Bitcoin
Strategy ETF |
BITO |
Short
Bitcoin Strategy
ETF |
BITI |
Principal
U.S. National Stock Exchange |
Fund |
NYSE
Arca |
Bitcoin
Strategy ETF and Short Bitcoin Strategy
ETF |
Term |
Definition |
1933
Act |
Securities
Act of 1933, as amended |
1934
Act |
Securities
and Exchange Act of 1934, as amended |
1940
Act |
Investment
Company Act of 1940, as amended |
Advisor
or ProShare Advisors |
ProShare
Advisors LLC |
Board
of Trustees or Board |
Board
of Trustees of ProShares Trust |
CCO |
Chief
Compliance Officer |
CFTC |
U.S.
Commodity Futures Trading Commission |
Code
or Internal Revenue Code |
Internal
Revenue Code of 1986, as amended |
CPO |
Commodity
Pool Operator |
Distributor
or SEI |
SEI
Investments Distribution Co. |
ETF |
Exchange
traded fund |
Exchange |
NYSE
Arca |
Fund
Complex |
All
operational registered investment companies that are
advised
by the Advisor or its affiliates |
Independent
Trustee(s) |
Trustees
who are not “Interested Persons” of ProShare
Advisors
or Trust as defined under Section 2(a)(19) of the
1940
Act |
NAV |
Net
asset value |
SEC |
U.S.
Securities and Exchange Commission |
Shares |
The
shares of a Fund |
Trust |
ProShares
Trust |
Trustee(s) |
One
or more of the trustees of the
Trust |
One
Year Index
Performance |
Inverse
(-1x) of
One
Year Index
Performance |
Index
Volatility | ||||||||||
0% |
10% |
20% |
30% |
40% |
50% |
60% |
70% |
80% |
90% |
100% | ||
-90% |
90% |
900.00% |
890.05% |
860.79% |
813.93% |
752.14% |
678.80% |
597.68% |
512.63% |
427.29% |
344.86% |
267.88% |
-80% |
80% |
400.00% |
395.02% |
380.39% |
356.97% |
326.07% |
289.40% |
248.84% |
206.31% |
163.65% |
122.43% |
83.94% |
-70% |
70% |
233.33% |
230.02% |
220.26% |
204.64% |
184.05% |
159.60% |
132.56% |
104.21% |
75.76% |
48.29% |
22.63% |
-60% |
60% |
150.00% |
147.51% |
140.20% |
128.48% |
113.04% |
94.70% |
74.42% |
53.16% |
31.82% |
11.21% |
-8.03% |
-50% |
50% |
100.00% |
98.01% |
92.16% |
82.79% |
70.43% |
55.76% |
39.54% |
22.53% |
5.46% |
-11.03% |
-26.42% |
-40% |
40% |
66.67% |
65.01% |
60.13% |
52.32% |
42.02% |
29.80% |
16.28% |
2.10% |
-12.12% |
-25.86% |
-38.69% |
-30% |
30% |
42.86% |
41.44% |
37.26% |
30.56% |
21.73% |
11.26% |
-0.33% |
-12.48% |
-24.67% |
-36.45% |
-47.45% |
-20% |
20% |
25.00% |
23.76% |
20.10% |
14.24% |
6.52% |
-2.65% |
-12.79% |
-23.42% |
-34.09% |
-44.39% |
-54.02% |
-10% |
10% |
11.11% |
10.01% |
6.75% |
1.55% |
-5.32% |
-13.47% |
-22.48% |
-31.93% |
-41.41% |
-50.57% |
-59.12% |
0% |
0% |
0.00% |
-1.00% |
-3.92% |
-8.61% |
-14.79% |
-22.12% |
-30.23% |
-38.74% |
-47.27% |
-55.51% |
-63.21% |
10% |
-10% |
-9.09% |
-10.00% |
-12.66% |
-16.92% |
-22.53% |
-29.20% |
-36.57% |
-44.31% |
-52.06% |
-59.56% |
-66.56% |
20% |
-20% |
-16.67% |
-17.50% |
-19.93% |
-23.84% |
-28.99% |
-35.10% |
-41.86% |
-48.95% |
-56.06% |
-62.93% |
-69.34% |
30% |
-30% |
-23.08% |
-23.84% |
-26.09% |
-29.70% |
-34.45% |
-40.09% |
-46.33% |
-52.87% |
-59.44% |
-65.78% |
-71.70% |
40% |
-40% |
-28.57% |
-29.28% |
-31.37% |
-34.72% |
-39.13% |
-44.37% |
-50.17% |
-56.24% |
-62.34% |
-68.22% |
-73.72% |
50% |
-50% |
-33.33% |
-34.00% |
-35.95% |
-39.07% |
-43.19% |
-48.08% |
-53.49% |
-59.16% |
-64.85% |
-70.34% |
-75.47% |
60% |
-60% |
-37.50% |
-38.12% |
-39.95% |
-42.88% |
-46.74% |
-51.32% |
-56.40% |
-61.71% |
-67.04% |
-72.20% |
-77.01% |
70% |
-70% |
-41.18% |
-41.76% |
-43.48% |
-46.24% |
-49.87% |
-54.19% |
-58.96% |
-63.96% |
-68.98% |
-73.83% |
-78.36% |
80% |
-80% |
-44.44% |
-45.00% |
-46.62% |
-49.23% |
-52.66% |
-56.73% |
-61.24% |
-65.97% |
-70.71% |
-75.29% |
-79.56% |
90% |
-90% |
-47.37% |
-47.89% |
-49.43% |
-51.90% |
-55.15% |
-59.01% |
-63.28% |
-67.76% |
-72.25% |
-76.59% |
-80.64% |
100% |
-100% |
-50.00% |
-50.50% |
-51.96% |
-54.30% |
-57.39% |
-61.06% |
-65.12% |
-69.37% |
-73.64% |
-77.76% |
-81.61% |
Name
and Birth Date |
Term
of Office
and
Length of
Time
Served |
Principal
Occupation(s)
During
the
Past 5 Years |
Number
of
Operational
Portfolios
in
Fund
Complex*
Overseen
by Trustee |
Other
Directorships
Held
by Trustee
During
Past
5 Years |
Independent
Trustees |
|
|
| |
William
D. Fertig
Birth
Date: 9/56 |
Indefinite;
June
2011
to present |
Context
Capital
Management
(Alternative
Asset
Management):
Chief
Investment
Officer
(September
2002 to
present). |
ProShares
(121)
ProFunds
(116) |
Context
Capital |
Russell
S. Reynolds III
Birth
Date: 7/57 |
Indefinite;
November
2005 to
present |
RSR
Partners, Inc.
(Retained
Executive
Recruitment
and
Corporate
Governance
Consulting):
Managing
Director
(February
1993 to
present). |
ProShares
(121)
ProFunds
(116) |
RSR
Partners, Inc. |
Michael
C. Wachs
Birth
Date: 10/61 |
Indefinite;
November
2005 to
present |
Linden
Lane Capital
Partners
LLC (Real
Estate
Investment
and
Development):
Managing
Principal
(2010
to present). |
ProShares
(121)
ProFunds
(116) |
NAIOP
(the
Commercial
Real
Estate
Development
Association) |
Interested
Trustee and Chairman of the Board |
|
|
Name
and Birth Date |
Term
of Office
and
Length of
Time
Served |
Principal
Occupation(s)
During
the
Past 5 Years |
Number
of
Operational
Portfolios
in
Fund
Complex*
Overseen
by Trustee |
Other
Directorships
Held
by Trustee
During
Past
5 Years |
Michael
L. Sapir**
Birth
Date: 5/58 |
Indefinite;
2002 to
present |
Chairman
and Chief
Executive
Officer of
ProFund
Advisors
LLC
(April
1997 to
present);
ProShare
Advisors
(November
2005 to
present);
and
ProShare
Capital
Management
LLC
(July
2008 to
present). |
ProShares
(121)
ProFunds
(116) |
None |
Name
of Trustee |
Dollar
Range
of
Equity
Securities
in
the
Trust |
Aggregate
Dollar
Range
of Equity
Securities
in All
Registered
Investment
Companies
Overseen
by
Trustee in Family of
Investment
Companies |
Independent
Trustees |
||
William
D. Fertig, Trustee |
Over
$100,000 |
Over
$100,000 |
Russell
S. Reynolds III, Trustee |
$10,001-$50,000 |
$10,001-$50,000 |
Michael
C. Wachs, Trustee |
None |
$10,001-$50,000 |
Interested
Trustee |
||
Michael
L. Sapir, Trustee and Chairman |
Over
$100,000 |
Over
$100,000 |
Name |
Aggregate
Compensation
From
the Fund |
Pension
or
Retirement
Benefits
Accrued
as
Part
of
Trust
Expenses |
Estimated
Annual
Benefits
Upon
Retirement |
Total
Compensation
From
Trust and
Fund
Complex
Paid
to Trustees |
Independent
Trustees |
|
|
|
|
William
D. Fertig, Trustee |
$4,577 |
$0 |
$0 |
$325,000 |
Russell
S. Reynolds, III, Trustee |
$4,577 |
$0 |
$0 |
$325,000 |
Michael
C. Wachs, Trustee |
$4,577 |
$0 |
$0 |
$325,000 |
Interested
Trustee |
|
|
|
|
Michael
L. Sapir, Trustee and Chairman |
$0 |
$0 |
$0 |
$0 |
Name
and Birth Date |
Position(s)
Held
with
Trust |
Term
of Office
and
Length of
Time
Served |
Principal
Occupation(s)
During
the Past
5
Years |
Todd
B. Johnson
Birth
Date: 1/64 |
President |
Indefinite;
January
2014 to
present |
Chief
Investment Officer of ProShare
Advisors
(December 2008 to present);
ProFund
Advisors LLC (December 2008 to
present);
and ProShare Capital
Management
LLC (February 2009 to present). |
Maria
Clem Sell
3
Canal Plaza, Suite
100
Portland, ME
04101
Birth
Date: 2/78 |
Treasurer |
Indefinite;
June
2022
to present |
Senior
Principal Consultant and Fund
Treasurer,
ACA Group (2021 to present);
Director,
Franklin Templeton Investments
(2014
to 2021). |
Victor
M. Frye, Esq.
Birth
Date: 10/58 |
Chief
Compliance
Officer
and AML
Officer |
Indefinite;
November
2005
to
present |
Counsel
and Chief Compliance Officer of
ProShare
Advisors (December 2004 to
present)
and ProFund Advisors LLC (October
2002
to present); Secretary of ProFunds
Distributors,
Inc. (April 2008 to present);
Chief
Compliance Officer of ProFunds
Distributors,
Inc. (July 2015 to present). |
Richard
F. Morris
Birth
Date: 8/67 |
Chief
Legal
Officer
and
Secretary |
Indefinite;
December
2015
to
present |
General
Counsel of ProShare Advisors;
ProFund
Advisors LLC; and ProShare Capital
Management
LLC (December 2015 to
present);
Chief Legal Officer of ProFunds
Distributors,
Inc. (December 2015 to present);
Partner
at Morgan Lewis & Bockius, LLP
(October
2012 to November 2015). |
Name
of Fund |
Investment
Advisory Fee |
Bitcoin
Strategy ETF |
0.95% |
Short
Bitcoin Strategy ETF |
0.95% |
ADVISORY
FEES |
||||
|
2022 |
|
2023 |
|
Earned |
Waived |
Earned |
Waived | |
Bitcoin
Strategy ETF |
$6,522,139 |
$0 |
$6,935,393 |
$0 |
Short
Bitcoin Strategy ETF |
N/A |
N/A |
882,647 |
351,102 |
Name
of Portfolio Manager |
Dollar
Range of
Equity
Securities
in
the Funds
Managed
by the
Portfolio
Manager |
Aggregate
Dollar Range
of
Equity Securities in
All
Registered
Investment
Companies in
the
ProShares Family |
Alexander
Ilyasov |
None |
$50,001-$100,000 |
George
Banian |
None |
None |
Name
of Portfolio
Manager |
Number
of All Registered
Investment
Companies
Managed/Total
Assets |
Number
of All
Other
Pooled
Investment
Vehicles
Managed/Total
Assets |
Number
of All
Other
Accounts
Managed/Total
Assets |
Alexander
Ilyasov |
74/$3,780,639,151 |
16/$3,825,400,127 |
0/$0 |
George
Banian |
3/$995,991,357 |
12/$3,726,384,854 |
0/$0 |
ADMINISTRATOR
FEES |
||
|
2022 |
2023 |
Bitcoin
Strategy ETF |
$0 |
$0 |
Short
Bitcoin Strategy ETF |
N/A |
$0 |
Citi |
||
|
2022 |
2023 |
Bitcoin
Strategy ETF |
$0 |
$0 |
Short
Bitcoin Strategy ETF |
N/A |
$0 |
|
BROKERAGE
COMMISSIONS
PAID |
|
2022 |
2023 | |
Bitcoin
Strategy ETF |
$1,123,137.00 |
$2,140,615.00 |
Short
Bitcoin Strategy ETF |
N/A |
$509,080.00 |
Fund
Name |
Creation
Unit
Size |
Value
of
Creation
Unit at
inception |
Bitcoin
Strategy ETF |
10,000 |
$400,000 |
Short
Bitcoin Strategy ETF |
10,000 |
$400,000 |
Fund(s) |
Typical
Creation Cut-Off Time (Eastern Time) |
Bitcoin
Strategy ETF |
2:00
p.m. |
Short
Bitcoin Strategy ETF |
2:00
p.m. |
Fund(s) |
Typical
NAV Calculation Time
Eastern
Time |
Bitcoin
Strategy ETF |
4:00
p.m. |
Short
Bitcoin Strategy ETF |
4:00
p.m. |
Fund |
No
Expiration
Date |
Total |
Bitcoin
Strategy ETF |
$719,411 |
$719,411 |
Short
Bitcoin Strategy ETF |
9,217 |
9,217 |
Fund |
CLCFs
Utilized |
CLCFs
Expired |
Ordinary
Late
Year
Loss
Deferrals |
Bitcoin
Strategy ETF |
$- |
$- |
$3,659,890 |
Fund |
Beneficial
Owner |
Percent
Owned |
ProShares
Bitcoin Strategy ETF |
|
|
|
NATIONAL
FINANCIAL SERVICES, LLC |
18.11% |
|
THE
GOLDMAN SACHS TRUST COMPANY,
NATIONAL
ASSOCIATION |
15.36% |
|
TD
AMERITRADE CLEARING, INC. |
12.38% |
|
CHARLES
SCHWAB & CO., INC. |
9.68% |
|
CITIBANK,
NATIONAL ASSOCIATION |
8.03% |
|
CHARLES
SCHWAB RETAIL |
6.86% |
|
E*TRADE
SECURITIES LLC |
5.49% |
ProShares
Short Bitcoin Strategy ETF |
|
|
|
NATIONAL
FINANCIAL SERVICES, LLC |
23.84% |
|
TD
AMERITRADE CLEARING, INC. |
15.83% |
|
CITIBANK,
NATIONAL ASSOCIATION |
10.99% |
|
E*TRADE
SECURITIES LLC |
9.04% |
|
CHARLES
SCHWAB RETAIL |
8.85% |
TITLE: |
Proxy
Voting Policies and Procedures |
FOR: |
ProShare
Advisors LLC ProFund Advisors LLC |
DATED: |
March
1, 2008 |
AS
REVISED: |
May
1, 2015 |