Title
of Securities to be Registered
|
Benchmark
|
ProShares
VIX Short-Term Futures ETF (VIXY) |
S&P
500®
VIX Short-Term Futures Index |
ProShares
Ultra VIX Short-Term Futures ETF (UVXY) |
S&P
500®
VIX Short-Term Futures Index |
ProShares
Short VIX Short-Term Futures ETF (SVXY) |
S&P
500®
VIX Short-Term Futures Index |
|
Page |
SUMMARY |
|
Important
Information About the Funds |
|
Overview |
|
The
Matching Fund |
|
The
Ultra Fund |
|
The
Short Fund |
|
All
Funds |
|
Purchases
and Sales in the Secondary Market |
|
Creation
and Redemption Transactions |
|
Breakeven
Amounts |
|
Important
Tax Information |
|
RISK
FACTOR SUMMARY |
|
Risks
Specific to the Geared Funds |
|
Risks
Related to All Funds |
|
RISK
FACTORS |
|
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS |
|
DESCRIPTION
OF EACH FUND’S BENCHMARK |
|
The
S&P 500 VIX Short-Term Futures Index |
|
Information
about the Index Licensor |
|
INVESTMENT
OBJECTIVES AND PRINCIPAL INVESTMENT STRATEGIES |
|
Investment
Objectives |
|
PERFORMANCE
OF THE OFFERED COMMODITY POOLS OPERATED BY THE COMMODITY POOL
OPERATOR |
|
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS |
|
CHARGES |
|
Breakeven
Table |
|
MATERIAL
U.S. FEDERAL INCOME TAX CONSIDERATIONS |
|
Status
of the Funds |
|
U.S.
Shareholders |
|
Page |
PERFORMANCE
OF THE OTHER COMMODITY POOLS OPERATED
BY THE COMMODITY POOL OPERATOR |
|
USE
OF PROCEEDS |
|
WHO
MAY SUBSCRIBE |
|
CREATION
AND REDEMPTION OF SHARES |
|
Creation
Procedures |
|
Redemption
Procedures |
|
Creation
and Redemption Transaction Fee |
|
Special
Settlement |
|
LITIGATION |
|
DESCRIPTION
OF THE SHARES; THE FUNDS; CERTAIN MATERIAL TERMS
OF THE TRUST AGREEMENT |
|
Description
of the Shares |
|
Principal
Office; Location of Records; Fiscal Year |
|
The
Funds |
|
The
Trustee |
|
The
Sponsor |
|
Duties
of the Sponsor |
|
Ownership
or Beneficial Interest in the Funds |
|
Management;
Voting by Shareholders |
|
Recognition
of the Trust and the Funds in Certain States |
|
Possible
Repayment of Distributions Received by Shareholders |
|
Shares
Freely Transferable |
|
Book-Entry
Form |
|
Reports
to Shareholders |
|
Net
Asset Value (“NAV”) |
|
Indicative
Optimized Portfolio Value (“IOPV”) |
|
Termination
Events |
|
DISTRIBUTIONS |
|
THE
ADMINISTRATOR |
|
THE
CUSTODIAN |
|
THE
TRANSFER AGENT |
|
THE
DISTRIBUTOR |
|
Description
of SEI |
|
THE
SECURITIES DEPOSITORY; BOOK-ENTRY ONLY SYSTEM; GLOBAL
SECURITY |
|
SHARE
SPLITS OR REVERSE SPLITS |
|
CONFLICTS
OF INTEREST |
|
MATERIAL
CONTRACTS |
|
Administration
and Accounting Agreement |
|
Transfer
Agency and Service Agreement |
|
Custody
Agreement |
|
Distribution
Agreement |
|
PURCHASES
BY EMPLOYEE BENEFIT PLANS |
|
General |
|
“Plan
Assets” |
|
Ineligible
Purchasers |
|
Page |
PLAN
OF DISTRIBUTION |
|
Buying
and Selling Shares |
|
Authorized
Participants |
|
Likelihood
of Becoming a Statutory Underwriter |
|
General |
|
LEGAL
MATTERS |
|
EXPERTS |
|
WHERE
INVESTORS CAN FIND MORE INFORMATION |
|
RECENT
FINANCIAL INFORMATION AND ANNUAL REPORTS |
|
PRIVACY
POLICY |
|
The
Trust’s Commitment to Investors |
|
The
Information the Trust Collects About Investors |
|
How
the Trust Handles Investors’ Personal Information |
|
How
the Trust Safeguards Investors’ Personal Information |
|
INCORPORATION
BY REFERENCE OF CERTAIN DOCUMENTS |
|
FUTURES
COMMISSION MERCHANTS |
|
Litigation
and Regulatory Disclosure Relating to FCMs |
|
SWAP
COUNTERPARTIES |
|
Litigation
and Regulatory Disclosure Relating to Swap
Counterparties |
|
APPENDIX
A—GLOSSARY OF DEFINED TERMS |
A-1
|
Fund
Name
|
Index
|
ProShares
VIX Short-Term Futures ETF |
S&P
500®
VIX Short-Term Futures Index |
ProShares
Ultra VIX Short-Term Futures ETF |
S&P
500®
VIX Short-Term Futures Index |
ProShares
Short VIX Short-Term Futures ETF |
S&P
500®
VIX Short-Term Futures Index |
Create/Redeem
Cut-off
|
NAV
Calculation Time
|
2:00
p.m. (Eastern Time) |
4:00
p.m. (Eastern Time) |
Fund
Name
|
Breakeven
Amount
(%
Per Annum of
Average
Daily
NAV)*
|
Assumed
Selling
Price
Per
Share*
|
Breakeven
Amount
($
for the
Assumed
Selling
Price
Per Share)*
|
ProShares
Ultra VIX Short-Term Futures ETF |
0.00% |
$5.00 |
$0.00 |
ProShares
Short VIX Short-Term Futures ETF |
0.00% |
$60.00 |
$0.00 |
ProShares
VIX Short-Term Futures ETF |
0.00% |
$10.00 |
$0.00 |
|
Index
XYZ
|
Fund
XYZ
| ||
Level
|
Daily
Performance
|
Daily
Performance
|
Net
Asset
Value
| |
Start |
100.00 |
|
|
$100.00 |
Day
1 |
97.00 |
-3.00% |
-4.50% |
$95.50 |
Day
2 |
99.91 |
3.00% |
4.50% |
$99.80 |
Day
3 |
96.91 |
-3.00% |
-4.50% |
$95.31 |
Day
4 |
99.82 |
3.00% |
4.50% |
$99.60 |
Day
5 |
96.83 |
-3.00% |
-4.50% |
$95.11 |
Day
6 |
99.73 |
3.00% |
4.50% |
$99.39 |
Day
7 |
96.74 |
-3.00% |
-4.50% |
$94.92 |
Total
Return |
|
-3.26% |
-5.08% |
|
|
Index
XYZ
|
Fund
XYZ
| ||
Level
|
Daily
Performance
|
Daily
Performance
|
Net
Asset
Value
| |
Start |
100.00 |
|
|
$100.00 |
Day
1 |
103.00 |
3.00% |
4.50% |
$104.50 |
Day
2 |
99.91 |
-3.00% |
-4.50% |
$99.80 |
Day
3 |
102.91 |
3.00% |
4.50% |
$104.29 |
Day
4 |
99.82 |
-3.00% |
-4.50% |
$99.60 |
Day
5 |
102.81 |
3.00% |
4.50% |
$104.08 |
Day
6 |
99.73 |
-3.00% |
-4.50% |
$99.39 |
Day
7 |
102.72 |
3.00% |
4.50% |
$103.87 |
Total
Return |
|
2.72% |
3.87% |
|
One
Year
Index
Performance |
One-Half
the
Invers
(-0.5x)
One
Year
Index
Performance
|
Index
Volatility
| |||||||||||||||
0%
|
5%
|
10%
|
15%
|
20%
|
25%
|
30%
|
35%
|
40%
|
45%
|
50%
|
55% |
60%
|
65% |
70%
|
75%
| ||
-60% |
30.0% |
58.1% |
58.0% |
57.5% |
56.8% |
55.8% |
54.5% |
52.9% |
51.0% |
48.9% |
46.6% |
44.0% |
41.2% |
38.1% |
34.9% |
31.6% |
28.0% |
-55% |
27.5% |
49.1% |
48.9% |
48.5% |
47.8% |
46.9% |
45.6% |
44.1% |
42.4% |
40.4% |
38.2% |
35.7% |
33.1% |
30.2% |
27.2% |
24.0% |
20.7% |
-50% |
25.0% |
41.4% |
41.3% |
40.9% |
40.2% |
39.3% |
38.1% |
36.7% |
35.1% |
33.2% |
31.1% |
28.8% |
26.3% |
23.6% |
20.7% |
17.7% |
14.5% |
-45% |
22.5% |
34.8% |
34.7% |
34.3% |
33.7% |
32.8% |
31.7% |
30.4% |
28.8% |
27.0% |
25.0% |
22.8% |
20.4% |
17.8% |
15.1% |
12.2% |
9.2% |
-40% |
20.0% |
29.1% |
29.0% |
28.6% |
28.0% |
27.2% |
26.1% |
24.8% |
23.3% |
21.6% |
19.7% |
17.5% |
15.3% |
12.8% |
10.2% |
7.4% |
4.5% |
-35% |
17.5% |
24.0% |
23.9% |
23.6% |
23.0% |
22.2% |
21.2% |
19.9% |
18.5% |
16.8% |
15.0% |
12.9% |
10.7% |
8.4% |
5.9% |
3.2% |
0.4% |
-30% |
15.0% |
19.5% |
19.4% |
19.1% |
18.5% |
17.7% |
16.8% |
15.6% |
14.2% |
12.6% |
10.8% |
8.8% |
6.7% |
4.4% |
2.0% |
-0.5% |
-3.2% |
-25% |
12.5% |
15.5% |
15.4% |
15.0% |
14.5% |
13.8% |
12.8% |
11.6% |
10.3% |
8.7% |
7.0% |
5.1% |
3.1% |
0.9% |
-1.4% |
-3.9% |
-6.5% |
-20% |
10.0% |
11.8% |
11.7% |
11.4% |
10.9% |
10.1% |
9.2% |
8.1% |
6.8% |
5.3% |
3.6% |
1.8% |
-0.2% |
-2.3% |
-4.6% |
-7.0% |
-9.5% |
-15% |
7.5% |
8.5% |
8.4% |
8.1% |
7.6% |
6.9% |
6.0% |
4.9% |
3.6% |
2.1% |
0.5% |
-1.2% |
-3.2% |
-5.2% |
-7.4% |
-9.7% |
-12.2% |
-10% |
5.0% |
5.4% |
5.3% |
5.0% |
4.5% |
3.8% |
3.0% |
1.9% |
0.7% |
-0.7% |
-2.3% |
-4.0% |
-5.9% |
-7.9% |
-10.0% |
-12.3% |
-14.6% |
-5% |
2.5% |
2.6% |
2.5% |
2.2% |
1.7% |
1.1% |
0.2% |
-0.8% |
-2.0% |
-3.4% |
-4.9% |
-6.6% |
-8.4% |
-10.4% |
-12.4% |
-14.6% |
-16.9% |
0% |
0.0% |
0.0% |
-0.1% |
-0.4% |
-0.8% |
-1.5% |
-2.3% |
-3.3% |
-4.5% |
-5.8% |
-7.3% |
-8.9% |
-10.7% |
-12.6% |
-14.7% |
-16.8% |
-19.0% |
5% |
-2.5% |
-2.4% |
-2.5% |
-2.8% |
-3.2% |
-3.9% |
-4.7% |
-5.6% |
-6.8% |
-8.1% |
-9.5% |
-11.1% |
-12.9% |
-14.7% |
-16.7% |
-18.8% |
-21.0% |
10% |
-5.0% |
-4.7% |
-4.7% |
-5.0% |
-5.5% |
-6.1% |
-6.9% |
-7.8% |
-8.9% |
-10.2% |
-11.6% |
-13.2% |
-14.9% |
-16.7% |
-18.6% |
-20.7% |
-22.8% |
15% |
-7.5% |
-6.7% |
-6.8% |
-7.1% |
-7.5% |
-8.1% |
-8.9% |
-9.8% |
-10.9% |
-12.2% |
-13.6% |
-15.1% |
-16.7% |
-18.5% |
-20.4% |
-22.4% |
-24.5% |
20% |
-10.0% |
-8.7% |
-8.8% |
-9.1% |
-9.5% |
-10.1% |
-10.8% |
-11.7% |
-12.8% |
-14.0% |
-15.4% |
-16.9% |
-18.5% |
-20.2% |
-22.1% |
-24.0% |
-26.1% |
25% |
-12.5% |
-10.6% |
-10.6% |
-10.9% |
-11.3% |
-11.9% |
-12.6% |
-13.5% |
-14.6% |
-15.8% |
-17.1% |
-18.6% |
-20.1% |
-21.9% |
-23.7% |
-25.6% |
-27.6% |
30% |
-15.0% |
-12.3% |
-12.4% |
-12.6% |
-13.0% |
-13.6% |
-14.3% |
-15.2% |
-16.2% |
-17.4% |
-18.7% |
-20.1% |
-21.7% |
-23.4% |
-25.1% |
-27.0% |
-29.0% |
35% |
-17.5% |
-13.9% |
-14.0% |
-14.3% |
-14.7% |
-15.2% |
-15.9% |
-16.8% |
-17.8% |
-18.9% |
-20.2% |
-21.6% |
-23.2% |
-24.8% |
-26.5% |
-28.4% |
-30.3% |
40% |
-20.0% |
-15.5% |
-15.6% |
-15.8% |
-16.2% |
-16.7% |
-17.4% |
-18.3% |
-19.3% |
-20.4% |
-21.7% |
-23.0% |
-24.5% |
-26.2% |
-27.9% |
-29.7% |
-31.6% |
45% |
-22.5% |
-17.0% |
-17.0% |
-17.3% |
-17.7% |
-18.2% |
-18.9% |
-19.7% |
-20.7% |
-21.8% |
-23.0% |
-24.4% |
-25.9% |
-27.4% |
-29.1% |
-30.9% |
-32.7% |
50% |
-25.0% |
-18.4% |
-18.4% |
-18.7% |
-19.0% |
-19.6% |
-20.2% |
-21.1% |
-22.0% |
-23.1% |
-24.3% |
-25.7% |
-27.1% |
-28.7% |
-30.3% |
-32.1% |
-33.9% |
55% |
-27.5% |
-19.7% |
-19.8% |
-20.0% |
-20.4% |
-20.9% |
-21.5% |
-22.3% |
-23.3% |
-24.4% |
-25.6% |
-26.9% |
-28.3% |
-29.8% |
-31.4% |
-33.2% |
-35.0% |
60% |
-30.0% |
-20.9% |
-21.0% |
-21.2% |
-21.6% |
-22.1% |
-22.8% |
-23.6% |
-24.5% |
-25.5% |
-26.7% |
-28.0% |
-29.4% |
-30.9% |
-32.5% |
-34.2% |
-36.0% |
One
Year
Index
Performance
|
One
and
One-Half
Times
(1.5x)
One
Year
Index
Performance
|
Index
Volatility
| |||||||||||||||
0%
|
5%
|
10%
|
15%
|
20%
|
25%
|
30%
|
35%
|
40%
|
45%
|
50%
|
55%
|
60%
|
65%
|
70%
|
75%
| ||
-60% |
-90.0% |
-74.7% |
-74.7% |
-74.8% |
-74.9% |
-75.1% |
-75.3% |
-75.5% |
-75.8% |
-76.2% |
-76.6% |
-77.0% |
-77.4% |
-77.9% |
-78.4% |
-78.9% |
-79.5% |
-55% |
-82.5% |
-69.8% |
-69.8% |
-69.9% |
-70.1% |
-70.3% |
-70.5% |
-70.8% |
-71.2% |
-71.6% |
-72.0% |
-72.5% |
-73.1% |
-73.6% |
-74.2% |
-74.9% |
-75.6% |
-50% |
-75.0% |
-64.6% |
-64.7% |
-64.8% |
-64.9% |
-65.2% |
-65.5% |
-65.8% |
-66.2% |
-66.7% |
-67.2% |
-67.8% |
-68.4% |
-69.1% |
-69.8% |
-70.6% |
-71.4% |
-45% |
-67.5% |
-59.2% |
-59.2% |
-59.4% |
-59.6% |
-59.8% |
-60.2% |
-60.6% |
-61.0% |
-61.6% |
-62.2% |
-62.9% |
-63.6% |
-64.4% |
-65.2% |
-66.1% |
-67.0% |
-40% |
-60.0% |
-53.5% |
-53.6% |
-53.7% |
-53.9% |
-54.2% |
-54.6% |
-55.1% |
-55.6% |
-56.2% |
-56.9% |
-57.7% |
-58.5% |
-59.4% |
-60.3% |
-61.3% |
-62.4% |
-35% |
-52.5% |
-47.6% |
-47.6% |
-47.8% |
-48.0% |
-48.4% |
-48.8% |
-49.3% |
-49.9% |
-50.6% |
-51.4% |
-52.3% |
-53.2% |
-54.2% |
-55.3% |
-56.4% |
-57.6% |
-30% |
-45.0% |
-41.4% |
-41.5% |
-41.7% |
-41.9% |
-42.3% |
-42.8% |
-43.4% |
-44.1% |
-44.8% |
-45.7% |
-46.7% |
-47.7% |
-48.8% |
-50.0% |
-51.3% |
-52.6% |
-25% |
-37.5% |
-35.0% |
-35.1% |
-35.3% |
-35.6% |
-36.0% |
-36.6% |
-37.2% |
-38.0% |
-38.8% |
-39.8% |
-40.9% |
-42.0% |
-43.3% |
-44.6% |
-46.0% |
-47.4% |
-20% |
-30.0% |
-28.4% |
-28.5% |
-28.7% |
-29.0% |
-29.5% |
-30.1% |
-30.8% |
-31.7% |
-32.6% |
-33.7% |
-34.8% |
-36.1% |
-37.5% |
-38.9% |
-40.5% |
-42.1% |
-15% |
-22.5% |
-21.6% |
-21.7% |
-21.9% |
-22.3% |
-22.8% |
-23.4% |
-24.2% |
-25.2% |
-26.2% |
-27.4% |
-28.6% |
-30.0% |
-31.5% |
-33.1% |
-34.8% |
-36.5% |
-10% |
-15.0% |
-14.6% |
-14.7% |
-14.9% |
-15.3% |
-15.9% |
-16.6% |
-17.5% |
-18.5% |
-19.6% |
-20.9% |
-22.3% |
-23.8% |
-25.4% |
-27.1% |
-29.0% |
-30.9% |
-5% |
-7.5% |
-7.4% |
-7.5% |
-7.8% |
-8.2% |
-8.8% |
-9.6% |
-10.5% |
-11.6% |
-12.8% |
-14.2% |
-15.7% |
-17.3% |
-19.1% |
-21.0% |
-22.9% |
-25.0% |
0% |
0.0% |
0.0% |
-0.1% |
-0.4% |
-0.8% |
-1.5% |
-2.3% |
-3.3% |
-4.5% |
-5.8% |
-7.3% |
-8.9% |
-10.7% |
-12.6% |
-14.7% |
-16.8% |
-19.0% |
5% |
7.5% |
7.6% |
7.5% |
7.2% |
6.7% |
6.0% |
5.1% |
4.0% |
2.8% |
1.3% |
-0.3% |
-2.0% |
-3.9% |
-6.0% |
-8.2% |
-10.5% |
-12.9% |
10% |
15.0% |
15.4% |
15.3% |
14.9% |
14.4% |
13.7% |
12.7% |
11.5% |
10.2% |
8.7% |
6.9% |
5.0% |
3.0% |
0.8% |
-1.5% |
-4.0% |
-6.6% |
15% |
22.5% |
23.3% |
23.2% |
22.9% |
22.3% |
21.5% |
20.5% |
19.2% |
17.8% |
16.1% |
14.3% |
12.3% |
10.1% |
7.7% |
5.3% |
2.6% |
-0.1% |
20% |
30.0% |
31.5% |
31.3% |
31.0% |
30.3% |
29.5% |
28.4% |
27.1% |
25.6% |
23.8% |
21.8% |
19.7% |
17.4% |
14.9% |
12.2% |
9.4% |
6.5% |
25% |
37.5% |
39.8% |
39.6% |
39.2% |
38.6% |
37.7% |
36.5% |
35.1% |
33.5% |
31.6% |
29.5% |
27.2% |
24.8% |
22.1% |
19.3% |
16.3% |
13.2% |
30% |
45.0% |
48.2% |
48.1% |
47.7% |
47.0% |
46.0% |
44.8% |
43.3% |
41.6% |
39.6% |
37.4% |
35.0% |
32.3% |
29.5% |
26.5% |
23.3% |
20.0% |
35% |
52.5% |
56.9% |
56.7% |
56.3% |
55.5% |
54.5% |
53.2% |
51.7% |
49.8% |
47.7% |
45.4% |
42.8% |
40.0% |
37.0% |
33.9% |
30.5% |
27.0% |
40% |
60.0% |
65.7% |
65.5% |
65.0% |
64.3% |
63.2% |
61.8% |
60.2% |
58.2% |
56.0% |
53.5% |
50.8% |
47.9% |
44.7% |
41.4% |
37.8% |
34.1% |
45% |
67.5% |
74.6% |
74.4% |
73.9% |
73.1% |
72.0% |
70.6% |
68.8% |
66.8% |
64.4% |
61.8% |
59.0% |
55.9% |
52.6% |
49.0% |
45.3% |
41.4% |
50% |
75.0% |
83.7% |
83.5% |
83.0% |
82.2% |
81.0% |
79.5% |
77.6% |
75.5% |
73.0% |
70.3% |
67.3% |
64.0% |
60.5% |
56.8% |
52.9% |
48.8% |
55% |
82.5% |
93.0% |
92.8% |
92.3% |
91.4% |
90.1% |
88.5% |
86.6% |
84.3% |
81.7% |
78.9% |
75.7% |
72.3% |
68.6% |
64.7% |
60.6% |
56.3% |
60% |
90.0% |
102.4% |
102.2% |
101.6% |
100.7% |
99.4% |
97.7% |
95.7% |
93.3% |
90.6% |
87.6% |
84.3% |
80.7% |
76.8% |
72.7% |
68.4% |
63.9% |