FIRST TRUST First Trust Exchange-Traded Fund VIII -------------------------------------------------------------------------------- FT Cboe Vest Fund of Buffer ETFs (BUFR) FT Cboe Vest Fund of Deep Buffer ETFs (BUFD) FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs (BUFQ) ---------------------------- Annual Report For the Period Ended August 31, 2022 ---------------------------- -------------------------------------------------------------------------------- TABLE OF CONTENTS -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII ANNUAL REPORT AUGUST 31, 2022 Shareholder Letter........................................................... 1 Fund Performance Overview FT Cboe Vest Fund of Buffer ETFs (BUFR).................................. 2 FT Cboe Vest Fund of Deep Buffer ETFs (BUFD)............................. 3 FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs (BUFQ).................... 4 Notes to Fund Performance Overview........................................... 5 Portfolio Commentary......................................................... 6 Understanding Your Fund Expenses............................................. 9 Portfolio of Investments FT Cboe Vest Fund of Buffer ETFs (BUFR).................................. 10 FT Cboe Vest Fund of Deep Buffer ETFs (BUFD)............................. 11 FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs (BUFQ).................... 12 Statements of Assets and Liabilities......................................... 13 Statements of Operations..................................................... 14 Statements of Changes in Net Assets.......................................... 15 Financial Highlights......................................................... 17 Notes to Financial Statements................................................ 19 Report of Independent Registered Public Accounting Firm...................... 28 Additional Information....................................................... 29 Board of Trustees and Officers............................................... 38 Privacy Policy............................................................... 40 CAUTION REGARDING FORWARD-LOOKING STATEMENTS This report contains certain forward-looking statements within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements regarding the goals, beliefs, plans or current expectations of First Trust Advisors L.P. ("First Trust" or the "Advisor") and/or Cboe Vest(SM) Financial LLC ("Cboe Vest" or the "Sub-Advisor") and their respective representatives, taking into account the information currently available to them. Forward-looking statements include all statements that do not relate solely to current or historical fact. For example, forward-looking statements include the use of words such as "anticipate," "estimate," "intend," "expect," "believe," "plan," "may," "should," "would" or other words that convey uncertainty of future events or outcomes. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the series of First Trust Exchange-Traded Fund VIII (the "Trust") described in this report (each such series is referred to as a "Fund" and collectively, as the "Funds") to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. When evaluating the information included in this report, you are cautioned not to place undue reliance on these forward-looking statements, which reflect the judgment of the Advisor and/or Sub-Advisor and their respective representatives only as of the date hereof. We undertake no obligation to publicly revise or update these forward-looking statements to reflect events and circumstances that arise after the date hereof. PERFORMANCE AND RISK DISCLOSURE There is no assurance that any Fund described in this report will achieve its investment objective. Each Fund is subject to market risk, which is the possibility that the market values of securities owned by the Fund will decline and that the value of the Fund's shares may therefore be less than what you paid for them. Accordingly, you can lose money investing in a Fund. See "Risk Considerations" in the Additional Information section of this report for a discussion of certain other risks of investing in the Funds. Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. For the most recent month-end performance figures, please visit www.ftportfolios.com or speak with your financial advisor. Investment returns, net asset value and share price will fluctuate and Fund shares, when sold, may be worth more or less than their original cost. The Advisor may also periodically provide additional information on Fund performance on each Fund's webpage at www.ftportfolios.com. HOW TO READ THIS REPORT This report contains information that may help you evaluate your investment. It includes details about each Fund and presents data and analysis that provide insight into each Fund's performance and investment approach. By reading the portfolio commentary from the portfolio management team of the Funds, you may obtain an understanding of how the market environment affected each Fund's performance. The statistical information that follows may help you understand each Fund's performance compared to that of a relevant market benchmark. It is important to keep in mind that the opinions expressed by personnel of the Advisor and/or Sub-Advisor are just that: informed opinions. They should not be considered to be promises or advice. The opinions, like the statistics, cover the period through the date on the cover of this report. The material risks of investing in each Fund are spelled out in the prospectus, statement of additional information, and other Fund regulatory filings. -------------------------------------------------------------------------------- SHAREHOLDER LETTER -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII ANNUAL LETTER FROM THE CHAIRMAN AND CEO AUGUST 31, 2022 Dear Shareholders: First Trust is pleased to provide you with the annual report for certain series of the First Trust Exchange-Traded Fund VIII (the "Funds"), which contains detailed information about the Funds for the twelve months ended August 31, 2022. Please note that one of the Funds was incepted after September 1, 2021, the start of the reporting period, so information in this letter and the report prior to the inception date will not apply to that Fund. At their most recent meeting (September 20-21, 2022), the Federal Open Market Committee announced a 75 basis point interest rate hike, the third rate hike in as many meetings. Overall, the Federal Reserve (the "Fed") has raised its benchmark Federal Funds target rate (upper bound) from 0.25% this past March to 3.25% as of September 30, 2022, the fastest pace for rate hikes since 1994. The Fed is hiking interest rates aggressively to combat the surge in inflation that commenced in the second quarter of 2021. Perhaps the most common measure of inflation is the Consumer Price Index ("CPI"). The CPI has averaged 3.0% per year since 1926 but stood at an eye-popping 8.3% on a trailing 12-month basis in August 2022. Its recent high point was 9.1% in June 2022. For borrowers, these rate hikes will raise the cost of capital, making it tougher to secure loans for consumers and businesses. The goal is to raise interest rates high enough to cool some of the demand for goods and services so that inflation can begin to moderate. The Fed would eventually like to see the CPI back near the 2.0% level. It will take some time to play out. Guidance from Fed Chairman Jerome Powell indicates that more rate hikes are coming, perhaps as much as another 100 basis points by year-end. We'll see. One of the areas that has yet to cool off is the housing market, in my opinion. We have seen a substantial selloff this year in the stock and bond markets, but not housing. Prices appreciated markedly across the U.S. during the coronavirus ("COVID-19") pandemic. Demand was high and inventories were uncharacteristically low. Simply put, housing affordability has become a huge challenge for many prospective buyers. The S&P CoreLogic Case-Shiller U.S. National Home Price Index, which tracks the value of single-family homes, soared 45.2% from the end of 2019 through June 2022. Keep in mind, historically, home prices tend to rise with inflation over time. They are not supposed to increase 45% over 30 months. The rapid increase in short-term lending rates has caused the rate on a 30-year fixed-rate mortgage to nearly double from 3.27% at the end of 2021 to 6.43% as of September 21, 2022, according to Bankrate. The sharp rise in mortgage rates is just beginning to have a slight effect on demand. Redfin reported that close to 63,000 deals on existing homes fell through in July 2022, or around 16% of homes under contract that month, according to CNBC. Fed Chairman Powell is trying to engineer a soft landing for the economy via monetary policy. In other words, the Fed is trying to avoid a deep and lengthy recession. That is why the relative resilience of the real estate markets, both residential and commercial, is so critical at this juncture. One other plus going for the U.S. economy today is the strong labor market. As of this report, companies are still hiring. If these sources of strength eventually succumb to the economic headwinds and turn weaker, the odds of achieving a soft landing drop dramatically, in my opinion. For those investors who like to follow the news closely, in addition to monitoring the state of the economy, keep an eye on the war between Russia and Ukraine as well as the COVID-19-induced lockdowns of cities in China. Any good news on those two fronts could be a net positive for the markets moving forward. As I previously noted, it is going to take some time to remedy this situation. As always, we encourage investors to be diversified and stay the course. Thank you for giving First Trust the opportunity to play a role in your financial future. We value our relationship with you and will report on the Funds again in six months. Sincerely, /s/ James A. Bowen James A. Bowen Chairman of the Board of Trustees Chief Executive Officer of First Trust Advisors L.P. Page 1 -------------------------------------------------------------------------------- FUND PERFORMANCE OVERVIEW (UNAUDITED) -------------------------------------------------------------------------------- FT CBOE VEST FUND OF BUFFER ETFS (BUFR) The investment objective of the FT Cboe Vest Fund of Buffer ETFs (the "Fund") is to seek to provide investors with capital appreciation. The Fund seeks to achieve its investment objective by providing investors with US large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of twelve FT Cboe Vest U.S. Equity Buffer ETFs ("Underlying ETFs"). Under normal market conditions, the Fund will invest substantially all of its assets in the Underlying ETFs, which seek to provide investors with returns (before fees, expenses and taxes) that match the price return of the SPDR(R) S&P 500(R) ETF Trust ("SPY"), up to a predetermined upside cap, while providing a buffer against the first 10% (before fees, expenses and taxes) of SPY losses, over a defined one-year period. Unlike the Underlying ETFs, the Fund itself does not pursue a defined outcome strategy. The buffer is only provided by the Underlying ETFs and the Fund itself does not provide any stated buffer against losses. The Fund is classified as non-diversified under the Investment Company Act of 1940, as amended. The shares of the Fund are listed and traded on the Cboe BZX Exchange, Inc., under the ticker symbol "BUFR." -------------------------------------------------------------------------------------------------------------------- PERFORMANCE -------------------------------------------------------------------------------------------------------------------- AVERAGE ANNUAL CUMULATIVE TOTAL RETURNS TOTAL RETURNS Inception Inception 1 Year Ended (8/10/20) (8/10/20) 8/31/22 to 8/31/22 to 8/31/22 FUND PERFORMANCE NAV -4.68% 5.10% 10.77% Market Price -4.97% 5.05% 10.67% INDEX PERFORMANCE S&P 500(R) Index - Price Return -12.55% 8.24% 17.69% -------------------------------------------------------------------------------------------------------------------- (See Notes to Fund Performance Overview on page 5.) PERFORMANCE OF A $10,000 INITIAL INVESTMENT AUGUST 10, 2020 - AUGUST 31, 2022 FT Cboe Vest Fund S&P 500(R) Index - of Buffer ETFs Price Return 8/10/20 $10,000 $10,000 8/31/20 10,180 10,416 2/28/21 10,773 11,341 8/31/21 11,621 13,458 2/28/22 11,551 13,016 8/31/22 11,077 11,769 Performance figures assume reinvestment of all distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. An index is a statistical composite that tracks a specified financial market or sector. Unlike the Fund, the index does not actually hold a portfolio of securities and therefore does not incur the expenses incurred by the Fund. These expenses negatively impact the performance of the Fund. The Fund's past performance does not predict future performance. FREQUENCY DISTRIBUTION OF DISCOUNTS AND PREMIUMS Information showing the number of days the market price of the Fund's shares was greater (at a premium) and less (at a discount) than the Fund's net asset value for the most recently completed year, and the most recently completed calendar quarters since that year (or life of the Fund, if shorter) is available at https://www.ftportfolios.com/Retail/etf/home.aspx. Page 2 -------------------------------------------------------------------------------- FUND PERFORMANCE OVERVIEW (UNAUDITED) (CONTINUED) -------------------------------------------------------------------------------- FT CBOE VEST FUND OF DEEP BUFFER ETFS (BUFD) The investment objective of the FT Cboe Vest Fund of Deep Buffer ETFs (the "Fund") is to seek to provide investors with capital appreciation. The Fund seeks to achieve its investment objective by providing investors with US large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of twelve FT Cboe Vest U.S. Equity Deep Buffer ETFs ("Underlying ETFs"). Under normal market conditions, the Fund will invest substantially all of its assets in the Underlying ETFs, which seek to provide investors with returns (before fees, expenses and taxes) that match the price return of the SPDR(R) S&P 500(R) ETF Trust ("SPY"), up to a predetermined upside cap, while providing a deep buffer against losses between -5% and -30% (before fees, expenses and taxes) of SPY, over a defined one-year period. Unlike the Underlying ETFs, the Fund itself does not pursue a defined outcome strategy. The buffer is only provided by the Underlying ETFs and the Fund itself does not provide any stated buffer against losses. The Fund is classified as non-diversified under the Investment Company Act of 1940, as amended. The shares of the Fund are listed and traded on the Cboe BZX Exchange, Inc., under the ticker symbol "BUFD." -------------------------------------------------------------------------------------------------------------------- PERFORMANCE -------------------------------------------------------------------------------------------------------------------- AVERAGE ANNUAL CUMULATIVE TOTAL RETURNS TOTAL RETURNS Inception Inception 1 Year Ended (1/20/21) (1/20/21) 8/31/22 to 8/31/22 to 8/31/22 FUND PERFORMANCE NAV -5.40% -0.87% -1.40% Market Price -5.63% -0.87% -1.40% INDEX PERFORMANCE S&P 500(R) Index - Price Return -12.55% 1.65% 2.68% -------------------------------------------------------------------------------------------------------------------- (See Notes to Fund Performance Overview on page 5.) PERFORMANCE OF A $10,000 INITIAL INVESTMENT JANUARY 20, 2021 - AUGUST 31, 2022 FT Cboe Vest Fund of S&P 500(R) Index - Deep Buffer ETFs Price Return 1/20/21 $10,000 $10,000 2/28/21 9,980 9,894 8/31/21 10,424 11,742 2/28/22 10,384 11,355 8/31/22 9,860 10,268 Performance figures assume reinvestment of all distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. An index is a statistical composite that tracks a specified financial market or sector. Unlike the Fund, the index does not actually hold a portfolio of securities and therefore does not incur the expenses incurred by the Fund. These expenses negatively impact the performance of the Fund. The Fund's past performance does not predict future performance. FREQUENCY DISTRIBUTION OF DISCOUNTS AND PREMIUMS Information showing the number of days the market price of the Fund's shares was greater (at a premium) and less (at a discount) than the Fund's net asset value for the most recently completed year, and the most recently completed calendar quarters since that year (or life of the Fund, if shorter) is available at https://www.ftportfolios.com/Retail/etf/home.aspx. Page 3 -------------------------------------------------------------------------------- FUND PERFORMANCE OVERVIEW (UNAUDITED) (CONTINUED) -------------------------------------------------------------------------------- FT CBOE VEST FUND OF NASDAQ-100(R) BUFFER ETFS (BUFQ) The investment objective of the FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs (the "Fund") is to seek to provide investors with capital appreciation. The Fund seeks to achieve its investment objective by providing investors with large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of four FT Cboe Vest Nasdaq-100(R) Buffer ETFs (the "Underlying ETFs"). Under normal market conditions, the Fund will invest substantially all of its assets in the Underlying ETFs, which seek to provide investors with returns (before fees, expenses and taxes) that match the price return of the Invesco QQQ Trust(SM), Series 1 ("QQQ"), up to a predetermined upside cap, while providing a buffer against the first 10% (before fees, expenses and taxes) of QQQ losses, over a defined one-year period. Unlike the Underlying ETFs, the Fund itself does not pursue a target outcome strategy. The buffer is only provided by the Underlying ETFs and the Fund itself does not provide any stated buffer against losses. The Fund is classified as non-diversified under the Investment Company Act of 1940, as amended. The shares of the Fund are listed and traded on the Cboe BZX Exchange, Inc., under the ticker symbol "BUFQ." -------------------------------------------------------------------------------------------------------------------- PERFORMANCE -------------------------------------------------------------------------------------------------------------------- CUMULATIVE TOTAL RETURNS Inception (6/15/22) to 8/31/22 FUND PERFORMANCE NAV 4.84% Market Price 4.69% INDEX PERFORMANCE Nasdaq-100 Index(R) - Price Return 5.85% -------------------------------------------------------------------------------------------------------------------- (See Notes to Fund Performance Overview on page 5.) PERFORMANCE OF A $10,000 INITIAL INVESTMENT JANUARY 20, 2021 - AUGUST 31, 2022 FT Cboe Vest Fund of Nasdaq-100 Index(R) - Nasdaq-100(R) Buffer ETFs Price Return 6/15/22 $10,000 $10,000 8/31/22 10,484 10,585 Performance figures assume reinvestment of all distributions and do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. An index is a statistical composite that tracks a specified financial market or sector. Unlike the Fund, the index does not actually hold a portfolio of securities and therefore does not incur the expenses incurred by the Fund. These expenses negatively impact the performance of the Fund. The Fund's past performance does not predict future performance. FREQUENCY DISTRIBUTION OF DISCOUNTS AND PREMIUMS Information showing the number of days the market price of the Fund's shares was greater (at a premium) and less (at a discount) than the Fund's net asset value for the most recently completed year, and the most recently completed calendar quarters since that year (or life of the Fund, if shorter) is available at https://www.ftportfolios.com/Retail/etf/home.aspx. Page 4 -------------------------------------------------------------------------------- NOTES TO FUND PERFORMANCE OVERVIEW (UNAUDITED) -------------------------------------------------------------------------------- Total returns for the periods since inception are calculated from the inception date of each Fund. "Average Annual Total Returns" represent the average annual change in value of an investment over the periods indicated. "Cumulative Total Returns" represent the total change in value of an investment over the periods indicated. Each Fund's per share net asset value ("NAV") is the value of one share of the Fund and is computed by dividing the value of all assets of the Fund (including accrued interest and dividends), less all liabilities (including accrued expenses and dividends declared but unpaid), by the total number of outstanding shares. The price used to calculate market return ("Market Price") is determined by using the midpoint of the national best bid and offer price ("NBBO") as of the time that the Fund's NAV is calculated. Under SEC rules, the NBBO consists of the highest displayed buy and lowest sell prices among the various exchanges trading the Fund at the time the Fund's NAV is calculated. Since shares of each Fund did not trade in the secondary market until after the Fund's inception, for the period from inception to the first day of secondary market trading in shares of the Fund, the NAV of each Fund is used as a proxy for the secondary market trading price to calculate market returns. NAV and market returns assume that all distributions have been reinvested in each Fund at NAV and Market Price, respectively. An index is a statistical composite that tracks a specified financial market or sector. Unlike each Fund, the indices do not actually hold a portfolio of securities and therefore do not incur the expenses incurred by each Fund. These expenses negatively impact the performance of each Fund. Also, market returns do not include brokerage commissions that may be payable on secondary market transactions. If brokerage commissions were included, market returns would be lower. The total returns presented reflect the reinvestment of dividends on securities in the indices. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. The investment return and principal value of shares of each Fund will vary with changes in market conditions. Shares of each Fund may be worth more or less than their original cost when they are redeemed or sold in the market. Each Fund's past performance is no guarantee of future performance. Page 5 -------------------------------------------------------------------------------- PORTFOLIO COMMENTARY -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII ANNUAL REPORT AUGUST 31, 2022 (UNAUDITED) ADVISOR First Trust Advisors L.P. ("First Trust" or the "Advisor") is the investment advisor to FT Cboe Vest of Buffer ETFs ("BUFR"), FT Cboe Vest Fund of Deep Buffer ETFs ("BUFD") and FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs ("BUFQ") (each a "Fund" and collectively, the "Funds"). First Trust is responsible for the ongoing monitoring of each Fund's investment portfolio, managing each Fund's business affairs and providing administrative services necessary for the management of the Funds. SUB-ADVISOR Cboe Vest(SM) Financial LLC ("Cboe Vest" or the "Sub-Advisor") serves as the sub-advisor to the Funds. In this capacity, Cboe Vest is responsible for the selection and ongoing monitoring of the securities in each Fund's investment portfolio. Cboe Vest, with principal offices at 8350 Broad St., Suite 240, McLean, Virginia 22102, was founded in 2012. Cboe Vest had approximately $8.6 billion under management or committed to management as of August 31, 2022. PORTFOLIO MANAGEMENT TEAM KARAN SOOD, MANAGING DIRECTOR OF CBOE VEST HOWARD RUBIN, MANAGING DIRECTOR OF CBOE VEST MARKET RECAP The investment objective of BUFR is to seek to provide investors with capital appreciation. The Fund seeks to achieve its investment objective by providing investors with US large cap equity market exposure while limiting downside risk through a laddered portfolio of twelve FT Cboe Vest U.S. Equity Buffer ETFs. The investment objective of BUFD is to seek to provide investors with capital appreciation. The Fund seeks to achieve its investment objective by providing investors with US large cap equity market exposure while limiting downside risk through a laddered portfolio of twelve FT Cboe Vest U.S. Equity Deep Buffer ETFs. The investment objective of BUFQ is to seek to provide investors with capital appreciation. The Fund seeks to achieve its investment objective by providing investors with large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of four FT Cboe Vest Nasdaq-100(R) Buffer ETFs. During the 12-month period ended August 31, 2022, stock markets dropped significantly as inflation surged and U.S. gross domestic product ("GDP") fell for two consecutive quarters. The S&P 500(R) Index, the well-known measure of U.S. large-cap stocks, ended the period down 11.23%. Mid- and small-capitalization stocks, as measured by the S&P MidCap 400(R) Index and the Russell 2000(R) Small Cap Index, fell as well, losing 10.37% and 17.88%, respectively, during the same period. The Nasdaq-100 Index(R), a tech-heavy market measure, lost 20.63% during the same period. International markets were hit even harder than the U.S., with broad foreign market indices such as MSCI EAFE Index and MSCI Emerging Markets Index declining by 19.80% and 21.80%, respectively, during the same period. Within the S&P 500(R) Index during the 12-month period ended August 31, 2022, the market continued to see dramatic variations in returns across the major sectors of the economy. The Energy sector soared, gaining 75.77%, and outpacing all other sectors by a wide margin during the period. The only other sector to post a positive return for the same period was the Consumer Staples sector, which gained 4.08%. On the downside, the worst performing sectors for the same period were the Telecommunications sector (-35.19%), the Consumer Discretionary sector (-16.16%), and Information Technology sector (-14.35%). U.S. economic data all pointed to a slowing economy. GDP growth in the most recent four quarterly reports (the third quarter 2021 through the second quarter 2022) saw seasonally adjusted annualized rates of +2.3%, +6.9%, -1.6%, and -0.6%, sequentially. These two most recent reports thus meet the traditional definition of a recession, which is two consecutive quarterly declines in GDP. A current Bloomberg survey of economists shows a consensus projection of 1.0% GDP growth for all of 2023 (versus 2022). Page 6 -------------------------------------------------------------------------------- PORTFOLIO COMMENTARY (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII ANNUAL REPORT AUGUST 31, 2022 (UNAUDITED) The U.S. unemployment rate began the 12-month period ended August 31, 2022 at 5.2% (for August 2021) and quickly dropped below 4%, where it remained for most of the period. The most recent report showed a small uptick and the rate now sits at 3.7% (for August 2022). U.S inflation levels continued to post concerningly high levels. The most recent (July 2022) Consumer Price Index report shows year-over-year inflation running at an 8.5% rate, up from 5.4% reported twelve months earlier. One component of the economy that continued to overheat was the housing market. Housing prices in the U.S. increased by 18.0% over the last twelve months, according to the most recent (June 2022) S&P Case-Shiller U.S. National Home Price Index. This was on top of an 18.1% increase in the prior 12 months, compounding to make for a stunning 24-month increase in home prices of 39.3%. Persistently higher inflation forced the Federal Reserve (the "Fed") to increase short term rates at a much more rapid pace than the market had expected at the beginning of the 12-month period ended August 31, 2022. The Fed has a stated target of 2% inflation. The Fed began their rate hike cycle in January 2022, and, as of this writing, the Fed has increased the Federal Funds target rate by 2.25%. The Fed began the period with the range being 0% to 0.25% and ended the period with the range being 2.25% to 2.50%. Market participants are factoring in additional rate hikes by the Fed by the end of 2022. MARKET AND FUND OUTLOOK Over the 12-month period ended August 31, 2022, implied volatilities in U.S. equity markets averaged about 28.5%, according to the Cboe S&P 500(R) 1-Year Volatility Index. This index is derived from option prices and estimates the market's expectation of S&P 500(R) Index volatility for the next twelve months. As of the end of the same period, the index stands at 29.3%. For comparison purposes, the historical volatility of the S&P 500(R) Index since its inception in 1957 has been about 15.7%. We anticipate that implied volatilities will decline over the coming year. Buffer strategies, such as those used in the underlying FT Cboe Vest Funds, generally benefit from declining implied volatilities. While most fixed income securities have seen their nominal yields increase during the 12-month period ended August 31, 2022, many still have negative real yields (i.e., nominal yield less the inflation rate). This continues to bode poorly for future fixed income returns. For this reason, many market analysts are claiming the traditional "60/40 stock/bond allocation" strategy is dead. Investors are looking to reallocate away from fixed income investments. The FT Cboe Vest Funds are an alternative that these investors should consider. The underlying FT Cboe Vest Funds are designed to protect investors against varying levels of downside movements in their Reference ETF (e.g., SPY or QQQ), while limiting the investor's participation in larger upside moves in the Reference ETF. In the current negative real yield environment, such Funds, in appropriate allocations, can be suitable alternatives to fixed income investments. PERFORMANCE ANALYSIS The following table provides information pertaining to performance for the 12-month period ended August 31, 2022 for each Fund, as well as an attribution analysis that estimates the impact of various factors on each Fund's performance. Each Fund's performance may be impacted by a number of factors. These factors include changes in each of: the level of the Reference ETF, the Reference ETF's dividends, interest rates, implied volatility, and time to option expiration. Generally, changes in the level of the Reference ETF is the primary factor, but the other factors can also contribute significantly to fund performance. Additionally, expenses will impact fund performance. The impact from these factors for the period are shown in the table under "Estimated Performance Attribution." Page 7 -------------------------------------------------------------------------------- PORTFOLIO COMMENTARY -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII ANNUAL REPORT AUGUST 31, 2022 (UNAUDITED) -------------------------------------------------------------------------------- FUND TICKER BUFR BUFD BUFQ -------------------------------------------------------------------------------- Annual Expense Ratio 1.05% 1.05% 1.10% Reporting Period Start Date 8/31/21 8/31/21 6/15/22 Reporting Period End Date 8/31/22 8/31/22 8/31/22 PERFORMANCE (LATER OF 8/31/21 OR INCEPTION DATE, TO 8/31/22): Fund Performance (using NAVs) -4.68% -5.40% 4.84% Fund Performance (using Market Price) -4.97% -5.63% 4.69% Reference Asset Price Return -12.49% -12.49% 5.82% ESTIMATED PERFORMANCE ATTRIBUTION Fund NAV Performance Attributed to a) Changes in Reference Asset -6.67% -4.21% 3.36% b) Changes in other Variables* 3.04% -0.15% 1.72% c) Expenses (pro-rated annual expense ratio) -1.05% -1.05% -0.24% Attribution TOTAL -4.68% -5.40% 4.84% * Includes changes in a) Reference Asset's dividends, b) interest rates, c) implied volatility, and d) time to option expiration. Page 8 FIRST TRUST EXCHANGE-TRADED FUND VIII UNDERSTANDING YOUR FUND EXPENSES AUGUST 31, 2022 (UNAUDITED) As a shareholder of FT Cboe Vest Fund of Buffer ETFs, FT Cboe Vest Fund of Deep Buffer ETFs or FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs (each a "Fund" and collectively, the "Funds"), you incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, if any, and other Fund expenses. This Example is intended to help you understand your ongoing costs of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The Example is based on an investment of $1,000 invested at the beginning of the period (or since inception) and held through the six-month (or shorter) period ended August 31, 2022. ACTUAL EXPENSES The first line in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, 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 entitled "Expenses Paid During the Period" to estimate the expenses you paid on your account during this six-month (or shorter) period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second line in the following table provides information about hypothetical account values and hypothetical expenses based on each Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not each Fund's actual return. The hypothetical account values and expenses 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 transactional costs such as brokerage commissions. Therefore, the second line 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 these transactional costs were included, your costs would have been higher. ------------------------------------------------------------------------------------------------------------------------------------ ANNUALIZED EXPENSE RATIO EXPENSES PAID BEGINNING ENDING BASED ON THE DURING THE ACCOUNT VALUE ACCOUNT VALUE SIX-MONTH SIX-MONTH MARCH 1, 2022 AUGUST 31, 2022 PERIOD (a) PERIOD (a) (b) ------------------------------------------------------------------------------------------------------------------------------------ FT CBOE VEST FUND OF BUFFER ETFS (BUFR) Actual $1,000.00 $ 959.00 0.20% $0.99 Hypothetical (5% return before expenses) $1,000.00 $1,024.20 0.20% $1.02 FT CBOE VEST FUND OF DEEP BUFFER ETFS (BUFD) Actual $1,000.00 $ 949.60 0.20% $0.98 Hypothetical (5% return before expenses) $1,000.00 $1,024.20 0.20% $1.02 ------------------------------------------------------------------------------------------------------------------------------------ ANNUALIZED EXPENSES PAID EXPENSE RATIO DURING THE PERIOD BEGINNING ENDING BASED ON THE JUNE 15, 2022 (c) ACCOUNT VALUE ACCOUNT VALUE NUMBER OF DAYS TO JUNE 15, 2022 (c) AUGUST 31, 2022 IN THE PERIOD (a) AUGUST 31, 2022 (a) (d) ------------------------------------------------------------------------------------------------------------------------------------ FT CBOE VEST FUND OF NASDAQ-100(R) BUFFER ETFS (BUFQ) Actual $1,000.00 $1,048.40 0.20% $0.44 Hypothetical (5% return before expenses) $1,000.00 $1,024.20 0.20% $1.02 (a) Annualized expense ratio and expenses paid during the six-month (or shorter) period do not include fees and expenses of the underlying funds in which the Fund invests. (b) Expenses are equal to the annualized expense ratio as indicated in the table multiplied by the average account value over the period (March 1, 2022 through August 31, 2022), multiplied by 184/365 (to reflect the six-month period). (c) Inception date. (d) Actual expenses are equal to the annualized expense ratio as indicated in the table multiplied by the average account value over the period (June 15, 2022 through August 31, 2022), multiplied by 78/365. Hypothetical expenses are assumed for the most recent six-month period. Page 9 FT CBOE VEST FUND OF BUFFER ETFS (BUFR) PORTFOLIO OF INVESTMENTS AUGUST 31, 2022 SHARES DESCRIPTION VALUE ------------ ---------------------------------------- ------------- EXCHANGE-TRADED FUNDS -- 100.0% CAPITAL MARKETS -- 100.0% 1,875,751 FT Cboe Vest U.S. Equity Buffer ETF - January (a) (b) $ 60,682,608 1,707,918 FT Cboe Vest U.S. Equity Buffer ETF - February (a) (b) 60,429,555 1,936,857 FT Cboe Vest U.S. Equity Buffer ETF - March (a) (b) 60,488,044 2,056,490 FT Cboe Vest U.S. Equity Buffer ETF - April (a) (b) 60,316,852 1,699,844 FT Cboe Vest U.S. Equity Buffer ETF - May (a) (b) 60,582,440 1,671,132 FT Cboe Vest U.S. Equity Buffer ETF - June (a) (b) 60,628,669 1,749,052 FT Cboe Vest U.S. Equity Buffer ETF - July (a) (b) 60,622,142 1,716,014 FT Cboe Vest U.S. Equity Buffer ETF - August (a) (b) 60,335,052 1,836,272 FT Cboe Vest U.S. Equity Buffer ETF - September (a) (b) 61,411,730 1,859,315 FT Cboe Vest U.S. Equity Buffer ETF - October (a) (b) 61,195,449 1,712,001 FT Cboe Vest U.S. Equity Buffer ETF - November (a) (b) 60,870,709 1,917,166 FT Cboe Vest U.S. Equity Buffer ETF - December (a) (b) 60,870,020 ------------- TOTAL EXCHANGE-TRADED FUNDS -- 100.0% 728,433,270 (Cost $760,192,984) ------------- SHARES DESCRIPTION VALUE ------------ ---------------------------------------- ------------- MONEY MARKET FUNDS -- 0.0% 261,671 Morgan Stanley Institutional Liquidity Funds - Treasury Portfolio - Institutional Class - 2.06% (c) $ 261,671 (Cost $261,671) ------------- TOTAL INVESTMENTS -- 100.0% 728,694,941 (Cost $760,454,655) NET OTHER ASSETS AND LIABILITIES -- (0.0)% (131,144) ------------- NET ASSETS -- 100.0% $ 728,563,797 ============= (a) Investment in an affiliated fund. (b) Non-income producing security. (c) Rate shown reflects yield as of August 31, 2022. FUND ALLOCATION % OF NET ASSETS --------------------------------------------------------------------- Exchange-Traded Funds 100.0% Money Market Funds 0.0(1) Net Other Assets and Liabilities 0.0(1) -------- Total 100.0% ======== (1) Amount is less than 0.1%. ----------------------------- VALUATION INPUTS A summary of the inputs used to value the Fund's investments as of August 31, 2022 is as follows (see Note 2A - Portfolio Valuation in the Notes to Financial Statements): LEVEL 2 LEVEL 3 TOTAL LEVEL 1 SIGNIFICANT SIGNIFICANT VALUE AT QUOTED OBSERVABLE UNOBSERVABLE 8/31/2022 PRICES INPUTS INPUTS -------------- -------------- -------------- -------------- Exchange-Traded Funds*............................... $ 728,433,270 $ 728,433,270 $ -- $ -- Money Market Funds................................... 261,671 261,671 -- -- -------------- -------------- -------------- -------------- Total Investments.................................... $ 728,694,941 $ 728,694,941 $ -- $ -- ============== ============== ============== ============== * See Portfolio of Investments for industry breakout. Page 10 See Notes to Financial Statements FT CBOE VEST FUND OF DEEP BUFFER ETFS (BUFD) PORTFOLIO OF INVESTMENTS AUGUST 31, 2022 SHARES DESCRIPTION VALUE ------------ ---------------------------------------- ------------- EXCHANGE-TRADED FUNDS -- 100.0% CAPITAL MARKETS -- 100.0% 1,458,926 FT Cboe Vest U.S. Equity Deep Buffer ETF - January (a) (b) $ 44,934,921 1,324,768 FT Cboe Vest U.S. Equity Deep Buffer ETF - February (a) (b) 44,918,776 1,476,336 FT Cboe Vest U.S. Equity Deep Buffer ETF - March (a) (b) 44,895,378 1,502,479 FT Cboe Vest U.S. Equity Deep Buffer ETF - April (a) (b) 44,818,949 1,427,561 FT Cboe Vest U.S. Equity Deep Buffer ETF - May (a) (b) 45,068,957 1,394,956 FT Cboe Vest U.S. Equity Deep Buffer ETF - June (a) (b) 45,182,625 1,449,238 FT Cboe Vest U.S. Equity Deep Buffer ETF - July (a) (b) 45,013,332 1,423,581 FT Cboe Vest U.S. Equity Deep Buffer ETF - August (a) (b) 44,842,801 1,490,389 FT Cboe Vest U.S. Equity Deep Buffer ETF - September (a) (b) 45,397,249 1,479,176 FT Cboe Vest U.S. Equity Deep Buffer ETF - October (a) (b) 45,259,383 1,386,309 FT Cboe Vest U.S. Equity Deep Buffer ETF - November (a) (b) 45,526,388 1,486,873 FT Cboe Vest U.S. Equity Deep Buffer ETF - December (a) (b) 45,215,808 ------------- TOTAL EXCHANGE-TRADED FUNDS -- 100.0% 541,074,567 (Cost $565,098,431) ------------- SHARES DESCRIPTION VALUE ------------ ---------------------------------------- ------------- MONEY MARKET FUNDS -- 0.0% 145,580 Morgan Stanley Institutional Liquidity Funds - Treasury Portfolio - Institutional Class - 2.06% (c) $ 145,580 (Cost $145,580) ------------- TOTAL INVESTMENTS -- 100.0% 541,220,147 (Cost $565,244,011) NET OTHER ASSETS AND LIABILITIES -- (0.0)% (87,655) ------------- Net Assets -- 100.0% $ 541,132,492 ============= (a) Investment in an affiliated fund. (b) Non-income producing security. (c) Rate shown reflects yield as of August 31, 2022. FUND ALLOCATION % OF NET ASSETS --------------------------------------------------------------------- Exchange-Traded Funds 100.0% Money Market Funds 0.0(1) Net Other Assets and Liabilities 0.0(1) -------- Total 100.0% ======== (1) Amount is less than 0.1%. ----------------------------- VALUATION INPUTS A summary of the inputs used to value the Fund's investments as of August 31, 2022 is as follows (see Note 2A - Portfolio Valuation in the Notes to Financial Statements): LEVEL 2 LEVEL 3 TOTAL LEVEL 1 SIGNIFICANT SIGNIFICANT VALUE AT QUOTED OBSERVABLE UNOBSERVABLE 8/31/2022 PRICES INPUTS INPUTS -------------- -------------- -------------- -------------- Exchange-Traded Funds*............................... $ 541,074,567 $ 541,074,567 $ -- $ -- Money Market Funds................................... 145,580 145,580 -- -- -------------- -------------- -------------- -------------- Total Investments.................................... $ 541,220,147 $ 541,220,147 $ -- $ -- ============== ============== ============== ============== * See Portfolio of Investments for industry breakout. See Notes to Financial Statements Page 11 FT CBOE VEST FUND OF NASDAQ-100(R) BUFFER ETFS (BUFQ) PORTFOLIO OF INVESTMENTS AUGUST 31, 2022 SHARES DESCRIPTION VALUE ------------ ---------------------------------------- ------------- EXCHANGE-TRADED FUNDS -- 99.9% CAPITAL MARKETS -- 99.9% 131,580 FT Cboe Vest Nasdaq-100(R) Buffer ETF - March (a) (b) $ 2,664,074 140,950 FT Cboe Vest Nasdaq-100(R) Buffer ETF - June (a) (b) 2,648,451 149,990 FT Cboe Vest Nasdaq-100(R) Buffer ETF - September (a) (b) 2,709,359 135,660 FT Cboe Vest Nasdaq-100(R) Buffer ETF - December (a) (b) 2,702,076 ------------- TOTAL EXCHANGE-TRADED FUNDS -- 99.9% 10,723,960 (Cost $10,968,293) ------------- SHARES DESCRIPTION VALUE ------------ ---------------------------------------- ------------- MONEY MARKET FUNDS -- 0.1% 6,981 Morgan Stanley Institutional Liquidity Funds - Treasury Portfolio - Institutional Class - 2.06% (c) $ 6,981 (Cost $6,981) ------------- TOTAL INVESTMENTS -- 100.0% 10,730,941 (Cost $10,975,274) NET OTHER ASSETS AND LIABILITIES -- (0.0)% (1,329) ------------- NET ASSETS -- 100.0% $ 10,729,612 ============= (a) Investment in an affiliated fund. (b) Non-income producing security. (c) Rate shown reflects yield as of August 31, 2022. FUND ALLOCATION % OF NET ASSETS --------------------------------------------------------------------- Exchange-Traded Funds 99.9% Money Market Funds 0.1 Net Other Assets and Liabilities 0.0(1) -------- Total 100.0% ======== (1) Amount is less than 0.1%. ----------------------------- VALUATION INPUTS A summary of the inputs used to value the Fund's investments as of August 31, 2022 is as follows (see Note 2A - Portfolio Valuation in the Notes to Financial Statements): LEVEL 2 LEVEL 3 TOTAL LEVEL 1 SIGNIFICANT SIGNIFICANT VALUE AT QUOTED OBSERVABLE UNOBSERVABLE 8/31/2022 PRICES INPUTS INPUTS -------------- -------------- -------------- -------------- Exchange-Traded Funds*............................... $ 10,723,960 $ 10,723,960 $ -- $ -- Money Market Funds................................... 6,981 6,981 -- -- -------------- -------------- -------------- -------------- Total Investments.................................... $ 10,730,941 $ 10,730,941 $ -- $ -- ============== ============== ============== ============== * See Portfolio of Investments for industry breakout. Page 12 See Notes to Financial Statements FIRST TRUST EXCHANGE-TRADED FUND VIII STATEMENTS OF ASSETS AND LIABILITIES AUGUST 31, 2022 FT CBOE VEST FT CBOE VEST FT CBOE VEST FUND OF FUND OF FUND OF NASDAQ-100(R) BUFFER ETFS DEEP BUFFER ETFS BUFFER ETFS (BUFR) (BUFD) (BUFQ) ----------------- ----------------- ----------------- ASSETS: Investments, at value - Affiliated................................. $ 728,433,270 $ 541,074,567 $ 10,723,960 Investments, at value - Unaffiliated............................... 261,671 145,580 6,981 ----------------- ----------------- ----------------- Total investments, at value..................................... 728,694,941 541,220,147 10,730,941 Cash............................................................... 1,061,809 -- -- Receivables: Capital shares sold............................................. 5,553,077 1,982,779 -- Dividends....................................................... 107 53 9 ----------------- ----------------- ----------------- Total Assets.................................................... 735,309,934 543,202,979 10,730,950 ----------------- ----------------- ----------------- LIABILITIES: Payables: Investment securities purchased................................. 6,613,896 1,982,547 -- Investment advisory fees........................................ 132,241 87,940 1,338 ----------------- ----------------- ----------------- Total Liabilities............................................... 6,746,137 2,070,487 1,338 ----------------- ----------------- ----------------- NET ASSETS......................................................... $ 728,563,797 $ 541,132,492 $ 10,729,612 ================= ================= ================= NET ASSETS CONSIST OF: Paid-in capital.................................................... $ 761,359,185 $ 565,715,106 $ 10,968,945 Par value.......................................................... 328,000 273,500 5,000 Accumulated distributable earnings (loss).......................... (33,123,388) (24,856,114) (244,333) ----------------- ----------------- ----------------- NET ASSETS......................................................... $ 728,563,797 $ 541,132,492 $ 10,729,612 ================= ================= ================= NET ASSET VALUE, per share......................................... $ 22.21 $ 19.79 $ 21.46 ================= ================= ================= Number of shares outstanding (unlimited number of shares authorized, par value $0.01 per share).......................... 32,800,002 27,350,002 500,002 ================= ================= ================= Investments, at cost - Affiliated.................................. $ 760,192,984 $ 565,098,431 $ 10,968,293 ================= ================= ================= Investments, at cost - Unaffiliated................................ $ 261,671 $ 145,580 $ 6,981 ================= ================= ================= Total investments, at cost......................................... $ 760,454,655 $ 565,244,011 $ 10,975,274 ================= ================= ================= See Notes to Financial Statements Page 13 FIRST TRUST EXCHANGE-TRADED FUND VIII STATEMENTS OF OPERATIONS FOR THE PERIOD ENDED AUGUST 31, 2022 FT CBOE VEST FT CBOE VEST FT CBOE VEST FUND OF FUND OF FUND OF NASDAQ-100(R) BUFFER ETFS DEEP BUFFER ETFS BUFFER ETFS (BUFR) (BUFD) (BUFQ) (a) ----------------- ----------------- ----------------- INVESTMENT INCOME: Dividends.......................................................... $ 589 $ 226 $ 11 ----------------- ----------------- ----------------- Total investment income......................................... 589 226 11 ----------------- ----------------- ----------------- EXPENSES: Investment advisory fees........................................... 1,237,843 714,342 1,863 ----------------- ----------------- ----------------- Total expenses.................................................. 1,237,843 714,342 1,863 ----------------- ----------------- ----------------- NET INVESTMENT INCOME (LOSS)....................................... (1,237,254) (714,116) (1,852) ----------------- ----------------- ----------------- NET REALIZED AND UNREALIZED GAIN (LOSS): Net realized gain (loss) on: Investments - Affiliated........................................ (436,416) (269,405) -- In-kind redemptions - Affiliated................................ 4,421,636 1,971,617 -- ----------------- ----------------- ----------------- Net realized gain (loss)........................................... 3,985,220 1,702,212 -- ----------------- ----------------- ----------------- Net change in unrealized appreciation (depreciation) on investments - Affiliated........................................ (39,802,887) (26,289,634) (244,333) ----------------- ----------------- ----------------- NET REALIZED AND UNREALIZED GAIN (LOSS)............................ (35,817,667) (24,587,422) (244,333) ----------------- ----------------- ----------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS................................................. $ (37,054,921) $ (25,301,538) $ (246,185) ================= ================= ================= (a) Inception date is June 15, 2022, which is consistent with the commencement of investment operations and is the date the initial creation units were established. Page 14 See Notes to Financial Statements FIRST TRUST EXCHANGE-TRADED FUND VIII STATEMENTS OF CHANGES IN NET ASSETS FT CBOE VEST FT CBOE VEST FUND OF FUND OF BUFFER ETFS DEEP BUFFER ETFS (BUFR) (BUFD) ------------------------------------- -------------------------------------- YEAR YEAR YEAR PERIOD ENDED ENDED ENDED ENDED 8/31/2022 8/31/2021 8/31/2022 8/31/2021 (a) ---------------- ----------------- ----------------- ----------------- OPERATIONS: Net investment income (loss).................. $ (1,237,254) $ (250,042) $ (714,116) $ (90,593) Net realized gain (loss)...................... 3,985,220 8,720,929 1,702,212 817,234 Net change in unrealized appreciation (depreciation)............................. (39,802,887) 7,988,398 (26,289,634) 2,265,770 ---------------- ----------------- ----------------- ----------------- Net increase (decrease) in net assets resulting from operations............................ (37,054,921) 16,459,285 (25,301,538) 2,992,411 ---------------- ----------------- ----------------- ----------------- SHAREHOLDER TRANSACTIONS: Proceeds from shares sold..................... 609,077,785 417,166,735 472,088,210 216,796,683 Cost of shares redeemed....................... (145,221,514) (137,987,462) (66,763,156) (58,680,118) ---------------- ----------------- ----------------- ----------------- Net increase (decrease) in net assets resulting from shareholder transactions.............. 463,856,271 279,179,273 405,325,054 158,116,565 ---------------- ----------------- ----------------- ----------------- Total increase (decrease) in net assets....... 426,801,350 295,638,558 380,023,516 161,108,976 NET ASSETS: Beginning of period........................... 301,762,447 6,123,889 161,108,976 -- ---------------- ----------------- ----------------- ----------------- End of period................................. $ 728,563,797 $ 301,762,447 $ 541,132,492 $ 161,108,976 ================ ================= ================= ================= CHANGES IN SHARES OUTSTANDING: Shares outstanding, beginning of period....... 12,950,002 300,002 7,700,002 -- Shares sold................................... 26,200,000 18,750,000 22,900,000 10,550,002 Shares redeemed............................... (6,350,000) (6,100,000) (3,250,000) (2,850,000) ---------------- ----------------- ----------------- ----------------- Shares outstanding, end of period............. 32,800,002 12,950,002 27,350,002 7,700,002 ================ ================= ================= ================= (a) Inception date is January 20, 2021, which is consistent with the commencement of investment operations and is the date the initial creation units were established. See Notes to Financial Statements Page 15 FIRST TRUST EXCHANGE-TRADED FUND VIII STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) FT CBOE VEST FUND OF NASDAQ-100(R) BUFFER ETFS (BUFQ) ---------------- PERIOD ENDED 8/31/2022 (b) ---------------- OPERATIONS: Net investment income (loss).................. $ (1,852) Net realized gain (loss)...................... -- Net change in unrealized appreciation (depreciation)............................. (244,333) ---------------- Net increase (decrease) in net assets resulting from operations............................ (246,185) ---------------- SHAREHOLDER TRANSACTIONS: Proceeds from shares sold..................... 10,975,797 Cost of shares redeemed....................... -- ---------------- Net increase (decrease) in net assets resulting from shareholder transactions.............. 10,975,797 ---------------- Total increase (decrease) in net assets....... 10,729,612 NET ASSETS: Beginning of period........................... -- ---------------- End of period................................. $ 10,729,612 ================ CHANGES IN SHARES OUTSTANDING: Shares outstanding, beginning of period....... -- Shares sold................................... 500,002 Shares redeemed............................... -- ---------------- Shares outstanding, end of period............. 500,002 ================ (b) Inception date is June 15, 2022, which is consistent with the commencement of investment operations and is the date the initial creation units were established. Page 16 See Notes to Financial Statements FIRST TRUST EXCHANGE-TRADED FUND VIII FINANCIAL HIGHLIGHTS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD FT CBOE VEST FUND OF BUFFER ETFS (BUFR) YEAR ENDED AUGUST 31, PERIOD ------------------------------- ENDED 2022 2021 8/31/2020 (a) -------------- -------------- -------------- Net asset value, beginning of period........................... $ 23.30 $ 20.41 $ 20.05 -------- -------- -------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss)................................... (0.03) (0.02) -- Net realized and unrealized gain (loss)........................ (1.06) 2.91 0.36 -------- -------- -------- Total from investment operations............................... (1.09) 2.89 0.36 -------- -------- -------- Net asset value, end of period................................. $ 22.21 $ 23.30 $ 20.41 ======== ======== ======== TOTAL RETURN (b)............................................... (4.68)% 14.16% 1.80% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (in 000's)........................... $728,564 $301,762 $ 6,124 RATIOS TO AVERAGE NET ASSETS: Ratio of total expenses to average net assets (c).............. 0.20% 0.20% 0.20% (d) Ratio of net investment income (loss) to average net assets.... (0.20)% (0.20)% (0.20)% (d) Portfolio turnover rate (e).................................... 2% 1% 0% FT CBOE VEST FUND OF DEEP BUFFER ETFS (BUFD) YEAR PERIOD ENDED ENDED 8/31/2022 8/31/2021 (a) -------------- -------------- Net asset value, beginning of period........................... $ 20.92 $ 20.07 -------- -------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss)................................... (0.03) (0.01) Net realized and unrealized gain (loss)........................ (1.10) 0.86 -------- -------- Total from investment operations............................... (1.13) 0.85 -------- -------- Net asset value, end of period................................. $ 19.79 $ 20.92 ======== ======== TOTAL RETURN (b)............................................... (5.40)% 4.24% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (in 000's)........................... $541,132 $161,109 RATIOS TO AVERAGE NET ASSETS: Ratio of total expenses to average net assets (c).............. 0.20% 0.20% (d) Ratio of net investment income (loss) to average net assets.... (0.20)% (0.20)% (d) Portfolio turnover rate (e).................................... 2% 6% (a) Inception dates for BUFR and BUFD are August 10, 2020 and January 20, 2021, respectively, which are consistent with the respective Fund's commencement of investment operations and are the dates the initial creation units were established. (b) Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all distributions at net asset value during the period, and redemption at net asset value on the last day of the period. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return is calculated for the time period presented and is not annualized for periods of less than a year. (c) The Fund indirectly bears its proportionate share of fees and expenses incurred by the underlying funds in which the Fund invests. The ratio does not include these indirect fees and expenses. (d) Annualized. (e) Portfolio turnover is calculated for the time period presented and is not annualized for periods of less than a year and does not include securities received or delivered from processing creations or redemptions and in-kind transactions. See Notes to Financial Statements Page 17 FIRST TRUST EXCHANGE-TRADED FUND VIII FINANCIAL HIGHLIGHTS (CONTINUED) FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD FT CBOE VEST FUND OF NASDAQ-100(R) BUFFER ETFS (BUFQ) PERIOD ENDED 8/31/2022 (a) -------------- Net asset value, beginning of period........................... $ 20.47 -------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss)................................... (0.00) (b) Net realized and unrealized gain (loss)........................ 0.99 (c) -------- Total from investment operations............................... 0.99 -------- Net asset value, end of period................................. $ 21.46 ======== TOTAL RETURN (d)............................................... 4.84% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (in 000's)........................... $ 10,730 RATIOS TO AVERAGE NET ASSETS: Ratio of total expenses to average net assets (e).............. 0.20% (f) Ratio of net investment income (loss) to average net assets.... (0.20)% (f) Portfolio turnover rate (g).................................... 0% (a) Inception date is June 15, 2022, which is consistent with commencement of investment operations and is the date the initial creation units were established. (b) Amount is less than $0.01. (c) The per share amount does not correlate with the aggregate realized and unrealized gain (loss) due to the timing of the Fund share sales and repurchases in relation to market value fluctuation of the underlying investments. (d) Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all distributions at net asset value during the period, and redemption at net asset value on the last day of the period. The return presented does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return is calculated for the time period presented and is not annualized for periods of less than a year. (e) The Fund indirectly bears its proportionate share of fees and expenses incurred by the underlying funds in which the Fund invests. The ratio does not include these indirect fees and expenses. (f) Annualized. (g) Portfolio turnover is calculated for the time period presented and is not annualized for periods of less than a year and does not include securities received or delivered from processing creations or redemptions and in-kind transactions. Page 18 See Notes to Financial Statements -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 1. ORGANIZATION First Trust Exchange-Traded Fund VIII (the "Trust") is an open-end management investment company organized as a Massachusetts business trust on February 22, 2016, and is registered with the Securities and Exchange Commission ("SEC") under the Investment Company Act of 1940, as amended (the "1940 Act"). The Trust currently consists of fifty-six funds that are offering shares. This report covers the three funds (each a "Fund" and collectively, "the Funds") listed below. The shares of each Fund are listed and traded on the Cboe BZX Exchange, Inc. ("Cboe BZX"). FT Cboe Vest Fund of Buffer ETFs - (ticker "BUFR") FT Cboe Vest Fund of Deep Buffer ETFs - (ticker "BUFD") FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs - (ticker "BUFQ")(1) (1) Commenced investment operations on June 15, 2022. Each Fund represents a separate series of shares of beneficial interest in the Trust. Unlike conventional mutual funds, each Fund issues and redeems shares on a continuous basis, at net asset value ("NAV"), only in large blocks of shares known as "Creation Units." Each Fund is an actively managed exchange-traded fund. The investment objective of BUFR is to seek to provide investors with capital appreciation. BUFR seeks to achieve its investment objective by providing investors with US large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of twelve FT Cboe Vest U.S. Equity Buffer ETFs ("FT ETFs"). Under normal market conditions, BUFR will invest substantially all of its assets in the FT ETFs, which seek to provide investors with returns (before fees, expenses and taxes) that match the price return of the SPDR(R) S&P 500(R) ETF Trust ("SPY"), up to a predetermined upside cap, while providing a buffer against the first 10% (before fees, expenses and taxes) of SPY losses, over a defined one-year period. Unlike the FT ETFs, BUFR itself does not pursue a defined outcome strategy. The buffer is only provided by the FT ETFs and BUFR itself does not provide any stated buffer against losses. In order to understand BUFR's strategy and risks, it is important to understand the strategies and risks of the FT ETFs. The investment objective of BUFD is to seek to provide investors with capital appreciation. BUFD seeks to achieve its investment objective by providing investors with US large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of twelve FT Cboe Vest U.S. Equity Deep Buffer ETFs ("FT DB ETFs"). Under normal market conditions, BUFD will invest substantially all of its assets in the FT DB ETFs, which seek to provide investors with returns (before fees, expenses and taxes) that match the price return of the SPY, up to a predetermined upside cap, while providing a deep buffer against losses between -5% and -30% (before fees, expenses and taxes) of SPY, over a defined one-year period. Unlike the FT DB ETFs, BUFD itself does not pursue a defined outcome strategy. The buffer is only provided by the FT DB ETFs and BUFD itself does not provide any stated buffer against losses. In order to understand BUFD's strategy and risks, it is important to understand the strategies and risks of the FT DB ETFs. The investment objective of BUFQ is to seek to provide investors with capital appreciation. BUFQ seeks to achieve its investment objective by providing investors with large-cap equity market exposure while attempting to limit downside risk through a laddered portfolio of four FT Cboe Vest Nasdaq-100(R) Buffer ETFs ("Nasdaq ETFs"). Under normal market conditions, the BUFQ will invest substantially all of its assets in the Nasdaq ETFs, which seek to provide investors with returns (before fees, expenses and taxes) that match the price return of the Invesco QQQ Trust(SM), Series 1 ("QQQ"), up to a predetermined upside cap, while providing a buffer against the first 10% (before fees, expenses and taxes) of QQQ losses, over a defined one-year period. Unlike the Nasdaq ETFs, BUFQ itself does not pursue a target outcome strategy. The buffer is only provided by the Nasdaq ETFs and the BUFQ itself does not provide any stated buffer against losses. In order to understand the BUFQ's strategy and risks, it is important to understand the strategies and risks of the Nasdaq ETFs. 2. SIGNIFICANT ACCOUNTING POLICIES The Funds are each considered an investment company and follow accounting and reporting guidance under Financial Accounting Standards Board Accounting Standards Codification Topic 946, "Financial Services-Investment Companies." The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of the financial statements. The preparation of the financial statements in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. Page 19 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 A. PORTFOLIO VALUATION Each Fund's NAV is determined daily as of the close of regular trading on the New York Stock Exchange ("NYSE"), normally 4:00 p.m. Eastern time, on each day the NYSE is open for trading. If the NYSE closes early on a valuation day, the NAV is determined as of that time. Each Fund's NAV is calculated by dividing the value of all assets of the Fund (including accrued interest and dividends), less all liabilities (including accrued expenses and dividends declared but unpaid), by the total number of shares outstanding. Each Fund's investments are valued daily at market value or, in the absence of market value with respect to any portfolio securities, at fair value. Market value prices represent last sale or official closing prices from a national or foreign exchange (i.e., a regulated market) and are primarily obtained from third-party pricing services. Fair value prices represent any prices not considered market value prices and are either obtained from a third-party pricing service or are determined by the Pricing Committee of the Funds' investment advisor, First Trust Advisors L.P. ("First Trust" or the "Advisor"), in accordance with valuation procedures adopted by the Trust's Board of Trustees, and in accordance with provisions of the 1940 Act. Investments valued by the Advisor's Pricing Committee, if any, are footnoted as such in the footnotes to the Portfolio of Investments. Each Fund's investments are valued as follows: Common stocks and other equity securities listed on any national or foreign exchange (excluding Nasdaq and the London Stock Exchange Alternative Investment Market ("AIM")) are valued at the last sale price on the exchange on which they are principally traded or, for Nasdaq and AIM securities, the official closing price. Securities traded on more than one securities exchange are valued at the last sale price or official closing price, as applicable, at the close of the securities exchange representing the principal market for such securities. Shares of open-end funds are valued at fair value which is based on NAV per share. Certain securities may not be able to be priced by pre-established pricing methods. Such securities may be valued by the Trust's Board of Trustees or its delegate, the Advisor's Pricing Committee, at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a third-party pricing service is unable to provide a market price; securities whose trading has been formally suspended; a security whose market or fair value price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of a Fund's NAV or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the third-party pricing service, does not reflect the security's fair value. As a general principle, the current fair value of a security would appear to be the amount which the owner might reasonably expect to receive for the security upon its current sale. When fair value prices are used, generally they will differ from market quotations or official closing prices on the applicable exchanges. A variety of factors may be considered in determining the fair value of such securities, including, but not limited to, the following: 1) the type of security; 2) the size of the holding; 3) the initial cost of the security; 4) transactions in comparable securities; 5) price quotes from dealers and/or third-party pricing services; 6) relationships among various securities; 7) information obtained by contacting the issuer, analysts, or the appropriate stock exchange; 8) an analysis of the issuer's financial statements; and 9) the existence of merger proposals or tender offers that might affect the value of the security. The Funds are subject to fair value accounting standards that define fair value, establish the framework for measuring fair value and provide a three-level hierarchy for fair valuation based upon the inputs to the valuation as of the measurement date. The three levels of the fair value hierarchy are as follows: o Level 1 - Level 1 inputs are quoted prices in active markets for identical investments. An active market is a market in which transactions for the investment occur with sufficient frequency and volume to provide pricing information on an ongoing basis. o Level 2 - Level 2 inputs are observable inputs, either directly or indirectly, and include the following: o Quoted prices for similar investments in active markets. o Quoted prices for identical or similar investments in markets that are non-active. A non-active market is a market where there are few transactions for the investment, the prices are not current, or price quotations vary substantially either over time or among market makers, or in which little information is released publicly. Page 20 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 o Inputs other than quoted prices that are observable for the investment (for example, interest rates and yield curves observable at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks, and default rates). o Inputs that are derived principally from or corroborated by observable market data by correlation or other means. o Level 3 - Level 3 inputs are unobservable inputs. Unobservable inputs may reflect the reporting entity's own assumptions about the assumptions that market participants would use in pricing the investment. The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. A summary of the inputs used to value each Fund's investments as of August 31, 2022, is included with each Fund's Portfolio of Investments. In December 2020, the SEC adopted Rule 2a-5 under the 1940 Act, establishing requirements to determine fair value in good faith for purposes of the 1940 Act. The rule permits fund boards to designate a fund's investment adviser to perform fair value determinations, subject to board oversight and certain other conditions. The rule also defines when market quotations are "readily available" for purposes of the 1940 Act and requires a fund to fair value a portfolio investment when a market quotation is not readily available. The SEC also adopted new Rule 31a-4 under the 1940 Act, which sets forth recordkeeping requirements associated with fair value determinations. The compliance date for Rule 2a-5 and Rule 31a-4 is September 8, 2022. Effective September 8, 2022 and pursuant to the requirements of Rule 2a-5, the Trust's Board of Trustees designated the Advisor as its valuation designee to perform fair value determinations and approved new Advisor Valuation Procedures for the Trust. B. SECURITIES TRANSACTIONS AND INVESTMENT INCOME Securities transactions are recorded as of the trade date. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recorded on the ex-dividend date. C. AFFILIATED TRANSACTIONS Each of the funds invests in securities of affiliated funds. Each Fund's investment performance and risks are directly related to the investment performance and risks of the affiliated funds. Dividend income, if any, realized gains and losses, and change in appreciation (depreciation) from affiliated funds are presented on the Statements of Operations. Amounts related to these investments in BUFQ at August 31, 2022 and for the fiscal period then ended are as follows: CHANGE IN UNREALIZED REALIZED SHARES AT VALUE AT APPRECIATION GAIN VALUE AT DIVIDEND SECURITY NAME 8/31/2022 6/15/2021 PURCHASES SALES (DEPRECIATION) (LOSS) 8/31/2022 INCOME ----------------------------------------------------------------------------------------------------------------------------------- FT Cboe Vest Nasdaq-100(R) Buffer ETF - March 131,580 $ -- $ 2,728,253 $ -- $ (64,179) $ -- $ 2,664,074 $ -- FT Cboe Vest Nasdaq-100(R) Buffer ETF - June 140,950 -- 2,697,425 -- (48,974) -- 2,648,451 -- FT Cboe Vest Nasdaq-100(R) Buffer ETF - September 149,990 -- 2,780,203 -- (70,844) -- 2,709,359 -- FT Cboe Vest Nasdaq-100(R) Buffer ETF - December 135,660 -- 2,762,412 -- (60,336) -- 2,702,076 -- ------------------------------------------------------------------------------------------------ $ -- $ 10,968,293 $ -- $ (244,333) $ -- $ 10,723,960 $ -- ================================================================================================ Page 21 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 Amounts related to these investments in BUFR at August 31, 2022 and for the fiscal year then ended are as follows: CHANGE IN UNREALIZED REALIZED SHARES AT VALUE AT APPRECIATION GAIN VALUE AT DIVIDEND SECURITY NAME 8/31/2022 6/15/2021 PURCHASES SALES (DEPRECIATION) (LOSS) 8/31/2022 INCOME ----------------------------------------------------------------------------------------------------------------------------------- FT Cboe Vest U.S. Equity Buffer ETF - January 1,875,751 $ 25,142,439 $ 51,781,383 $ (13,872,416) $ (2,722,812) $ 354,014 $ 60,682,608 $ -- FT Cboe Vest U.S. Equity Buffer ETF - February 1,707,918 25,402,513 51,913,638 (13,432,384) (4,053,937) 599,725 60,429,555 -- FT Cboe Vest U.S. Equity Buffer ETF - March 1,936,857 25,206,024 51,522,354 (13,738,920) (2,792,411) 290,997 60,488,044 -- FT Cboe Vest U.S. Equity Buffer ETF - April 2,056,490 25,234,357 52,126,549 (12,372,583) (5,018,575) 347,104 60,316,852 -- FT Cboe Vest U.S. Equity Buffer ETF - May 1,699,844 25,232,697 50,816,723 (12,711,257) (3,219,128) 463,405 60,582,440 -- FT Cboe Vest U.S. Equity Buffer ETF - June 1,671,132 25,188,007 50,966,454 (14,248,474) (1,668,381) 391,063 60,628,669 -- FT Cboe Vest U.S. Equity Buffer ETF - July 1,749,052 25,254,902 51,015,603 (14,147,746) (1,790,279) 289,662 60,622,142 -- FT Cboe Vest U.S. Equity Buffer ETF - August 1,716,014 25,175,010 51,744,730 (12,557,099) (4,290,678) 263,089 60,335,052 -- FT Cboe Vest U.S. Equity Buffer ETF - September 1,836,272 24,842,175 51,301,054 (12,417,957) (2,524,322) 210,780 61,411,730 -- FT Cboe Vest U.S. Equity Buffer ETF - October 1,859,315 24,921,718 51,496,948 (12,218,608) (3,233,403) 228,794 61,195,449 -- FT Cboe Vest U.S. Equity Buffer ETF - November 1,712,001 25,053,554 52,273,052 (12,295,728) (4,439,990) 279,821 60,870,709 -- FT Cboe Vest U.S. Equity Buffer ETF - December 1,917,166 24,997,377 51,802,592 (12,147,744) (4,048,971) 266,766 60,870,020 -- ------------------------------------------------------------------------------------------------ $301,650,773 $618,761,080 $(156,160,916) $ (39,802,887) $ 3,985,220 $728,433,270 $ -- ================================================================================================ Page 22 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 Amounts related to these investments in BUFD at August 31, 2022 and for the fiscal year then ended are as follows: CHANGE IN UNREALIZED REALIZED SHARES AT VALUE AT APPRECIATION GAIN VALUE AT DIVIDEND SECURITY NAME 8/31/2022 6/15/2021 PURCHASES SALES (DEPRECIATION) (LOSS) 8/31/2022 INCOME ----------------------------------------------------------------------------------------------------------------------------------- FT Cboe Vest U.S. Equity Deep Buffer ETF - January 1,458,926 $ 13,402,138 $ 39,401,072 $ (6,461,803) $ (1,574,807) $ 168,321 $ 44,934,921 $ -- FT Cboe Vest U.S. Equity Deep Buffer ETF - February 1,324,768 13,421,030 39,469,105 (6,925,573) (1,242,867) 197,081 44,918,776 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - March 1,476,336 13,452,408 39,497,594 (6,712,343) (1,500,627) 158,346 44,895,378 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - April 1,502,479 13,464,511 39,476,749 (6,585,736) (1,698,280) 161,705 44,818,949 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - May 1,427,561 13,465,196 40,382,460 (5,915,125) (3,052,706) 189,132 45,068,957 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - June 1,394,956 13,396,029 39,598,356 (6,093,969) (1,878,876) 161,085 45,182,625 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - July 1,449,238 13,441,726 39,606,254 (5,685,246) (2,486,503) 137,101 45,013,332 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - August 1,423,581 13,434,043 40,703,849 (5,570,949) (3,811,209) 87,067 44,842,801 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - September 1,490,389 13,351,278 39,975,135 (5,554,750) (2,480,405) 105,991 45,397,249 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - October 1,479,176 13,394,736 39,930,524 (5,870,453) (2,301,669) 106,245 45,259,383 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - November 1,386,309 13,392,943 39,868,258 (5,727,054) (2,110,948) 103,189 45,526,388 -- FT Cboe Vest U.S. Equity Deep Buffer ETF - December 1,486,873 13,422,261 39,645,471 (5,828,136) (2,150,737) 126,949 45,215,808 -- ------------------------------------------------------------------------------------------------ $161,038,299 $477,554,827 $ (72,931,137) $ (26,289,634) $ 1,702,212 $541,074,567 $ -- ================================================================================================ Page 23 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 D. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS Dividends from net investment income of each Fund, if any, are declared and paid quarterly, or as the Board of Trustees may determine from time to time. Distributions of net realized gains earned by each Fund, if any, are distributed at least annually. Distributions from net investment income and realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These permanent differences are primarily due to the varying treatment of income and gain/loss on significantly modified portfolio securities held by the Funds and have no impact on net assets or NAV per share. Temporary differences, which arise from recognizing certain items of income, expense and gain/loss in different periods for financial statement and tax purposes, will reverse at some time in the future. During their applicable taxable periods, none of the Funds paid a distribution in 2021 or 2022. As of August 31, 2022, the components of distributable earnings on a tax basis for each Fund were as follows: Accumulated Net Undistributed Capital and Unrealized Ordinary Other Appreciation Income Gain (Loss) (Depreciation) ------------- ------------- -------------- FT Cboe Vest Fund of Buffer ETFs $ (938,038) $ -- $ (32,185,350) FT Cboe Vest Fund of Deep Buffer ETFs (558,235) -- (24,297,879) FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs -- -- (244,333) E. INCOME TAXES Each Fund intends to qualify or continue to qualify as a regulated investment company by complying with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, which includes distributing substantially all of its net investment income and net realized gains to shareholders. Accordingly, no provision has been made for federal and state income taxes. However, due to the timing and amount of distributions, each Fund may be subject to an excise tax of 4% of the amount by which approximately 98% of each Fund's taxable income exceeds the distributions from such taxable income for the calendar year. The Funds are subject to accounting standards that establish a minimum threshold for recognizing, and a system for measuring, the benefits of a tax position taken or expected to be taken in a tax return. For BUFR, the taxable years ended 2020, 2021, and 2022 remain open to federal and state audit. For BUFD, the taxable years ended 2021 and 2022 remain open to federal and state audit. For BUFQ, the taxable year ended 2022 remains open to federal and state audit. As of August 31, 2022, management has evaluated the application of these standards to the Funds and has determined that no provision for income tax is required in the Funds' financial statements for uncertain tax positions. Each Fund intends to utilize provisions of the federal income tax laws, which allow it to carry a realized capital loss forward indefinitely following the year of the loss and offset such loss against any future realized capital gains. Each Fund is subject to certain limitations under U.S. tax rules on the use of capital loss carryforwards and net unrealized built-in losses. These limitations apply when there has been a 50% change in ownership. At August 31, 2022, the Funds had no capital loss carryforwards for federal income tax purposes. Certain losses realized during the current taxable year may be deferred and treated as occurring on the first day of the following taxable year for federal income tax purposes. At August 31, 2022, the following Funds listed below incurred and elected to defer net late year ordinary or capital losses as follows: Qualified Late Year Losses Taxable --------------------------------------- Year End Ordinary Losses Capital Losses --------------- --------------- -------------- FT Cboe Vest Fund of Buffer ETFs 31-Aug-22 $ 938,038 $ -- FT Cboe Vest Fund of Deep Buffer ETFs 31-Aug-22 558,235 -- FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs 31-Aug-22 -- -- In order to present paid-in capital and accumulated distributable earnings (loss) (which consists of accumulated net investment income (loss), accumulated net realized gain (loss) on investments and net unrealized appreciation (depreciation) on investments) on the Statements of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to paid-in capital, accumulated net investment income (loss) and accumulated net realized gain (loss) on investments. These adjustments are primarily due to the Page 24 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 difference between book and tax treatments of income and gains on various investment securities held by the Funds and in-kind transactions. The results of operations and net assets were not affected by these adjustments. For the fiscal period ended August 31, 2022, the adjustments for each Fund were as follows: Accumulated Accumulated Net Realized Taxable Net Investment Gain (Loss) Paid-in Year End Income (Loss) on Investments Capital -------------- -------------- -------------- -------------- FT Cboe Vest Fund of Buffer ETFs 31-Aug-22 $ 528,207 $ (4,409,409) $ 3,881,202 FT Cboe Vest Fund of Deep Buffer ETFs 31-Aug-22 155,881 (1,969,024) 1,813,143 FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs 31-Aug-22 1,852 -- (1,852) As of August 31, 2022, the aggregate cost, gross unrealized appreciation, gross unrealized depreciation, and net unrealized appreciation/(depreciation) on investments (including short positions and derivatives, if any) for federal income tax purposes were as follows: Net Gross Gross Unrealized Unrealized Unrealized Appreciation Tax Cost Appreciation (Depreciation) (Depreciation) -------------- -------------- -------------- -------------- FT Cboe Vest Fund of Buffer ETFs $ 760,880,291 $ 347,959 $ (32,533,309) $ (32,185,350) FT Cboe Vest Fund of Deep Buffer ETFs 565,518,026 345,694 (24,643,573) (24,297,879) FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs 10,975,274 100,043 (344,376) (244,333) F. EXPENSES Expenses, other than the investment advisory fee and other excluded expenses, are paid by the Advisor (see Note 3). 3. INVESTMENT ADVISORY FEE, AFFILIATED TRANSACTIONS AND OTHER FEE ARRANGEMENTS First Trust, the investment advisor to the Funds, is a limited partnership with one limited partner, Grace Partners of DuPage L.P., and one general partner, The Charger Corporation. The Charger Corporation is an Illinois corporation controlled by James A. Bowen, Chief Executive Officer of First Trust. First Trust is responsible for the ongoing monitoring of the securities in each Fund's portfolio, managing the Funds' business affairs and providing certain administrative services necessary for the management of the Funds. First Trust is paid an annual unitary management fee of 0.20% of each Fund's average daily net assets. In addition, each Fund incurs pro rata share of fees and expenses attributable to investments in other investment companies ("acquired fund fees and expenses"). The total of the unitary management fee and acquired fund fees and expenses represents each Fund's total annual operating expenses. First Trust is responsible for each Fund's expenses, including the cost of transfer agency, sub-advisory, custody, fund administration, legal, audit and other services, but excluding fee payments under the Investment Management Agreement, interest, taxes, acquired fund fees and expenses, if any, brokerage commissions and other expenses connected with the execution of portfolio transactions, distribution and service fees payable pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses. Cboe VestSM Financial LLC ("Cboe Vest"), an affiliate of First Trust, serves as the Funds' sub-advisor and manages each Fund's portfolio subject to First Trust's supervision. Pursuant to the Investment Management Agreement, between the Trust, on behalf of the Funds, and the Advisor, and the Investment Sub-Advisory Agreement among the Trust, on behalf of the Funds, the Advisor and Cboe Vest, First Trust will supervise Cboe Vest and its management of the investment of each Fund's assets and will pay Cboe Vest for its services as the Funds' sub-advisor a sub-advisory fee equal to 50% of the monthly unitary management fee paid to the Advisor, less Cboe Vest's 50% share of each Fund's expenses for that month. The Trust has multiple service agreements with The Bank of New York Mellon ("BNYM"). Under the service agreements, BNYM performs custodial, fund accounting, certain administrative services, and transfer agency services for each Fund. As custodian, BNYM is responsible for custody of each Fund's assets. As fund accountant and administrator, BNYM is responsible for maintaining the books and records of each Fund's securities and cash. As transfer agent, BNYM is responsible for maintaining shareholder records for each Fund. BNYM is a subsidiary of The Bank of New York Mellon Corporation, a financial holding company. Page 25 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 Each Trustee who is not an officer or employee of First Trust, any sub-advisor or any of their affiliates ("Independent Trustees") is paid a fixed annual retainer that is allocated equally among each fund in the First Trust Fund Complex. Each Independent Trustee is also paid an annual per fund fee that varies based on whether the fund is a closed-end or other actively managed fund, a defined-outcome fund or an index fund. Additionally, the Lead Independent Trustee and the Chairs of the Audit Committee, Nominating and Governance Committee and Valuation Committee are paid annual fees to serve in such capacities, with such compensation allocated pro rata among each fund in the First Trust Fund Complex based on net assets. Independent Trustees are reimbursed for travel and out-of-pocket expenses in connection with all meetings. The Lead Independent Trustee and Committee Chairs rotate every three years. The officers and "Interested" Trustee receive no compensation from the Trust for acting in such capacities. 4. PURCHASES AND SALES OF SECURITIES For the fiscal period ended August 31, 2022, the cost of purchases and proceeds from sales of investments for each Fund, excluding short-term investments and in-kind transactions, were as follows: Purchases Sales -------------- -------------- FT Cboe Vest Fund of Buffer ETFs $ 9,686,947 $ 10,943,082 FT Cboe Vest Fund of Deep Buffer ETFs 5,472,036 6,164,106 FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs -- -- For the fiscal period ended August 31, 2022, the cost of in-kind purchases and proceeds from in-kind sales for each Fund were as follows: Purchases Sales -------------- -------------- FT Cboe Vest Fund of Buffer ETFs $ 609,074,133 $ 145,217,834 FT Cboe Vest Fund of Deep Buffer ETFs 472,082,791 66,767,031 FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs 10,968,293 -- 5. CREATIONS, REDEMPTIONS AND TRANSACTION FEES Each Fund generally issues and redeems its shares in primary market transactions through a creation and redemption mechanism and does not sell or redeem individual shares. Instead, financial entities known as "Authorized Participants" have contractual arrangements with a Fund or one of the Fund's service providers to purchase and redeem Fund shares directly with the Fund in large blocks of shares known as "Creation Units." Prior to the start of trading on every business day, a Fund publishes through the National Securities Clearing Corporation ("NSCC") the "basket" of securities, cash or other assets that it will accept in exchange for a Creation Unit of the Fund's shares. An Authorized Participant that wishes to effectuate a creation of a Fund's shares deposits with the Fund the "basket" of securities, cash or other assets identified by the Fund that day, and then receives the Creation Unit of the Fund's shares in return for those assets. After purchasing a Creation Unit, the Authorized Participant may continue to hold the Fund's shares or sell them in the secondary market. The redemption process is the reverse of the purchase process: the Authorized Participant redeems a Creation Unit of a Fund's shares for a basket of securities, cash or other assets. The combination of the creation and redemption process with secondary market trading in a Fund's shares and underlying securities provides arbitrage opportunities that are designed to help keep the market price of a Fund's shares at or close to the NAV per share of the Fund. Each Fund imposes fees in connection with the purchase of Creation Units. These fees may vary based upon various fact-based circumstances, including, but not limited to, the composition of the securities included in the Creation Unit or the countries in which the transactions are settled. The price for each Creation Unit will equal the daily NAV per share of a Fund times the number of shares in a Creation Unit, plus the fees described above and, if applicable, any operational processing and brokerage costs, transfer fees, stamp taxes and part or all of the spread between the expected bid and offer side of the market related to the securities comprising the creation basket. Each Fund also imposes fees in connection with the redemption of Creation Units. These fees may vary based upon various fact-based circumstances, including, but not limited to, the composition of the securities included in the Creation Unit or the countries in which the transactions are settled. The price received for each Creation Unit will equal the daily NAV per share of a Fund times the number of shares in a Creation Unit, minus the fees described above and, if applicable, any operational processing and brokerage costs, transfer fees, stamp taxes and part or all of the spread between the expected bid and offer side of the market related to the securities comprising the redemption basket. Investors who use the services of a broker or other such intermediary in addition to an Authorized Participant to effect a redemption of a Creation Unit may also be assessed an amount to cover the cost of such services. The redemption fee charged by a Fund will comply with Rule 22c-2 of the 1940 Act which limits redemption fees to no more than 2% of the value of the shares redeemed. Page 26 -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 6. DISTRIBUTION PLAN The Board of Trustees adopted a Distribution and Service Plan pursuant to Rule 12b-1 under the 1940 Act. In accordance with the Rule 12b-1 plan, the Funds are authorized to pay an amount up to 0.25% of their average daily net assets each year to reimburse First Trust Portfolios L.P. ("FTP"), the distributor of the Funds, for amounts expended to finance activities primarily intended to result in the sale of Creation Units or the provision of investor services. FTP may also use this amount to compensate securities dealers or other persons that are Authorized Participants for providing distribution assistance, including broker-dealer and shareholder support and educational and promotional services. No 12b-1 fees are currently paid by the Funds, and pursuant to a contractual arrangement, no 12b-1 fees will be paid any time before December 31, 2023 for BUFR and BUFD and June 14, 2024 for BUFQ. 7. INDEMNIFICATION The Trust, on behalf of the Funds, has a variety of indemnification obligations under contracts with its service providers. The Trust's maximum exposure under these arrangements is unknown. However, the Trust has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote. 8. SUBSEQUENT EVENTS Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no events requiring recognition or disclosure in the financial statements that have not already been disclosed. Page 27 -------------------------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -------------------------------------------------------------------------------- TO THE SHAREHOLDERS AND BOARD OF TRUSTEES OF FIRST TRUST EXCHANGE-TRADED FUND VIII: OPINION ON THE FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS We have audited the accompanying statements of assets and liabilities of FT Cboe Vest Fund of Buffer ETFs, FT Cboe Vest Fund of Deep Buffer ETFs, and FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs, each a series of the First Trust Exchange-Traded Fund VIII, including the portfolios of investments, as of August 31, 2022, the related statements of operations, the changes in net assets, and the financial highlights for the periods indicated in the table below, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Funds as of August 31, 2022, and the results of their operations, the changes in their net assets, and the financial highlights for the periods listed in the table below, in conformity with accounting principles generally accepted in the United States of America. ------------------------------------------------------------------------------------------------------------------------------ INDIVIDUAL FUNDS STATEMENTS OF STATEMENTS OF FINANCIAL INCLUDED IN THE TRUST OPERATIONS CHANGES IN NET ASSETS HIGHLIGHTS ------------------------------------------------------------------------------------------------------------------------------ FT Cboe Vest Fund of Buffer ETFs For the year ended For the years ended For the years ended August 31, 2022 August 31, 2022 and 2021 August 31, 2022 and 2021, and for the period from August 10, 2020 (commencement of operations) through August 31, 2020 ------------------------------------------------------------------------------------------------------------------------------ FT Cboe Vest Fund of Deep Buffer ETFs For the year ended For the year ended August 31, 2022, and for the period August 31, 2022 from from January 20, 2021 (commencement of operations) through August 31, 2021 ------------------------------------------------------------------------------------------------------------------------------ FT Cboe Vest Fund of Nasdaq-100(R) For the period from June 15, 2022 (commencement of operations) through Buffer ETFs August 31, 2022 ------------------------------------------------------------------------------------------------------------------------------ BASIS FOR OPINION These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on the Funds' financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of August 31, 2022, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion. /s/ Deloitte & Touche LLP Chicago, Illinois October 24, 2022 We have served as the auditor of one or more First Trust investment companies since 2001. Page 28 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) PROXY VOTING POLICIES AND PROCEDURES A description of the policies and procedures that the Trust uses to determine how to vote proxies and information on how each Fund voted proxies relating to its portfolio securities during the most recent 12-month period ended June 30 is available (1) without charge, upon request, by calling (800) 988-5891; (2) on each Fund's website at www.ftportfolios.com; and (3) on the Securities and Exchange Commission's ("SEC") website at www.sec.gov. PORTFOLIO HOLDINGS Each Fund files portfolio holdings information for each month in a fiscal quarter within 60 days after the end of the relevant fiscal quarter on Form N-PORT. Portfolio holdings information for the third month of each fiscal quarter will be publicly available on the SEC's website at www.sec.gov. Each Fund's complete schedule of portfolio holdings for the second and fourth quarters of each fiscal year is included in the semi-annual and annual reports to shareholders, respectively, and is filed with the SEC on Form N-CSR. The semi-annual and annual report for each Fund is available to investors within 60 days after the period to which it relates. Each Fund's Forms N-PORT and Forms N-CSR are available on the SEC's website listed above. FEDERAL TAX INFORMATION There were no distributions made by each Fund during their applicable taxable period; therefore, no analysis for the corporate dividends received deduction and qualified dividend income was completed. RISK CONSIDERATIONS RISKS ARE INHERENT IN ALL INVESTING. CERTAIN GENERAL RISKS THAT MAY BE APPLICABLE TO A FUND ARE IDENTIFIED BELOW, BUT NOT ALL OF THE MATERIAL RISKS RELEVANT TO EACH FUND ARE INCLUDED IN THIS REPORT AND NOT ALL OF THE RISKS BELOW APPLY TO EACH FUND. THE MATERIAL RISKS OF INVESTING IN EACH FUND ARE SPELLED OUT IN ITS PROSPECTUS, STATEMENT OF ADDITIONAL INFORMATION AND OTHER REGULATORY FILINGS. BEFORE INVESTING, YOU SHOULD CONSIDER EACH FUND'S INVESTMENT OBJECTIVE, RISKS, CHARGES AND EXPENSES, AND READ EACH FUND'S PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION CAREFULLY. YOU CAN DOWNLOAD EACH FUND'S PROSPECTUS AT WWW.FTPORTFOLIOS.COM OR CONTACT FIRST TRUST PORTFOLIOS L.P. AT (800) 621-1675 TO REQUEST A PROSPECTUS, WHICH CONTAINS THIS AND OTHER INFORMATION ABOUT EACH FUND. CONCENTRATION RISK. To the extent that a fund is able to invest a significant percentage of its assets in a single asset class or the securities of issuers within the same country, state, region, industry or sector, an adverse economic, business or political development may affect the value of the fund's investments more than if the fund were more broadly diversified. A fund that tracks an index will be concentrated to the extent the fund's corresponding index is concentrated. A concentration makes a fund more susceptible to any single occurrence and may subject the fund to greater market risk than a fund that is more broadly diversified. CREDIT RISK. Credit risk is the risk that an issuer of a security will be unable or unwilling to make dividend, interest and/or principal payments when due and the related risk that the value of a security may decline because of concerns about the issuer's ability to make such payments. CYBER SECURITY RISK. The funds are susceptible to potential operational risks through breaches in cyber security. A breach in cyber security refers to both intentional and unintentional events that may cause a fund to lose proprietary information, suffer data corruption or lose operational capacity. Such events could cause a fund to incur regulatory penalties, reputational damage, additional compliance costs associated with corrective measures and/or financial loss. In addition, cyber security breaches of a fund's third-party service providers, such as its administrator, transfer agent, custodian, or sub-advisor, as applicable, or issuers in which the fund invests, can also subject a fund to many of the same risks associated with direct cyber security breaches. DEFINED OUTCOME FUNDS RISK. To the extent a fund's investment strategy is designed to deliver returns tied to the price performance of an underlying ETF, an investor may not realize the returns the fund seeks to achieve if that investor does not hold shares for the entire target outcome period. In the event an investor purchases shares after the first day of the target outcome period or sells shares prior to the end of the target outcome period, the buffer that the fund seeks to provide against a decline in the value of the underlying ETF may not be available, the enhanced returns that the fund seeks to provide (if any) may not be available and the investor may not participate in a gain in the value of the underlying ETF up to the cap for the investor's investment period. Additionally, the fund will not participate in gains of the underlying ETF above the cap and a shareholder may lose their entire investment. If the fund seeks enhanced returns, there are certain time periods when the value of the fund may fall faster than the value of the underlying ETF, and it is very unlikely that, on any given day during which the underlying ETF share price increases in value, the fund's share price will increase at the same rate as the enhanced returns sought by the fund, which is designed for an entire target outcome period. Trading flexible exchange options involves risks different from, or possibly greater than, the risks associated with investing directly in securities, such as less liquidity and correlation and valuation risks. A fund may experience substantial downside from specific flexible exchange option positions and certain positions may expire worthless. Page 29 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) DERIVATIVES RISK. To the extent a fund uses derivative instruments such as futures contracts, options contracts and swaps, the fund may experience losses because of adverse movements in the price or value of the underlying asset, index or rate, which may be magnified by certain features of the derivative. These risks are heightened when a fund's portfolio managers use derivatives to enhance the fund's return or as a substitute for a position or security, rather than solely to hedge (or offset) the risk of a position or security held by the fund. EQUITY SECURITIES RISK. To the extent a fund invests in equity securities, the value of the fund's shares will fluctuate with changes in the value of the equity securities. Equity securities prices fluctuate for several reasons, including changes in investors' perceptions of the financial condition of an issuer or the general condition of the relevant stock market, such as market volatility, or when political or economic events affecting the issuers occur. In addition, common stock prices may be particularly sensitive to rising interest rates, as the cost of capital rises and borrowing costs increase. Equity securities may decline significantly in price over short or extended periods of time, and such declines may occur in the equity market as a whole, or they may occur in only a particular country, company, industry or sector of the market. ETF RISK. The shares of an ETF trade like common stock and represent an interest in a portfolio of securities. The risks of owning an ETF generally reflect the risks of owning the underlying securities, although lack of liquidity in an ETF could result in it being more volatile and ETFs have management fees that increase their costs. Shares of an ETF trade on an exchange at market prices rather than net asset value, which may cause the shares to trade at a price greater than net asset value (premium) or less than net asset value (discount). In times of market stress, decisions by market makers to reduce or step away from their role of providing a market for an ETF's shares, or decisions by an ETF's authorized participants that they are unable or unwilling to proceed with creation and/or redemption orders of an ETF's shares, could result in shares of the ETF trading at a discount to net asset value and in greater than normal intraday bid-ask spreads. FIXED INCOME SECURITIES RISK. To the extent a fund invests in fixed income securities, the fund will be subject to credit risk, income risk, interest rate risk, liquidity risk and prepayment risk. Income risk is the risk that income from a fund's fixed income investments could decline during periods of falling interest rates. Interest rate risk is the risk that the value of a fund's fixed income securities will decline because of rising interest rates. Liquidity risk is the risk that a security cannot be purchased or sold at the time desired, or cannot be purchased or sold without adversely affecting the price. Prepayment risk is the risk that the securities will be redeemed or prepaid by the issuer, resulting in lower interest payments received by the fund. In addition to these risks, high yield securities, or "junk" bonds, are subject to greater market fluctuations and risk of loss than securities with higher ratings, and the market for high yield securities is generally smaller and less liquid than that for investment grade securities. INDEX OR MODEL CONSTITUENT RISK. Certain funds may be a constituent of one or more indices or ETF models. As a result, such a fund may be included in one or more index-tracking exchange-traded funds or mutual funds. Being a component security of such a vehicle could greatly affect the trading activity involving a fund, the size of the fund and the market volatility of the fund. Inclusion in an index could increase demand for the fund and removal from an index could result in outsized selling activity in a relatively short period of time. As a result, a fund's net asset value could be negatively impacted and the fund's market price may be significantly below its net asset value during certain periods. In addition, index rebalances may potentially result in increased trading activity in a fund's shares. INDEX PROVIDER RISK. To the extent a fund seeks to track an index, it is subject to Index Provider Risk. There is no assurance that the Index Provider will compile the Index accurately, or that the Index will be determined, maintained, constructed, reconstituted, rebalanced, composed, calculated or disseminated accurately. To correct any such error, the Index Provider may carry out an unscheduled rebalance or other modification of the Index constituents or weightings, which may increase the fund's costs. The Index Provider does not provide any representation or warranty in relation to the quality, accuracy or completeness of data in the Index, and it does not guarantee that the Index will be calculated in accordance with its stated methodology. Losses or costs associated with any Index Provider errors generally will be borne by the fund and its shareholders. INVESTMENT COMPANIES RISK. To the extent a fund invests in the securities of other investment vehicles, the fund will incur additional fees and expenses that would not be present in a direct investment in those investment vehicles. Furthermore, the fund's investment performance and risks are directly related to the investment performance and risks of the investment vehicles in which the fund invests. LIBOR RISK. To the extent a fund invests in floating or variable rate obligations that use the London Interbank Offered Rate ("LIBOR") as a reference interest rate, it is subject to LIBOR Risk. The United Kingdom's Financial Conduct Authority, which regulates LIBOR has ceased making LIBOR available as a reference rate over a phase-out period that began December 31, 2021. There is no assurance that any alternative reference rate, including the Secured Overnight Financing Rate ("SOFR") will be similar to or produce the same value or economic equivalence as LIBOR or that instruments using an alternative rate will have the same volume or liquidity. The unavailability or replacement of LIBOR may affect the value, liquidity or return on certain fund investments and may result in costs incurred in connection with closing out positions and entering into new trades. Any potential effects of the transition away from LIBOR on the fund or on certain instruments in which the fund invests can be difficult to ascertain, and they may vary depending on a variety of factors, and they could result in losses to the fund. Page 30 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) MANAGEMENT RISK. To the extent that a fund is actively managed, it is subject to management risk. In managing an actively-managed fund's investment portfolio, the fund's portfolio managers will apply investment techniques and risk analyses that may not have the desired result. There can be no guarantee that a fund will meet its investment objective. MARKET RISK. Market risk is the risk that a particular security, or shares of a fund in general, may fall in value. Securities held by a fund, as well as shares of a fund itself, are subject to market fluctuations caused by factors such as general economic conditions, political events, regulatory or market developments, changes in interest rates and perceived trends insecurities prices. Shares of a fund could decline in value or underperform other investments as a result of the risk of loss associated with these market fluctuations. In addition, local, regional or global events such as war, acts of terrorism, spread of infectious diseases or other public health issues, recessions, or other events could have a significant negative impact on a fund and its investments. Such events may affect certain geographic regions, countries, sectors and industries more significantly than others. In February 2022, Russia invaded Ukraine which has caused and could continue to cause significant market disruptions and volatility within the markets in Russia, Europe, and the United States. The hostilities and sanctions resulting from those hostilities could have a significant impact on certain fund investments as well as fund performance. The COVID-19 global pandemic and the ensuing policies enacted by governments and central banks have caused and may continue to cause significant volatility and uncertainty in global financial markets. While the U.S. has resumed "reasonably" normal business activity, many countries continue to impose lockdown measures. Additionally, there is no guarantee that vaccines will be effective against emerging variants of the disease. These events also adversely affect the prices and liquidity of a fund's portfolio securities or other instruments and could result in disruptions in the trading markets. Any of such circumstances could have a materially negative impact on the value of a fund's shares and result in increased market volatility. During any such events, a fund's shares may trade at increased premiums or discounts to their net asset value and the bid/ask spread on a fund's shares may widen. NON-U.S. SECURITIES RISK. To the extent a fund invests in non-U.S. securities, it is subject to additional risks not associated with securities of domestic issuers. Non-U.S. securities are subject to higher volatility than securities of domestic issuers due to: possible adverse political, social or economic developments; restrictions on foreign investment or exchange of securities; capital controls; lack of liquidity; currency exchange rates; excessive taxation; government seizure of assets; the imposition of sanctions by foreign governments; different legal or accounting standards; and less government supervision and regulation of exchanges in foreign countries. Investments in non-U.S. securities may involve higher costs than investments in U.S. securities, including higher transaction and custody costs, as well as additional taxes imposed by non-U.S. governments. These risks may be heightened for securities of companies located, or with significant operations, in emerging market countries. OPERATIONAL RISK. Each fund is subject to risks arising from various operational factors, including, but not limited to, human error, processing and communication errors, errors of a fund's service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. Each fund relies on third-parties for a range of services, including custody. Any delay or failure relating to engaging or maintaining such service providers may affect a fund's ability to meet its investment objective. Although the funds and the funds' investment advisor seek to reduce these operational risks through controls and procedures, there is no way to completely protect against such risks. PASSIVE INVESTMENT RISK. To the extent a fund seeks to track an index, the fund will invest in the securities included in, or representative of, the index regardless of their investment merit. A fund generally will not attempt to take defensive positions in declining markets. VALUATION RISK. The valuation of certain securities may carry more risk than that of common stock. Uncertainties in the conditions of the financial markets, unreliable reference data, lack of transparency and inconsistency of valuation models and processes may lead to inaccurate asset pricing. A fund may hold investments in sizes smaller than institutionally sized round lot positions (sometimes referred to as odd lots). However, third-party pricing services generally provide evaluations on the basis of institutionally-sized round lots. If a fund sells certain of its investments in an odd lot transaction, the sale price may be less than the value at which such securities have been held by the fund. Odd lots often trade at lower prices than institutional round lots. There is no assurance that the fund will be able to sell a portfolio security at the price established by the pricing service, which could result in a loss to the fund. NOT FDIC INSURED NOT BANK GUARANTEED MAY LOSE VALUE REMUNERATION First Trust Advisors L.P. ("First Trust") is authorised and regulated by the U.S. Securities and Exchange Commission and is entitled to market shares of certain First Trust Exchange-Traded Fund VIII funds it manages (the "Funds") in certain member states in the European Economic Area in accordance with the cooperation arrangements in Article 42 of the Alternative Investment Fund Managers Directive (the "Directive"). First Trust is required under the Directive to make disclosures in respect of remuneration. The following disclosures are made in line with First Trust's interpretation of currently available regulatory guidance on remuneration disclosures. Page 31 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) During the year ended December 31, 2021, the amount of remuneration paid (or to be paid) by First Trust Advisors L.P. in respect of the Funds is $79,789. This figure is comprised of $3,070 paid (or to be paid) in fixed compensation and $76,719 paid (or to be paid) in variable compensation. There were a total of 24 beneficiaries of the remuneration described above. Those amounts include $40,974 paid (or to be paid) to senior management of First Trust Advisors L.P. and $38,815 paid (or to be paid) to other employees whose professional activities have a material impact on the risk profiles of First Trust Advisors L.P. or the Funds (collectively, "Code Staff"). Code Staff included in the aggregated figures disclosed above are rewarded in line with First Trust's remuneration policy (the "Remuneration Policy") which is determined and implemented by First Trust's senior management. The Remuneration Policy reflects First Trust's ethos of good governance and encapsulates the following principal objectives: i. to provide a clear link between remuneration and performance of First Trust and to avoid rewarding for failure; ii. to promote sound and effective risk management consistent with the risk profiles of the funds managed by First Trust; and iii. to remunerate staff in line with the business strategy, objectives, values and interests of First Trust and the funds managed by First Trust in a manner that avoids conflicts of interest. First Trust assesses various risk factors which it is exposed to when considering and implementing remuneration for Code Staff and considers whether any potential award to such person(s) would give rise to a conflict of interest. First Trust does not reward failure, or consider the taking of risk or failure to take risk in its remuneration of Code Staff. First Trust assesses performance for the purposes of determining payments in respect of performance-related remuneration of Code Staff by reference to a broad range of measures including (i) individual performance (using financial and non-financial criteria), and (ii) the overall performance of First Trust. Remuneration is not based upon the performance of the Funds. The elements of remuneration are balanced between fixed and variable and the senior management sets fixed salaries at a level sufficient to ensure that variable remuneration incentivises and rewards strong individual performance but does not encourage excessive risk taking. No individual is involved in setting his or her own remuneration. ADVISORY AGREEMENT AND SUB-ADVISORY AGREEMENTS BOARD CONSIDERATIONS REGARDING APPROVAL OF CONTINUATION OF INVESTMENT MANAGEMENT AND SUB-ADVISORY AGREEMENTS FT CBOE VEST FUND OF BUFFER ETFS FT CBOE VEST FUND OF DEEP BUFFER ETFS The Board of Trustees of First Trust Exchange-Traded Fund VIII (the "Trust"), including the Independent Trustees, unanimously approved the continuation of the Investment Management Agreement (the "Advisory Agreement") with First Trust Advisors L.P. (the "Advisor") and the Investment Sub-Advisory Agreement (the "Sub-Advisory Agreement" and together with the Advisory Agreement, the "Agreements") among the Trust, the Advisor and Cboe Vest Financial LLC (the "Sub-Advisor") on behalf of the following two series of the Trust (each a "Fund" and collectively, the "Funds"): FT Cboe Vest Fund of Buffer ETFs (BUFR) FT Cboe Vest Fund of Deep Buffer ETFs (BUFD) The Board approved the continuation of the Agreements for each Fund for a one-year period ending June 30, 2023 at a meeting held on June 12-13, 2022. The Board determined for each Fund that the continuation of the Agreements is in the best interests of the Fund in light of the nature, extent and quality of the services provided and such other matters as the Board considered to be relevant in the exercise of its business judgment. To reach this determination for each Fund, the Board considered its duties under the Investment Company Act of 1940, as amended (the "1940 Act"), as well as under the general principles of state law, in reviewing and approving advisory contracts; the requirements of the 1940 Act in such matters; the fiduciary duty of investment advisors with respect to advisory agreements and compensation; the standards used by courts in determining whether investment company boards have fulfilled their duties; and the factors to be considered by the Board in voting on such agreements. At meetings held on April 18, 2022 and June 12-13, 2022, the Board, including the Independent Trustees, reviewed materials provided by the Advisor and the Sub-Advisor responding to requests for information from counsel to the Independent Trustees, submitted on behalf of the Independent Trustees, that, among other things, outlined: the services provided by the Advisor and the Sub-Advisor to each Fund (including the relevant personnel responsible for Page 32 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) these services and their experience); the unitary fee rate payable by each Fund as compared to fees charged to a peer group of funds (the "Expense Group") and a broad peer universe of funds (the "Expense Universe"), each assembled by Broadridge Financial Solutions, Inc. ("Broadridge"), an independent source, and as compared to fees charged to other clients of the Advisor, including other exchange-traded funds ("ETFs") managed by the Advisor; the sub-advisory fee rate as compared to fees charged to other clients of the Sub-Advisor; the expense ratio of each Fund as compared to expense ratios of the funds in the Fund's Expense Group and Expense Universe; performance information for each Fund, including, for BUFR, comparisons of the Fund's performance to that of one or more relevant benchmark indexes and to that of a performance group of funds and a broad performance universe of funds (the "Performance Universe"), each assembled by Broadridge; the nature of expenses incurred in providing services to each Fund and the potential for the Advisor and the Sub-Advisor to realize economies of scale, if any; profitability and other financial data for the Advisor; financial data for the Sub-Advisor; any indirect benefits to the Advisor and its affiliates, First Trust Portfolios L.P. ("FTP") and First Trust Capital Partners, LLC ("FTCP"), and the Sub-Advisor; and information on the Advisor's and the Sub-Advisor's compliance programs. The Board reviewed initial materials with the Advisor at the meeting held on April 18, 2022, prior to which the Independent Trustees and their counsel met separately to discuss the information provided by the Advisor and the Sub-Advisor. Following the April meeting, counsel to the Independent Trustees, on behalf of the Independent Trustees, requested certain clarifications and supplements to the materials provided, and the information provided in response to those requests was considered at an executive session of the Independent Trustees and their counsel held prior to the June 12-13, 2022 meeting, as well as at the June meeting. The Board applied its business judgment to determine whether the arrangements between the Trust and the Advisor and among the Trust, the Advisor and the Sub-Advisor continue to be reasonable business arrangements from each Fund's perspective. The Board determined that, given the totality of the information provided with respect to the Agreements, the Board had received sufficient information to renew the Agreements. The Board considered that shareholders chose to invest or remain invested in a Fund knowing that the Advisor and the Sub-Advisor manage the Fund and knowing the Fund's unitary fee. In reviewing the Agreements for each Fund, the Board considered the nature, extent and quality of the services provided by the Advisor and the Sub-Advisor under the Agreements. With respect to the Advisory Agreement, the Board considered that the Advisor is responsible for the overall management and administration of the Trust and each Fund and reviewed all of the services provided by the Advisor to the Funds, including the oversight of the Sub-Advisor, as well as the background and experience of the persons responsible for such services. The Board noted that the Advisor oversees the Sub-Advisor's day-to-day management of each Fund's investments, including portfolio risk monitoring and performance review. In reviewing the services provided, the Board noted the compliance program that had been developed by the Advisor and considered that it includes a robust program for monitoring the Advisor's, the Sub-Advisor's and each Fund's compliance with the 1940 Act, as well as each Fund's compliance with its investment objective, policies and restrictions. The Board also considered a report from the Advisor with respect to its risk management functions related to the operation of the Funds. Finally, as part of the Board's consideration of the Advisor's services, the Advisor, in its written materials and at the April 18, 2022 meeting, described to the Board the scope of its ongoing investment in additional personnel and infrastructure to maintain and improve the quality of services provided to the Funds and the other funds in the First Trust Fund Complex. With respect to the Sub-Advisory Agreement, the Board noted that each Fund is an actively managed ETF and the Sub-Advisor actively manages the Fund's investments. In addition to the written materials provided by the Sub-Advisor, at the June 12-13, 2022 meeting, the Board also received a presentation from representatives of the Sub-Advisor, who discussed the services that the Sub-Advisor provides to each Fund, including the Sub-Advisor's day-to-day management of the Funds' investments. In considering the Sub-Advisor's management of the Funds, the Board noted the background and experience of the Sub-Advisor's portfolio management team. In light of the information presented and the considerations made, the Board concluded that the nature, extent and quality of the services provided to the Trust and each Fund by the Advisor and the Sub-Advisor under the Agreements have been and are expected to remain satisfactory and that the Sub-Advisor, under the oversight of the Advisor, has managed each Fund consistent with its investment objective, policies and restrictions. The Board considered the unitary fee rate payable by each Fund under the Advisory Agreement for the services provided. The Board noted that the sub-advisory fee for each Fund is paid by the Advisor from the Fund's unitary fee. The Board considered that as part of the unitary fee the Advisor is responsible for each Fund's expenses, including the cost of sub-advisory, transfer agency, custody, fund administration, legal, audit and other services and license fees, if any, but excluding the fee payment under the Advisory Agreement and interest, taxes, acquired fund fees and expenses, brokerage commissions and other expenses connected with the execution of portfolio transactions, distribution and service fees pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses, if any. The Board noted that, because each Fund invests in underlying ETFs in the First Trust Fund Complex, it incurs acquired fund fees and expenses, which are not payable out of the unitary fee. The Board received and reviewed information showing the fee rates and expense ratios of the peer funds in the Expense Groups, as well as advisory and unitary fee rates charged by the Advisor and the Sub-Advisor to other fund (including ETFs) and non-fund clients, as applicable. Because each Fund pays a unitary fee, the Board determined that expense ratios were the most relevant comparative data point. Based on the information provided, the Board noted that the unitary fee rate for each Fund was equal to the median total (net) expense ratio (excluding acquired fund fees and expenses, as applicable) of the peer funds in its Expense Group. The Board also noted that each Fund's total (net) expense ratio (including acquired fund fees and expenses) was above the median total (net) expense ratio (including acquired fund fees and expenses, as applicable) of the peer funds in Page 33 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) its Expense Group. With respect to the Expense Groups, the Board, at the April 18, 2022 meeting, discussed with Broadridge its methodology for assembling peer groups and discussed with the Advisor limitations in creating peer groups for actively-managed ETFs, including the limited number of actively-managed ETFs following a fund-of-funds options arbitrage/options strategy, and different business models that may affect the pricing of services among ETF sponsors. The Board also noted that not all peer funds employ an advisor/sub-advisor management structure. The Board took these limitations and differences into account in considering the peer data. With respect to fees charged to other non-ETF clients, the Board considered differences between the Funds and other non-ETF clients that limited their comparability. In considering the unitary fee rates overall, the Board also considered the Advisor's statement that it seeks to meet investor needs through innovative and value-added investment solutions and the Advisor's demonstrated long-term commitment to each Fund and the other funds in the First Trust Fund Complex. The Board considered performance information for each Fund. The Board noted the process it has established for monitoring each Fund's performance and portfolio risk on an ongoing basis, which includes quarterly performance reporting from the Advisor and the Sub-Advisor for the Funds. The Board determined that this process continues to be effective for reviewing each Fund's performance. The Board received and reviewed information comparing the performance of BUFR for the one-year period ended December 31, 2021 to the performance of the funds in the Fund's respective Performance Universe and a benchmark index. Based on the information provided, the Board noted that BUFR outperformed its Performance Universe median for the one-year period ended December 31, 2021 and underperformed its benchmark index for the one-year period ended December 31, 2021. The Board also noted that BUFR invests substantially all of its assets in multiple target outcome ETFs in the First Trust Fund Complex sub-advised by the Sub-Advisor that seek to provide investors with returns (before fees and expenses) over a defined period of time (typically one year) that match the price return of the SPDR S&P 500 ETF Trust ("SPY"), up to a predetermined cap, while providing a buffer against certain losses on the price return of SPY and considered that the investment strategy of the underlying ETFs limits the comparability of BUFR's performance to that of the funds in its Performance Universe and its benchmark index. Because BUFD commenced operations on January 20, 2021 and therefore has a limited performance history, comparative performance information for the Fund was not reviewed. On the basis of all the information provided on the unitary fee and performance, as applicable, of each Fund and the ongoing oversight by the Board, the Board concluded that the unitary fee for each Fund (out of which the Sub-Advisor is compensated) continues to be reasonable and appropriate in light of the nature, extent and quality of the services provided by the Advisor and the Sub-Advisor to each Fund under the Agreements. The Board considered information and discussed with the Advisor whether there were any economies of scale in connection with providing advisory services to the Funds and noted the Advisor's statement that it believes that its expenses relating to providing advisory services to the Funds will likely increase during the next twelve months as the Advisor continues to build infrastructure and add new staff. The Board noted that any reduction in fixed costs associated with the management of the Funds would benefit the Advisor, but that the unitary fee structure provides a level of certainty in expenses for the Funds. The Board considered the revenues and allocated costs (including the allocation methodology) of the Advisor in serving as investment advisor to BUFR for the twelve months ended December 31, 2021 and to BUFD for the period from inception through December 31, 2021 and the estimated profitability level for each Fund calculated by the Advisor based on such data, as well as complex-wide and product-line profitability data, for the twelve months ended December 31, 2021. The Board noted the inherent limitations in the profitability analysis and concluded that, based on the information provided, the Advisor's profitability level for each Fund was not unreasonable. In addition, the Board considered indirect benefits described by the Advisor that may be realized from its relationship with the Funds. The Board considered that the Advisor had identified as an indirect benefit to the Advisor and FTP their exposure to investors and brokers who, absent their exposure to the Funds, may have had no dealings with the Advisor or FTP. The Board also noted that FTCP has a controlling ownership interest in the Sub-Advisor's parent company and considered potential indirect benefits to the Advisor from such ownership interest. In addition, the Board considered that the Advisor, as the investment advisor to the underlying ETFs in which each Fund invests, will recognize additional revenue from the underlying ETFs if investment by the Funds causes the assets of the underlying ETFs to grow. The Board concluded that the character and amount of potential indirect benefits to the Advisor were not unreasonable. The Board considered the Sub-Advisor's statement that it believes that the sub-advisory fee for each Fund is appropriate. The Board noted the Sub-Advisor's statements that it continues to invest in infrastructure, technology and personnel, and that it anticipates that its expenses relating to providing services to the Funds will remain approximately the same for the next twelve months. The Board did not review the profitability of the Sub-Advisor with respect to each Fund. The Board noted that the Advisor pays the Sub-Advisor for each Fund from its unitary fee and its understanding that each Fund's sub-advisory fee rate was the product of an arm's length negotiation. The Board concluded that the profitability analysis for the Advisor was more relevant. The Board considered the potential indirect benefits to the Sub-Advisor from being associated with the Advisor and the Funds, and noted the Sub-Advisor's statements that it is the Sub-Advisor's policy currently not to enter into soft-dollar arrangements for the procurement of research services in connection with client securities transactions and that, as a result, there are no foreseen indirect benefits from its relationship with the Funds. The Board also considered the potential indirect benefits to the Sub-Advisor from FTCP's Page 34 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) controlling ownership interest in the Sub-Advisor's parent company. In addition, the Board considered that the Sub-Advisor, as the investment sub-advisor to the underlying ETFs in which each Fund invests, will recognize additional revenue from the underlying ETFs if investment by the Funds causes the assets of the underlying ETFs to grow. The Board concluded that the character and amount of potential indirect benefits to the Sub-Advisor were not unreasonable. Based on all of the information considered and the conclusions reached, the Board, including the Independent Trustees, unanimously determined that the terms of the Agreements continue to be fair and reasonable and that the continuation of the Agreements is in the best interests of each Fund. No single factor was determinative in the Board's analysis. BOARD CONSIDERATIONS REGARDING APPROVAL OF INVESTMENT MANAGEMENT AND SUB-ADVISORY AGREEMENTS FT CBOE VEST FUND OF NASDAQ-100(R) BUFFER ETFS The Board of Trustees of First Trust Exchange-Traded Fund VIII (the "Trust"), including the Independent Trustees, approved the Investment Management Agreement (the "Advisory Agreement") with First Trust Advisors L.P. (the "Advisor"), on behalf of FT Cboe Vest Fund of Nasdaq-100(R) Buffer ETFs (the "Fund"), and the Investment Sub-Advisory Agreement (the "Sub-Advisory Agreement" and together with the Advisory Agreement, the "Agreements") among the Trust, on behalf of the Fund, the Advisor and Cboe Vest Financial LLC (the "Sub-Advisor"), for an initial two-year term at a meeting held on June 13, 2022. The Board determined that the Agreements are in the best interests of the Fund in light of the nature, extent and quality of the services expected to be provided and such other matters as the Board considered to be relevant in the exercise of its business judgment. To reach this determination, the Board considered its duties under the Investment Company Act of 1940, as amended (the "1940 Act"), as well as under the general principles of state law, in reviewing and approving advisory contracts; the requirements of the 1940 Act in such matters; the fiduciary duty of investment advisors with respect to advisory agreements and compensation; the standards used by courts in determining whether investment company boards have fulfilled their duties; and the factors to be considered by the Board in voting on such agreements. To assist the Board in its evaluation of the Agreements for the Fund, the Independent Trustees received a separate report from each of the Advisor and the Sub-Advisor in advance of the Board meeting responding to requests for information from counsel to the Independent Trustees, submitted on behalf of the Independent Trustees, that, among other things, outlined: the services to be provided by the Advisor and the Sub-Advisor to the Fund (including the relevant personnel responsible for these services and their experience); the proposed unitary fee rate payable by the Fund as compared to fees charged to a peer group of funds (the "Expense Group") and a broad peer universe of funds (the "Expense Universe"), each assembled by Broadridge Financial Solutions, Inc. ("Broadridge"), an independent source, and as compared to fees charged to other exchange-traded funds ("ETFs") managed by the Advisor; the proposed sub-advisory fee rate as compared to fees charged to other clients of the Sub-Advisor; the estimated expense ratio of the Fund as compared to expense ratios of the funds in the Fund's Expense Group and Expense Universe; the nature of expenses to be incurred in providing services to the Fund and the potential for the Advisor and the Sub-Advisor to realize economies of scale, if any; profitability and other financial data for the Advisor; financial data for the Sub-Advisor; any indirect benefits to the Advisor and its affiliates, First Trust Portfolios L.P. ("FTP") and First Trust Capital Partners, LLC ("FTCP"), and the Sub-Advisor; and information on the Advisor's and the Sub-Advisor's compliance programs. The Independent Trustees and their counsel also met separately to discuss the information provided by the Advisor and the Sub-Advisor. The Board applied its business judgment to determine whether the arrangements between the Trust and the Advisor and among the Trust, the Advisor and the Sub-Advisor are reasonable business arrangements from the Fund's perspective. In evaluating whether to approve the Agreements for the Fund, the Board considered the nature, extent and quality of the services to be provided by the Advisor and the Sub-Advisor under the Agreements. With respect to the Advisory Agreement, the Board considered that the Advisor will be responsible for the overall management and administration of the Fund and reviewed all of the services to be provided by the Advisor to the Fund, including the oversight of the Sub-Advisor, as well as the background and experience of the persons responsible for such services. The Board considered that the Fund will be an actively-managed ETF and will employ an advisor/sub-advisor management structure and considered that the Advisor manages other ETFs with a similar structure in the First Trust Fund Complex. The Board noted that the Advisor will oversee the Sub-Advisor's day-to-day management of the Fund's investments, including portfolio risk monitoring and performance review. In reviewing the services to be provided, the Board noted the compliance program that had been developed by the Advisor and considered that it includes a robust program for monitoring the Advisor's, the Sub-Advisor's and the Fund's compliance with the 1940 Act, as well as the Fund's compliance with its investment objective, policies and restrictions. The Board noted that employees of the Advisor provide management services to other ETFs and to other funds in the First Trust Fund Complex with diligence and care. With respect to the Sub-Advisory Agreement, in addition to the written materials provided by the Sub-Advisor, at the June 13, 2022 meeting, the Board also received a presentation from representatives of the Sub-Advisor, who discussed the services that the Sub-Advisor will provide to the Fund, and the Trustees were able to ask questions about the proposed investment strategy for the Fund. The Board noted the background and experience of the Sub-Advisor's portfolio management team and the Sub-Advisor's investment style. The Board also noted that the Fund would invest substantially all of its assets in multiple defined-outcome ETFs in the First Trust Fund Complex sub-advised by the Sub-Advisor. Because the Fund had yet to commence investment operations, the Page 35 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) Board could not consider the historical investment performance of the Fund. In light of the information presented and the considerations made, the Board concluded that the nature, extent and quality of the services to be provided to the Fund by the Advisor and the Sub-Advisor under the Agreements are expected to be satisfactory. The Board considered the proposed unitary fee rate payable by the Fund under the Advisory Agreement for the services to be provided. The Board noted that, under the unitary fee arrangement, the Fund would pay the Advisor a unitary fee equal to an annual rate of 0.20% of its average daily net assets. The Board considered that, from the unitary fee for the Fund, the Advisor would pay the Sub-Advisor a sub-advisory fee equal to 50% of the Fund's unitary fee less one-half of the Fund's expenses. The Board noted that the Advisor and the Sub-Advisor would be responsible for the Fund's expenses, including the cost of sub-advisory, transfer agency, custody, fund administration, legal, audit and other services and license fees, if any, but excluding the fee payment under the Advisory Agreement and interest, taxes, acquired fund fees and expenses, if any, brokerage commissions and other expenses connected with the execution of portfolio transactions, distribution and service fees pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses, if any. The Board noted that, because the Fund will invest in underlying ETFs in the First Trust Fund Complex, it will incur acquired fund fees and expenses, which are not payable out of the unitary fee. The Board received and reviewed information showing the fee rates and expense ratios of the peer funds in the Expense Group, as well as advisory and unitary fee rates charged by the Advisor and the Sub-Advisor to other fund (including ETF) and non-fund clients, as applicable. Because the Fund will pay a unitary fee, the Board determined that expense ratios were the most relevant comparative data point. Based on the information provided, the Board noted that the unitary fee rate for the Fund was below the median total (net) expense ratio (excluding acquired fund fees and expenses, as applicable) of the peer funds in the Expense Group. The Board also noted that the Fund's total (net) expense ratio (including the estimated acquired fund fees and expenses) was above the median total (net) expense ratio (including acquired fund fees and expenses, as applicable) of the peer funds in the Expense Group. With respect to the Expense Group, the Board discussed with representatives of the Advisor how the Expense Group was assembled and how the Fund compared and differed from the peer funds. The Board took this information into account in considering the peer data. With respect to fees charged to other clients, the Board considered the Advisor's statement that the Fund will be most comparable to three other ETFs in the First Trust Fund Complex that invest in underlying ETFs, including ETFs in the First Trust Fund Complex, each of which pays a unitary fee equal to an annual rate of 0.20% of its average daily net assets, two of which are ETFs managed by the Advisor and the Sub-Advisor that also invest substantially all of their respective assets in multiple defined-outcome ETFs in the First Trust Fund Complex sub-advised by the Sub-Advisor. In light of the information considered and the nature, extent and quality of the services expected to be provided to the Fund under the Agreements, the Board determined that the proposed unitary fee, including the sub-advisory fee to be paid by the Advisor to the Sub-Advisor from the unitary fee, was fair and reasonable. The Board noted that the proposed unitary fee for the Fund was not structured to pass on to shareholders the benefits of any economies of scale as the Fund's assets grow. The Board noted that any reduction in fixed costs associated with the management of the Fund would benefit the Advisor and the Sub-Advisor, but that the unitary fee structure provides a level of certainty in expenses for the Fund. The Board noted that the Advisor has continued to build infrastructure and add new staff to improve the services to the funds in the First Trust Fund Complex. The Board took into consideration the types of costs to be borne by the Advisor in connection with its services to be performed for the Fund under the Advisory Agreement. The Board considered the Advisor's estimate of the profitability of the Advisory Agreement if the Fund's assets reach $100 million. The Board noted the inherent limitations in the profitability analysis and concluded that, based on the information provided, the Advisor's estimated profitability level for the Fund was not unreasonable. The Board reviewed financial information provided by the Sub-Advisor, but did not review any potential profitability of the Sub-Advisory Agreement to the Sub-Advisor. The Board considered that the Sub-Advisor would be paid by the Advisor from the Fund's unitary fee and its understanding that the sub-advisory fee rate was the product of an arm's length negotiation. In addition, the Board considered indirect benefits described by the Advisor that may be realized from its relationship with the Fund. The Board noted that FTCP has a controlling ownership interest in the Sub-Advisor's parent company and considered potential indirect benefits to the Advisor from such ownership interest. The Board also considered that the Advisor had identified as an indirect benefit to the Advisor and FTP their exposure to investors and brokers who, absent their exposure to the Fund, may have had no dealings with the Advisor or FTP. The Board also noted that the Advisor will be responsible for trade execution for the Fund and will not utilize soft dollars in connection with the Fund. The Board also considered the potential indirect benefits to the Sub-Advisor from FTCP's controlling ownership interest in the Sub-Advisor's parent company. The Board noted the Sub-Advisor's statement that it does not foresee any indirect benefits from its relationship with the Fund. In addition, the Board considered that the Advisor and the Sub-Advisor, as the investment advisor and the investment sub-advisor, respectively, to the underlying ETFs in which the Fund would invest, will recognize additional revenue from such underlying ETFs if the Fund's investment causes their assets to grow. The Board concluded that the character and amount of potential indirect benefits to the Advisor and the Sub-Advisor were not unreasonable. Based on all of the information considered and the conclusions reached, the Board, including the Independent Trustees, determined that the terms of the Agreements are fair and reasonable and that the approval of the Agreements is in the best interests of the Fund. No single factor was determinative in the Board's analysis. Page 36 -------------------------------------------------------------------------------- ADDITIONAL INFORMATION (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) LIQUIDITY RISK MANAGEMENT PROGRAM In accordance with Rule 22e-4 under the Investment Company Act of 1940, as amended (the "1940 Act"), the Funds and each other fund in the First Trust Fund Complex, other than the closed-end funds, have adopted and implemented a liquidity risk management program (the "Program") reasonably designed to assess and manage the funds' liquidity risk, i.e., the risk that a fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests in the fund. The Board of Trustees of the First Trust Funds has appointed First Trust Advisors, L.P. (the "Advisor") as the person designated to administer the Program, and in this capacity the Advisor performs its duties primarily through the activities and efforts of the First Trust Liquidity Committee (the "Liquidity Committee"). Pursuant to the Program, the Liquidity Committee classifies the liquidity of each fund's portfolio investments into one of the four liquidity categories specified by Rule 22e-4: highly liquid investments, moderately liquid investments, less liquid investments and illiquid investments. The Liquidity Committee determines certain of the inputs for this classification process, including reasonably anticipated trade sizes and significant investor dilution thresholds. The Liquidity Committee also determines and periodically reviews a highly liquid investment minimum for certain funds, monitors the funds' holdings of assets classified as illiquid investments to seek to ensure they do not exceed 15% of a fund's net assets and establishes policies and procedures regarding redemptions in kind. At the April 18, 2022 meeting of the Board of Trustees, as required by Rule 22e-4 and the Program, the Advisor provided the Board with a written report prepared by the Advisor that addressed the operation of the Program during the period from March 16, 2021 through the Liquidity Committee's annual meeting held on March 17, 2022 and assessed the Program's adequacy and effectiveness of implementation during this period, including the operation of the highly liquid investment minimum for each fund that is required under the Program to have one, and any material changes to the Program. Note that because the Funds primarily hold assets that are highly liquid investments, the Funds have not adopted any highly liquid investment minimums. As stated in the written report, during the review period, no fund breached the 15% limitation on illiquid investments, no fund with a highly liquid investment minimum breached that minimum and no fund filed a Form N-LIQUID. The Advisor concluded that each fund's investment strategy is appropriate for an open-end fund; that the Program operated effectively in all material respects during the review period; and that the Program is reasonably designed to assess and manage the liquidity risk of each fund and to maintain compliance with Rule 22e-4. Page 37 -------------------------------------------------------------------------------- BOARD OF TRUSTEES AND OFFICERS -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) The following tables identify the Trustees and Officers of the Trust. Unless otherwise indicated, the address of all persons is 120 East Liberty Drive, Suite 400, Wheaton, IL 60187. The Trust's statement of additional information includes additional information about the Trustees and is available, without charge, upon request, by calling (800) 988-5891. NUMBER OF OTHER PORTFOLIOS IN TRUSTEESHIPS OR TERM OF OFFICE THE FIRST TRUST DIRECTORSHIPS NAME, AND YEAR FIRST FUND COMPLEX HELD BY TRUSTEE YEAR OF BIRTH AND ELECTED OR PRINCIPAL OCCUPATIONS OVERSEEN BY DURING PAST POSITION WITH THE TRUST APPOINTED DURING PAST 5 YEARS TRUSTEE 5 YEARS ------------------------------------------------------------------------------------------------------------------------------------ INDEPENDENT TRUSTEES ------------------------------------------------------------------------------------------------------------------------------------ Richard E. Erickson, Trustee o Indefinite Term Physician, Edward-Elmhurst Medical 220 None (1951) Group; Physician and Officer, o Since Inception Wheaton Orthopedics (1990 to 2021) Thomas R. Kadlec, Trustee o Indefinite Term Retired; President, ADM Investors 220 Director, National Futures (1957) Services, Inc. (Futures Commission Association and ADMIS o Since Inception Merchant) (2010 to July 2022) Singapore Ltd.; Formerly, Director of ADM Investor Services, Inc., ADM Investor Services International, ADMISHong Kong Ltd., and Futures Industry Association Denise M. Keefe, Trustee o Indefinite Term Executive Vice President, Advocate 220 Director and Board Chair (1964) Aurora Health and President, of Advocate Home Health o Since 2021 Advocate Aurora Continuing Health Services, Advocate Home Division (Integrated Healthcare Care Products and System) Advocate Hospice; Director and Board Chair of Aurora At Home (since 2018); Director of Advocate Physician Partners Accountable Care Organization; Director and Board Chair of RML Long Term Acute Care Hospitals; and Director of Senior Helpers (since 2021) Robert F. Keith, Trustee o Indefinite Term President, Hibs Enterprises 220 Formerly, Director of (1956) (Financial and Management Trust Company of Illinois o Since Inception Consulting) Niel B. Nielson, Trustee o Indefinite Term Senior Advisor (2018 to Present), 220 None (1954) Managing Director and Chief o Since Inception Operating Officer (2015 to 2018), Pelita Harapan Educational Foundation (Educational Products and Services) ------------------------------------------------------------------------------------------------------------------------------------ INTERESTED TRUSTEE ------------------------------------------------------------------------------------------------------------------------------------ James A. Bowen(1), Trustee, o Indefinite Term Chief Executive Officer, First 220 None Chairman of the Board Trust Advisors L.P. and First Trust (1955) o Since Inception Portfolios L.P., Chairman of the Board of Directors, BondWave LLC (Software Development Company) and Stonebridge Advisors LLC (Investment Advisor) ----------------------------- (1) Mr. Bowen is deemed an "interested person" of the Trust due to his position as Chief Executive Officer of First Trust Advisors L.P., investment advisor of the Trust. Page 38 -------------------------------------------------------------------------------- BOARD OF TRUSTEES AND OFFICERS (CONTINUED) -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) POSITION AND TERM OF OFFICE NAME AND OFFICES AND LENGTH OF PRINCIPAL OCCUPATIONS YEAR OF BIRTH WITH TRUST SERVICE DURING PAST 5 YEARS ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS(2) ------------------------------------------------------------------------------------------------------------------------------------ James M. Dykas President and Chief o Indefinite Term Managing Director and Chief Financial Officer, First (1966) Executive Officer Trust Advisors L.P. and First Trust Portfolios L.P.; o Since Inception Chief Financial Officer, BondWave LLC (Software Development Company) and Stonebridge Advisors LLC (Investment Advisor) Donald P. Swade Treasurer, Chief Financial o Indefinite Term Senior Vice President, First Trust Advisors L.P. and (1972) Officer and Chief First Trust Portfolios L.P. Accounting Officer o Since Inception W. Scott Jardine Secretary and Chief Legal o Indefinite Term General Counsel, First Trust Advisors L.P. and First (1960) Officer Trust Portfolios L.P.; Secretary and General Counsel, o Since Inception BondWave LLC; Secretary, Stonebridge Advisors LLC Daniel J. Lindquist Vice President o Indefinite Term Managing Director, First Trust Advisors L.P. and First (1970) Trust Portfolios L.P. o Since Inception Kristi A. Maher Chief Compliance Officer o Indefinite Term Deputy General Counsel, First Trust Advisors L.P. and (1966) and Assistant Secretary First Trust Portfolios L.P. o Since Inception Roger F. Testin Vice President o Indefinite Term Senior Vice President, First Trust Advisors L.P. and (1966) First Trust Portfolios L.P. o Since Inception Stan Ueland Vice President o Indefinite Term Senior Vice President, First Trust Advisors L.P. and (1970) First Trust Portfolios L.P. o Since Inception ----------------------------- (2) The term "officer" means the president, vice president, secretary, treasurer, controller or any other officer who performs a policy making function. Page 39 -------------------------------------------------------------------------------- PRIVACY POLICY -------------------------------------------------------------------------------- FIRST TRUST EXCHANGE-TRADED FUND VIII AUGUST 31, 2022 (UNAUDITED) PRIVACY POLICY First Trust values our relationship with you and considers your privacy an important priority in maintaining that relationship. We are committed to protecting the security and confidentiality of your personal information. SOURCES OF INFORMATION We collect nonpublic personal information about you from the following sources: o Information we receive from you and your broker-dealer, investment professional or financial representative through interviews, applications, agreements or other forms; o Information about your transactions with us, our affiliates or others; o Information we receive from your inquiries by mail, e-mail or telephone; and o Information we collect on our website through the use of "cookies." For example, we may identify the pages on our website that your browser requests or visits. INFORMATION COLLECTED The type of data we collect may include your name, address, social security number, age, financial status, assets, income, tax information, retirement and estate plan information, transaction history, account balance, payment history, investment objectives, marital status, family relationships and other personal information. DISCLOSURE OF INFORMATION We do not disclose any nonpublic personal information about our customers or former customers to anyone, except as permitted by law. In addition to using this information to verify your identity (as required under law), the permitted uses may also include the disclosure of such information to unaffiliated companies for the following reasons: o In order to provide you with products and services and to effect transactions that you request or authorize, we may disclose your personal information as described above to unaffiliated financial service providers and other companies that perform administrative or other services on our behalf, such as transfer agents, custodians and trustees, or that assist us in the distribution of investor materials such as trustees, banks, financial representatives, proxy services, solicitors and printers. o We may release information we have about you if you direct us to do so, if we are compelled by law to do so, or in other legally limited circumstances (for example to protect your account from fraud). In addition, in order to alert you to our other financial products and services, we may share your personal information within First Trust. USE OF WEBSITE ANALYTICS We currently use third party analytics tools, Google Analytics and AddThis, to gather information for purposes of improving First Trust's website and marketing our products and services to you. These tools employ cookies, which are small pieces of text stored in a file by your web browser and sent to websites that you visit, to collect information, track website usage and viewing trends such as the number of hits, pages visited, videos and PDFs viewed and the length of user sessions in order to evaluate website performance and enhance navigation of the website. We may also collect other anonymous information, which is generally limited to technical and web navigation information such as the IP address of your device, internet browser type and operating system for purposes of analyzing the data to make First Trust's website better and more useful to our users. The information collected does not include any personal identifiable information such as your name, address, phone number or email address unless you provide that information through the website for us to contact you in order to answer your questions or respond to your requests. To find out how to opt-out of these services click on: Google Analytics and AddThis. CONFIDENTIALITY AND SECURITY With regard to our internal security procedures, First Trust restricts access to your nonpublic personal information to those First Trust employees who need to know that information to provide products or services to you. We maintain physical, electronic and procedural safeguards to protect your nonpublic personal information. POLICY UPDATES AND INQUIRIES As required by federal law, we will notify you of our privacy policy annually. We reserve the right to modify this policy at any time, however, if we do change it, we will tell you promptly. For questions about our policy, or for additional copies of this notice, please go to www.ftportfolios.com, or contact us at 1-800-621-1675 (First Trust Portfolios) or 1-800-222-6822 (First Trust Advisors). March 2022 Page 40 FIRST TRUST First Trust Exchange-Traded Fund VIII INVESTMENT ADVISOR First Trust Advisors L.P. 120 East Liberty Drive, Suite 400 Wheaton, IL 60187 INVESTMENT SUB-ADVISOR Cboe Vest Financial LLC 8350 Broad Street, Suite 240 McLean, VA 22102 ADMINISTRATOR, CUSTODIAN, FUND ACCOUNTANT & TRANSFER AGENT The Bank of New York Mellon 240 Greenwich Street New York, NY 10286 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deloitte & Touche LLP 111 S. Wacker Drive Chicago, IL 60606 LEGAL COUNSEL Chapman and Cutler LLP 320 South Canal Street Chicago, IL 60606 [BLANK BACK COVER]