EXCHANGE LISTED FUNDS TRUST

Akros Monthly Payout ETF (MPAY)

Annual Report

November 30, 2023

 

Exchange Listed Funds Trust
TABLE OF CONTENTS

 

November 30, 2023  

  

Akros Monthly Payout ETF

   

Management’s Discussion of Fund Performance

 

1

Schedule of Investments

 

4

Summary of Investments

 

6

Statement of Assets and Liabilities

 

7

Statement of Operations

 

8

Statements of Changes in Net Assets

 

9

Financial Highlights

 

10

Notes to Financial Statements

 

11

Report of Independent Registered Public Accounting Firm

 

19

Disclosure of Fund Expenses

 

20

Board Consideration and Approval of Continuance of Investment Advisory Agreement

 

21

Other Information

 

23

Trustees

 

24

Officers

 

25

Before investing you should carefully consider the Fund’s investment objectives, risks, charges and expenses. This and other information is available in the Fund’s prospectus, a copy of which may be obtained by visiting the Fund’s website at www.akrosetfs.com. Please read the Fund’s prospectus carefully before you invest.

There are risks involved with investing, including possible loss of principal, and there is no guarantee the Fund will achieve its investment objective. The Fund is classified as a diversified investment company under the Investment Company Act of 1940 (the “1940 Act”). Concentration in a particular industry or sector will subject the Fund to loss due to adverse occurrences that may affect that industry or sector.

The Fund seeks to make cash distributions once per month throughout a calendar year with the goal, but not the guarantee, of an annualized target rate of 7.0%, which is based on the Fund’s per-share net asset value (“NAV”) on the date of a distribution’s declaration. See Note 2(f) — Distributions to Shareholders for additional information on the Fund’s target distributions.

Individual shares of the Fund may be purchased or sold in the secondary market throughout the regular trading day on the NYSE Arca, Inc. (the “Exchange”) through a brokerage account. However, shares are not individually redeemable directly from the Fund. The Fund issues and redeems shares on a continuous basis, at NAV, only in large blocks of shares (“Creation Units”).

Distributor: Foreside Fund Services, LLC

i

Akros Monthly Payout ETF

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

 

November 30, 2023  

(Unaudited)  

Dear Shareholders,

Thank you for your investment in the Akros Monthly Payout ETF (“MPAY” or the “Fund”). The information presented in this report relates to the operations of MPAY for the fiscal year ended November 30, 2023.

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Akros Multi-Asset Index (the “Index”). The Index generally consists of 18 exchange-traded funds and 50 U.S. exchange-listed stocks. The Index is broadly diversified and seeks to offer the potential for monthly distributions, which may include return of capital to investors. The goal of the Index is to represent an allocation to a balanced portfolio of international equities, fixed income securities and alternative investments. The Index composition is dynamically allocated across asset classes taking into consideration the current macroeconomic state. The Index will have risk characteristics similar to the international stock and bond markets and foreign exchange markets and will generally rise and fall with prevailing market conditions, with the goal, but not the guarantee, of achieving a total return sufficient, over time and after expenses, to support a seven percent (7.0%) annual distribution rate.

The Fund’s performance is primarily influenced by the dynamic allocation of U.S. equities in our regime detection model. Our regime detection model is based on around 500 macroeconomic time series provided by Federal Reserve Economic Data (FRED), such as CPI and unemployment rate. The model then generates a few millions of regime candidates derived from the FRED time series. These generated regimes may be simple as inflation/deflation periods determined by CPI YoY, but most of them consist of multiple FRED variables. Among these candidates, only a few hundreds are classified as robust regimes that provide reliable signals for the future performance of our target assets. The final MPAY portfolio is constructed by allocating weights on assets that showed good performance in the predicted regime. From March to July 2023, the Fund allocated a relatively high percentage, approximately 40%, of its assets to U.S. equities. During this period, the S&P 500® Index also experienced a significant increase of 16.3%. However, the average weight allocated to U.S. equities decreased to 23% from August to September 2023, coinciding with a 6.3% decline in the S&P 500® Index during the same period.

The Fund had positive performance during the fiscal year ended November 30, 2023. The market price for the Fund’s shares increased 4.84% and the net asset value increased 4.77%. The Index increased 5.00%, while the S&P 500® Index and the Blended Index (60% S&P 500® Index and 40% Barclays Aggregate Bond Index) returned 13.84% and 8.76%, respectively.

The Fund commenced operations on May 6, 2022, with 90,001 shares outstanding as of November 30, 2023. We appreciate your investment in the Akros Monthly Payout ETF.

Sincerely,

J. Garrett Stevens

Chief Executive Officer

Exchange Traded Concepts, Adviser to the Fund

1

Akros Monthly Payout ETF

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE (Continued)

 

November 30, 2023  

(Unaudited)  

Growth of a $10,000 Investment

(at net asset value)

 

Average Annual
Return
As of 11/30/2023

 

 

Inception Date
of the Fund

One Year

Since
Inception

Expense Ratio*

Gross

Net

Akros Monthly Payout ETF (Net Asset Value)

5/6/2022

4.77%

0.79%

0.82%

0.57%

Akros Monthly Payout ETF (Market Price)

 

4.84%

0.80%

   

S&P 500® Index

 

13.84%

8.19%

   

Blended Index (60% S&P 500® Index and 40% Bloomberg US Aggregate Bond Index)

 

8.76%

4.67%

   

Akros Multi-Asset Index

 

5.00%

0.95%

   

*   Reflects the expense ratios (inclusive of 0.07% of acquired fund fees and expenses). Exchange Traded Concepts, LLC (the “Adviser”) has contractually agreed to waive a portion of its management fee in an amount equal to 0.25% of average daily net assets through March 31, 2024 as reported in the Prospectus dated April 1, 2023.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that shares, when redeemed or sold in the market, may be worth more or less than their original cost. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of all dividends and all capital gains. Index returns assume reinvestment of dividends and, unlike a Fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

Current performance may be lower or higher than performance data quoted. For the Fund’s most recent month end performance, please visit www.akrosetfs.com.

There are no assurances that the Fund will meet its stated objectives.

The Fund’s holdings and allocations are subject to change and should not be considered recommendations to buy individual securities. The information provided herein represents the opinion of Exchange Traded Concepts, LLC for the period stated and is subject to change at any time.

2

Akros Monthly Payout ETF

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE (Concluded)

 

November 30, 2023  

(Unaudited)

Blended Index is 60% the S&P 500® Index and 40% the Bloomberg US Aggregate Bond Index.

The S&P 500® Index is a capitalization-weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.

The Bloomberg US Aggregate Bond Index is a broad base, market capitalization-weighted bond market index representing intermediate term investment grade bonds traded in the United States.

The Akros Multi-Asset Index seeks to facilitate the Fund’s adopted policy to pay monthly distributions on Fund shares at a target rate that represents an annualized payout of approximately 7.0% on the Fund’s per-share net asset value on the date of a distributions’s declaration.

The Fund’s shares are listed on an exchange. The price of the Fund’s shares is based on market price, and because exchange-traded fund shares trade at market prices rather than net asset value, shares may trade at a price greater than net asset value (premium) or less than net asset value (discount).

NAV — The dollar value of a single share is calculated by taking the value of the underlying assets of the fund minus its liabilities, divided by the number of shares outstanding. NAV is calculated at the end of each business day.

3

Akros Monthly Payout ETF

SCHEDULE OF INVESTMENTS

 

November 30, 2023  

 

 

Number of
Shares

 

Value

COMMON STOCKS — 2.4%

     

 

 

CONSUMER DISCRETIONARY — 0.3%

 

 

 

AutoNation, Inc.*

 

6

 

$

812

Bath & Body Works, Inc.

 

24

 

 

783

DR Horton, Inc.

 

8

 

 

1,021

H&R Block, Inc.

 

17

 

 

772

Laureate Education, Inc.

 

45

 

 

591

Magna International, Inc.

 

16

 

 

863

Murphy USA, Inc.

 

1

 

 

369

Tempur Sealy International, Inc.

 

17

 

 

685

Travel + Leisure Co.

 

19

 

 

677

       

 

6,573

CONSUMER STAPLES — 0.0%

     

 

 

Albertsons Cos., Inc., Class A

 

30

 

 

653

ENERGY — 0.2%

     

 

 

Halliburton Co.

 

21

 

 

778

Schlumberger Ltd.

 

20

 

 

1,041

TechnipFMC PLC.

 

33

 

 

684

Weatherford International PLC*

 

8

 

 

725

       

 

3,228

FINANCIALS — 0.3%

     

 

 

Allstate Corp. (The)

 

7

 

 

965

Aon PLC, Class A

 

3

 

 

985

Assurant, Inc.

 

6

 

 

1,008

Old Republic International Corp.

 

25

 

 

733

Travelers Cos., Inc. (The)

 

6

 

 

1,084

Unum Group

 

15

 

 

645

       

 

5,420

HEALTH CARE — 0.4%

     

 

 

Cigna Group (The)

 

3

 

 

789

HCA Healthcare, Inc.

 

3

 

 

751

Laboratory Corp. of America Holdings

 

3

 

 

651

McKesson Corp.

 

2

 

 

941

Organon & Co.

 

44

 

 

498

Tenet Healthcare Corp.*

 

12

 

 

828

UnitedHealth Group, Inc.

 

7

 

 

3,871

       

 

8,329

INDUSTRIALS — 0.4%

     

 

 

Acuity Brands, Inc.

 

3

 

 

538

CH Robinson Worldwide, Inc.

 

9

 

 

739

Clean Harbors, Inc.*

 

3

 

 

485

Ferguson PLC

 

6

 

 

1,028

Huntington Ingalls Industries, Inc.

 

2

 

 

474

 

Number of
Shares

 

Value

COMMON STOCKS (Continued)

     

 

 

INDUSTRIALS (Continued)

 

 

 

Illinois Tool Works, Inc.

 

6

 

$

1,453

ITT, Inc.

 

8

 

 

866

Lennox International, Inc.

 

2

 

 

813

ManpowerGroup, Inc.

 

9

 

 

668

Ryder System, Inc.

 

7

 

 

750

       

 

7,814

INFORMATION TECHNOLOGY — 0.5%

 

 

 

Accenture PLC, Class A

 

7

 

 

2,332

Dell Technologies, Inc., Class C

 

11

 

 

835

International Business Machines Corp.

 

10

 

 

1,586

Jabil, Inc.

 

7

 

 

807

Kyndryl Holdings, Inc.*

 

46

 

 

829

NVIDIA Corp.

 

9

 

 

4,209

       

 

10,598

MATERIALS — 0.3%

     

 

 

Berry Global Group, Inc.

 

12

 

 

793

Dow, Inc.

 

18

 

 

931

International Paper Co.

 

20

 

 

739

Mosaic Co. (The)

 

20

 

 

718

NewMarket Corp.

 

1

 

 

531

Reliance Steel & Aluminum Co.

 

2

 

 

551

Westrock Co.

 

19

 

 

782

       

 

5,045

TOTAL COMMON STOCKS
(Cost $45,964)

     

 

47,660

       

 

 

EXCHANGE-TRADED FUNDS — 96.7%

 

 

 

COMMODITY — 27.3%

     

 

 

abrdn Physical Gold Shares ETF*

 

2,329

 

 

45,346

iShares Gold Trust*

 

2,160

 

 

83,246

iShares Gold Trust Micro*

 

10,204

 

 

207,447

SPDR Gold MiniShares Trust*

 

5,136

 

 

207,392

       

 

543,431

EQUITY — 23.0%

     

 

 

FlexShares Morningstar Global Upstream Natural Resources Index Fund

 

5,220

 

 

208,957

iShares Global Infrastructure ETF

 

836

 

 

38,506

SPDR S&P Global Natural Resources ETF

 

3,783

 

 

210,373

SPDR S&P North American Natural Resources ETF

 

17

 

 

859

       

 

458,695

4

Akros Monthly Payout ETF

SCHEDULE OF INVESTMENTS (Concluded)

 

November 30, 2023  

 

 

Number of
Shares

 

Value

EXCHANGE-TRADED FUNDS (Continued)

 

 

 

FIXED INCOME — 45.1%

     

 

 

iShares 1-5 Year Investment Grade Corporate Bond ETF

 

47

 

$

2,381

iShares Broad USD High Yield Corporate Bond ETF

 

5,961

 

 

212,152

Vanguard Short-Term Corporate Bond ETF

 

2,716

 

 

207,557

Vanguard Short-Term Treasury ETF

 

1,081

 

 

62,741

Xtrackers Low Beta High Yield Bond ETF

 

4,412

 

 

200,879

Xtrackers USD High Yield Corporate Bond ETF

 

6,109

 

 

212,226

       

 

897,936

REAL ESTATE — 1.3%

     

 

 

Vanguard Real Estate ETF

 

327

 

 

26,726

TOTAL EXCHANGE-TRADED FUNDS
(Cost $1,881,596)

     

 

1,926,788

       

 

 

SHORT-TERM INVESTMENTS — 0.7%

 

 

 

Invesco Government & Agency Portfolio  Institutional Class, 5.28%(a)

 

13,342

 

 

13,342

TOTAL SHORT-TERM INVESTMENTS
(Cost $13,342)

     

 

13,342

TOTAL INVESTMENTS — 99.8% (Cost $1,940,902)

     

 

1,987,790

Other Assets in Excess of Liabilities — 0.2%

     

 

 4,135

TOTAL NET ASSETS — 100.0%

     

$

1,991,925

*   Non-income producing security.

(a)   The rate is the annualized seven-day yield at period end.

5

Akros Monthly Payout ETF

SUMMARY OF INVESTMENTS

 

November 30, 2023  

 

Security Type/Sector

 

Percent of
Total Net
Assets

Common Stocks

   

 

Consumer Discretionary

 

0.3

%

Consumer Staples

 

0.0

%

Energy

 

0.2

%

Financials

 

0.3

%

Health Care

 

0.4

%

Industrials

 

0.4

%

Information Technology

 

0.5

%

Materials

 

0.3

%

Total Common Stocks

 

2.4

%

Exchange-Traded Funds

   

 

Commodity

 

27.3

%

Equity

 

23.0

%

Fixed Income

 

45.1

%

Real Estate

 

1.3

%

Total Exchange-Traded Funds

 

96.7

%

Short-Term Investments

 

0.7

%

Total Investments

 

99.8

%

Other Assets in Excess of Liabilities

 

0.2

%

Total Net Assets

 

100.0

%

6

EXCHANGE LISTED FUNDS TRUST

STATEMENT OF ASSETS AND LIABILITIES

 

November 30, 2023  
  

 

Akros Monthly
Payout ETF

Assets:

 

 

 

 

Investments, at value

 

$

1,987,790

 

Capital shares receivable

 

 

442,645

 

Dividends receivable

 

 

148

 

Foreign tax reclaim

 

 

1

 

Total Assets

 

 

2,430,584

 

   

 

 

 

Liabilities:

 

 

 

 

Advisory fee payable

 

 

626

 

Investment securities purchased payable

 

 

438,033

 

Total Liabilities

 

 

438,659

 

   

 

 

 

Net Assets

 

$

1,991,925

 

   

 

 

 

Net Assets Consist of:

 

 

 

 

Paid-in capital

 

$

2,148,536

 

Distributable earnings (loss)

 

 

(156,611

)

Net Assets

 

$

1,991,925

 

   

 

 

 

Shares of Beneficial Interest Outstanding

 

 

 

 

(unlimited number of shares authorized, no par value)

 

 

90,001

 

Net Asset Value, Offering and Redemption Price Per Share

 

$

22.13

 

Investments, at cost

 

$

1,940,902

 

7

EXCHANGE LISTED FUNDS TRUST

STATEMENT OF OPERATIONS

 

  

 

Akros Monthly
Payout ETF

   

Year Ended
November 30,
2023

Investment Income:

 

 

 

 

Dividends*

 

$

58,698

 

Total Investment Income

 

 

58,698

 

   

 

 

 

Expenses:

 

 

 

 

Advisory fees

 

 

16,398

 

Total Expenses

 

 

16,398

 

Less fees waived:

 

 

 

 

Waiver

 

 

(5,466

)

Net Expenses

 

 

10,932

 

Net Investment Income (Loss)

 

 

47,766

 

   

 

 

 

Realized and Unrealized Gain (Loss)

 

 

 

 

Net realized gain (loss) from:

 

 

 

 

Investments

 

 

(89,297

)

In-kind redemptions

 

 

135,667

 

Net realized gain (loss)

 

 

46,370

 

Net change in unrealized appreciation (depreciation) on:

 

 

 

 

Investments

 

 

1,447

 

Net change in unrealized appreciation (depreciation)

 

 

1,447

 

Net realized and unrealized gain (loss)

 

 

47,817

 

   

 

 

 

Net Increase (Decrease) in Net Assets Resulting from Operations

 

$

95,583

 

* Net of foreign withholding taxes

 

$

25

 

8

EXCHANGE LISTED FUNDS TRUST

STATEMENTS OF CHANGES IN NET ASSETS

 

  

 

Akros Monthly
Payout ETF

 

 

Year Ended November 30, 2023

 

For the period
May 6, 2022
(1) to November 30,
2022

From Investment Activities:

 

 

 

 

 

 

 

 

Operations:

 

 

 

 

 

 

 

 

Net investment income (loss)

 

$

47,766

 

 

$

28,199

 

Net realized gain (loss)

 

 

46,370

 

 

 

(72,773

)

Change in net unrealized appreciation (depreciation)

 

 

1,447

 

 

 

45,441

 

Net Increase (Decrease) in Net Assets Resulting from Operations

 

 

95,583

 

 

 

867

 

   

 

 

 

 

 

 

 

Distributions to Shareholders:

 

 

 

 

 

 

 

 

Distributions

 

 

(47,766

)

 

 

(28,199

)

Return of capital

 

 

(107,965

)

 

 

(39,557

)

Total Distributions to Shareholders

 

 

(155,731

)

 

 

(67,756

)

   

 

 

 

 

 

 

 

Capital Share Transactions:

 

 

 

 

 

 

 

 

Proceeds from shares issued

 

 

2,037,440

 

 

 

3,738,178

 

Cost of shares redeemed

 

 

(2,478,108

)

 

 

(1,178,572

)

Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions

 

 

(440,668

)

 

 

2,559,606

 

Total Increase (Decrease) in Net Assets

 

 

(500,816

)

 

 

2,492,717

 

   

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

 

 

 

Beginning of period

 

 

2,492,741

 

 

 

24

(2)

End of period

 

$

1,991,925

 

 

$

2,492,741

 

   

 

 

 

 

 

 

 

Change in Shares Outstanding:

 

 

 

 

 

 

 

 

Shares outstanding, beginning of period

 

 

110,001

 

 

 

1

 

Shares issued

 

 

90,000

 

 

 

160,000

 

Shares redeemed

 

 

(110,000

)

 

 

(50,000

)

Shares outstanding, end of period

 

 

90,001

 

 

 

110,001

 

(1)  Commencement of operations.

(2)  Beginning capital of $24 was contributed by the Adviser in exchange for 1 share of the Fund in connection with the commencement of operations.

9

EXCHANGE LISTED FUNDS TRUST

FINANCIAL HIGHLIGHTS

   

Akros Monthly Payout ETF
Selected Per Share Data

 

Year Ended
November 30,
2023

 

For the period
May 6, 2022(1)
through
November 30,
2022

Net Asset Value, beginning of period

 

$

22.66

 

 

$

24.28

 

   

 

 

 

 

 

 

 

Investment Activities

 

 

 

 

 

 

 

 

Net investment income (loss)(2)

 

 

0.49

 

 

 

0.34

 

Net realized and unrealized gain (loss)

 

 

0.55

 

 

 

(1.16

)

Total from investment activities

 

 

1.04

 

 

 

(0.82

)

   

 

 

 

 

 

 

 

Distributions to shareholders from:

 

 

 

 

 

 

 

 

Net investment income

 

 

(0.48

)

 

 

(0.33

)

Return of Capital

 

 

(1.09

)

 

 

(0.47

)

Total distributions

 

 

(1.57

)

 

 

(0.80

)

   

 

 

 

 

 

 

 

Net Asset Value, end of period

 

$

22.13

 

 

$

22.66

 

Total Return (%)

 

 

4.77

 

 

 

(3.36

)(3)

Total Return at Market Price (%)

 

 

4.84

 

 

 

(3.41

)(3)

   

 

 

 

 

 

 

 

Ratios to Average Net Assets

 

 

 

 

 

 

 

 

Expenses before fee waiver (%)(4)

 

 

0.75

 

 

 

0.75

(5)

Expenses after fee waiver (%)(4)

 

 

0.50

 

 

 

0.50

(5)

Net investment income (loss) (%)

 

 

2.18

 

 

 

2.60

(5)

   

 

 

 

 

 

 

 

Supplemental Data

 

 

 

 

 

 

 

 

Net Assets at end of period (000’s)

 

$

1,992

 

 

$

2,493

 

Portfolio turnover (%)(6)

 

 

448

 

 

 

223

(3)

(1)  Commencement of operations.

(2)  Per share numbers have been calculated using the average shares method.

(3)  Not annualized for periods less than one year.

(4)  The Fund invests in other funds and indirectly bears its proportionate shares of fees and expenses incurred by the underlying funds in which the Fund is invested. This ratio does not include these indirect fees and expenses.

(5)  Annualized for periods less than one year.

(6)  Excludes the impact of in-kind transactions related to the processing of capital share transactions in Creation Units.

10

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS

 

November 30, 2023  
  

Note 1 – Organization

Exchange Listed Funds Trust (the “Trust”) was organized on April 4, 2012 as a Delaware statutory trust and is registered with the Securities and Exchange Commission (“SEC”) under the 1940 Act as an open-end management investment company. The Agreement and Declaration of Trust permits the Trust to issue an unlimited number of shares of beneficial interest (“Shares”) in one or more series representing interests in separate portfolios of securities. The Trust has registered its Shares in multiple separate series. The assets of each series in the Trust are segregated and a shareholder’s interest is limited to the series in which Shares are held. The financial statements presented herein are for the Akros Monthly Payout ETF (the “Fund”).

The Fund is a passively managed exchange-traded fund (“ETF”).

The Fund’s investment objective is to seek to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Akros Multi-Asset Index (the “Index”). The Fund commenced operations on May 6, 2022.

Under the Trust’s organizational documents, its officers and Board of Trustees (the “Board”) are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Trust may enter into contracts with vendors and others that provide for general indemnifications. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust.

Note 2 – Basis of Presentation and Significant Accounting Policies

The following is a summary of the significant accounting policies followed by the Trust in the preparation of the financial statements. These policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”). The Trust is an investment company and follows accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, “Financial Services-Investment Companies.”

(a) Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and income and expenses during the reporting period. Management believes the estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the financial statements may differ from the value the Fund ultimately realizes upon sale of the securities.

(b) Valuation of Investments

The Fund records investments at fair value using procedures approved by the Board and are generally valued using market valuations (Market Approach). A market valuation generally means a valuation (i) obtained from an exchange, a pricing service, or a major market maker (or dealer) or (ii) based on a price quotation or other equivalent indication of value supplied by an exchange, a pricing service, or a major market maker (or dealer). A price obtained from a pricing service based on such pricing service’s valuation matrix may be considered a market valuation. Any assets or liabilities denominated in currencies other than the U.S. dollar are converted into U.S. dollars at the current market rates on the date of valuation as quoted by one or more sources.

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.

Pursuant to the requirements of Rule 2a-5, the Board (i) has designated the Adviser as the Board’s valuation designee to perform fair-value determinations for the Fund through the Adviser’s Valuation Committee and (ii) has approved the Adviser’s Valuation Procedures.

11

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

 

November 30, 2023  
  

In the event that current market valuations are not readily available or such valuations do not reflect current fair market value, the Trust’s procedures require the Valuation Committee, in accordance with the Trust’s Board-approved Valuation Procedures, to determine a security’s fair value. In determining such value, the Valuation Committee may consider, among other things, (i) price comparisons among multiple sources, (ii) a review of corporate actions and news events, and (iii) a review of relevant financial indicators (e.g., movement in interest rates or market indices). Fair value pricing involves subjective judgments and it is possible that the fair value determination for a security is materially different than the value that could be realized upon the sale of the security. In addition, fair value pricing could result in a difference between the prices used to calculate the Fund’s NAV and the prices used by the Fund’s Index. This may result in a difference between the Fund’s performance and the performance of the Fund’s Index. With respect to securities that are primarily listed on foreign exchanges, the value of the Fund’s portfolio securities may change on days when the investors will not be able to purchase or sell their Shares.

The Fund discloses the fair value of its investments in a hierarchy that distinguishes between: (1) market participant assumptions developed based on market data obtained from sources independent of the Fund (observable inputs) and (2) the Fund’s own assumptions about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs). The three levels defined by the hierarchy are as follows:

•  Level 1 – Quoted prices in active markets for identical assets.

•  Level 2 – Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•  Level 3 – Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Pursuant to the Valuation Procedures noted previously, equity securities, ETFs and short-term investments are generally categorized as Level 1 in the fair value hierarchy (unless there is a fair valuation event, in which case affected securities are generally categorized as Level 2 or Level 3).

The following is a summary of the valuations as of November 30, 2023 for the Fund based upon the three levels defined above:

Akros Monthly Payout ETF

 

Level 1

 

Level 2

 

Level 3

 

Total

Investments

 

 

   

 

   

 

   

 

 

Exchange-Traded Funds(a)

 

$

1,926,788

 

$

 

$

 

$

1,926,788

Common Stocks(a)

 

 

47,660

 

 

 

 

 

 

47,660

Short-Term Investments

 

 

13,342

 

 

 

 

 

 

13,342

Total

 

$

1,987,790

 

$

 

$

 

$

1,987,790

(a)  See Schedule of Investments for additional detailed categorizations.

(c) Investment Transactions and Related Income

For financial reporting purposes, investment transactions are reported on the trade date. However, for daily NAV determination, portfolio securities transactions are reflected no later than in the first calculation on the first business day following the trade date. Dividend income is recorded on the ex-dividend date. Interest income is recognized on an accrual basis and includes, where applicable, the amortization of premium or accretion of discount, using the effective yield method. Gains or losses realized on sales of securities are determined using the specific identification method by comparing the identified cost of the security lot sold with the net sales proceeds. Dividend Income on the Statement of Operations is shown net of any foreign taxes withheld on income from foreign securities, which are provided for in accordance with the Fund’s understanding of the applicable tax rules and regulations.

12

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

 

November 30, 2023  
  

(d) Foreign Currency Transactions

The accounting records of the Fund are maintained in U.S. dollars. Financial instruments and other assets and liabilities of the Fund denominated in a foreign currency, if any, are translated into U.S. dollars at current exchange rates. Purchases and sales of financial instruments, income receipts and expense payments are translated into U.S. dollars at the exchange rate on the date of the transaction. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates from those resulting from changes in values to financial instruments. Such fluctuations are included with the net realized and unrealized gains or losses from investments. Realized foreign exchange gains or losses arise from transactions in financial instruments and foreign currencies, currency exchange fluctuations between the trade and settlement date of such transactions, and the difference between the amount of assets and liabilities recorded and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, including financial instruments, resulting from changes in currency exchange rates. The Fund may be subject to foreign taxes related to foreign income received, capital gains on the sale of securities and certain foreign currency transactions (a portion of which may be reclaimable). All foreign taxes are recorded in accordance with the applicable regulations and rates that exist in the foreign jurisdictions in which the Fund invests.

(e) Federal Income Tax

It is the policy of the Fund to continue to qualify each year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986 (the “Code”), and to distribute substantially all of its net investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required as long as the Fund qualifies as a regulated investment company.

Management of the Fund has evaluated tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether it is more-likely-than-not (i.e., greater than 50%) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. A tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. Differences between tax positions taken in a tax return and amounts recognized in the financial statements will generally result in an increase in a liability for taxes payable (or a reduction of a tax refund receivable), including the recognition of any related interest and penalties as an operating expense. In general, tax positions taken in previous tax years remain subject to examination by tax authorities (generally three years for federal income tax purposes). The determination has been made that there are not any uncertain tax positions that would require the Fund to record a tax liability and, therefore, there is no impact to the Fund’s financial statements. The Fund’s policy is to classify interest and penalties associated with underpayment of federal and state income taxes, if any, as income tax expense on its Statement of Operations. As of November 30, 2023, the Fund did not have any interest or penalties associated with the underpayment of any income taxes.

(f) Distributions to Shareholders

The Fund distributes net investment income monthly and capital gains, if any, at least annually. The Fund seeks to make cash distributions once per month throughout a calendar year with the goal, but not the guarantee of an annualized target rate of 7.0%, which is based on the Fund’s per-share NAV on the date of a distribution’s declaration. The Adviser monitors the Fund’s distributions, the expected cash flow from investments and other metrics in determining whether to adjust the distribution rate during the course of a year. All or a portion of the distributions made by the Fund may be treated as a return of capital for tax purposes. Shareholders who receive a payment of a distribution consisting of a return of capital may be under the impression that they are receiving net profits when, in fact, they are not. Shareholders should not assume that the source of a distribution from the Fund is net profit. The amounts and sources of the distribution that may be reported by the Fund throughout the year are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the distribution for tax reporting purposes will depend on a variety of factors. The Fund (or your broker) will inform you of the actual amount of your ordinary income dividends, qualified dividend income, and net capital gain distributions shortly after the close of each calendar year. One or more additional distributions may be made generally in December or after the Fund’s fiscal year-end

13

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

 

November 30, 2023  
  

to comply with applicable law. The Fund will declare and pay capital gain distributions in cash. Distributions in cash may be reinvested automatically in additional shares of the Fund only if the broker through whom you purchased shares makes such option available. Your broker is responsible for distributing the income and capital gain distributions to you.

The amount of distributions from net investment income and net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital and distribution reclassifications), such amounts are reclassified within the composition of net assets based on their federal tax basis treatment; temporary differences (e.g., wash sales and straddles) do not require a reclassification.

Note 3 – Transactions with Affiliates and Other Servicing Agreements

(a) Investment Advisory and Administrative Services

Exchange Traded Concepts, LLC (the “Adviser”) serves as the investment adviser to the Fund pursuant to an investment advisory agreement with the Trust (the “Advisory Agreement”). Under the Advisory Agreement, the Adviser provides investment advisory services to the Fund and is responsible for the day-to-day management of the Fund including, among other things, implementing changes to the Fund’s portfolio in connection with any rebalancing or reconstitution of the Index, trading portfolio securities on behalf of the Fund, and selecting broker-dealers to execute purchase and sale transactions, subject to the oversight of the Board. For the services it provides to the Fund, the Adviser receives a fee, which is calculated daily and paid monthly, at an annual rate of 0.75% on the first $1 billion in assets, 0.70% on the next $2 billion in assets, and 0.65% on assets in excess of $3 billion of average daily net assets of the Fund. The Adviser has contractually agreed to waive a portion of its management fee in an amount equal to 0.25% of the Fund’s average daily net assets through March 31, 2024, unless earlier terminated by the Board of the Trust for any reason at any time. For the year ended November 30, 2023, the Adviser waived $5,466 of its management fee. Waived fees are not recoupable in future periods.

ETC Platform Services, LLC (“ETC Platform Services”), a direct wholly owned subsidiary of the Adviser, administers the Fund’s business affairs and provides office facilities and equipment, certain clerical, bookkeeping and administrative services, paying agent services under the Fund’s unitary fee arrangement (as described below), and its officers and employees to serve as officers or Trustees of the Trust. ETC Platform Services also arranges for transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate. For the services it provides to the Fund, ETC Platform Services is paid a fee calculated daily and paid monthly based on a percentage of the Fund’s average daily net assets.

Under the Advisory Agreement, the Adviser has agreed to pay all expenses of the Fund (including the fee charged by ETC Platform Services) except for the advisory fee, interest, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution fees and expenses paid by the Trust under any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act (collectively, “Excluded Expenses”).

Akros Technologies, Inc. is the sponsor of the Fund’s Index and the Fund (the “Sponsor”). In connection with an arrangement between the Adviser and the Sponsor, the Sponsor has agreed to assume the obligation of the Adviser to pay all expenses of the Fund (except Excluded Expenses) and, to the extent applicable, pay the Adviser a minimum fee. For its services, the Sponsor is entitled to a fee from the Adviser, which is calculated daily and paid monthly, based on a percentage of the daily net assets of the Fund. The Sponsor does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund.

An interested Trustee and certain officers of the Trust are affiliated with the Adviser and receive no compensation from the Trust for serving as officers and/or Trustee.

14

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

 

November 30, 2023  
  

(b) Distribution Arrangement

Foreside Fund Services, LLC (the “Distributor”), a Delaware limited liability company, is the principal underwriter and distributor of the Fund’s Shares. The Distributor does not maintain any secondary market in Fund Shares.

The Trust has adopted a Rule 12b-1 Distribution and Service Plan (the “Distribution and Service Plan”) pursuant to which payments of up to a maximum of 0.25% of the Fund’s average daily net assets may be made to compensate or reimburse financial intermediaries for activities principally intended to result in the sale of the Fund’s Shares. In accordance with the Distribution and Service Plan, the Distributor may enter into agreements with financial intermediaries and dealers relating to distribution and/or marketing services with respect to the Trust.

Currently, no payments are made under the Distribution and Service Plan. Such payments may only be made after approval by the Board. The Adviser and its affiliates may, out of their own resources, pay amounts to third parties for distribution or marketing services on behalf of the Trust.

(c) Other Servicing Agreements

The Bank of New York Mellon serves as the Fund’s fund accountant, transfer agent, custodian and administrator.

Note 4 – Investment Transactions

Purchases and sales of investments, excluding in-kind transactions and short-term investments, for the year ended November 30, 2023 were as follows:

Fund

 

Purchases

 

Sales

Akros Monthly Payout ETF

 

$

9,929,055

 

$

10,357,812

Purchases and sales of in-kind transactions for the year ended November 30, 2023 were as follows:

Fund

 

Purchases

 

Sales

Akros Monthly Payout ETF

 

$

2,033,195

 

$

2,164,883

Note 5 – Capital Share Transactions

Fund Shares are listed and traded on the Exchange each day that the Exchange is open for business (“Business Day”). The Fund’s Shares may only be purchased and sold on the Exchange through a broker-dealer. Because the Fund’s Shares trade at market prices rather than at their NAV, Shares may trade at a price equal to NAV, greater than NAV (premium) or less than NAV (discount).

The Fund offers and redeems Shares on a continuous basis at NAV only in Creation Units. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Fund Shares may only be purchased from or redeemed directly from the Fund by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company (“DTC”) participant and, in each case, must have executed a Participant Agreement with the Distributor. Creation Units are available for purchase and redemption on each Business Day and are offered and redeemed on an in-kind basis, together with the specified cash amount, or for an all cash amount.

To the extent contemplated by a Participant Agreement, in the event an Authorized Participant has submitted a redemption request in proper form but is unable to transfer all or part of the shares comprising a Creation Unit to be redeemed by the Distributor, on behalf of the Fund, by the time as set forth in a Participant Agreement, the Distributor may nonetheless accept the redemption request in reliance on the undertaking by the Authorized Participant to deliver the missing shares as soon as possible, which undertaking shall be secured by the Authorized Participant’s delivery and maintenance of collateral equal to a percentage of the market value as set forth in the Participant Agreement. A Participant Agreement may permit the Fund to use such collateral to purchase the missing shares, and could subject an Authorized Participant to liability for any shortfall between the cost of the Fund acquiring such shares and the value of the collateral.

15

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

 

November 30, 2023  
  

Most retail investors will not qualify as Authorized Participants or have the resources to buy and sell whole Creation Units. Therefore, they will be unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors will purchase Shares in the secondary market with the assistance of a broker, which will be subject to customary brokerage commissions or fees.

A purchase (i.e., creation) transaction fee may be imposed for the transfer and other transaction costs associated with the purchase of Creation Units, and investors will be required to pay a creation transaction fee regardless of the number of Creation Units created in the transaction. The Fund may adjust the creation transaction fee from time to time based upon actual experience. In addition, a variable fee may be imposed for cash purchases, non-standard orders, or partial cash purchases of Creation Units. The variable fee is primarily designed to cover non-standard charges, e.g., brokerage, taxes, foreign exchange, execution, market impact, and other costs and expenses, related to the execution of trades resulting from such transaction. The Fund may adjust the non-standard charge from time to time based upon actual experience. Investors who use the services of an Authorized Participant, broker or other such intermediary may be charged a fee for such services which may include an amount for the creation transaction fee and non-standard charges. Investors are responsible for the costs of transferring the securities constituting the deposit securities to the account of the Trust. The Adviser may retain all or a portion of the transaction fee to the extent the Adviser bears the expenses that otherwise would be borne by the Trust in connection with the issuance of a Creation Unit, which the transaction fee is designed to cover. The standard Creation Unit transaction fee for the Fund is $500, regardless of the number of Creation Units created in the transaction.

A redemption transaction fee may be imposed for the transfer and other transaction costs associated with the redemption of Creation Units, and Authorized Participants will be required to pay a redemption transaction fee regardless of the number of Creation Units created in the transaction. The redemption transaction fee is the same no matter how many Creation Units are being redeemed pursuant to any one redemption request. The Fund may adjust the redemption transaction fee from time to time based upon actual experience. In addition, a variable fee, payable to the Fund, may be imposed for cash redemptions, non-standard orders, or partial cash redemptions for the Fund. The variable fee is primarily designed to cover non-standard charges, e.g., brokerage, taxes, foreign exchange, execution, market impact, and other costs and expenses, related to the execution of trades resulting from such transaction. Investors who use the services of an Authorized Participant, broker or other such intermediary may be charged a fee for such services which may include an amount for the redemption transaction fees and non-standard charges. Investors are responsible for the costs of transferring the securities constituting the Fund’s securities to the account of the Trust. The non-standard charges are payable to the Fund as it incurs costs in connection with the redemption of Creation Units, the receipt of the Fund’s securities and the cash redemption amount and other transactions costs. The standard redemption transaction fee for the Fund is $500, regardless of the number of Creation Units redeemed in the transaction.

Note 6 – Principal Risks

As with any investment, an investor could lose all or part of their investment in the Fund and the Fund’s performance could trail that of other investments. The Fund is subject to the principal risks noted below, any of which may adversely affect the Fund’s NAV, trading price, yield, total return and ability to meet its investment objective. Additional principal risks are disclosed in the Fund’s prospectus. Please refer to the Fund’s prospectus for a complete description of the principal risks of investing in the Fund.

Exchange-Traded Funds Risk. Through its investments in ETFs, the Fund is subject to the risks associated with the ETFs’ investments, including the possibility that the value of the instruments held by an ETF could decrease. The Fund’s exposure to a particular risk will be proportionate to the Fund’s overall allocation and each ETF’s asset allocation. In addition, by investing in the Fund, shareholders indirectly bear fees and expenses charged by the ETFs in addition to the Fund’s direct fees and expenses. As a result, the cost of investing in the Fund may exceed the costs of investing directly in ETFs. The Fund may purchase ETFs at prices that exceed the net asset value of their underlying investments and may sell ETF investments at prices below such net asset value, and will likely incur brokerage costs when it purchases and sells ETFs.

Market Risk. The market price of an investment could decline, sometimes rapidly or unpredictably, due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic or political conditions throughout the world, changes in the general outlook for corporate earnings, changes in interest or currency rates, or adverse investor sentiment generally. The market value of an investment may also decline because of factors that affect a particular industry or industries, such as labor shortages, increased production costs, and competitive conditions. Local, regional,

16

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

 

November 30, 2023  
  

or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the market generally and on specific investments. For example, in recent years, the COVID-19pandemic, the large expansion of government deficits and debt as a result of government actions to mitigate the effects of the pandemic, Russia’s invasion of Ukraine, and the rise of inflation have resulted in extreme volatility in the global economy and in global financial markets. Economies and financial markets throughout the world are becoming increasingly interconnected. As a result, whether or not the Fund invests in securities of issuers located in or with significant exposure to countries experiencing economic and financial difficulties, the value and liquidity of the Fund’s investments may be negatively affected.

Trading Risk. Shares of the Fund may trade on the Exchange above (premium) or below (discount) their NAV. The NAV of shares of the Fund will fluctuate with changes in the market value of the Fund’s holdings. The market prices of the Fund’s shares will fluctuate continuously throughout trading hours based on market supply and demand and may deviate significantly from the value of the Fund’s holdings, particularly in times of market stress, with the result that investors may pay more or receive less than the underlying value of the Fund shares bought or sold. When buying or selling shares in the secondary market, you may incur costs attributable to the difference between the highest price a buyer is willing to pay to purchase shares of the Fund (bid) and the lowest price a seller is willing to accept for shares of the Fund (ask), which is known as the bid-ask spread. In addition, although the Fund’s shares are currently listed on the Exchange, there can be no assurance that an active trading market for shares will develop or be maintained. Trading in Fund shares may be halted due to market conditions or for reasons that, in the view of the Exchange, make trading in shares of the Fund inadvisable. In stressed market conditions, the market for the Fund’s shares may become less liquid in response to deteriorating liquidity in the markets for the Fund’s underlying portfolio holdings. In such a circumstance, the Fund’s shares could trade at a premium or discount to their NAV.

Note 7 – Federal Income Taxes

GAAP requires certain components of net assets to be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or NAV per share. For the year ended November 30, 2023, the following amounts resulting primarily from the differing book and tax treatment relating to the reversal of gains and losses emanating from redemption-in-kind transactions and return of capital distributions have been reclassified:

Fund

 

Paid-in
Capital

 

Total
Distributable
Earnings (Loss)

Akros Monthly Payout ETF

 

$

131,695

 

$

(131,695

)

The tax character of the distributions paid during the tax year/period ended November 30, 2023 and November 30, 2022 were as follows:

 

Year Ended November 30, 2023

Fund

 

Ordinary
Income

 

Net Long-Term
Capital Gains

 

Return of Capital

 

Total
Distributions Paid

Akros Monthly Payout ETF

 

$

47,766

 

$

 

$

107,965

 

$

155,731

 

Period Ended November 30, 2022

Fund

 

Ordinary
Income

 

Net Long-Term
Capital Gains

 

Return of Capital

 

Total
Distributions Paid

Akros Monthly Payout ETF

 

$

28,199

 

$

 

$

39,557

 

$

67,756

As of the tax year ended November 30, 2023, the components of distributable earnings (loss) on a tax basis were as follows:

Fund

 

Accumulated
Capital and
Other
Losses

 

Undistributed
Ordinary
Income

 

Undistributed
Long-Term
Capital Gains
(Losses)

 

Unrealized
Appreciation
(Depreciation)
on Investments

 

Distributable
Earnings
(Loss)

Akros Monthly Payout ETF

 

$

 

$

 

$

(185,549)

 

$

28,938

 

$

(156,611)

17

EXCHANGE LISTED FUNDS TRUST

NOTES TO FINANCIAL STATEMENTS (Concluded)

 

November 30, 2023  
  

At November 30, 2023, gross unrealized appreciation and depreciation of investments owned by the Fund, based on cost for federal income tax purposes were as follows:

Fund

 

Tax Cost of
Investments

 

Unrealized
Appreciation
on Investments

 

Unrealized
Depreciation
on Investments

 

Net
Unrealized
Appreciation
(Depreciation)
on Investments

Akros Monthly Payout ETF

 

$

1,958,852

 

$

31,629

 

$

(2,691)

 

$

28,938

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.

As of the tax year ended November 30, 2023, the Fund had non-expiring accumulated capital loss carryforwards as follows:

Fund

 

Short-Term

 

Long-Term

 

Total
Amount

Akros Monthly Payout ETF

 

$

185,549

 

$

 

$

185,549

To the extent that the Fund may realize future net capital gains, those gains will be offset by any of its unused capital loss carryforward. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations. In the current year, the Fund did not utilize any prior accumulated capital losses.

Note 8 – Recent Market Events

Local, regional, or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the market generally and on specific securities. Periods of market volatility may occur in response to such events and other economic, political, and global macro factors. The COVID-19 pandemic, Russia’s invasion of Ukraine, and higher inflation have resulted in extreme volatility in the financial markets, economic downturns around the world, severe losses to some sectors of the economy and individual issuers, and reduced liquidity of certain instruments. These events have caused significant disruptions to business operations, including business closures; strained healthcare systems; disruptions to supply chains and employee availability; large fluctuations in consumer demand; large expansion of government deficits and debt as a result of government actions to mitigate the effects of such events; and widespread uncertainty regarding the long-term effects of such events.

Governments and central banks, including the Federal Reserve in the United States, took extraordinary and unprecedented actions to support local and global economies and the financial markets in response to the COVID-19 pandemic, including by keeping interest rates at historically low levels for an extended period. The Federal Reserve concluded its market support activities in 2022 and began to raise interest rates in an effort to fight inflation. The Federal Reserve may determine to raise interest rates further. This and other government intervention into the economy and financial markets to address the pandemic, inflation, or other significant events in the future may not work as intended, particularly if the efforts are perceived by investors as being unlikely to achieve the desired results.

Note 9 – Events Subsequent to the Fiscal Period End

In preparing these financial statements, management has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Management has determined there are no subsequent events that would require disclosure in the Fund’s financial statements.

18

EXCHANGE LISTED FUNDS TRUST

Report of Independent Registered Public Accounting Firm

 

November 30, 2023  

To the Shareholders of Akros Monthly Payout ETF and
Board of Trustees of Exchange Listed Funds Trust

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Akros Monthly Payout ETF (the “Fund”), a series of Exchange Listed Funds Trust, as of November 30, 2023, the related statement of operations for the year then ended, the statements of changes in net assets, the related notes, and the financial highlights for the year ended November 30, 2023 and for the period May 6, 2022 (commencement of operations) through November 30, 2022 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of November 30, 2023, the results of its operations for the year then ended, changes in net assets, the related notes, and the financial highlights for the year ended November 30, 2023 and for the period May 6, 2022 (commencement of operations) through November 30, 2022, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements 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 Fund 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 are free of material misstatement whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, 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. Our procedures included confirmation of securities owned as of November 30, 2023, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. 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. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more investment companies advised by Exchange Traded Concepts, LLC since 2012.

COHEN & COMPANY, LTD.
Cleveland, Ohio
January 19, 2024

19

EXCHANGE LISTED FUNDS TRUST

DISCLOSURE OF FUND EXPENSES

 

November 30, 2023  

(Unaudited)  

All ETFs have operating expenses. As a shareholder of a Fund, you incur an advisory fee. In addition to the advisory fee, a shareholder may pay brokerage expenses, taxes, interest, litigation expenses and other extraordinary expenses (including acquired fund fees and expenses), if any. It is important for you to understand the impact of these ongoing costs on your investment returns. Shareholders may incur brokerage commissions on their purchases and sales of Funds’ shares, which are not reflected in these examples.

The following examples use the annualized expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in a Fund and to compare these costs with those of other funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period (unless otherwise noted below). The table below illustrates each Fund’s cost in two ways:

Actual Fund Return

This section helps you to estimate the actual expenses after fee waivers that the Fund may have incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Fund’s gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your actual account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”

Hypothetical 5% Return

This section helps you compare your Fund’s costs with those of other funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio for the period is unchanged. This example is useful in making comparisons because the SEC requires all funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other funds.

NOTE: Because the return is set at 5% for comparison purposes – NOT your Fund’s actual return – the account values shown may not apply to your specific investment.

 

Beginning
Account Value
June 1, 2023

 

Ending
Account Value
November 30, 2023

 

Annualized
Expense
Ratio

 

Expenses
Paid During
Period(1)

Akros Monthly Payout ETF

 

 

   

 

       

 

 

Actual Performance

 

$

1,000.00

 

$

1,044.80

 

0.50%

 

$

2.56

Hypothetical (5% return before expenses)

 

$

1,000.00

 

$

1,022.56

 

0.50%

 

$

2.54

(1)  Expenses paid during the period are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 183 (the number of days in the most recent six-month period), then divided by 365.

20

EXCHANGE LISTED FUNDS TRUST

BOARD CONSIDERATION AND APPROVAL OF CONTINUANCE OF INVESTMENT ADVISORY AGREEMENT

 

November 30, 2023  

(Unaudited)  

At a meeting held on September 7, 2023 (the “Meeting”), the Board of Trustees (the “Board”) of Exchange Listed Funds Trust (the “Trust”) considered and approved the continuance of the investment advisory agreement between the Trust, on behalf of Akros Monthly Payout ETF (the “Fund”), and Exchange Traded Concepts, LLC (“ETC”) pursuant to which ETC provides advisory services to the Fund (the “Agreement”).

Pursuant to Section 15 of the Investment Company Act of 1940 (the “1940 Act”), the Agreement must be approved by a vote of (i) the Trustees or the shareholders of the Fund and (ii) a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In connection with its consideration of such approvals, the Board must request and evaluate, and ETC is required to furnish, such information as may be reasonably necessary to evaluate the terms of the Agreement. In addition, rules under the 1940 Act require each Fund to disclose in its shareholder reports the material factors and the conclusions with respect thereto that formed the basis for the Board’s approval of the Agreement.

Consistent with these responsibilities, prior to the Meeting, the Board reviewed written materials from ETC and, at the Meeting, representatives from ETC presented additional oral and written information to help the Board evaluate the Agreement. Among other things, representatives from ETC provided an overview of its advisory business, including investment personnel and investment processes. During the Meeting, the Board discussed the materials it received, including a memorandum from legal counsel to the Independent Trustees on the responsibilities of Trustees in considering the approval of investment advisory agreements under the 1940 Act, considered ETC’s oral presentation, and deliberated on the approval of the Agreement in light of this information. Throughout the process, the Trustees were afforded the opportunity to ask questions of and request additional materials from ETC. The Independent Trustees were assisted in their review by independent legal counsel and met with counsel separately and without management present.

In considering whether to approve the continuance of the Agreement, the Board took into account the materials provided for the Meeting, the extensive discussion before and during the Meeting, including the discussion the Independent Trustees had during their executive session with independent legal counsel. In particular, the Board took into consideration (i) the nature, extent, and quality of the services provided by ETC to the Fund; (ii) the Fund’s performance; (iii) ETC’s costs of and profits realized from providing advisory services to the Fund, including any fall-out benefits enjoyed by ETC or its affiliates; (iv) comparative fee and expense data; (v) the extent to which the advisory fee for the Fund reflects economies of scale shared with Fund shareholders; and (vi) other factors the Board deemed to be relevant.

Nature, Extent, and Quality of Services. With respect to the nature, extent, and quality of the services provided to the Fund, the Board considered ETC’s specific responsibilities in all aspects of the day-to-day management of the Fund.

The Board considered that responsibilities with respect to the Fund’s portfolio include developing, implementing, and maintaining the Fund’s investment program; implementing changes to the Fund’s portfolio in connection with any rebalancing or reconstitution of the underlying index; selecting broker-dealers to execute purchase and sale transactions; determining the daily baskets of deposit securities and cash components; executing portfolio securities trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis. The Board considered that beyond portfolio management, ETC, including through its affiliates, also maintains responsibilities for overseeing compliance with relevant law; monitoring compliance with various policies and procedures and applicable securities regulations; the provision of various administrative services to the Fund and oversight of third-party administrators, quarterly reporting to the Board; and implementing Board directives as they relate to the Fund. The Board considered that those services also include arranging for and providing oversight of transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate; administering the Fund’s business affairs; providing office facilities and equipment and certain clerical, bookkeeping, and administrative services; liaising with and reporting to the Board on matters relating to Fund operations; supervising the Fund’s registration as an investment company and the offering of Fund shares to the public, including oversight and preparation of regulatory filings; working with ETF market participants, including authorized participants, market makers, and exchanges, to help facilitate an orderly trading environment for the Fund’s shares; and providing its officers and employees to serve as officers or Trustees of the Trust.

The Board noted that it has reviewed ETC’s responses to a detailed series of questions, which included a description of ETC’s consolidated operations, services, personnel, compliance program, risk management program, and financial condition, and an overview of the material changes to such information since it was last presented to the Board. The Board considered the qualifications, experience, and responsibilities of ETC’s investment personnel, the quality of ETC’s compliance infrastructure, and the determination of the Trust’s Chief Compliance Officer that ETC has procedures that are reasonably designed to comply with the federal securities laws. The Board considered ETC’s experience working with ETFs, including the Fund, other series of the Trust,

21

EXCHANGE LISTED FUNDS TRUST

BOARD CONSIDERATION AND APPROVAL OF CONTINUANCE OF INVESTMENT ADVISORY AGREEMENT (Concluded)

 

November 30, 2023  

(Unaudited)  

and other ETFs outside of the Trust. Based on the factors discussed above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent, and quality of services provided to the Fund by ETC.

Based on review of this information, the Board concluded that the nature, extent and quality of services provided to the Fund under the Advisory Agreement supported the Board’s approval of the continuance of the Advisory Agreement for the coming year.

Performance. The Board reviewed the Fund’s performance in light of its stated investment objective, noting that the Fund is passively managed and its objective was to provide investment results that correspond to the total return performance of its index. The Board was provided reports regarding the Fund’s past performance, including a report comparing the Fund’s performance to the performance of its underlying index for various time periods ended June 30, 2023. The Board found that there was a difference between the Fund’s performance and its index. The Board reviewed information regarding the attribution of the Fund’s index tracking, noting that the significant component of the underperformance was the result of the Fund’s expenses and the impact of transaction costs attributed to the Fund’s rebalances. The Board found that there were no other material components that contributed to tracking error and further noted that it received regular reports regarding the Fund’s performance, including tracking error, at its quarterly meetings throughout the year.

Based on this review, the Board concluded that the performance of the Fund supported the Board’s approval of the continuance of the Advisory Agreement for the coming year.

Cost of Advisory Services and Profitability. The Board reviewed the advisory fee paid by the Fund to ETC under the Agreement. The Board reviewed a report prepared by ISS, an independent third party, comparing the Fund’s advisory fee to those paid by a group of peer funds. The Board noted that the report included mutual funds in the peer group, which were intended to enhance the Board’s ability to evaluate the quality of fees and expenses on a broader scale. The Board took into account the differences in operations and fee structures between ETFs and mutual funds and gave such weight to the mutual fund data as it deemed appropriate. The Board noted that ISS selected the particular mutual funds that were included in its report. In support of its review of the statistical information, the Board was provided with a description of the methodology used by ISS to prepare this information. The Board noted that the Fund’s advisory fee was equivalent to the median of the peer group of the peer ETFs, but not the highest, was less than the net total expenses of the mutual funds included in the report. The Board also considered that ETC had implemented a contractual fee waiver for the Fund equal to 0.25% of its average daily net assets and that inclusive of the contractual fee waiver, the Fund was the lowest fee of the whole peer group.

The Board took into account that although the Fund’s underlying index was highly specialized, corresponding to the Fund’s strategy, which may contribute to limitations in the construction of the peer group to provide meaningful direct comparisons to the Fund. The Board took into consideration that the advisory fee for the Fund is a “unitary fee,” meaning that the Fund pays no expenses other than the advisory fee and certain expenses customarily excluded from unitary fee arrangements, such as brokerage commissions, taxes and interest.

The Board noted that, under the Agreement, ETC is responsible for compensating the Fund’s other service providers and paying the Fund’s other expenses out of its own fee and resources and that, while the Fund’s index provider has assumed such responsibility, ETC is ultimately responsible for ensuring the obligation is satisfied. The Board considered information provided about the costs and expenses incurred by ETC in providing advisory services, evaluated the compensation and benefits received by ETC from its relationship with the Fund, and reviewed profitability information from ETC with respect to the Fund. The Board considered the risks borne by ETC associated with providing services to the Fund, including the entrepreneurial risk associated with sponsoring new funds, as well as the enterprise risk emanating from litigation and reputational risks, operational and business risks, and other risks associated with the ongoing management of the Fund. Based on the foregoing information, the Board concluded that the advisory fee appeared reasonable in light of the services rendered.

Economies of Scale. The Board considered whether economies of scale have been realized with respect to the Fund. The Board noted that the Fund’s investment advisory fee includes breakpoints, which allows for economies of scale to be shared through reductions in the advisory fee as Fund assets grow.

Conclusion. No single factor was determinative of the Board’s decision to approve the continuance of the Agreement on behalf of the Fund; rather, the Board based its determination on the total mix of information available to it. Based on a consideration of all the factors in their totality, the Board, including the Independent Trustees, determined that the Agreement, including the compensation payable thereunder, was fair and reasonable to the Fund. The Board, including the Independent Trustees, therefore, determined that the approval of the continuance of the Agreement was in the best interests of the Fund and its shareholders.

22

EXCHANGE LISTED FUNDS TRUST

OTHER INFORMATION

 

November 30, 2023  

(Unaudited)  

Tax Information

For the year ended November 30, 2023, the Fund listed below had a percentage of the dividends paid from net investment income, including short-term capital gains (if any) designated as qualified dividend income.

Fund

 

Qualified
Dividend Income

Akros Monthly Payout ETF

 

12.55%

For the year ended November 30, 2023, the Fund listed below had a percentage of the dividends paid from net investment income, including short-term capital gains (if any), qualify for the dividends received deduction available to corporate shareholders.

Fund

 

Corporate Dividends
Received Deduction

Akros Monthly Payout ETF

 

12.07%

Premium/Discount information

Information regarding how often the Shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV of the Fund for various time periods can be found on the Fund’s website at www.akrosetfs.com.

23

EXCHANGE LISTED FUNDS TRUST

TRUSTEES

 

November 30, 2023  

(Unaudited)  

Set forth below is information about each of the persons currently serving as a Trustee of the Trust. The address of each Trustee of the Trust is c/o Exchange Listed Funds Trust, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120. The Fund’s Statement of Additional Information (“SAI”) contains additional information about the Trust’s Trustees. The SAI is available without charge, upon request, by calling toll-free (855) 955-1865 or at www.akrosetfs.com.

Name and
Year of Birth

 

Position(s)
Held with
the Trust

 

Term of Office
and Length of
Time Served
(1)

 

Principal
Occupation(s)
During Past 5 Years

 

Number of
Portfolios
in Fund
Complex
(2)
Overseen
By Trustee

 

Other Directorships
held by Trustee
During the Past 5 Years

Interested Trustee(3)

 

 

 

 

 

 

 

 

 

 

J. Garrett Stevens
(1979)

 

Trustee and President

 

Trustee since 2023; President since 2012.

 

Investment Adviser/Vice President, T.S. Phillips Investments, Inc. (since 2000); Chief Executive Officer, Exchange Traded Concepts, LLC (since 2009); President, Exchange Traded Concepts Trust (since 2011).

 

34

 

None.

Independent Trustees

 

 

 

 

 

 

 

 

 

 

Timothy Jacoby
(1952)

 

Trustee

 

Since 2014

 

None.

 

34

 

Independent Trustee, Bridge Builder Trust (14 portfolios) (since 2022); Independent Trustee, Edward Jones Money Market Fund (since 2017); Audit Committee Chair, Perth Mint Physical Gold ETF (2018 to 2020).

Linda Petrone
(1962)

 

Trustee

 

Since 2019

 

Founding Partner, Sage Search Advisors (since 2012).

 

34

 

None.

Stuart Strauss
(1953)

 

Trustee

 

Since 2022

 

Partner, Dechert LLP (2009 to 2020).

 

34

 

None.

(1)  Each Trustee shall serve during the continued life of the Trust until he or she dies, resigns, is declared bankrupt or incompetent by a court of competent jurisdiction, or is removed.

(2)  The fund complex includes each series of the Trust and of Exchange Traded Concepts Trust. Figures disclosed are as of November 30, 2023 for all Trustees except for J. Garrett Stevens. Since Mr. Stevens replaced Richard Hogan as Interested Trustee on December 5, 2023, the amount disclosed for Mr. Stevens is as of December 12, 2023.

(3)  Mr. Stevens is an “interested person” of the Trust, as that term is defined in the 1940 Act, by virtue of his employment with, and ownership interest in, the Adviser. Mr. Stevens replaced Richard Hogan as Interested Trustee on December 5, 2023.

24

EXCHANGE LISTED FUNDS TRUST

OFFICERS

 

November 30, 2023  

(Unaudited)  

Set forth below is information about each of the persons currently serving as officers of the Trust. The address of each officer of the Trust is c/o Exchange Listed Funds Trust, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120.

Name and
Year of Birth

 

Position(s) Held
with the Trust

 

Term of Office
and Length of
Time Served
(1)

 

Principal Occupation(s) 
During Past 5 Years

J. Garrett Stevens
(1979)

 

Trustee and President

 

Trustee since 2023; President since 2012

 

Investment Adviser/Vice President, T.S. Phillips Investments, Inc. (since 2000); Chief Executive Officer, Exchange Traded Concepts, LLC (since 2009); President, Exchange Traded Concepts Trust (since 2011).

Richard Malinowski
(1983)

 

Vice President and Secretary

 

Since 2022

 

General Counsel, Exchange Traded Concepts, LLC (since 2022); Senior Vice President and Senior Managing Counsel, Ultimus Fund Solutions LLC, (2020 to 2022); Senior Vice President, Ultimus Fund Solutions LLC (2017 to 2020).

Christopher Roleke
(1972)

 

Treasurer

 

Since 2012

 

Controller, Exchange Traded Concepts, LLC (since 2022); Managing Director/Fund Principal Financial Officer, Foreside Management Services, LLC (2011 to 2022).

Heather Nichols
(1983)

 

Assistant Secretary

 

Since 2023

 

Counsel, Exchange Traded Concepts, LLC (since 2023). Principal, HND Compliance and Regulatory Services, LLC (2015 to 2023).

Matthew Fleischer
(1983)

 

Chief Compliance Officer

 

Since 2021

 

Chief Compliance Officer Exchange Traded Concepts Trust (since 2021); Vice President, Compliance, Goldman Sachs Group, Inc., Goldman Sachs Asset Management Funds (2017 to 2021).

(1)  Each Officer serves at the pleasure of the Board.

25

10900 Hefner Pointe Drive, Suite 400
Oklahoma City, OK 73120

Investment Adviser:

Exchange Traded Concepts, LLC
10900 Hefner Pointe Drive, Suite 400
Oklahoma City, OK 73120

Distributor:

Foreside Fund Services, LLC
Three Canal Plaza, Suite 100
Portland, ME 04101

Legal Counsel:

Chapman and Cutler LLP
320 South Canal Street
Chicago, IL 60606

Proxy Voting Information

Exchange Traded Concepts’ proxy voting policies and procedures are attached to the Fund’s SAI, which is available without charge by visiting the Fund’s website at www.akrosetfs.com or the SEC’s website at www.sec.gov or by calling toll free (855) 955-1865.

In addition, a description of how the Fund voted proxies relating to its portfolio securities during the most recent 12-month period ended June 30 is available without charge upon request by calling toll free (855) 955-1865 or on the SEC’s website at www.sec.gov.

Quarterly Portfolio Holdings Information

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal period as an exhibit to its reports on Form N-PORT within sixty days after the end of the period. The Fund’s Form N-PORT reports are available on the SEC’s website at www.sec.gov. In addition, the Fund’s full portfolio holdings are updated daily and available on the Fund’s website at www.akrosetfs.com.

This report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a currentprospectus.