
409,863
Ultra
MidCap400
.....
1,294,229
—
—
1,294,229
694,971
—
—
694,971
Ultra
MSCI
Brazil
Capped
..........
27,171
—
—
27,171
—
—
—
—
Ultra
MSCI
EAFE
.....
145,179
—
—
145,179
—
—
—
—
Ultra
MSCI
Emerging
Markets
..........
251,221
—
—
251,221
—
—
—
—
Ultra
MSCI
Japan
....
66,417
—
—
66,417
—
—
—
—
Ultra
Nasdaq
Biotechnology
.....
37,719
—
—
37,719
—
—
—
—
Ultra
Nasdaq
Cybersecurity
.....
4,219
—
—
4,219
29,506
—
—
29,506
Ultra
QQQ
..........
7,280,372
—
—
7,280,372
—
—
—
—
Ultra
Real
Estate
.....
857,924
—
—
857,924
997,996
—
—
997,996
Ultra
Russell2000
....
600,963
—
—
600,963
—
—
—
—
Ultra
S&P500
®
.......
10,742,669
—
—
10,742,669
6,181,978
—
—
6,181,978
Ultra
Semiconductors
.
367,233
—
—
367,233
—
—
—
—
Ultra
SmallCap600
...
240,010
—
—
240,010
37,360
—
—
37,360
Ultra
Utilities
........
240,008
—
—
240,008
279,175
—
—
279,175
UltraPro
Dow30
SM
....
7,979,156
—
—
7,979,156
4,644,077
—
—
4,644,077
UltraPro
MidCap400
..
53,733
—
—
53,733
113,258
—
—
113,258
UltraPro
QQQ
.......
253,211,099
—
—
253,211,099
15,428
—
—
15,428
UltraPro
Russell2000
..
1,555,790
—
—
1,555,790
—
—
—
—
UltraPro
S&P500
®
....
25,223,258
—
—
25,223,258
3,324,709
—
—
3,324,709
UltraPro
Short
20+
Year
Treasury
..........
3,987,775
—
—
3,987,775
—
—
—
—
UltraPro
Short
Dow30
SM
17,677,561
—
—
17,677,561
—
—
—
—
UltraPro
Short
MidCap400
.......
145,480
—
—
145,480
—
—
—
—
UltraPro
Short
QQQ
..
182,395,602
—
—
182,395,602
—
—
—
—
UltraPro
Short
Russell2000
.......
4,200,299
—
—
4,200,299
—
—
—
—
UltraPro
Short
S&P500
®
45,727,411
—
—
45,727,411
—
—
—
—
UltraShort
20+
Year
Treasury
..........
20,828,935
—
—
20,828,935
—
—
—
—
UltraShort
7-10
Year
Treasury
..........
743,348
—
—
743,348
—
—
—
—
UltraShort
Consumer
Discretionary
......
60,631
—
—
60,631
—
—
—
—
UltraShort
Consumer
Staples
..........
44,126
—
—
44,126
—
—
—
—
UltraShort
Dow30
SM
..
2,448,609
—
—
2,448,609
—
—
—
—
UltraShort
Energy
....
668,831
—
—
668,831
—
—
—
—
UltraShort
Financials
..
461,252
—
—
461,252
—
—
—
—
266
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
At
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
components
of
accumulated
earnings
(deficit)
on
a
tax
basis
were
as
follows: 
Year
Ended
October
31,
2023
A
Year
Ended
October
31,
2022
A
Fund
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
UltraShort
FTSE
China
50
..............
$
352,621
$
—
$
—
$
352,621
$
—
$
—
$
—
$
—
UltraShort
FTSE
Europe
1,465,286
—
—
1,465,286
—
—
—
—
UltraShort
Health
Care
48,006
—
—
48,006
—
—
—
—
UltraShort
Industrials
.
74,456
—
—
74,456
—
—
—
—
UltraShort
Materials
..
68,520
—
—
68,520
—
—
—
—
UltraShort
MidCap400
73,940
—
—
73,940
—
—
—
—
UltraShort
MSCI
Brazil
Capped
..........
264,315
—
—
264,315
—
—
—
—
UltraShort
MSCI
EAFE
111,244
—
—
111,244
—
—
—
—
UltraShort
MSCI
Emerging
Markets
..
203,656
—
—
203,656
—
—
—
—
UltraShort
MSCI
Japan
122,723
—
—
122,723
—
—
—
—
UltraShort
Nasdaq
Biotechnology
.....
31,495
—
—
31,495
—
—
—
—
UltraShort
QQQ
.....
14,124,697
—
—
14,124,697
—
—
—
—
UltraShort
Real
Estate
.
1,619,874
—
—
1,619,874
—
—
—
—
UltraShort
Russell2000
2,616,249
—
—
2,616,249
—
—
—
—
UltraShort
S&P500
®
..
33,148,470
—
—
33,148,470
—
—
—
—
UltraShort
Semiconductors
....
261,977
—
—
261,977
—
—
—
—
UltraShort
SmallCap600
88,835
—
—
88,835
—
—
—
—
UltraShort
Technology
.
172,090
—
—
172,090
—
—
—
—
UltraShort
Utilities
....
51,954
—
—
51,954
—
—
—
—
Fund
A
Undistributed
Ordinary
Income
A
Undistributed
Long-Term
Capital
Gain
A
Accumulated
Capital
and
Other
Losses
A
Unrealized
Appreciation/
(Depreciation)
A
Short
7-10
Year
Treasury
............
$
443,068
$
—
$
—
$
3,269,520
Short
20+
Year
Treasury
............
936,850
—
(513,269,644)
38,098,844
Short
Dow30
SM
...................
1,104,963
—
(535,540,805)
(3,708,248)
Short
Financials
..................
145,171
—
(94,271,994)
(2,473,826)
Short
FTSE
China
50
...............
34,387
—
(8,692,286)
(2,367,135)
Short
High
Yield
..................
953,258
—
(56,807,455)
(15,568,044)
Short
MidCap400
.................
56,185
—
(55,412,462)
276,266
Short
MSCI
EAFE
.................
247,059
—
(135,590,092)
(11,693,030)
Short
MSCI
Emerging
Markets
.......
168,708
—
(183,831,788)
(8,139,041)
Short
QQQ
......................
6,747,210
—
(864,237,291)
(255,306,829)
Short
Real
Estate
.................
225,099
—
(35,636,442)
2,381,476
Short
Russell2000
.................
1,803,628
—
(745,672,927)
15,436,286
Short
S&P500
®
...................
11,343,764
—
(4,150,051,613)
(37,576,804)
Short
SmallCap600
................
62,943
—
(40,487,791)
(323,742)
Ultra
7-10
Year
Treasury
............
67,016
—
(133,230,578)
(2,160,057)
Ultra
20+
Year
Treasury
.............
337,840
—
(37,308,751)
(24,867,902)
Ultra
Communication
Services
.......
1,022
—
(1,029,958)
1,827
Ultra
Consumer
Discretionary
........
—
—
(13,967,454)
(2,390,205)
Ultra
Consumer
Staples
............
—
—
(2,533,792)
(1,231,690)
Ultra
Dow30
SM
....................
—
—
(26,269,307)
(62,771,873)
Ultra
Energy
.....................
—
—
(10,073,665)
(6,289,977)
Ultra
Financials
...................
560,741
—
(39,900,740)
(25,127,371)
Ultra
FTSE
China
50
...............
31,591
—
(20,039,639)
(3,909,064)
Ultra
FTSE
Europe
................
11,526
—
(634,175)
(397,256)
Ultra
Health
Care
.................
—
—
(29,041,245)
(10,324,563)
Ultra
High
Yield
...................
44,778
—
(5,063,696)
(1,137,385)
Ultra
Industrials
...................
—
—
(8,726,958)
(1,527,200)
Ultra
Materials
...................
—
—
(13,350,870)
(4,456,968)
Ultra
MidCap400
..................
104,252
—
(145,727,740)
(13,639,233)
Ultra
MSCI
Brazil
Capped
...........
16,322
—
(13,384,733)
(1,427,178)
Ultra
MSCI
EAFE
..................
25,871
—
(7,840,121)
(417,912)
Ultra
MSCI
Emerging
Markets
........
63,439
—
(26,022,263)
(3,426,226)
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
267
PROSHARES
TRUST
Temporary
differences
are
generally
due
to
differing
book
and
tax
treatments
for
the
timing
of
the
recognition
of
gains
and
losses
on
certain
investment
transactions
and
the
timing
and
the
deductibility
of
certain
expenses.
Permanent
differences,
primarily
due
to
gain
(loss)
on
in-kind
redemptions,
reclassification
on
sale
of
derivatives,
reversal
of
gain/(loss)
on
disposition
of
subsid-
iary
units
and
nondeductible
expenses,
resulted
in
reclassifications
as
of
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
among
the
Funds’
components
of
net
assets.
As
of
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
Funds
had
capital
loss
carry
forwards
(“CLCFs”)
available
to
offset
future
realized
gains,
if
any,
to
the
extent
provided
for
by
regulations
and
to
thereby
reduce
the
amount
of
future
taxable
capital
gain
distributions.
Under
current
tax
law,
CLCFs
retain
their
character
as
either
short-term
or
long-term
capital
losses,
and
are
not
subject
to
expiration. 
Fund
A
Undistributed
Ordinary
Income
A
Undistributed
Long-Term
Capital
Gain
A
Accumulated
Capital
and
Other
Losses
A
Unrealized
Appreciation/
(Depreciation)
A
Ultra
MSCI
Japan
.................
$
9,856
$
—
$
(3,216,321)
$
397,007
Ultra
Nasdaq
Biotechnology
.........
22,644
—
(149,270,673)
(38,039,359)
Ultra
Nasdaq
Cloud
Computing
.......
—
—
(1,805,283)
(681,870)
Ultra
Nasdaq
Cybersecurity
..........
5,027
—
(988,381)
(476,148)
Ultra
QQQ
.......................
—
—
(1,138,260,503)
79,066,805
Ultra
Real
Estate
..................
149,005
—
(35,830,645)
(19,121,144)
Ultra
Russell2000
.................
152,821
—
(151,730,161)
(42,687,689)
Ultra
S&P500
®
....................
—
—
(707,422,945)
(517,949,408)
Ultra
Semiconductors
..............
—
—
(53,057,289)
(496,077)
Ultra
SmallCap600
................
42,325
—
(9,114,540)
(6,674,513)
Ultra
Technology
..................
—
—
(105,058,899)
3,431,752
Ultra
Utilities
.....................
7,752
—
(3,619,438)
(2,674,397)
UltraPro
Dow30
SM
.................
—
—
(104,794,291)
(102,964,663)
UltraPro
MidCap400
...............
—
—
(4,883,243)
(6,129,399)
UltraPro
QQQ
....................
37,677,040
—
(6,254,218,058)
(684,957,311)
UltraPro
Russell2000
...............
45,233
—
(124,889,796)
(119,740,413)
UltraPro
S&P500
®
.................
1,539,200
—
(1,079,654,832)
(405,579,812)
UltraPro
Short
20+
Year
Treasury
......
3,568,487
—
—
76,364,942
UltraPro
Short
Dow30
SM
............
2,335,431
—
(1,570,703,498)
15,687,456
UltraPro
Short
MidCap400
..........
19,814
—
(57,113,374)
(161,594)
UltraPro
Short
QQQ
...............
33,837,926
—
(5,799,961,084)
(1,543,432,153)
UltraPro
Short
Russell2000
..........
763,948
—
(541,911,100)
18,588,774
UltraPro
Short
S&P500
®
............
7,224,743
—
(4,176,651,680)
(229,852,120)
UltraShort
7-10
Year
Treasury
........
122,687
—
(119,473,904)
5,269,456
UltraShort
20+
Year
Treasury
.........
2,730,213
—
(4,617,568,564)
71,070,855
UltraShort
Consumer
Discretionary
....
7,586
—
(17,736,071)
(430,191)
UltraShort
Consumer
Staples
........
7,457
—
(9,206,585)
(13,042)
UltraShort
Dow30
SM
...............
375,849
—
(726,101,029)
(869,719)
UltraShort
Energy
.................
118,408
—
(119,816,614)
(5,888,259)
UltraShort
Financials
...............
95,546
—
(500,724,819)
(2,779,953)
UltraShort
FTSE
China
50
...........
76,835
—
(243,018,116)
(6,061,144)
UltraShort
FTSE
Europe
............
203,226
—
(255,132,840)
(10,139,956)
UltraShort
Health
Care
.............
4,909
—
(11,636,557)
(114,807)
UltraShort
Industrials
..............
11,928
—
(20,960,293)
(230,303)
UltraShort
Materials
...............
8,677
—
(85,574,296)
(145,605)
UltraShort
MidCap400
.............
13,230
—
(54,942,939)
188,706
UltraShort
MSCI
Brazil
Capped
.......
40,918
—
(88,099,934)
(8,922,157)
UltraShort
MSCI
EAFE
.............
4,987
—
(22,316,805)
(1,516,963)
UltraShort
MSCI
Emerging
Markets
....
31,588
—
(162,755,513)
(2,583,796)
UltraShort
MSCI
Japan
.............
18,811
—
(26,455,583)
(1,927,995)
UltraShort
Nasdaq
Biotechnology
.....
12,756
—
(74,923,039)
1,245,546
UltraShort
QQQ
..................
3,202,280
—
(1,570,384,864)
(178,395,777)
UltraShort
Real
Estate
..............
297,019
—
(234,798,224)
8,941,417
UltraShort
Russell2000
.............
602,914
—
(733,828,305)
32,944
UltraShort
S&P500
®
...............
6,082,088
—
(5,157,405,906)
(120,923,827)
UltraShort
Semiconductors
..........
47,034
—
(51,549,361)
(3,826,630)
UltraShort
SmallCap600
............
13,412
—
(31,345,701)
614,480
UltraShort
Technology
..............
25,889
—
(30,760,273)
(1,658,863)
UltraShort
Utilities
.................
6,185
—
(12,258,497)
562,226
268
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
At
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
following
Funds
had
available
CLCFs: 
No
Expiration
Date
A
Short
20+
Year
Treasury
........................................................................
$
513,269,644
Short
Dow30
SM
...............................................................................
535,540,805
Short
Financials
..............................................................................
94,271,994
Short
FTSE
China
50
...........................................................................
8,692,286
Short
High
Yield
..............................................................................
56,807,455
Short
MidCap400
.............................................................................
55,412,462
Short
MSCI
EAFE
.............................................................................
135,590,092
Short
MSCI
Emerging
Markets
...................................................................
183,831,788
Short
QQQ
..................................................................................
864,237,291
Short
Real
Estate
.............................................................................
35,636,442
Short
Russell2000
.............................................................................
745,672,927
Short
S&P500
®
...............................................................................
4,150,051,613
Short
SmallCap600
............................................................................
40,487,791
Ultra
20+
Year
Treasury
.........................................................................
37,308,751
Ultra
7-10
Year
Treasury
........................................................................
133,230,578
Ultra
Communication
Services
...................................................................
1,029,958
Ultra
Consumer
Discretionary
....................................................................
13,967,454
Ultra
Consumer
Staples
........................................................................
2,533,792
Ultra
Dow30
SM
................................................................................
26,269,307
Ultra
Energy
.................................................................................
10,073,665
Ultra
Financials
...............................................................................
39,900,740
Ultra
FTSE
China
50
...........................................................................
20,039,639
Ultra
FTSE
Europe
............................................................................
634,175
Ultra
Health
Care
.............................................................................
29,041,245
Ultra
High
Yield
...............................................................................
5,063,696
Ultra
Industrials
...............................................................................
8,726,958
Ultra
Materials
...............................................................................
13,350,870
Ultra
MidCap400
..............................................................................
145,727,740
Ultra
MSCI
Brazil
Capped
.......................................................................
13,384,733
Ultra
MSCI
EAFE
..............................................................................
7,840,121
Ultra
MSCI
Emerging
Markets
....................................................................
26,022,263
Ultra
MSCI
Japan
.............................................................................
3,216,321
Ultra
Nasdaq
Biotechnology
.....................................................................
149,270,673
Ultra
Nasdaq
Cloud
Computing
...................................................................
1,805,283
Ultra
Nasdaq
Cybersecurity
......................................................................
988,381
Ultra
QQQ
...................................................................................
1,138,260,503
Ultra
Real
Estate
..............................................................................
35,830,645
Ultra
Russell2000
.............................................................................
151,730,161
Ultra
S&P500
®
................................................................................
707,422,945
Ultra
Semiconductors
..........................................................................
53,057,289
Ultra
SmallCap600
............................................................................
9,114,540
Ultra
Technology
..............................................................................
105,058,899
Ultra
Utilities
.................................................................................
3,619,438
UltraPro
Dow30
SM
.............................................................................
104,794,291
UltraPro
MidCap400
...........................................................................
4,883,243
UltraPro
QQQ
................................................................................
6,254,218,058
UltraPro
Russell2000
...........................................................................
124,889,796
UltraPro
S&P500
®
.............................................................................
1,079,654,832
UltraPro
Short
Dow30
SM
........................................................................
1,570,703,498
UltraPro
Short
MidCap400
......................................................................
57,113,374
UltraPro
Short
QQQ
...........................................................................
5,799,961,084
UltraPro
Short
Russell2000
......................................................................
541,911,100
UltraPro
Short
S&P500
®
........................................................................
4,176,651,680
UltraShort
20+
Year
Treasury
.....................................................................
4,617,568,564
UltraShort
7-10
Year
Treasury
....................................................................
119,473,904
UltraShort
Consumer
Discretionary
................................................................
17,736,071
UltraShort
Consumer
Staples
....................................................................
9,206,585
UltraShort
Dow30
SM
...........................................................................
726,101,029
UltraShort
Energy
.............................................................................
119,816,614
UltraShort
Financials
...........................................................................
500,724,819
UltraShort
FTSE
China
50
.......................................................................
243,018,116
UltraShort
FTSE
Europe
........................................................................
255,132,840
UltraShort
Health
Care
.........................................................................
11,636,557
UltraShort
Industrials
..........................................................................
20,960,293
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
269
PROSHARES
TRUST
At
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
following
Funds
utilized
CLCFs
and/or
elected
to
defer
late-year
ordinary
losses
to
November
1,
2023: 
3.
Investment
Transactions,
Income
and
Expense
Allocations 
Throughout
the
reporting
period,
investment
transactions
are
generally
accounted
for
no
later
than
one
business
day
following
the
trade
date.
For
financial
reporting
purposes,
investment
transactions
on
the
last
business
day
of
the
reporting
period
are
accounted
for
on
the
trade
date. 
Interest
income
is
recognized
on
an
accrual
basis
and
includes,
where
applicable,
the
amortization
of
premium
or
discount.
Div-
idend
income
is
recorded
on
the
ex-dividend
date
except
for
certain
foreign
dividends
that
may
be
recorded
as
soon
as
such
in-
formation
becomes
available.
Non-cash
dividend
income
received
in
the
form
of
securities
in-lieu
of
cash
are
recorded
at
the
fair
value
of
the
securities
received.
Gains
or
losses
realized
on
sales
of
securities
are
determined
using
the
specific
identification
method
by
comparing
the
identified
cost
of
the
security
lot
sold
with
the
net
sales
proceeds. 
Expenses
directly
attributable
to
a
Fund
are
charged
to
that
Fund,
while
expenses
which
are
attributable
to
more
than
one
Fund
or
jointly
with
an
affiliate,
are
allocated
among
the
respective
Funds
and/or
affiliates
based
upon
relative
net
assets
or
another
reasonable
basis. 
No
Expiration
Date
A
UltraShort
Materials
...........................................................................
$
85,574,296
UltraShort
MidCap400
.........................................................................
54,942,939
UltraShort
MSCI
Brazil
Capped
...................................................................
88,099,934
UltraShort
MSCI
EAFE
.........................................................................
22,316,805
UltraShort
MSCI
Emerging
Markets
................................................................
162,755,513
UltraShort
MSCI
Japan
.........................................................................
26,455,583
UltraShort
Nasdaq
Biotechnology
.................................................................
74,923,039
UltraShort
QQQ
..............................................................................
1,570,384,864
UltraShort
Real
Estate
..........................................................................
234,798,224
UltraShort
Russell2000
.........................................................................
733,828,305
UltraShort
S&P500
®
...........................................................................
5,157,405,906
UltraShort
Semiconductors
......................................................................
51,549,361
UltraShort
SmallCap600
........................................................................
31,345,701
UltraShort
Technology
..........................................................................
30,760,273
UltraShort
Utilities
.............................................................................
12,258,497
Fund
A
Capital
Loss
Utilized
A
Ordinary
Late
Year
Loss
Deferrals
A
Short
20+
Year
Treasury
...........................................................
$
31,810,931
$
—
Short
7-10
Year
Treasury
...........................................................
75,473
—
Short
Dow30
SM
..................................................................
6,363,996
—
Short
Financials
.................................................................
1,479,068
—
Short
High
Yield
.................................................................
3,058,518
—
Short
MSCI
Emerging
Markets
......................................................
4,457,516
—
Short
QQQ
.....................................................................
8,133,168
—
Short
Real
Estate
................................................................
1,211,065
—
Short
Russell2000
................................................................
50,224,569
—
Short
SmallCap600
...............................................................
52,577
—
Ultra
20+
Year
Treasury
............................................................
188,704
—
Ultra
Financials
..................................................................
38,282,852
—
UltraPro
Short
20+
Year
Treasury
.....................................................
5,236,864
—
UltraPro
Short
Dow30
SM
...........................................................
11,596,511
—
UltraPro
Short
Russell2000
.........................................................
4,297,523
—
UltraShort
20+
Year
Treasury
........................................................
781,583
—
UltraShort
7-10
Year
Treasury
.......................................................
6,287,078
—
UltraShort
Consumer
Staples
.......................................................
57,292
—
UltraShort
Dow30
SM
..............................................................
3,650,763
—
UltraShort
Financials
..............................................................
1,162,380
—
UltraShort
Industrials
.............................................................
148,671
—
UltraShort
MidCap400
............................................................
3,622
—
UltraShort
QQQ
.................................................................
39,991,354
—
UltraShort
Russell2000
............................................................
17,532,805
—
UltraShort
S&P500
®
..............................................................
61,347,320
—
270
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
4.
Advisory
and
Management
Service
Fees
and
Transactions
with
Affiliates 
The
Advisor
serves
as
the
investment
adviser
to
each
Fund
pursuant
to
an
Investment
Advisory
Agreement.
For
its
investment
advisory
services,
each
Fund
pays
the
Advisor
a
monthly
fee,
accrued
daily
at
an
annualized
rate
based
on
its
average
daily
net
assets.
Pursuant
to
a
separate
Management
Services
Agreement,
the
Advisor
performs
certain
administrative
services
on
behalf
of
the
Funds,
such
as
negotiating,
coordinating
and
implementing
the
Trust’s
contractual
obligations
with
the
Funds’
service
providers;
monitoring,
overseeing
and
reviewing
the
performance
of
such
service
providers
to
ensure
adherence
to
applicable
contractual
obligations;
and
preparing
or
coordinating
reports
and
presentations
to
the
Board
of
Trustees
with
respect
to
such
service
providers.
For
these
and
other
services,
each
Fund
pays
the
Advisor
monthly
management
services
fees,
accrued
daily
at
an
annualized
rate
based
on
its
average
daily
net
assets.
The
Advisor
has
contractually
agreed
to
waive
advisory
and
management
services
fees,
and
if
necessary,
reimburse
certain
other
expenses,
in
order
to
limit
the
annual
operating
expenses
of
each
Fund.
These
expense
limitations
remain
in
effect
until
the
dates
specified
in
the
table
below,
after
which
they
may
be
terminated
or
revised.
For
the
period ended
November
30,
2023,
advisory
and
management
services
fees,
waivers,
reimbursements,
and
expense
limita-
tions
were
as
follows:  
Fund
A
Investment
Advisory
Fee
Rate
*
A
Management
Services
Fee
Rate
A
Advisory
Fees
Waived
A
Management
Services
Fees
Waived
A
Expense
Reimbursements
A
Expense
Limitation
A
Expense
Limitation
Effective
Through
A
Short
7-10
Year
Treasury
...
0.75
%
0.10
%
$
23,976
$
—
$
—
0.95
%
September
30,
2024
Short
Dow30
SM
...........
0.75
0.10
8,320
—
—
0.95
September
30,
2024
Short
Financials
..........
0.75
0.10
34,332
—
—
0.95
September
30,
2024
Short
FTSE
China
50
......
0.75
0.10
27,913
3,722
8,168
0.95
September
30,
2024
Short
High
Yield
..........
0.75
0.10
29,231
—
—
0.95
September
30,
2024
Short
MidCap400
.........
0.75
0.10
31,692
—
—
0.95
September
30,
2024
Short
MSCI
EAFE
.........
0.75
0.10
33,261
—
—
0.95
September
30,
2024
Short
MSCI
Emerging
Markets
0.75
0.10
37,305
—
—
0.95
September
30,
2024
Short
QQQ
..............
0.75
0.10
199,786
—
—
0.95
September
30,
2024
Short
Real
Estate
.........
0.75
0.10
36,711
—
—
0.95
September
30,
2024
Short
Russell2000
........
0.75
0.10
100,735
—
—
0.95
September
30,
2024
Short
SmallCap600
.......
0.75
0.10
29,567
—
—
0.95
September
30,
2024
Ultra
20+
Year
Treasury
....
0.75
0.10
18,455
—
—
0.95
September
30,
2024
Ultra
7-10
Year
Treasury
....
0.75
0.10
31,236
—
—
0.95
September
30,
2024
Ultra
Communication
Services
0.75
0.10
3,501
467
50,907
0.95
September
30,
2024
Ultra
Consumer
Discretionary
0.75
0.10
50,563
—
—
0.95
September
30,
2024
Ultra
Consumer
Staples
....
0.75
0.10
26,286
3,505
22,636
0.95
September
30,
2024
Ultra
Dow30
SM
...........
0.75
0.10
13,586
—
—
0.95
September
30,
2024
Ultra
Energy
.............
0.75
0.10
45,430
—
—
0.95
September
30,
2024
Ultra
FTSE
China
50
.......
0.75
0.10
41,579
7
—
0.95
September
30,
2024
Ultra
FTSE
Europe
........
0.75
0.10
15,877
2,117
20,329
0.95
September
30,
2024
Ultra
Health
Care
.........
0.75
0.10
44,880
—
—
0.95
September
30,
2024
Ultra
High
Yield
..........
0.75
0.10
33,636
—
—
0.95
September
30,
2024
Ultra
Industrials
..........
0.75
0.10
50,796
—
—
0.95
September
30,
2024
Ultra
Materials
...........
0.75
0.10
46,305
—
—
0.95
September
30,
2024
Ultra
MidCap400
.........
0.75
0.10
18,071
—
—
0.95
September
30,
2024
Ultra
MSCI
Brazil
Capped
..
0.75
0.10
17,218
2,296
18,757
0.95
September
30,
2024
Ultra
MSCI
EAFE
.........
0.75
0.10
34,306
4,070
—
0.95
September
30,
2024
Ultra
MSCI
Emerging
Markets
0.75
0.10
35,711
—
—
0.95
September
30,
2024
Ultra
MSCI
Japan
.........
0.75
0.10
30,999
4,133
30,552
0.95
September
30,
2024
Ultra
Nasdaq
Biotechnology
.
0.75
0.10
71,638
—
—
0.95
September
30,
2024
Ultra
Nasdaq
Cloud
Computing
0.75
0.10
9,319
1,242
40,241
0.95
September
30,
2024
Ultra
Nasdaq
Cybersecurity
.
0.75
0.10
7,663
1,022
23,695
0.95
September
30,
2024
Ultra
QQQ
*
.............
0.75
0.10
598,033
—
—
0.95
September
30,
2024
Ultra
Real
Estate
.........
0.75
0.10
44,975
—
—
0.95
September
30,
2024
Ultra
Russell2000
.........
0.75
0.10
110,399
—
—
0.95
September
30,
2024
Ultra
S&P500
®
...........
0.75
0.10
36,375
—
—
0.95
September
30,
2024
Ultra
Semiconductors
.....
0.75
0.10
31,770
—
—
0.95
September
30,
2024
Ultra
SmallCap600
........
0.75
0.10
58,765
—
—
0.95
September
30,
2024
Ultra
Utilities
............
0.75
0.10
33,095
4,412
14,769
0.95
September
30,
2024
UltraPro
MidCap400
......
0.75
0.10
63,033
—
—
0.95
September
30,
2024
UltraPro
QQQ
...........
0.75
0.10
11,626,051
—
—
0.95
September
30,
2024
UltraPro
Russell2000
......
0.75
0.10
146,966
—
—
0.95
September
30,
2024
UltraPro
Short
MidCap400
..
0.75
0.10
22,318
2,976
7,806
0.95
September
30,
2024
UltraPro
Short
QQQ
.......
0.75
0.10
579,472
—
—
0.95
September
30,
2024
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
271
PROSHARES
TRUST
For
each
Fund,
amounts
waived
or
reimbursed
by
the
Advisor
may
be
recouped
by
the
Advisor
within
five
years
of
the
end
of
the
applicable
contractual
period
to
the
extent
that
such
recoupments
would
not
cause
a
Fund’s
annualized
operating
expenses
to
exceed
the
lesser
of
(1) the
expense
limitation
in
effect
at
the
time
of
waiver,
and
(2) the
expense
limitation
in
effect
at
the
time
of
recoupment.
Any
amounts
recouped
by
the
Advisor
during
the
period
are
reflected
in
the
Statements
of
Operations
as
“Recoup-
ment
of
prior
expenses
waived
and/or
reimbursed
by
Advisor”.
As
of
November
30,
2023,
the
amounts
eligible
for
recoupment
and
the
date
of
expiration
are
as
follows: 
Fund
A
Investment
Advisory
Fee
Rate
*
A
Management
Services
Fee
Rate
A
Advisory
Fees
Waived
A
Management
Services
Fees
Waived
A
Expense
Reimbursements
A
Expense
Limitation
A
Expense
Limitation
Effective
Through
A
UltraPro
Short
Russell2000
.
0.75
%
0.10
%
$
65,453
$
—
$
—
0.95
%
September
30,
2024
UltraShort
7-10
Year
Treasury
0.75
0.10
25,207
—
—
0.95
September
30,
2024
UltraShort
Consumer
Discretionary
...........
0.75
0.10
7,042
939
25,504
0.95
September
30,
2024
UltraShort
Consumer
Staples
0.75
0.10
5,380
717
28,674
0.95
September
30,
2024
UltraShort
Dow30
SM
.......
0.75
0.10
19,262
—
—
0.95
September
30,
2024
UltraShort
Energy
.........
0.75
0.10
32,411
—
—
0.95
September
30,
2024
UltraShort
Financials
......
0.75
0.10
33,305
—
—
0.95
September
30,
2024
UltraShort
FTSE
China
50
..
0.75
0.10
42,375
—
—
0.95
September
30,
2024
UltraShort
FTSE
Europe
....
0.75
0.10
34,725
—
—
0.95
September
30,
2024
UltraShort
Health
Care
.....
0.75
0.10
5,613
748
27,884
0.95
September
30,
2024
UltraShort
Industrials
......
0.75
0.10
11,424
1,523
21,286
0.95
September
30,
2024
UltraShort
Materials
.......
0.75
0.10
8,137
1,085
24,731
0.95
September
30,
2024
UltraShort
MidCap400
.....
0.75
0.10
9,336
1,245
23,729
0.95
September
30,
2024
UltraShort
MSCI
Brazil
Capped
0.75
0.10
35,308
2,242
—
0.95
September
30,
2024
UltraShort
MSCI
EAFE
.....
0.75
0.10
8,727
1,164
27,688
0.95
September
30,
2024
UltraShort
MSCI
Emerging
Markets
..............
0.75
0.10
28,601
3,813
4,480
0.95
September
30,
2024
UltraShort
MSCI
Japan
....
0.75
0.10
18,874
2,516
15,218
0.95
September
30,
2024
UltraShort
Nasdaq
Biotechnology
..........
0.75
0.10
18,807
2,508
10,813
0.95
September
30,
2024
UltraShort
QQQ
..........
0.75
0.10
128,032
—
—
0.95
September
30,
2024
UltraShort
Real
Estate
.....
0.75
0.10
36,064
—
—
0.95
September
30,
2024
UltraShort
Russell2000
.....
0.75
0.10
55,705
—
—
0.95
September
30,
2024
UltraShort
Semiconductors
.
0.75
0.10
28,666
3,774
—
0.95
September
30,
2024
UltraShort
SmallCap600
....
0.75
0.10
12,548
1,673
18,800
0.95
September
30,
2024
UltraShort
Technology
.....
0.75
0.10
16,923
2,256
15,161
0.95
September
30,
2024
UltraShort
Utilities
........
0.75
0.10
7,335
978
24,754
0.95
September
30,
2024
*
Fund
that
reduces
the
annualized
advisory
fee
rate
subject
to
the
following
breakpoints:
0.75%
of
the
first
$4.0
billion
of
average
daily
net
assets
of
the
Fund,
0.70%
of
the
next
$1.5
billion,
0.65%
of
the
next
$1.5
billion,
0.60%
of
the
next
$1.5
billion
and
0.55%
of
average
daily
net
assets
of
the
Fund
over
$8.5
billion.
To
the
extent
that
a
Fund
achieves
an
asset
breakpoint,
the
Advisor
will
waive
fees
in
order
to
match
the
corresponding
reduction
in
the
tiered
advisory
fee
limit.
Any
such
waivers
are
reflected
as
a
component
of
“Expenses
waived
and/or
reimbursed
by
Advisor”
on
the
Statements
of
Operations,
and
are
not
subject
to
subsequent
recoupment
by
the
Advisor.
During
the
year
ended
November
30,
2023,
advisory
fees
of
$225,296
were
waived
for
Ultra
QQQ
pursuant
to
this
agreement,
resulting
in
a
net
advisory
fee
of
0.75%.
During
the
year
ended
November
30,
2023,
advisory
fees
of
$36,375
were
waived
for
Ultra
S&P
500
pursuant
to
this
agreement,
resulting
in
a
net
advisory
fee
of
0.75%.
During
the
year
ended
November
30,
2023,
advisory
fees
of
$11,626,051
were
waived
for
UltraPro
QQQ
pursuant
to
this
agreement,
resulting
in
a
net
advisory
fee
of
0.65%.
During
the
year
ended
November
30,
2023,
advisory
fees
of
$89,340
were
waived
for
UltraPro
Short
QQQ
pursuant
to
this
agreement,
resulting
in
a
net
advisory
fee
of
0.75%.
Expires
September
30,
Fund
2024
2025
2026
2027
2028
2029
Total
Amount
Eligible
for
Recoupment
Short
7-10
Year
Treasury
.........
$
68,440
$
58,236
$
39,494
$
4,634
$
54,992
$
3,040
$
228,836
Short
Dow30
SM
................
50,881
81,443
71,179
—
43,509
—
247,012
Short
Financials
...............
67,106
66,465
67,738
63,344
62,972
15,321
342,946
Short
FTSE
China
50
............
72,169
73,907
69,478
89,557
86,187
13,254
404,552
Short
High
Yield
...............
67,482
89,319
73,328
63,664
95,987
6,700
396,480
Short
MidCap400
..............
64,470
62,288
64,925
62,578
65,389
10,037
329,687
Short
MSCI
EAFE
..............
65,324
67,005
77,986
70,867
82,669
5,759
369,610
Short
MSCI
Emerging
Markets
....
67,720
74,764
73,663
81,886
101,785
9,542
409,360
Short
QQQ
...................
289,992
356,298
296,075
403,339
637,777
40,732
2,024,213
Short
Real
Estate
..............
68,486
68,631
72,237
63,254
71,901
16,579
361,088
Short
Russell2000
..............
188,717
278,667
231,769
181,302
266,119
26,983
1,173,557
Short
SmallCap600
.............
69,876
67,242
69,001
66,777
61,201
10,590
344,687
272
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Employees
of
the
Advisor
serve
in
the
roles
of
Interested
Trustee,
President,
Chief
Legal
Officer
and
Secretary
of
the
Trust.
These
individuals
receive
no
compensation
directly
from
the
Trust.
Another
employee
of
the
Advisor
serves
as
Chief
Compliance
Officer
Expires
September
30,
Fund
2024
2025
2026
2027
2028
2029
Total
Amount
Eligible
for
Recoupment
(continued)
Ultra
20+
Year
Treasury
..........
$
92,526
$
88,560
$
86,760
$
78,895
$
38,163
$
4,498
$
389,402
Ultra
7-10
Year
Treasury
.........
89,428
90,240
91,778
89,206
55,323
9,924
425,899
Ultra
Communication
Services
....
108,608
107,921
108,243
111,291
113,719
18,266
568,048
Ultra
Consumer
Discretionary
.....
103,519
125,868
117,859
106,903
104,262
15,043
573,454
Ultra
Consumer
Staples
.........
105,592
122,429
108,679
122,716
110,620
15,302
585,338
Ultra
Dow30
SM
.................
81,665
88,574
44,099
23,810
49,729
—
287,877
Ultra
Energy
..................
128,797
139,377
103,663
92,512
106,280
12,867
583,496
Ultra
Financials
................
34,231
123,292
—
3,013
—
—
160,536
Ultra
FTSE
China
50
............
77,866
88,086
79,216
98,616
88,847
13,525
446,156
Ultra
FTSE
Europe
.............
67,523
68,397
91,549
83,233
78,643
12,593
401,938
Ultra
Health
Care
..............
135,285
131,973
94,412
121,233
120,036
7,566
610,505
Ultra
High
Yield
................
157,016
76,009
127,422
44,669
63,981
11,596
480,693
Ultra
Industrials
................
101,797
124,278
143,038
104,318
116,750
13,298
603,479
Ultra
Materials
................
101,333
104,481
92,884
110,973
100,812
14,076
524,559
Ultra
MidCap400
...............
139,894
129,159
153,030
85,292
93,263
—
600,638
Ultra
MSCI
Brazil
Capped
........
68,922
68,903
73,357
94,920
79,758
12,164
398,024
Ultra
MSCI
EAFE
...............
68,038
67,971
61,981
97,732
77,284
12,660
385,666
Ultra
MSCI
Emerging
Markets
.....
64,469
67,179
74,970
82,325
75,443
10,483
374,869
Ultra
MSCI
Japan
..............
78,351
68,707
76,205
108,148
167,664
22,436
521,511
Ultra
Nasdaq
Biotechnology
......
348,301
239,152
310,901
235,559
201,238
4,198
1,339,349
Ultra
Nasdaq
Cloud
Computing
....
—
—
40,946
88,820
104,680
17,033
251,479
Ultra
Nasdaq
Cybersecurity
.......
—
—
39,101
66,317
62,222
10,385
178,025
Ultra
QQQ
....................
734,603
856,753
721,976
889,318
857,958
155,192
4,215,800
Ultra
Real
Estate
...............
116,571
141,016
99,269
114,980
101,822
11,611
585,269
Ultra
Russell2000
..............
598,481
325,953
1,190,983
1,132,650
76,452
868
3,325,387
Ultra
Semiconductors
...........
104,479
116,117
78,674
89,232
110,770
11,350
510,622
Ultra
SmallCap600
.............
112,888
144,160
105,717
151,135
120,084
21,674
655,658
Ultra
Technology
...............
124,007
100,677
—
35,534
5,234
—
265,452
Ultra
Utilities
..................
102,810
121,341
137,989
86,840
112,177
15,959
577,116
UltraPro
Dow30
SM
..............
64,929
78,445
—
—
—
—
143,374
UltraPro
MidCap400
............
112,697
132,762
108,219
208,021
129,805
18,754
710,258
UltraPro
Russell2000
............
827,229
823,180
1,251,635
1,165,426
88,500
9,780
4,165,750
UltraPro
Short
20+
Year
Treasury
...
—
—
—
—
69
4,587
4,656
UltraPro
Short
Dow30
SM
.........
32,832
105,555
100,678
—
—
—
239,065
UltraPro
Short
MidCap400
.......
72,678
70,658
73,860
71,947
68,028
10,406
367,577
UltraPro
Short
QQQ
............
465,760
788,628
705,136
750,180
1,375,086
183,142
4,267,932
UltraPro
Short
Russell2000
.......
98,638
150,084
160,458
136,242
152,656
18,842
716,920
UltraShort
7-10
Year
Treasury
.....
38,596
53,252
46,329
27,548
50,469
7,200
223,394
UltraShort
Consumer
Discretionary
.
70,715
70,585
69,905
73,284
68,410
10,985
363,884
UltraShort
Consumer
Staples
.....
69,385
69,579
68,984
77,931
69,201
11,712
366,792
UltraShort
Dow30
SM
............
69,621
98,336
79,732
51,568
70,453
—
369,710
UltraShort
Energy
..............
67,749
67,234
64,443
72,145
64,701
11,258
347,530
UltraShort
Financials
............
69,598
74,558
71,867
68,883
71,736
11,564
368,206
UltraShort
FTSE
China
50
........
84,460
90,775
74,667
96,597
92,984
13,792
453,275
UltraShort
FTSE
Europe
.........
66,712
68,772
66,885
79,728
75,212
12,436
369,745
UltraShort
Health
Care
..........
68,921
69,051
68,004
77,760
68,343
11,442
363,521
UltraShort
Industrials
...........
69,530
70,135
68,882
79,531
68,892
11,436
368,406
UltraShort
Materials
............
70,451
71,277
68,121
69,860
70,069
11,302
361,080
UltraShort
MidCap400
..........
72,713
72,300
72,191
73,814
72,817
10,931
374,766
UltraShort
MSCI
Brazil
Capped
....
62,331
63,948
70,621
96,983
74,762
11,303
379,948
UltraShort
MSCI
EAFE
..........
69,545
70,471
68,132
89,336
77,083
12,303
386,870
UltraShort
MSCI
Emerging
Markets
.
67,151
69,292
69,189
88,250
75,105
11,699
380,686
UltraShort
MSCI
Japan
..........
68,641
68,361
68,340
89,339
73,615
12,025
380,321
UltraShort
Nasdaq
Biotechnology
..
73,296
73,070
67,920
74,186
67,539
9,906
365,917
UltraShort
QQQ
...............
230,252
263,220
185,861
218,077
308,243
42,115
1,247,768
UltraShort
Real
Estate
...........
81,940
87,665
74,474
71,701
71,012
15,264
402,056
UltraShort
Russell2000
..........
115,973
148,967
123,449
117,432
126,649
16,096
648,566
UltraShort
Semiconductors
.......
70,672
72,127
69,723
68,978
69,624
10,492
361,616
UltraShort
SmallCap600
.........
70,540
69,711
71,020
70,968
70,218
10,408
362,865
UltraShort
Technology
...........
71,059
72,086
68,752
73,598
67,410
11,602
364,507
UltraShort
Utilities
..............
68,277
69,238
67,517
69,824
69,228
10,762
354,846
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
273
PROSHARES
TRUST
and
Anti-Money
Laundering
Officer.
This
individual’s
related
compensation,
along
with
the
compensation
of
staff
who
administer
the
Funds’
compliance
program,
and
certain
other
expenses
are
reimbursed
to
the
Advisor
by
the
Funds
and
are
reflected
on
the
Statements
of
Operations
as
“Compliance
services
fees”. 
5.
Administration
Fees 
JPMorgan
Chase
Bank,
N.A.
acts
as
the
Trust’s
administrator
(the
“Administrator”).
The
Administrator
provides
certain
admin-
istrative
services
to
the
Funds,
including
fund
accounting,
fund
administration
and
certain
compliance
services,
pursuant
to
a
Fund
Services
Agreement.
For
these
services,
each
Fund
shall
pay
the
Administrator
monthly,
a
fee
accrued
daily
and
based
on
average
net
assets.
Each
Fund
may
also
reimburse
the
Administrator
for
such
out-of-pocket
expenses
as
incurred
by
the
Adminis-
trator
in
the
performance
of
its
duties.
Such
fees
are
reflected
on
the
Statements
of
Operations
as
“Administration
Fees”.
Certain
employees
of
the
Administrator
are
also
officers
of
the
Trust. 
6.
Custodian
Fees 
JPMorgan
Chase
Bank,
N.A.
acts
as
custodian
for
the
Funds
in
accordance
with
a
Custody
Agreement.
The
custodian
holds
cash,
securities
and
other
assets
of
the
Funds
as
required
by
the
1940
Act.
Custodian
fees
are
payable
monthly
based
on
assets
held
in
custody,
investment
purchases
and
sales
activity
and
account
maintenance
fees,
plus
reimbursement
for
certain
out-of-pocket
expenses.
Such
fees
are
reflected
on
the
Statements
of
Operations
as
“Custodian
Fees”. 
7.
Listing,
Data
and
Related
Fees 
The
Funds
may
incur
costs
relating
to
their
initial
and
ongoing
listing
on
an
exchange
and
for
the
calculation
and
dissemination
of
Indicative
Optimized
Portfolio
Values
(IOPVs).
Additionally,
a
Fund
may
enter
into
a
license
agreement
for
the
right
to
use
an
Index
and
the
related
Trade
Mark(s)
and
to
receive
data
related
to
the
index
from
the
index
provider.
The
portion
of
such
costs
attributed
to
each
Fund
is
reflected
on
the
Statements
of
Operations
as
“Listing,
Data
and
related
fees”. 
8.
Trustees
Fees 
The
Trust,
together
with
other
affiliated
trusts,
pay
each
Independent
Trustee
an
aggregate
fee
consisting
of
a
$325,000
annual
retainer
(paid
in
quarterly
increments)
for
services
provided
as
a
Board
member.
Such
fees
are
allocated
between
the
Funds
and
other
affiliated
funds.
Each
Fund’s
share
of
these
fees,
together
with
reimbursable
expenses
of
the
Trustees,
is
reflected
on
the
Statements
of
Operations
as
“Trustees
Fees”. 
9.
Distribution
and
Service
Plan 
SEI
Investments
Distribution
Co.
serves
as
the
Funds’
distributor.
The
Trust
has
adopted
a
Distribution
and
Service
(12b-1)
Plan
pursuant
to
which
each
Fund
may
bear
a
12b-1
fee
not
to
exceed
0.25%
per
annum
of
the
Fund’s
average
daily
net
assets.
No
12b-1
fees
are
currently
paid
by
the
Funds,
and
there
are
currently
no
plans
to
impose
these
fees. 
10.
Issuance
and
Redemption
of
Fund
Shares 
Each
Fund
issues
and
redeems
its
shares
only
to
Authorized
Participants
(typically
broker-dealers)
in
exchange
for
the
deposit
or
delivery
of
a
basket
of
assets
(securities
and/or
cash),
in
large
blocks
known
as
Creation
Units,
each
of
which
is
comprised
of
a
specified
number
of
shares.
To
the
extent
the
Funds
permit
the
contribution
of
securities
in
exchange
for
the
purchase
of
shares
(contribution
in-kind),
shares
may
be
issued
in
advance
of
receipt
by
the
Fund
of
all
or
a
portion
of
the
applicable
Deposit
Securities.
 In
these
circumstances,
the
Fund
may
require
the
Authorized
Participant
to
maintain
with
the
Trust
an
amount
up
to
115%
and/or
125%
of
the
daily
mark-
to-market
value
of
the
missing
Deposit
Securities.
Retail
investors
may
only
purchase
and
sell
Fund
shares
on
a
national
securities
exchange
through
a
broker-dealer
and
such
transactions
may
be
subject
to
customary
commission
rates
imposed
by
the
broker-dealer. 
Authorized
Participants
may
pay
transaction
fees
to
offset
transfer
and
other
transaction
costs
associated
with
the
issuance
and
redemption
of
Creation
Units.
Transaction
fees
related
to
unsettled
Creation
Unit
transactions
are
included
in
the
receivable
for
capital
shares
issued
on
the
Statements
of
Assets
and
Liabilities.
None
of
the
Funds
had
any
transaction
fees
for
the
period
ended
November
30,
2023
or
the
year
ended
May
31,
2023. 
274
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
11.
Investment
Transactions 
For
the
period
ended
November
30,
2023,
the
cost
of
securities
purchased
and
proceeds
from
sales
of
securities
(U.S.
government
securities
for
ProShares
Ultra
7-10
Year
Treasury
and
ProShares
Ultra
20+
Year
Treasury),
excluding
short-term
securities,
deriv-
atives
and
in-kind
transactions,
were:
12.
In-Kind
Transactions 
During
the
period
presented
in
this
report,
certain
Funds
delivered
portfolio
securities
in
exchange
for
the
redemption
of
shares
(redemption-in-kind).
Cash
and
securities
were
transferred
for
redemptions
at
fair
value.
For
financial
reporting
purposes,
the
Funds
recorded
net
realized
gains
and
losses
in
connection
with
each
transaction.
For
the
period ended
November
30,
2023,
the
fair
value
of
the
securities
transferred
for
redemptions,
and
the
net
realized
gains
(losses)
recorded
in
connection
with
the
transactions
were
as
follows:
Fund
A
Purchases
A
Sales
A
Ultra
Communication
Services
.......................................................
$
842,516
$
190,789
Ultra
Consumer
Discretionary
........................................................
4,773,082
1,695,533
Ultra
Consumer
Staples
............................................................
1,098,032
793,369
Ultra
Dow30
SM
....................................................................
54,976,479
—
Ultra
Energy
.....................................................................
11,461,977
2,414,792
Ultra
Financials
...................................................................
395,947,274
353,773,914
Ultra
Health
Care
.................................................................
3,830,043
1,002,845
Ultra
Industrials
...................................................................
2,670,655
222,973
Ultra
Materials
...................................................................
3,515,372
143,578
Ultra
MidCap400
..................................................................
13,300,686
18,787,170
Ultra
Nasdaq
Biotechnology
.........................................................
3,741,596
6,319,795
Ultra
Nasdaq
Cloud
Computing
.......................................................
1,229,967
713,390
Ultra
QQQ
.......................................................................
1,544,903,307
610,132,175
Ultra
Real
Estate
..................................................................
2,683,090
2,524,488
Ultra
Russell2000
.................................................................
36,264,666
38,350,543
Ultra
S&P500
®
....................................................................
726,582,653
98,445,662
Ultra
Semiconductors
..............................................................
174,733,818
114,555,517
Ultra
SmallCap600
................................................................
3,840,393
6,931,119
Ultra
Technology
..................................................................
143,638,497
27,032,972
Ultra
Utilities
.....................................................................
4,985,473
82,854
UltraPro
Dow30
SM
.................................................................
14,988,152
80,414,572
UltraPro
MidCap400
...............................................................
5,327,163
8,136,596
UltraPro
QQQ
....................................................................
6,314,636,577
1,676,762,894
UltraPro
Russell2000
...............................................................
310,013,660
316,844,377
UltraPro
S&P500
®
.................................................................
205,123,379
322,176,008
Fund
A
Fair
Value
A
Net
Realized
Gains
(Losses)
A
Ultra
Consumer
Discretionary
.....................................................
$
5,417,041
$
671,734
Ultra
Consumer
Staples
.........................................................
2,674,796
(72,837)
Ultra
Dow30
SM
.................................................................
86,774,077
3,349,150
Ultra
Energy
..................................................................
19,765,450
4,241,069
Ultra
Financials
................................................................
29,310,584
3,462,406
Ultra
Health
Care
..............................................................
5,860,157
516,111
Ultra
Industrials
................................................................
6,453,623
502,906
Ultra
Materials
................................................................
10,983,474
646,546
Ultra
MidCap400
...............................................................
5,288,862
1,237,377
Ultra
Nasdaq
Biotechnology
......................................................
8,442,753
672,398
Ultra
Nasdaq
Cloud
Computing
....................................................
334,755
59,859
Ultra
QQQ
....................................................................
1,904,424,308
247,633,204
Ultra
Real
Estate
...............................................................
2,893,381
247,138
Ultra
S&P500
®
.................................................................
2,331,561,367
79,527,720
Ultra
Semiconductors
...........................................................
33,855,232
10,326,081
Ultra
SmallCap600
.............................................................
2,177,736
234,349
Ultra
Technology
...............................................................
114,920,332
22,234,022
Ultra
Utilities
..................................................................
2,366,953
(1,980)
UltraPro
Dow30
SM
..............................................................
283,341,417
11,047,931
UltraPro
MidCap400
............................................................
3,595,300
539,138
UltraPro
QQQ
.................................................................
14,713,442,921
728,811,316
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
275
PROSHARES
TRUST
In
addition,
during
the
period,
certain
Funds
received
securities
in
exchange
for
subscriptions
of
shares
(subscriptions-in-kind).
For
the
period
ended
November
30,
2023,
the
fair
value
of
the
securities
received
for
subscriptions
were
as
follows: 
13.
Risk 
Some
risks
apply
to
all
Funds,
while
others
are
specific
to
the
investment
strategy
of
certain
Funds.
Each
Fund
may
be
subject
to
other
risks
in
addition
to
these
identified
risks.
This
section
discusses
certain
common
principal
risks
encountered
by
the
Funds. 
Risks
Associated
with
the
Use
of
Derivatives
Certain
Funds
obtain
investment
exposure
through
derivatives
(including
investing
in
futures
contracts,
options
on
futures
contracts,
securities
and
indexes,
forward
contracts,
swap
agreements
and
similar
instruments).
Investing
in
derivatives
may
be
considered
aggressive
and
may
expose
a
Fund
to
risks
different
from,
or
possibly
greater
than,
the
risks
associated
with
investing
directly
in
securities
underlying
the
derivative,
including:
1)
the
risk
that
there
may
be
imperfect
correlation
be-
tween
the
price
of
financial
instruments
and
movements
in
the
prices
of
the
underlying
reference
asset(s);
2)
the
risk
that
an
instrument
is
mispriced;
3)
credit
or
counterparty
risk
on
the
amount
each
Fund
expects
to
receive
from
a
counterparty;
4)
the
risk
that
securities
prices,
interest
rates
and
currency
markets
will
move
adversely
and
a
Fund
will
incur
significant
losses;
5)
the
risk
that
the
cost
of
holding
a
financial
instrument
might
exceed
its
total
return;
and
6)
the
possible
absence
of
a
liquid
secondary
market
for
a
particular
instrument
and
possible
exchange-imposed
price
fluctuation
limits,
either
of
which
may
make
it
difficult
or
impossible
to
adjust
a
Fund’s
position
in
a
particular
instrument
when
desired.
The
occurrence
of
any
of
these
factors
may
prevent
the
Fund
from
achieving
its
investment
objective.
Because
derivatives
often
require
limited
initial
investment,
the
use
of
derivatives
also
may
expose
the
Fund
to
losses
in
excess
of
those
amounts
initially
invested.
Certain
Funds
may
use
a
combination
of
swaps
on
an
underlying
index
or
swaps
on
an
ETF
that
is
designed
to
track
the
perfor-
mance
of
that
index.
The
performance
of
an
ETF
may
not
track
the
performance
of
its
underlying
index
due
to
embedded
costs
and
other
factors.
Thus,
to
the
extent
a
Fund
invests
in
swaps
that
use
an
ETF
as
the
reference
asset,
that
Fund
may
be
subject
to
greater
correlation
risk
and
may
not
achieve
as
high
a
degree
of
correlation
with
its
index
as
it
would
if
the
Fund
used
only
swaps
on
the
underlying
index.
Moreover,
with
respect
to
the
use
of
swap
agreements,
if
an
index
has
a
dramatic
intraday
move
that
causes
a
material
decline
in
a
Fund’s
net
assets,
the
terms
of
a
swap
agreement
between
the
Fund
and
its
counterparty
may
permit
the
counterparty
to
immediately
close
out
the
transaction
with
the
Fund.
In
that
event,
the
Fund
may
be
unable
to
enter
into
another
swap
agree-
ment
or
invest
in
other
derivatives
to
achieve
the
desired
exposure
consistent
with
the
Fund’s
investment
objective.
This,
in
turn,
may
prevent
the
Fund
from
achieving
its
investment
objective,
even
if
the
Index
reverses
all
or
a
portion
of
its
intraday
move
by
the
end
of
the
day.
Any
costs
associated
with
using
derivatives
will
also
have
the
effect
of
lowering
the
Fund’s
return.
Fund
A
Fair
Value
A
Net
Realized
Gains
(Losses)
A
UltraPro
Russell2000
............................................................
$
1,663,366
$
425,380
UltraPro
S&P500
®
..............................................................
1,989,652,261
109,654,904
Fund
A
Fair
Value
A
Ultra
Communication
Services
....................................................................
$
472,930
Ultra
Consumer
Discretionary
.....................................................................
2,275,293
Ultra
Energy
..................................................................................
7,279,614
Ultra
Health
Care
..............................................................................
1,777,635
Ultra
Industrials
................................................................................
786,688
Ultra
Materials
................................................................................
4,054,611
Ultra
MidCap400
...............................................................................
5,044,364
Ultra
Nasdaq
Biotechnology
......................................................................
3,468,607
Ultra
Nasdaq
Cloud
Computing
....................................................................
1,248,239
Ultra
QQQ
....................................................................................
454,724,413
Ultra
S&P500
®
.................................................................................
1,193,396,629
Ultra
Semiconductors
...........................................................................
44,096,875
Ultra
Technology
...............................................................................
16,019,381
Ultra
Utilities
..................................................................................
497,017
UltraPro
Dow30
SM
..............................................................................
234,071,783
UltraPro
MidCap400
............................................................................
2,239,827
UltraPro
QQQ
.................................................................................
9,733,448,584
UltraPro
Russell2000
............................................................................
18,261,228
UltraPro
S&P500
®
..............................................................................
1,646,134,075
276
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Leverage
Risk
Certain
Funds
utilize
leverage
(i.e.,
obtain
investment
exposure
in
excess
of
their
assets)
in
seeking
to
achieve
their
invest-
ment
objective
and
will
lose
more
money
in
market
environments
adverse
to
their
daily
objective
than
similar
funds
that
do
not
employ
leverage.
Because
the
Funds
that
utilize
leverage
include
either
a
-3x
or
3x
multiplier
or
a
-2x
or
2x
multiplier,
a
single
day
adverse
price
movement
approaching
33%
or
50%,
respectively,
in
a
relevant
benchmark,
could
result
in
the
total
loss
of
an
investor’s
investment.
Concentration
Risk
Certain
Funds
may
typically
concentrate
their
investments
in
issuers
of
one
or
more
particular
industries
to
the
same
extent
that
their
underlying
indexes
are
so
concentrated
and
to
the
extent
permitted
by
applicable
regulatory
guidance.
There
is
a
risk
that
those
issuers
(or
industry
sectors)
will
perform
poorly
and
negatively
impact
a
Fund.
Concentration
risk
results
from
maintaining
exposure
(long
or
short)
to
issuers
conducting
business
in
a
specific
industry.
The
risk
of
concentrating
invest-
ments
in
a
limited
number
of
issuers
in
a
particular
industry
is
that
a
Fund
will
be
more
susceptible
to
the
risks
associated
with
that
industry
than
a
Fund
that
does
not
concentrate
its
investments.
Correlation
Risk
There
is
no
guarantee
that
a
Fund
will
achieve
a
high
degree
of
correlation
with
its
index
or
a
multiple
or
inverse
thereof.
Failure
to
achieve
a
high
degree
of
correlation
may
prevent
a
Fund
from
achieving
its
investment
objective.
The
percentage
change
of
the
Fund’s
NAV
each
day
may
differ,
perhaps
significantly
in
amount,
and
possibly
even
direction,
from
the
percent-
age
change
of
the
Fund’s
index
on
such
day.
A
number
of
other
factors
may
adversely
affect
a
Fund’s
correlation
with
its
index,
including
material
over-
or
under-exposure,
fees,
expenses,
transaction
costs,
financing
costs
associated
with
the
use
of
deriv-
atives,
income
items,
valuation
methodology,
infrequent
trading
in
the
securities
underlying
its
index,
accounting
standards
and
disruptions
or
illiquidity
in
the
markets
for
the
securities
or
financial
instruments
in
which
a
Fund
invests.
While
each
Fund
generally
attempts
to
track
the
performance
of
the
Index
by
investing
all,
or
substantially
all,
of
its
assets
in
the
secu-
rities
that
make
up
the
Index
in
approximately
the
same
proportion
as
their
weighting
in
the
Index,
at
times
a
Fund
may
not
have
investment
exposure
to
all
securities
in
its
index,
or,
with
respect
to
equity
funds,
its
weighting
of
investment
exposure
to
such
securities,
financial
investments
or
industries
may
be
different
from
that
of
the
index.
In
addition,
a
Fund
may
invest
in
securities
or
financial
investments
not
included
in
the
index
or
in
financial
instruments.
Each
Fund
may
take
or
refrain
from
taking
positions
in
order
to
improve
tax
efficiency
or
comply
with
regulatory
restrictions,
or
for
other
reasons,
each
of
which
may
negatively
affect
the
Fund’s
correlation
with
its
index.
A
Fund
may
also
be
subject
to
large
movements
of
assets
into
and
out
of
the
Fund,
potentially
resulting
in
the
Fund
being
over-
or
underexposed
to
its
index
and
may
be
impacted
by
index
re-
constitutions
and
index
rebalancing
events.
Additionally,
a
Fund’s
underlying
investments
may
trade
on
markets
that
may
or
may
not
be
open
on
the
same
day
as
the
Fund.
Furthermore,
a
Fund’s
currency
holdings
may
be
valued
at
a
different
time
than
the
level
of
its
index.
In
addition,
the
Funds
with
a
foreign
currency
hedging
strategy
may
also
be
unable
to
perfectly
match
the
Index
and
will
introduce
additional
costs,
both
sources
of
additional
correlation
risk.
Any
of
these
factors
could
decrease
correlation
between
the
performance
of
a
Fund
and
the
index
and
may
hinder
a
Fund’s
ability
to
meet
its
investment
objective.
Counterparty
Risk
A
Fund
will
be
subject
to
credit
risk
(i.e.,
the
risk
that
a
counterparty
is
unwilling
or
unable
to
make
timely
payments
or
other-
wise
meet
its
contractual
obligations)
with
respect
to
the
amount
the
Fund
expects
to
receive
from
counterparties
to
financial
instruments
(including
derivatives
and
repurchase
agreements)
entered
into
by
the
Fund.
A
Fund
generally
structures
the
agreements
such
that
either
party
can
terminate
the
contract
without
penalty
prior
to
the
termination
date.
If
a
counterparty
terminates
a
contract,
a
Fund
may
not
be
able
to
invest
in
other
derivatives
to
achieve
the
desired
exposure,
or
achieving
such
exposure
may
be
more
expensive.
A
Fund
may
be
negatively
impacted
if
a
counterparty
becomes
bankrupt
or
otherwise
fails
to
perform
its
obligations
under
such
an
agreement.
At
November
30,
2023,
the
ProShares
Ultra
MSCI
EAFE,
ProShares
Ultra
Nasdaq
Cybersecurity,
ProShares
UltraPro
QQQ
®
,
ProShares
UltraPro
Short
20+
Year
Treasury,
ProShares
UltraPro
Short
MidCap400,
ProShares
UltraShort
7-10
Year
Treasury,
ProShares
UltraShort
Nasdaq
Biotechnology,
ProShares
UltraShort
SmallCap600
and
ProShares
UltraShort
Utilities
Funds
had
net
unrealized
appreciation
on
swaps
with
a
single
counterparty
which
exceeded
5%
of
each
Fund's
net
assets.
Geographic
Concentration
Risk
Certain
Funds
that
focus
their
investments
in
companies
economically
tied
to
particular
foreign
countries
or
geographic
re-
gions
may
be
particularly
susceptible
to
political,
social,
economic
or
regulatory
events
affecting
those
countries
or
regions.
The
performance
of
such
Funds
may
be
more
volatile
than
a
more
geographically
diversified
fund.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
277
PROSHARES
TRUST
Foreign
Currency
Risk
Certain
Funds
may
seek
leveraged,
inverse,
or
inverse
leveraged
exposure
to
investments
denominated
in
foreign
currencies.
Investments
denominated
in
foreign
currencies
are
exposed
to
more
risk
than
those
investments
denominated
in
U.S.
dollars.
The
value
of
an
investment
denominated
in
a
foreign
currency
could
change
significantly
as
foreign
currencies
strengthen
or
weaken
relative
to
the
U.S.
dollar.
Foreign
currency
losses
could
offset
or
exceed
any
potential
gains,
or
add
to
losses,
in
the
related
investments.
Regulatory
fees
or
higher
custody
fees
maybe
imposed
on
foreign
currency
holdings.
Inflation
Risk
Inflation
risk
is
the
risk
that
the
value
of
assets
or
income
from
a
Fund’s
investments
will
be
worth
less
in
the
future
as
infla-
tion
decreases
the
value
of
payments
at
future
dates.
As
inflation
increases,
the
real
value
of
a
Fund’s
portfolio
could
decline.
Inflation
rates
may
change
frequently
and
drastically
as
a
result
of
various
factors
and
the
Fund’s
investments
may
not
keep
pace
with
inflation,
which
may
result
in
losses
to
Fund
investors
or
adversely
affect
the
real
value
of
shareholders’
investments
in
a
Fund.
Inflation
has
recently
increased
and
it
cannot
be
predicted
whether
it
may
decline.
Liquidity
Risk
In
certain
circumstances,
such
as
the
disruption
of
the
orderly
markets
for
the
securities
and/or
financial
instruments
in
which
a
Fund
invests,
the
Fund
might
not
be
able
to
acquire
or
dispose
of
certain
holdings
quickly
or
at
prices
that
represent
true
market
value
in
the
judgment
of
the
Advisor.
Markets
for
the
securities
and/or
financial
instruments
in
which
a
Fund
in-
vests
may
be
disrupted
by
a
number
of
events,
including
but
not
limited
to
economic
crises,
natural
disasters,
new
legislation,
or
regulatory
changes
inside
or
outside
of
the
U.S.
For
example,
regulation
limiting
the
ability
of
certain
financial
institutions
to
invest
in
certain
securities
would
likely
reduce
the
liquidity
of
those
securities.
These
situations
may
prevent
a
Fund
from
limiting
losses,
realizing
gains
or
achieving
a
high
correlation
with
its
index.
Debt
Instrument
Risk
Certain
Funds
invest
in,
or
seek
leveraged,
inverse,
or
inverse
leveraged
exposure
to,
debt
instruments.
Debt
instruments
may
have
varying
levels
of
sensitivity
to
changes
in
interest
rates
and
other
factors.
In
addition,
changes
in
the
credit
quality
of
the
issuer
of
a
debt
instrument
(including
a
default)
can
also
affect
the
price
of
a
debt
instrument,
as
can
an
issuer’s
default
on
its
payment
obligations.
These
factors
may
cause
the
value
of
an
investment
in
a
Fund
to
change.
Natural
Disaster/Epidemic
Risk
Natural
or
environmental
disasters,
such
as
earthquakes,
fires,
floods,
hurricanes,
tsunamis
and
other
severe
weather-relat-
ed
phenomena
generally,
and
widespread
disease,
including
pandemics
and
epidemics
(for
example,
the
novel
coronavirus
COVID-19),
have
been
and
can
be
highly
disruptive
to
economies
and
markets
and
have
recently
led,
and
may
continue
to
lead,
to
increased
market
volatility
and
significant
market
losses.
Such
natural
disaster
and
health
crises
could
exacerbate
polit-
ical,
social,
and
economic
risks,
and
result
in
significant
breakdowns,
delays,
shutdowns,
social
isolation,
and
other
disrup-
tions
to
important
global,
local
and
regional
supply
chains
affected,
with
potential
corresponding
results
on
the
operating
per-
formance
of
the
Funds
and
their
investments.
A
climate
of
uncertainty
and
panic,
including
the
contagion
of
infectious
viruses
or
diseases,
may
adversely
affect
global,
regional,
and
local
economies
and
reduce
the
availability
of
potential
investment
opportunities,
and
increases
the
difficulty
of
performing
due
diligence
and
modeling
market
conditions,
potentially
reduc-
ing
the
accuracy
of
financial
projections.
Under
these
circumstances,
the
Fund
may
have
difficulty
achieving
its
investment
objectives
which
may
adversely
impact
Fund
performance.
Further,
such
events
can
be
highly
disruptive
to
economies
and
markets,
significantly
disrupt
the
operations
of
individual
companies
(including,
but
not
limited
to,
the
Fund’s
investment
advisor,
third
party
service
providers
and
counterparties),
sectors,
industries,
markets,
securities
and
commodity
exchanges,
currencies,
interest
and
inflation
rates,
credit
ratings,
investor
sentiment,
and
other
factors
affecting
the
value
of
the
Funds’
investments.
These
factors
can
cause
substantial
market
volatility,
exchange
trading
suspensions
and
closures,
changes
in
the
availability
of
and
the
margin
requirements
for
certain
instruments,
and
can
impact
the
ability
of
the
Fund
to
complete
re-
demptions
and
otherwise
affect
Fund
performance
and
Fund
trading
in
the
secondary
market.
A
widespread
crisis
would
also
affect
the
global
economy
in
ways
that
cannot
necessarily
be
foreseen.
How
long
such
events
will
last
and
whether
they
will
continue
or
recur
cannot
be
predicted.
Impacts
from
these
could
have
a
significant
impact
on
a
Fund’s
performance,
resulting
in
losses
to
your
investment.
Risk
of
Public
Health
Disruptions
Widespread
disease,
including
public
health
disruptions,
pandemics
and
epidemics
(for
example,
COVID-19
including
its
vari-
ants),
have
been
and
may
continue
to
be
highly
disruptive
to
economies
and
markets.
Health
crises
could
exacerbate
political,
social,
and
economic
risks,
and
result
in
breakdowns,
delays,
shutdowns,
social
isolation,
civil
unrest,
periods
of
high
unem-
ployment,
shortages
in
and
disruptions
to
the
medical
care
and
consumer
goods
and
services
industries,
and
other
disrup-
tions
to
important
global,
local
and
regional
supply
chains,
with
potential
corresponding
results
on
the
performance
of
a
Fund
and
its
investments.
278
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Additionally,
war,
military
conflicts,
sanctions,
acts
of
terrorism,
sustained
elevated
inflation,
supply
chain
issues
or
other
events
could
have
a
significant
negative
impact
on
global
financial
markets
and
economies.
Russia’s
military
incursions
in
Ukraine
have
led
to,
and
may
lead
to
additional
sanctions
being
levied
by
the
United
States,
European
Union
and
other
coun-
tries
against
Russia.
The
ongoing
hostilities
between
the
two
countries
could
result
in
additional
widespread
conflict
and
could
have
a
severe
adverse
effect
on
the
region
and
certain
markets.
Sanctions
on
Russian
exports
could
have
a
significant
adverse
impact
on
the
Russian
economy
and
related
markets
and
could
affect
the
value
of
a
Fund’s
investments,
even
beyond
any
direct
exposure
a
Fund
may
have
to
the
region
or
to
adjoining
geographic
regions.
The
extent
and
duration
of
the
military
action,
sanctions
and
resulting
market
disruptions
are
impossible
to
predict,
but
could
have
a
severe
adverse
effect
on
the
region,
including
significant
negative
impacts
on
the
economy
and
the
markets
for
certain
securities
and
commodities,
such
as
oil
and
natural
gas.
How
long
such
tensions
and
related
events
will
last
cannot
be
predicted.
These
tensions
and
any
related
events
could
have
significant
impact
on
a
Fund
performance
and
the
value
of
an
investment
in
a
Fund.
Risks
of
Government
Regulation
The
Financial
Industry
Regulatory
Authority
(“FINRA”)
issued
a
notice
on
March
8,
2022
seeking
comment
on
measures
that
could
prevent
or
restrict
investors
from
buying
a
broad
range
of
public
securities
designated
as
“complex
products”—
which
could
include
the
leveraged
and
inverse
funds
offered
by
ProShare
Advisors.
The
ultimate
impact,
if
any,
of
these
measures
remains
unclear.
However,
if
regulations
are
adopted,
they
could,
among
other
things,
prevent
or
restrict
investors’
ability
to
buy
the
funds.
14.
Indemnifications 
Under
the
Trust’s
organizational
documents,
its
officers
and
Trustees
are
indemnified
against
certain
liabilities
arising
out
of
the
performance
of
their
duties
to
the
Trust.
In
addition,
in
the
normal
course
of
business
the
Trust
enters
into
contracts
that
contain
a
variety
of
general
indemnifications.
The
Trust’s
maximum
exposure
under
these
arrangements
cannot
be
known;
however,
the
Trust
expects
risk
of
significant
loss
to
be
remote. 
15.
Transactions
with
Lehman
Brothers
Holdings,
Inc. 
On
September
15,
2008,
Lehman
Brothers
Holdings,
Inc.
filed
a
petition
for
Chapter
11
bankruptcy.
Prior
thereto,
the
Funds
trans-
acted
business
with
subsidiaries
of
Lehman
(together
with
Lehman
Brothers
Holdings,
Inc.,
“Lehman”)
whereby
Lehman
acted
as
a
counterparty
to
certain
derivative
transactions
and
as
a
broker-dealer
for
certain
investment
transactions.
All
derivative
and
brokerage
transactions
with
Lehman
were
terminated
and
executed,
respectively,
prior
to
September
15,
2008,
but
certain
settlement
payments
related
to
such
transactions
were
not
due
to
be
made
until
on
or
after
September
15.
Settlement
of
these
transactions
has
been
delayed
due
to
Lehman’s
bankruptcy
proceedings.
To
the
extent
that
Lehman,
the
Securities
Investor
Protection
Corporation
(“SIPC”)
and/or
any
clearing
agency
(the
“Potential
Pay-
ing
Parties”)
fail
to
pay
the
Funds
in
connection
with
the
settlement
of
such
transactions,
the
Advisor
has
agreed
to
reimburse
the
Funds
for
any
such
losses.
Specifically,
the
Receivables
Agreement
among
the
Advisor,
ProFund
Advisors
LLC
(an
investment
ad-
viser
affiliated
with
the
Advisor),
ProFunds
Trust,
and
the
Trust
(collectively,
the
“PF
Trusts”)
(each
affiliated
and
under
common
controls
with
the
other
PF
Trusts)
provides
that
the
investment
adviser
to
specified
funds
of
the
PF
Trusts
will
contribute
cash
to
any
such
fund,
equal
to
the
amounts
owed
to
the
fund
from
Lehman
for
brokerage
transactions
and/or
written
over-the-counter
derivatives
agreements
as
of
September
15,
2008
(the
“Lehman
Obligations”).
The
Receivable
Agreement
will
not
terminate
until
all
Lehman
Obligations
are
paid.
Payments
under
the
Receivable
Agreement
are
triggered
if
any
specified
fund
of
a
PF
Trust
does
not
recover
the
full
amounts
owed
to
it
by
Lehman
following
conclusion
of
all
bankruptcy,
liquidation
and
SIPC
proceedings
relat-
ing
to
Lehman.
Management
has
determined
that
the
Advisor
has
a
sufficient
financial
ability
to
cover
any
shortfall
in
payments
from
the
Potential
Paying
Parties,
including
the
full
amount
of
such
outstanding
balances
if
necessary.
Accordingly,
no
loss
is
expected
to
be
realized
by
the
Funds.
The
outstanding
swap
agreement
and
brokerage
transaction
balances
due
from
Lehman
are
included
in
“Due
from
(to)
counterparty”
and
“Receivable
for
investments
sold”,
respectively,
on
the
Statements
of
Assets
and
Liabilities.
16.
Subsequent
Events 
Subsequent
events
occurring
after
the
date
of
this
report
have
been
evaluated
for
potential
impact,
for
purposes
of
recognition
or
disclosure
in
the
financial
statements,
through
the
date
the
report
was
issued. 
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
::
279
PROSHARES
TRUST
Liquidity
Risk
Management
Program 
ProShares
Trust
(the
"Trust")
has
implemented
a
liquidity
risk
management
program
("Liquidity
Program")
to
identify
illiquid
investments
pursuant
to
Rule
22e-4
of
the
Investment
Company
Act
of
1940,
as
amended.
The
Board
of
Trustees
of
the
Trust
("the
Board")
has
approved
the
designation
of
ProShare
Advisors
LLC
(the
"Program
Administrator")
to
administer
the
Trust's
Liquidity
Program,
subject
to
the
oversight
of
the
Board.
On
September
11-12,
2023,
during
a
meeting
of
the
Board,
the
Chief
Compliance
Officer
of
the
Trust
provided
to
the
Board
the
annual
report
on
the
Trust's
Liquidity
Program
(the
"Annual
Liquidity
Report").
The
Annual
Liquidity
Report,
which
covered
the
period
from
July
1,
2022
through
June
30,
2023,
addressed
the
operation
of
the
Trust's
Liquidity
Program
and
assessed
the
adequa-
cy
and
effectiveness
of
the
Liquidity
Program's
implementation.
The
Annual
Liquidity
Report
affirmed
that
the
Program
Admin-
istrator
believes
that:
(1)
the
Liquidity
Program
continues
to
be
reasonably
designed
to
effectively
assess
and
manage
each
Fund's
liquidity
risk;
(2)
each
Fund's
liquidity
risk
continues
to
be
appropriate
in
light
of
the
Fund's
investment
objective
and
strategies
and
each
Fund's
investment
strategies
continue
to
be
appropriate
for
an
open-end
management
investment
company;
and
(3)
the
Liquidity
Program
has
been
adequately
and
effectively
implemented
with
respect
to
each
Fund
during
the
reporting
period.
The
Annual
Liquidity
Report
also
affirmed
that
there
have
been
no
material
changes
to
the
Liquidity
Program
since
its
initial
approval
and
that
no
material
changes
were
being
recommended
at
that
time.
280
::
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
PROSHARES
TRUST
At
a
meeting
held
on
September
12-13,
2023,
the
Board
of
Trustees
(the
“Board”)
of
ProShares
Trust
(the
“Trust”)
considered
the
renewal
of
the
Investment
Advisory
Agreement
(the
“Investment
Advisory
Agreement”)
and
the
Investment
Advisory
and
Man-
agement
Agreement
(the
"Unitary
Fee
Agreement")
(collectively,
the
“Advisory
Agreements”),
each
for
certain
series
of
ProShares
Trust
(the
“Trust”),
between
the
Trust
and
ProShare
Advisors
LLC
(the
“Advisor”),
on
behalf
of
each
of
its
operational
series
(the
“Funds”).
Certain
Funds
are
designed
to
track,
before
fees
and
expenses,
the
performance
of
an
underlying
index
(each
a
“Match-
ing
Fund”
and,
collectively,
the
"Matching
Funds").
Certain
other
Funds
are
actively
managed
and
are
designed
to
meet
a
speci-
fied
investment
objective
(each
an
"Active
Fund"
and,
collectively,
the
"Active
Funds").
All
other
Funds
are
"geared"
funds
(each,
a
"Geared
Fund"
and,
collectively,
the
"Geared
Funds")
that
are
designed
to
seek
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
a
multiple
(i.e.,
3x
or
2x),
the
inverse
(i.e.,
-1x)
or
an
inverse
multiple
(i.e.,
-3x
or
-2x)
of
the
return
of
an
underly-
ing
index
for
a
single
day.
The
Board
did
not
identify
any
particular
information
that
was
most
relevant
to
its
consideration
to
approve
the
continuation
of
the
Advisory
Agreements
and
each
Trustee
may
have
afforded
different
weight
to
the
various
factors.
The
Board
received
a
memorandum
from
independent
legal
counsel
to
the
Independent
Trustees
regarding
the
Board’s
respon-
sibilities
under
state
and
federal
law
with
respect
to
the
Board’s
consideration
of
the
renewal
or
approval
of
investment
advisory
agreements.
The
Independent
Trustees
were
advised
by
their
independent
legal
counsel
throughout
the
process,
including
about
the
legal
standards
applicable
to
their
review.
In
response
to
a
request
from
Independent
Legal
Counsel
on
behalf
of
the
Independent
Trustees,
the
Advisor
provided
information
for
the
Board
to
consider
relating
to
the
continuation
of
the
Advisory
Agreements,
including
information
that
addressed,
among
other
things:
(i) the
nature,
extent
and
quality
of
the
services
that
were
provided
or
proposed
to
be
provided
by
the
Advisor;
(ii) the
costs
of
the
services
to
be
provided
and
the
profits
realized
by
the
Advisor;
(iii) the
investment
performance
of
the
Funds
and
the
Advisor;
(iv) the
extent
to
which
economies
of
scale
might
be
realized
as
the
Funds
grow
and
whether
fee
levels
reflect
economies
of
scale,
if
any,
for
the
benefit
of
Fund
shareholders;
and
(v) other
benefits
to
the
Advisor
and/or
its
affiliates
from
the
relationship
to
the
Funds.
It
was
noted
that
the
Independent
Trustees
requested
from
the
Advisor
certain
information
concerning
the
Funds
to
assist
them
in
evaluating
the
terms
of
the
Advisory
Agreements.
In
response
to
the
request
from
the
Independent
Trustees,
the
Advisor
provid-
ed
information
and
reports
relevant
to
the
continuation
of
the
Advisory
Agreements,
including,
among
other
things:
information
about
the
advisory
services
provided
by
the
Advisor
with
respect
to
the
Funds;
the
Advisor’s
Form
ADV;
biographies
of
the
employees
of
the
Advisor
who
are
primarily
responsible
for
providing
investment
advisory
services
to
the
Funds;
information
regarding
each
component
of
the
contractual
fee
rates
and
actual
fee
rates
for
the
prior
fiscal
year;
information
regarding
advisory
fees
earned
versus
advisory
fees
waived
for
previous
periods;
performance
information
for
prior
periods;
comparative
industry
fee
data;
with
respect
to
Funds
subject
to
the
Investment
Advisory
Agreement,
information
about
fees
and
other
amounts
that
were
received
by
the
Advisor
and
its
affiliates
for
non-advisory
services
with
respect
to
the
Funds;
information
regarding
the
Advisor's
trade
allocation
and
best
execution
policies
and
procedures;
information
about
the
financial
condition
of
the
Advisor;
information
regarding
how
the
Advisor
monitors
each
Fund's
compliance
with
regulatory
requirements
and
Trust
pro-
cedures;
and
the
Advisor’s
reputation,
expertise
and
resources.
The
Independent
Trustees
asked
the
Advisors
to
retain
the
services
of
an
independent
consultant
to
identify
peer
group
funds
for
each
Fund
(the
“Peer
Group”),
to
assist
the
Independent
Trustees
in
evaluating
information
with
respect
to
certain
aspects
of
their
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
::
281
PROSHARES
TRUST
review,
including
the
performance
of
the
Funds
and
the
reasonableness
of
fees
paid
by
the
Funds.
The
Board
evaluated
informa-
tion
available
to
it
on
a
Fund-by-Fund
basis,
and
its
determinations
were
made
separately
with
respect
to
each
Fund.
In
addition
to
the
information
provided
and
discussions
that
occurred
at
the
meeting
at
which
the
Board
took
action
regarding
the
renewal
of
the
Advisory
Agreements,
the
Board
also
considered
information
it
received
throughout
the
year
as
part
of
its
reg-
ular
oversight
of
the
Funds.
Nature,
Extent
and
Quality
of
the
Advisor's
Services
The
Board
reviewed
the
nature,
extent
and
quality
of
the
investment
advisory
services
performed
by
the
Advisor
with
respect
to
the
Funds.
The
Board
noted
no
significant
differences
between
the
scope
of
services
provided
by
the
Advisor
in
the
past
year
and
as
compared
those
services
to
be
provided
in
the
upcoming
year.
The
Board
focused
on
the
quality
of
the
personnel
and
operations
at
the
Advisor
and
the
systems
and
processes
required
to
manage
the
Funds
effectively.
In
particular,
the
Board
considered
the
following:
the
investment
objective
of
each
Fund,
the
Advisor’s
description
of
the
skills
needed
to
manage
each
Fund
and
the
Advi-
sor's
success
in
achieving
the
investment
objectives
of
each
Fund;
the
unique
features
of
the
Funds,
including
the
unique
asset
classes
and
investment
strategies
of
certain
Funds,
as
well
as
the
employment
of
optimization/sampling
techniques
necessary
to
manage
certain
Funds
and
develop
creation
and
redemption
baskets
for
certain
Funds,
and
the
actively
managed
strategies
utilized
by
certain
Funds;
with
respect
to
the
Geared
Funds,
the
fact
that
to
maintain
exposure
consistent
with
each
Geared
Fund's
daily
investment
objective,
each
Geared
Fund
needs
to
be
rebalanced
each
day,
an
activity
not
typical
of
traditional
ETFs
or
index
funds;
the
size
and
experience
of
the
Advisor's
portfolio
staff
and
the
Advisor's
ability
to
recruit,
train
and
retain
personnel
with
relevant
experience
and
the
specific
expertise
necessary
to
manage
the
Funds;
the
structure
of
the
Advisor’s
portfolio
staff
compensation
program
and
the
incentives
it
is
intended
to
provide;
the
collateral,
credit
and
cash
management
functions
at
the
Advisor
and
enhancements
made
in
these
areas
in
recent
years;
the
Advisor’s
development
of
investment
strategies,
including
those
involving
the
use
of
complex
financial
instruments
and
processes
that
maximize
the
Funds’
ability
to
meet
their
stated
investment
objectives
and
minimize
counterparty
risk;
the
Advisor’s
ability
to
monitor
compliance
with
the
federal
securities
laws,
including
the
Securities
and
Exchange
Com-
mission’s
liquidity
rule,
derivatives
rule
and
valuation
requirements,
among
other
applicable
regulatory
requirements;
for
certain
Bitcoin-linked
ETFs,
the
Advisor’s
familiarity
with
digital
assets
and
Bitcoin
in
particular,
as
well
as
pro-
cesses
related
to
assessing
risk
and
liquidity
with
respect
to
investments
in
Bitcoin
futures,
the
Advisor’s
familiarity
with
the
market
for
Bitcoin
futures
and
its
ability
to
manage
the
ETFs
and
obtain
appropriate
exposure
in
that
market,
the
appropriateness
of
investing
in
Bitcoin
related
instruments
by
the
ETFs
as
exchange
traded
funds
and
the
potential
benefits
of
a
futures-based
approach;
a
continued
investment
in
personnel
and
technology
by
the
Advisor
that
would
generally
improve
capacity
and
efficiency
as
well
as
improvements
related
to
remote
and
hybrid
working
conditions;
information
regarding
allocation
of
Fund
brokerage
and
the
selection
of
counterparties
for
Fund
portfolio
transactions,
as
well
as
the
Advisor’s
ability
to
negotiate
generally
favorable
terms
with
swap
counterparties
on
behalf
of
various
Funds;
and
the
Advisor's
ability
to
manage
the
Funds
in
a
tax
efficient
manner,
which
is
more
challenging
for
Geared
ETFs
and
Bit-
coin-linked
ETFs
than
for
traditional
ETFs.
The
Board
considered
that
the
Advisor
oversees
the
operations
of
the
Funds
and
provides
compliance
services
to
the
Funds.
The
Board
also
reviewed
the
Advisor’s
compliance
program,
including
specific
activities
associated
with
the
Funds.
The
Board
dis-
cussed
the
compliance
program
with
the
Funds’
Chief
Compliance
Officer
(the
"CCO").
The
Board
and
the
CCO
discussed
the
CCO's
evaluation
of
the
operation
of
the
Advisor’s
compliance
program
and
efforts
with
respect
to
the
Funds,
changes
made
to
the
Advi-
sor's
compliance
program
since
the
CCO's
last
annual
report
to
the
Board,
and
whether
the
CCO
believed
additional
enhancements
to
the
compliance
program
were
warranted.
The
Board
discussed
compliance
issues
reported
to
the
Board
during
prior
years
and
282
::
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
PROSHARES
TRUST
the
remediation
of
such
issues.
The
Board
discussed
key
risk
areas
identified
by
the
CCO
and
how
such
risks
are
addressed
by
the
compliance
program.
Based
upon
its
review,
the
Board,
including
all
of
the
Independent
Trustees,
concluded
that
(i)
the
investment
advisory
services
provided
by
the
Advisor
with
respect
to
each
Fund
were
of
high
quality,
(ii)
the
Advisor
achieved
the
investment
goals
of
the
Funds,
(iii)
the
Advisor's
services
benefited
the
Funds'
shareholders,
particularly
in
light
of
the
nature
of
the
Funds
and
the
services
re-
quired
to
support
each
such
Fund
and
(iv)
it
was
generally
satisfied
with
the
nature,
quality
and
extent
of
services
provided
by
the
Advisor
to
the
Funds.
Comparison
of
Services
and
Fees
The
Advisor
presented
information
about
the
fairness
and
reasonableness
of
the
investment
advisory
fees
payable
to
the
Advisor
in
light
of
the
investment
advisory
services
provided
to
the
Funds
at
the
expense
of
the
Advisor,
the
costs
of
these
services
and
the
comparability
to
the
fees
paid
by
other
investment
companies,
including
ETFs,
and
in
certain
cases
mutual
funds
or
other
invest-
ment
vehicles,
offering
strategies
similar
to
the
Funds.
The
Board
discussed
the
methodology
used
to
prepare
the
comparative
fee
data
for
each
Fund
and
the
potential
limitations
of
such
data.
The
Board
discussed
the
difficulty
in
compiling
the
comparative
data
and
Peer
Group
information
for
certain
Funds
because,
by
design,
many
of
the
Funds
are
unique,
because
they
are
geared
funds
or
because
they
are
based
on
“thematic”
strategies
or
newer
indices
or
newer
asset
classes,
and
few,
if
any,
funds
offering
substantially
similar
investment
objectives
and
strategies
exist.
The
Board
considered
the
Advisor’s
representation
that
it
found
the
Peer
Group
compiled
by
the
independent
consultant
to
be
appropriate
but
acknowledged
the
existence
of
certain
differences
between
certain
Funds
and
their
peers
that
may
limit
the
usefulness
of
comparisons.
The
Board
noted
that
the
methodology
used
to
compile
the
Peer
Group
and
comparative
data
was
substantially
similar
to
that
used
in
prior
years
and
is
continually
re-evalu-
ated.
Notwithstanding
the
challenge
associated
with
Peer
Group
and
data
compilation,
the
Board
found
the
comparative
informa-
tion
it
received
to
be
useful
in
its
evaluation
of
the
reasonableness
of
the
Advisor's
fees.
The
Advisor
presented
information
about
the
significant
drivers
of
cost
and
also
made
representations
regarding
the
costs
to
investors
of
seeking
to
achieve
the
objectives
of
the
Funds
on
their
own
and
noted
that
it
would
be
more
expensive
or
impractical
to
do
so.
The
Board
also
considered
the
fee
waiver
and/or
expense
reimbursement
arrangements
currently
in
place
for
each
Fund
covered
under
the
Advisory
Agreement
and
certain
Funds
covered
under
the
Unitary
Fee
Agreement
and
the
net
advisory
fees
paid
by
each
such
Fund
after
taking
waivers
and
reimbursements
into
account.
The
Board
also
recognized
that
it
is
difficult
to
make
comparisons
of
fees
across
fund
complexes
because
there
may
be
variations
in
services
that
are
included
in
the
fees
paid
by
other
ETFs.
The
Board,
including
all
of
the
Independent
Trustees,
concluded
that,
with
respect
to
the
Funds,
the
investment
advisory
fees
and
any
other
compensation
payable
to
the
Advisor
were
reasonable
in
relation
to
the
nature
and
quality
of
the
services
provided
and
that
the
continuation
of
the
Investment
Advisory
Agreement
and
the
Unitary
Fee
Agreement
was
in
the
best
interests
of
the
shareholders
of
the
Funds.
Investment
Performance
of
the
Funds
and
the
Advisor
The
Board
considered
total
return
information
for
each
operational
Fund
and
focused
on
the
correlation
of
returns
to
benchmark
information
for
each
Geared
Fund
for
the
3-month,
1-year,
3-year,
5-
year,
10-year
and
since
inception
periods
ended
June
30,
2023,
as
applicable.
The
Board
also
considered
performance
information
provided
at
regular
Board
meetings
throughout
the
year.
The
Board
noted
that
correlation
of
returns
for
each
Geared
Fund
remained
strong
during
the
applicable
periods
and
that
Geared
Fund
performance
versus
target
performance
was
generally
within
expected
ranges.
The
Board
further
noted
that
Matching
Fund
and
Active
Fund
performance
versus
benchmark
index
performance
was
also
generally
within
expected
ranges
during
the
applicable
periods.
The
Board
also
noted
that
given
the
nature
of
the
Matching
Funds
and
the
Geared
Funds,
the
correlation
of
performance
versus
the
benchmark
(or
relevant
inverse
or
multiple
thereof)
was
more
meaningful
than
a
Fund’s
total
return.
With
regard
to
ProShares
Bitcoin
Strategy
ETF
,
the
Board
noted
that
for
the
3-month,
1-year
and
since
inception
periods
ended
June
30,
2023,
the
Fund
closely
tracked
its
Peer
Group
average,
and
for
the
3-month
and
since
inception
periods
underperformed
its
benchmark
index,
and
for
the
1-year
period,
outperformed
its
benchmark
index.
After
reviewing
the
performance
of
the
Funds,
the
Board,
including
all
of
the
Independent
Trustees,
concluded
that
the
perfor-
mance
of
the
Funds
was
satisfactory.
Profitability
The
Board
considered
and
discussed
the
significant
drivers
of
cost
incurred
by
or
expected
to
be
incurred
by
the
Advisor
in
managing
the
Funds,
including,
but
not
limited
to,
intellectual
capital,
regulatory
compliance,
daily
portfolio
rebalancing
of
the
Geared
Funds,
and
entrepreneurial
risk,
and
considered
the
costs
that
investors
likely
would
incur
if
they
independently
sought
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
::
283
PROSHARES
TRUST
to
achieve
the
objectives
of
the
Funds.
The
Board
considered
and
discussed
with
representatives
of
the
Advisor
the
profitability
to
the
Advisor
of
its
management
of
each
of
the
Funds
with
respect
to
each
Fund
individually
and
all
Funds
collectively.
The
Board
also
discussed
the
Advisor’s
profit
margin,
including
the
expense
allocation
methodology
used
in
the
Advisor’s
profitability
anal-
ysis.
It
was
noted
that
the
methodology
for
determining
profitability
was
conducted
in
a
similar
fashion
as
the
prior
year.
The
Independent
Trustees
met
in
executive
session
to
discuss
and
evaluate
the
information
provided
by
the
Advisor.
Among
other
things,
the
Independent
Trustees
reviewed
information
regarding
the
financial
condition
and
profitability
of
the
Advisor,
includ-
ing
the
methodologies
involved
in
calculating
profitability.
Based
on
its
review,
the
Board,
including
all
of
the
Independent
Trustees,
concluded
that
the
profitability
to
the
Advisor
was
rea-
sonable
in
light
of
the
services
and
benefits
provided
to
each
Fund.
Economies
of
Scale
The
Board
discussed
with
representatives
of
the
Advisor
potential
economies
of
scale
in
connection
with
the
management
and
operation
of
each
Fund
as
well
as
the
effect
of
the
contractual
expense
limitations
undertaken
by
the
Advisor.
The
Board
consid-
ered
that
each
Fund
covered
by
the
Investment
Advisory
Agreement
pays
the
Advisor
an
annual
investment
advisory
fee
of
0.75%
of
average
daily
net
assets
(other
than
the
ProShares
Global
Listed
Private
Equity
ETF,
which
pays
0.50%,
and
the
ProShares
Inflation
Expectations
ETF,
which
pays
0.55%),
and
that,
pursuant
to
a
contractual
waiver,
the
Advisor
has
agreed
to
reduce
each
such
Fund's
annual
investment
advisory
fee
by
0.05%
on
assets
in
excess
of
$4.0
billion
up
to
$5.5
billion,
0.10%
on
assets
in
ex-
cess
of
$5.5
billion
up
to
$7.0
billion,
0.15%
on
assets
in
excess
of
$7.0
billion
up
to
$8.5
billion,
and
0.20%
on
assets
in
excess
of
$8.5
billion,
through
at
least
September
30,
2024.
The
Board
considered
that,
during
the
fiscal
period,
three
Funds
were
subject
to
investment
advisory
fee
reductions
as
a
result
of
breakpoint
fee
reductions.
The
Board
considered
that
the
Funds
covered
by
the
Unitary
Fee
Agreement
pay
a
fee
that
remains
the
same
(as
a
percentage
of
such
a
Fund’s
net
assets)
as
asset
levels
increase.
The
Board
also
noted
that
under
the
Unitary
Fee
Agreement
the
Advisor
is
contractually
obligated
to
pay
actual
costs
above
the
Unitary
Fee
(other
than
excluded
costs)
and
that
the
Unitary
Fee
Agreement
provides
an
effective
cap
on
each
subject
Fund’s
normal
operating
expenses,
which
otherwise
would
be
higher
if
a
Fund
does
not
achieve
sufficient
size.
The
Board
also
noted
the
Advisor’s
representation
that
such
an
arrangement
provides
important
dis-
tribution
benefits
for
the
Funds
and
addresses
competitive
pressures
within
the
ETF
industry,
particularly
with
“strategic”
or
“matching”
funds.
The
Board
also
considered
the
asset
levels
of
the
other
Funds
that
have
no
breakpoints
in
their
contractual
advisory
fees
and
determined
that
it
would
not
be
necessary
to
implement
breakpoints
at
this
time.
The
Board
noted
that
the
asset
levels
of
some
Funds
increase
and
decrease
sometimes
significantly
and,
therefore,
economies
of
scale
may
be
elusive.
The
Board
considered
that
certain
Funds
may
benefit
from
the
expense
limitation
arrangements
in
place
for
those
Funds.
The
Board
indicated
to
the
Advisor
that
it
will
continue
to
consider
and
evaluate
on
an
ongoing
basis
potential
economies
of
scale
and
how
Fund
shareholders
might
benefit
from
those
economies
of
scale.
Other
Benefits
The
Board
also
considered
the
Advisor's
non-advisory
services,
including
those
performed
under
a
separate
Management
Ser-
vices
Agreement
for
Funds
covered
under
the
Investment
Advisory
Agreement.
The
Board
considered
the
fact
that
the
Geared
Funds’
shareholders,
and
the
shareholders
of
certain
Matching
Funds,
tend
to
be
active
traders,
which
adds
a
level
of
complexity
to
the
management
of
those
Funds
as
the
Advisor
needs
to
account
for
significant
asset
flows
in
and
out
of
the
Funds.
The
Board
also
considered
any
indirect,
or
"fall-out,"
benefits
that
the
Advisor
or
its
affiliates
derived
from
their
relationship
to
the
Funds
but
concluded
that
such
benefits
were
relatively
insignificant.
Conclusions
Based
on,
but
not
limited
to,
the
above
considerations
and
determinations,
the
Board,
including
all
of
the
Independent
Trustees,
determined
that
the
Agreements
for
the
Funds
are
fair
and
reasonable
in
light
of
the
nature,
extent
and
quality
of
the
services
to
be
performed,
the
fee
rates
to
be
paid,
the
Advisor’s
expenses
and
such
other
matters
as
the
Board
considered
relevant
in
the
exercise
of
its
business
judgement.
Accordingly,
the
Board
concluded
that
the
continuation
of
the
Advisory
Agreements
was
in
the
best
interests
of
the
shareholders
of
the
Funds.
On
this
basis,
the
Board
unanimously
voted
in
favor
of
the
renewal
of
the
Advisory
Agreements.
284
::
MISC.
INFORMATION
(UNAUDITED)
PROSHARES
TRUST
Federal
Tax
Information 
Under
the
Jobs
and
Growth
Tax
Relief
Reconciliation
Act
of
2003
(the
“Act”),
the
percentages
of
ordinary
dividends
paid
during
the
tax
year
ended
October
31,
2023
are
designated
as
“qualified
dividend
income”
(QDI),
as
defined
in
the
Act,
subject
to
reduced
tax
rates
in
2023.
The
Funds
also
qualify
for
the
dividends
received
deduction
(DRD)
for
corporate
shareholders.
The
Funds
desig-
nated
up
to
the
maximum
amount
of
qualified
interest
income
(QII)
from
ordinary
distributions
paid
during
the
tax
year
ended
October
31,
2023.
For
the
tax
year
ended October
31,
2023,
the
Funds
federal
tax
information
is
as
follows:
Funds
A
QDI
A
DRD
A
QII
A
Short
20+
Year
Treasury
.............................................
0.00
%
0.00
%
100.00
%
Short
7-10
Year
Treasury
.............................................
0.00
0.00
100.00
Short
Dow30
SM
....................................................
0.00
0.00
100.00
Short
Financials
...................................................
0.00
0.00
100.00
Short
FTSE
China
50
................................................
0.00
0.00
100.00
Short
High
Yield
...................................................
0.00
0.00
100.00
Short
MidCap400
..................................................
0.00
0.00
100.00
Short
MSCI
EAFE
..................................................
0.00
0.00
100.00
Short
MSCI
Emerging
Markets
........................................
0.00
0.00
100.00
Short
QQQ
.......................................................
0.00
0.00
100.00
Short
Real
Estate
..................................................
0.00
0.00
100.00
Short
Russell2000
..................................................
0.00
0.00
100.00
Short
S&P500
®
....................................................
0.00
0.00
100.00
Short
SmallCap600
.................................................
0.00
0.00
100.00
Ultra
20+
Year
Treasury
..............................................
0.00
0.00
100.00
Ultra
7-10
Year
Treasury
.............................................
0.00
0.00
100.00
Ultra
Communication
Services
........................................
68.00
65.00
19.00
Ultra
Consumer
Discretionary
.........................................
100.00
100.00
100.00
Ultra
Consumer
Staples
.............................................
100.00
100.00
70.00
Ultra
Dow30
SM
.....................................................
100.00
100.00
100.00
Ultra
Energy
......................................................
100.00
100.00
45.00
Ultra
Financials
....................................................
100.00
100.00
20.00
Ultra
FTSE
China
50
................................................
0.00
0.00
100.00
Ultra
FTSE
Europe
.................................................
0.00
0.00
100.00
Ultra
Health
Care
..................................................
100.00
100.00
100.00
Ultra
High
Yield
....................................................
0.00
0.00
100.00
Ultra
Industrials
....................................................
100.00
100.00
100.00
Ultra
Materials
....................................................
100.00
100.00
90.00
Ultra
MidCap400
...................................................
100.00
100.00
28.00
Ultra
MSCI
Brazil
Capped
............................................
0.00
0.00
100.00
Ultra
MSCI
EAFE
...................................................
0.00
0.00
100.00
Ultra
MSCI
Emerging
Markets
.........................................
0.00
0.00
100.00
Ultra
MSCI
Japan
..................................................
0.00
0.00
100.00
Ultra
Nasdaq
Biotechnology
..........................................
100.00
100.00
100.00
Ultra
Nasdaq
Cybersecurity
...........................................
0.00
0.00
100.00
Ultra
QQQ
........................................................
100.00
100.00
100.00
Ultra
Real
Estate
...................................................
0.00
0.00
24.00
Ultra
Russell2000
..................................................
100.00
100.00
100.00
Ultra
S&P500
®
.....................................................
100.00
100.00
100.00
Ultra
Semiconductors
...............................................
100.00
100.00
96.00
Ultra
SmallCap600
.................................................
100.00
100.00
43.00
Ultra
Utilities
......................................................
100.00
100.00
20.00
UltraPro
Dow30
SM
..................................................
100.00
100.00
20.00
UltraPro
MidCap400
................................................
100.00
100.00
38.00
UltraPro
QQQ
.....................................................
20.00
21.00
97.00
UltraPro
Russell2000
................................................
100.00
100.00
26.00
UltraPro
S&P500
®
..................................................
100.00
100.00
56.00
UltraPro
Short
20+
Year
Treasury
.......................................
0.00
0.00
100.00
UltraPro
Short
Dow30
SM
.............................................
0.00
0.00
100.00
MISC.
INFORMATION
(UNAUDITED)
::
285
PROSHARES
TRUST
Funds
with
Short-Term
Capital
Gain
Designation 
For
the
tax
year
ended
October
31,
2023,
the
Trust
does
not
have
any
ordinary
distributions
paid
during
the
Trust’s
tax
year
that
are
from
qualified
short-term
capital
gain.
The
funds
designate
up
to
the
maximum
amount
of
Qualified
Short-Term
Gains. 
Funds
with
Equalization
For
the
tax
year
ended
October
31,
2023,
the
following
Fund
utilized
equalization
to
offset
long-term
capital
gains
with
the
amounts
stated
below:
Proxy
Voting
Information 
A
description
of
the
Trust’s
(1)
proxy
voting
policies,
(2)
proxy
voting
procedures
and
(3)
information
regarding
how
the
Trust
voted
any
proxies
related
to
portfolio
securities
for
the
prior
twelve-month
period
ended
June
30,
is
available
by
August
31
of
each
year,
without
charge,
upon
request
by
contacting
the
Fund
directly
at
1-866-PRO-5125
or
on
the
Securities
and
Exchange
Commission
(“SEC”)
Website
(http://www.sec.gov). 
Quarterly
Portfolio
Holdings
Information 
The
Funds
will
file
their
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
The
Funds’
Form
N-PORT
will
be
available
on
the
SEC’s
Website
at
http://www.sec.gov.
The
Funds’
Form
N-PORT
may
also
be
reviewed
and
copied
at
the
SEC’s
Public
Reference
Roomin
Washington,
DC.
Information
on
the
operation
of
the
Pub-
lic
Reference
Room
may
be
obtained
by
calling
1-800-SEC-0330. 
Funds
A
QDI
A
DRD
A
QII
A
UltraPro
Short
MidCap400
...........................................
0.00
0.00
100.00
UltraPro
Short
QQQ
................................................
0.00
0.00
100.00
UltraPro
Short
Russell2000
...........................................
0.00
0.00
100.00
UltraPro
Short
S&P500
®
.............................................
0.00
0.00
100.00
UltraShort
20+
Year
Treasury
..........................................
0.00
0.00
100.00
UltraShort
7-10
Year
Treasury
.........................................
0.00
0.00
100.00
UltraShort
Consumer
Discretionary
.....................................
0.00
0.00
100.00
UltraShort
Consumer
Staples
.........................................
0.00
0.00
100.00
UltraShort
Dow30
SM
................................................
0.00
0.00
100.00
UltraShort
Energy
..................................................
0.00
0.00
100.00
UltraShort
Financials
................................................
0.00
0.00
100.00
UltraShort
FTSE
China
50
............................................
0.00
0.00
100.00
UltraShort
FTSE
Europe
.............................................
0.00
0.00
100.00
UltraShort
Health
Care
..............................................
0.00
0.00
100.00
UltraShort
Industrials
...............................................
0.00
0.00
100.00
UltraShort
Materials
................................................
0.00
0.00
100.00
UltraShort
MidCap400
..............................................
0.00
0.00
100.00
UltraShort
MSCI
Brazil
Capped
........................................
0.00
0.00
100.00
UltraShort
MSCI
EAFE
..............................................
0.00
0.00
100.00
UltraShort
MSCI
Emerging
Markets
.....................................
0.00
0.00
100.00
UltraShort
MSCI
Japan
..............................................
0.00
0.00
100.00
UltraShort
Nasdaq
Biotechnology
......................................
0.00
0.00
100.00
UltraShort
QQQ
...................................................
0.00
0.00
100.00
UltraShort
Real
Estate
...............................................
0.00
0.00
100.00
UltraShort
Russell2000
..............................................
0.00
0.00
100.00
UltraShort
S&P500
®
................................................
0.00
0.00
100.00
UltraShort
Semiconductors
...........................................
0.00
0.00
100.00
UltraShort
SmallCap600
.............................................
0.00
0.00
100.00
UltraShort
Technology
...............................................
0.00
0.00
100.00
UltraShort
Utilities
..................................................
0.00
0.00
100.00
Fund
Long-Term
UltraPro
Short
20+
Year
Treasury
...................
$245,055
286
::
MISC.
INFORMATION
(UNAUDITED)
PROSHARES
TRUST
Premium/Discount
Information 
Information
about
the
differences
between
the
daily
market
price
on
the
secondary
markets
for
shares
of
a
Fund
and
the
Fund’s
net
asset
value
may
be
found
on
the
website
at
www.ProShares.com 
©
2023
ProShare
Advisors
LLC.
All
rights
reserved.
PSGSA1123
ProShares
Trust
7272
Wisconsin
Avenue,
21st
Floor,
Bethesda,
MD
20814
866.PRO.5125
866.776.5125
ProShares.com
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
ProShares.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
a
current
prospectus.
To
obtain
the
most
recent
month
end
performance
information
for
each
ETF,
visit
ProShares.com.
“QQQ”,
“Nasdaq-100
®
”
and
“Nasdaq
Biotechnology
Index
®
”
are
trademarks
of
The
Nasdaq
OMX
Group,
Inc.
“Standard
&
Poor’s
®
”,
“S&P
®
”,
“S&P
500
®
”,
“S&P
MidCap
400
®
”,
“S&P
SmallCap
600
®
”,
“Standard
&
Poor’s
500
®
”,
certain
“S&P
Select
Industry
Indices”,
“Dow
Jones
Index”,
“DJ”,
“Dow
Jones
Industrial
Average
SM
”,
“The
Dow
30
SM
”,
“Dow
Jones
U.S.
Sector
Indexes”,
“Dow
Jones
Select
Sector
Indexes”
are
products
of
S&P
Dow
Jones
Indices
LLC
and
its
affiliates.
The
“Russell
2000
®
Index”
and
“Russell
®
”
are
trademarks
of
Russell
Investment
Group.
“MSCI”,
“MSCI
Inc.”,
“MSCI
Index”
and
“EAFE”
are
service
marks
of
MSCI.
“ICE
U.S.
7-10
Year
Bond
Index
TM
”
and
“ICE
U.S.
20+
Year
Bond
Index
TM
”
are
trademarks
of
Intercontinental
Exchange,
Inc.
“iBoxx
®
”
is
a
registered
trademark
of
Markit
Indices
Limited.
All
have
been
licensed
for
use
by
ProShares.
“S&P
®
”
is
a
registered
trademark
of
Standard
&
Poor’s
Financial
Services
LLC
(“S&P”)
and
“Dow
Jones
®
”
is
a
registered
trademark
of
Dow
Jones
Trademark
Holdings
LLC
(“Dow
Jones”)
and
have
been
licensed
for
use
by
S&P
Dow
Jones
Indices
LLC
and
its
affiliates.
“FTSE
®
”
is
a
trademark
of
the
London
Stock
Exchange
plc
and
The
Financial
Times
Limited
and
is
used
by
FTSE
International
Limited
(“FTSE”)
under
license.
ProShares
have
not
been
passed
on
by
these
entities
or
their
subsidiaries
or
affiliates
as
to
their
legality
or
suitability.
ProShares
are
not
sponsored,
endorsed,
sold
or
promoted
by
these
entities
or
their
subsidiaries
or
affiliates,
and
they
make
no
representation
regarding
the
advisability
of
investing
in
ProShares.
THESE
ENTITIES
AND
THEIR
SUBSIDIARIES
AND
AFFILIATES
MAKE
NO
WARRANTIES
AND
BEAR
NO
LIABILITY
WITH
RESPECT
TO
PROSHARES.