N-CSRS

Invesco Semi-Annual Report to Shareholders

April 30, 2023

BLKC Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF

SATO Invesco Alerian Galaxy Crypto Economy ETF

Table of Contents


Liquidity Risk Management Program			3

Consolidated Schedules of Investments

Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)			4

Invesco Alerian Galaxy Crypto Economy ETF (SATO)			6

Consolidated Statements of Assets and Liabilities			8

Consolidated Statements of Operations			9

Consolidated Statements of Changes			10

Consolidated Financial Highlights			11

Notes to Consolidated Financial Statements			13

Fund Expenses			24

Approval of Investment Advisory and Sub-Advisory Contracts			25


		2

Liquidity Risk Management Program

In compliance with Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), the Funds have adopted and implemented a liquidity risk management program (the “Program”). The Program is reasonably designed to assess and manage the Funds’ liquidity risk, which is the risk that the Funds could not meet redemption requests without significant dilution of remaining investors’ interests in the Funds. The Board of Trustees of the Funds (the “Board”) has appointed Invesco Capital Management LLC (“Invesco”), the Funds’ investment adviser, as the Program’s administrator, and Invesco has delegated oversight of the Program to the Liquidity Risk Management Committee (the “Committee”), which is composed of senior representatives from relevant business groups at Invesco and its affiliates.

As required by the Liquidity Rule, the Program includes policies and procedures providing for an assessment, no less frequently than annually, of the Funds’ liquidity risk that takes into account, as relevant to the Funds’ liquidity risk: (1) each Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions; (2) short-term and long-term cash flow projections for the Funds during both normal and reasonably foreseeable stressed conditions; (3) each Fund’s holdings of cash and cash equivalents and any borrowing arrangements; (4) the relationship between the Funds’ portfolio liquidity and the way in which, and the prices and spreads at which, Fund shares trade, including the efficiency of the arbitrage function and the level of active participation by market participants, including authorized participants; and (5) the effect of the composition of baskets on the overall liquidity of each Fund’s portfolio. The Liquidity Rule also requires the classification of each Fund’s investments into categories that reflect the assessment of their relative liquidity under current market conditions. Each Fund classifies its investments into one of four categories defined in the Liquidity Rule: “Highly Liquid,” “Moderately Liquid,” “Less Liquid,” and “Illiquid.” Funds that are not invested primarily in “Highly Liquid Investments” that are assets (cash or investments that are reasonably expected to be convertible into cash within three business days without significantly changing the market value of the investment) are required to establish a “Highly Liquid Investment Minimum” (“HLIM”), which is the minimum percentage of net assets that must be invested in Highly Liquid Investments. Funds with HLIMs have procedures for addressing HLIM shortfalls, including reporting to the Board and the SEC (on a non-public basis) as required by the Program and the Liquidity Rule. In addition, a Fund may not acquire an investment if, immediately after the acquisition, over 15% of such Fund’s net assets would consist of “Illiquid Investments” that are assets (an investment that cannot reasonably be expected to be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment). The Liquidity Rule and the Program also require reporting to the Board and the SEC (on a non-public basis) if a Fund’s holdings of Illiquid Investments exceed 15% of such Fund’s assets.

At a meeting held on March 24, 2023, the Committee presented a report to the Board that addressed the operation of the Program and assessed the Program’s adequacy and effectiveness of implementation (the “Report”). The Report covered the period from January 1, 2022 through December 31, 2022 (the “Program Reporting Period”). The Report discussed notable events affecting liquidity over the Program Reporting Period, including the impact of the Russia-Ukraine War, and resulting sanctions, inflation concerns and the overall market. The Report noted that there were no material changes to the Program during the Program Reporting Period.

The Report stated, in relevant part, that during the Program Reporting Period:

●

The Program, as adopted and implemented, remained reasonably designed to assess and manage the Funds’ liquidity risk and was operated effectively to achieve that goal;

●

Each Fund’s investment strategy remained appropriate for an open-end fund;

●

Each Fund was able to meet requests for redemption without significant dilution of remaining investors’ interests in the Fund;

●

The Funds did not breach the 15% limit on Illiquid Investments; and

●

The Funds primarily held Highly Liquid Investments and therefore have not adopted an HLIM.


		3

Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)

April 30, 2023

(Unaudited)

Consolidated Schedule of Investments^(a)


	Shares		Value
Common Stocks & Other Equity Interests-85.47%
Australia-2.97%
BHP Group Ltd.		1,155	$	33,890
Iris Energy Ltd.^(b)(c)		8,629		34,516

				68,406

Canada-4.02%
Bitfarms Ltd.^(b)		28,980		33,617
HIVE Blockchain Technologies Ltd.^(b)(c)		9,034		29,270
Hut 8 Mining Corp.^(b)(c)		16,544		29,614

				92,501

China-7.50%
Alibaba Group Holding Ltd., ADR^(b)		377		31,928
Bit Digital, Inc.^(b)		19,066		37,751
Canaan, Inc., ADR^(b)(c)		11,611		32,743
Meitu, Inc.^(b)(d)		128,664		35,731
Tencent Holdings Ltd.		785		34,441

				172,594

Japan-1.59%
Rakuten Group, Inc.		7,369		36,530

Netherlands-1.58%
Shell PLC		1,175		36,438

Norway-1.42%
Aker ASA, Class A		537		32,649

South Korea-1.53%
Samsung Electronics Co. Ltd.		718		35,138

Taiwan-1.52%
Taiwan Semiconductor Manufacturing Co. Ltd., ADR		416		35,069

United Kingdom-1.53%
Argo Blockchain PLC^(b)(c)		229,804		35,238

United States-61.81%
Accenture PLC, Class A		127		35,597
Advanced Micro Devices, Inc.^(b)		393		35,122
Alphabet, Inc., Class A^(b)		337		36,174
Amazon.com, Inc.^(b)		353		37,224
Applied Digital Corp.^(b)		10,235		32,752
Bakkt Holdings, Inc.^(b)(c)		22,783		30,757
Bank of America Corp.		1,267		37,098
Block, Inc., Class A^(b)(c)		561		34,103
Cisco Systems, Inc.		713		33,689
Citigroup, Inc.		765		36,009
Cleanspark, Inc.^(b)(c)		9,194		35,949
Coinbase Global, Inc., Class A^(b)		526		28,294
Galaxy Digital Holdings Ltd., (Acquired 05/20/2022 - 03/17/2023; Cost $33,281)^(b)(c)(e)		8,229		30,336
Goldman Sachs Group, Inc. (The)		109		37,435
Honeywell International, Inc.		184		36,771
Intel Corp.		1,129		35,067
International Business Machines Corp.		283		35,774

Investment Abbreviations:

ADR-American Depositary Receipt


	Shares		Value
United States-(continued)
Intuit, Inc.		82	$	36,404
JPMorgan Chase & Co.		281		38,845
Marathon Digital Holdings, Inc.^(b)		3,146		31,680
Mastercard, Inc., Class A		98		37,243
Micron Technology, Inc.		575		37,007
Microsoft Corp.		125		38,407
MicroStrategy, Inc., Class A^(b)(c)		106		34,808
Nestle S.A.		288		37,056
NVIDIA Corp.		137		38,016
Oracle Corp.		379		35,899
PayPal Holdings, Inc.^(b)		480		36,480
QUALCOMM, Inc.		299		34,923
Riot Platforms, Inc.^(b)(c)		2,686		32,125
Robinhood Markets, Inc., Class A^(b)(c)		3,599		31,851
Salesforce, Inc.^(b)		186		36,897
SoFi Technologies, Inc.^(b)(c)		6,185		38,533
Terawulf, Inc.^(b)		23,839		42,433
Tesla, Inc.^(b)		195		32,040
Texas Instruments, Inc.		202		33,774
Verizon Communications, Inc.		921		35,762
Visa, Inc., Class A		155		36,073
Walmart, Inc.		242		36,535
Western Alliance Bancorporation		1,126		41,797

				1,422,739

Total Common Stocks & Other Equity Interests (Cost $1,868,325)				1,967,302


Mutual Fund-14.43%
United States-14.43%
Grayscale Bitcoin Trust BTC (Cost $321,154)		20,222		332,045

TOTAL INVESTMENTS IN SECURITIES (excluding investments purchased with cash collateral from securities on loan)-99.90% (Cost $2,189,479)				2,299,347


Investments Purchased with Cash Collateral from Securities on Loan

Money Market Funds-16.40%
Invesco Private Government Fund, 4.83%^(f)(g)(h)		103,504		103,504
Invesco Private Prime Fund, 4.99%^(f)(g)(h)		274,037		274,037

Total Investments Purchased with Cash Collateral from Securities on Loan (Cost $377,547)				377,541

TOTAL INVESTMENTS IN SECURITIES-116.30% (Cost $2,567,026)				2,676,888
OTHER ASSETS LESS LIABILITIES-(16.30)%				(375,110	)

NET ASSETS-100.00%			$	2,301,778

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		4

Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)–(continued)

April 30, 2023

(Unaudited)

Notes to Consolidated Schedule of Investments:

^(a)	The Consolidated Schedule of Investments includes the accounts of the wholly-owned subsidiary. All inter-company accounts and transactions have been eliminated in consolidations.

^(b)	Non-income producing security.

^(c)	All or a portion of this security was out on loan at April 30, 2023.

^(d)

Security purchased or received in a transaction exempt from registration under the Securities Act of 1933, as amended (the “1933 Act”). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The value of this security at April 30, 2023 represented 1.55% of the Fund’s Net Assets.

^(e)	Restricted security. The value of this security at April 30, 2023 represented 1.32% of the Fund’s Net Assets.

^(f)

Affiliated issuer. The issuer and/or the Fund is a wholly-owned subsidiary of Invesco Ltd., or is affiliated by having an investment adviser that is under common control of Invesco Ltd. The table below shows the Fund’s transactions in, and earnings from, its investments in affiliates for the six months ended April 30, 2023.


	Value October 31, 2022			Purchases at Cost			Proceeds from Sales				Change in Unrealized Appreciation (Depreciation)				Realized Gain			Value April 30, 2023			Dividend Income
Investments in Affiliated Money Market Funds:
Invesco Government & Agency Portfolio, Institutional Class		$	-		$	59,242		$	(59,242	)		$	-			$	-		$	-		$	34
Investments Purchased with Cash Collateral from Securities on Loan:
Invesco Private Government Fund			117,081			730,384			(743,961	)			-				-			103,504			1,846	*
Invesco Private Prime Fund			310,156			1,331,112			(1,367,242	)			(8	)			19			274,037			5,374	*

Total		$	427,237		$	2,120,738		$	(2,170,445	)		$	(8	)		$	19		$	377,541		$	7,254

*	Represents the income earned on the investment of cash collateral, which is included in securities lending income on the Consolidated Statement of Operations. Does not include rebates and fees paid to lending agent or premiums received from borrowers, if any.

^(g)	The rate shown is the 7-day SEC standardized yield as of April 30, 2023.

^(h)	The security has been segregated to satisfy the commitment to return the cash collateral received in securities lending transactions upon the borrower’s return of the securities loaned. See Note 2I.

Portfolio Composition

Sector Breakdown (% of the Fund’s Net Assets)

as of April 30, 2023



Information Technology			42.55

Financials			21.50

Investment Companies			14.43

Communication Services			6.17

Consumer Discretionary			5.98

Consumer Staples			3.20

Industrials			3.02

Sector Types Each Less Than 3%			3.05

Money Market Funds Plus Other Assets Less Liabilities			0.10

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		5

Invesco Alerian Galaxy Crypto Economy ETF (SATO)

April 30, 2023

(Unaudited)

Consolidated Schedule of Investments^(a)


	Shares		Value
Common Stocks & Other Equity Interests-85.39%
Australia-4.36%
Iris Energy Ltd.^(b)(c)		38,893	$	155,572

Canada-11.68%
Bitfarms Ltd.^(b)		130,680		151,589
HIVE Blockchain Technologies Ltd.^(b)(c)		40,736		131,985
Hut 8 Mining Corp.^(b)(c)		74,589		133,514

				417,088

China-10.68%
Bit Digital, Inc.^(b)		85,974		170,229
Canaan, Inc., ADR^(b)(c)		52,356		147,644
Meitu, Inc.^(b)(d)		116,211		32,273
Tencent Holdings Ltd.		707		31,018

				381,164

Japan-0.92%
Rakuten Group, Inc.		6,655		32,990

Norway-0.83%
Aker ASA, Class A		484		29,426

South Korea-0.89%
Samsung Electronics Co. Ltd.		649		31,761

Taiwan-0.89%
Taiwan Semiconductor Manufacturing Co. Ltd., ADR		375		31,613

United Kingdom-4.43%
Argo Blockchain PLC^(b)(c)		1,032,059		158,258

United States-50.71%
Advanced Micro Devices, Inc.^(b)		355		31,726
Alphabet, Inc., Class A^(b)		304		32,631
Applied Digital Corp.^(b)		46,144		147,661
Bakkt Holdings, Inc.^(b)(c)		102,736		138,694
Block, Inc., Class A^(b)(c)		506		30,760
Cleanspark, Inc.^(b)(c)		41,459		162,105
Coinbase Global, Inc., Class A^(b)(c)		2,369		127,428
Galaxy Digital Holdings Ltd., (Acquired 07/15/2022 - 04/21/2023; Cost $155,735)^(b)(c)(e)		37,092		136,740
Goldman Sachs Group, Inc. (The)		98		33,657
JPMorgan Chase & Co.		253		34,975
Marathon Digital Holdings, Inc.^(b)(c)		14,180		142,793
Micron Technology, Inc.		519		33,403

Investment Abbreviations:

ADR-American Depositary Receipt


	Shares		Value
United States-(continued)
Microsoft Corp.		113	$	34,720
MicroStrategy, Inc., Class A^(b)(c)		479		157,294
NVIDIA Corp.		123		34,131
PayPal Holdings, Inc.^(b)		433		32,908
Riot Platforms, Inc.^(b)(c)		12,100		144,716
Robinhood Markets, Inc., Class A^(b)(c)		3,244		28,709
SoFi Technologies, Inc.^(b)(c)		5,575		34,732
Terawulf, Inc.^(b)		107,467		191,291
Tesla, Inc.^(b)(c)		176		28,919
Visa, Inc., Class A^(c)		140		32,582
Western Alliance Bancorporation		1,016		37,714

				1,810,289

Total Common Stocks & Other Equity Interests (Cost $2,435,503)				3,048,161


Mutual Fund-14.95%
United States-14.95%
Grayscale Bitcoin Trust BTC (Cost $585,806)		32,489		533,470

TOTAL INVESTMENTS IN SECURITIES (excluding investments purchased with cash collateral from securities on loan)-100.34% (Cost $3,021,309)				3,581,631


Investments Purchased with Cash Collateral from Securities on Loan

Money Market Funds-31.02%
Invesco Private Government Fund, 4.83%^(f)(g)(h)		299,805		299,805
Invesco Private Prime Fund, 4.99%^(f)(g)(h)		807,618		807,618

Total Investments Purchased with Cash Collateral from Securities on Loan (Cost $1,107,429)				1,107,423

TOTAL INVESTMENTS IN SECURITIES-131.36% (Cost $4,128,738)				4,689,054
OTHER ASSETS LESS LIABILITIES-(31.36)%				(1,119,316	)

NET ASSETS-100.00%			$	3,569,738

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		6

Invesco Alerian Galaxy Crypto Economy ETF (SATO)–(continued)

April 30, 2023

(Unaudited)

Notes to Consolidated Schedule of Investments:

^(a)	The Consolidated Schedule of Investments includes the accounts of the wholly-owned subsidiary. All inter-company accounts and transactions have been eliminated in consolidations.

^(b)	Non-income producing security.

^(c)	All or a portion of this security was out on loan at April 30, 2023.

^(d)

^(e)	Restricted security. The value of this security at April 30, 2023 represented 3.83% of the Fund’s Net Assets.

^(f)


	Value October 31, 2022			Purchases at Cost			Proceeds from Sales				Change in Unrealized Appreciation (Depreciation)				Realized Gain (Loss)				Value April 30, 2023			Dividend Income
Investments in Affiliated Money Market Funds:
Invesco Government & Agency Portfolio, Institutional Class		$	-		$	104,221		$	(104,221)			$	-			$	-			$	-		$	41
Investments Purchased with Cash Collateral from Securities on Loan:
Invesco Private Government Fund			221,063			1,810,157			(1,731,415	)			-				-				299,805			4,260	*
Invesco Private Prime Fund			641,624			2,835,033			(2,668,994	)			(5	)			(40	)			807,618			13,078	*

Total		$	862,687		$	4,749,411		$	(4,504,630	)		$	(5	)		$	(40	)		$	1,107,423		$	17,379

*	Represents the income earned on the investment of cash collateral, which is included in securities lending income on the Consolidated Statement of Operations. Does not include rebates and fees paid to lending agent or premiums received from borrowers, if any.

^(g)	The rate shown is the 7-day SEC standardized yield as of April 30, 2023.

^(h)	The security has been segregated to satisfy the commitment to return the cash collateral received in securities lending transactions upon the borrower’s return of the securities loaned. See Note 2I.

Portfolio Composition

Sector Breakdown (% of the Fund’s Net Assets)

as of April 30, 2023



Information Technology	61.42

Financials	18.73

Investment Companies	14.95

Sector Types Each Less Than 3%	5.24

Money Market Funds Plus Other Assets Less Liabilities	(0.34	)

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		7

Consolidated Statements of Assets and Liabilities

April 30, 2023

(Unaudited)


	Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)				Invesco Alerian Galaxy Crypto Economy ETF (SATO)
Assets:
Unaffiliated investments in securities, at value^(a)		$	2,299,347			$	3,581,631
Affiliated investments in securities, at value			377,541				1,107,423
Cash			-				22,806
Deposits with brokers:
Cash segregated as collateral			-				13,590
Receivable for:
Dividends			2,035				782
Securities lending			2,966				6,070
Fund shares sold			-				14,277

Total assets			2,681,889				4,746,579


Liabilities:
Due to custodian			1,379				-
Due to foreign custodian			58				248
Payable for:
Investments purchased			-				53,873
Collateral upon return of securities loaned			377,547				1,107,429
Collateral upon receipt of securities in-kind			-				13,590
Accrued unitary management fees			1,127				1,701

Total liabilities			380,111				1,176,841

Net Assets		$	2,301,778			$	3,569,738


Net assets consist of:
Shares of beneficial interest		$	4,880,126			$	10,992,603
Distributable earnings (loss)			(2,578,348	)			(7,422,865	)

Net Assets		$	2,301,778			$	3,569,738

Shares outstanding (unlimited amount authorized, $0.01 par value)			200,001				500,001
Net asset value		$	11.51			$	7.14

Market price		$	11.51			$	7.16

Unaffiliated investments in securities, at cost		$	2,189,479			$	3,021,309

Affiliated investments in securities, at cost		$	377,547			$	1,107,429

Foreign currencies (due to foreign custodian), at cost		$	(59	)		$	(239	)

^(a)Includes securities on loan with an aggregate value of:		$	360,477			$	1,061,417

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		8

Consolidated Statements of Operations

For the six months ended April 30, 2023

(Unaudited)


	Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)				Invesco Alerian Galaxy Crypto Economy ETF (SATO)
Investment income:
Unaffiliated dividend income		$	12,580			$	3,074
Affiliated dividend income			34				41
Non-cash dividend income			1,620				1,148
Securities lending income, net			14,833				37,343
Foreign withholding tax			(836	)			(396	)

Total investment income			28,231				41,210


Expenses:
Unitary management fees			5,955				7,739

Net investment income			22,276				33,471


Realized and unrealized gain (loss) from:
Net realized gain (loss) from:
Unaffiliated investment securities			(885,647	)			(2,287,808	)
Affiliated investment securities			19				(40	)
Foreign currencies			(82	)			(466	)

Net realized gain (loss)			(885,710	)			(2,288,314	)

Change in net unrealized appreciation (depreciation) of:
Unaffiliated investment securities			1,240,519				2,813,170
Affiliated investment securities			(8	)			(5	)
Foreign currencies			(14	)			(29	)

Change in net unrealized appreciation			1,240,497				2,813,136

Net realized and unrealized gain			354,787				524,822

Net increase in net assets resulting from operations		$	377,063			$	558,293

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		9

Statements of Changes in Net Assets

For the six months ended April 30, 2023 and the year ended October 31, 2022

(Unaudited)


	Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)								Invesco Alerian Galaxy Crypto Economy ETF (SATO)
	Six Months Ended April 30, 2023				Year Ended October 31, 2022				Six Months Ended April 30, 2023				Year Ended October 31, 2022
Operations:
Net investment income		$	22,276			$	65,408			$	33,471			$	163,013
Net realized gain (loss)			(885,710	)			(1,892,874	)			(2,288,314	)			(7,091,969	)
Change in net unrealized appreciation (depreciation)			1,240,497				(1,711,138	)			2,813,136				(3,653,798	)

Net increase (decrease) in net assets resulting from operations			377,063				(3,538,604	)			558,293				(10,582,754	)


Distributions to Shareholders from:
Distributable earnings			(41,142	)			(81,748	)			(71,321	)			(174,368	)


Shareholder Transactions:
Proceeds from shares sold			-				-				314,689				2,453,318
Value of shares repurchased			-				-				-				(690,633	)

Net increase in net assets resulting from share transactions			-				-				314,689				1,762,685

Net increase (decrease) in net assets			335,921				(3,620,352	)			801,661				(8,994,437	)


Net assets:
Beginning of period			1,965,857				5,586,209				2,768,077				11,762,514

End of period		$	2,301,778			$	1,965,857			$	3,569,738			$	2,768,077


Changes in Shares Outstanding:
Shares sold			-				-				50,000				150,000
Shares repurchased			-				-				-				(100,000	)
Shares outstanding, beginning of period			200,001				200,001				450,001				400,001

Shares outstanding, end of period			200,001				200,001				500,001				450,001

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


		10

Consolidated Financial Highlights

Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)


									For the Period
	Six Months Ended								October 5, 2021^(a)
	April 30,				Year Ended				Through
	2023				October 31,				October 31,
	(Unaudited)				2022				2021
Per Share Operating Performance:
Net asset value at beginning of period		$	9.83			$	27.93			$	25.00

Net investment income^(b)			0.11				0.33				0.01
Net realized and unrealized gain (loss) on investments			1.78				(18.02	)			2.92

Total from investment operations			1.89				(17.69	)			2.93

Distributions to shareholders from:
Net investment income			(0.21	)			(0.41	)			-

Net asset value at end of period		$	11.51			$	9.83			$	27.93

Market price at end of period^(c)		$	11.51			$	9.82			$	27.73

Net Asset Value Total Return^(d)			19.84	%			(63.88	)%			11.72	%^(e)
Market Price Total Return^(d)			19.96	%			(63.66	)%			10.92	%^(e)
Ratios/Supplemental Data:
Net assets at end of period (000’s omitted)		$	2,302			$	1,966			$	5,586
Ratio to average net assets of:
Expenses			0.60	%^(f)			0.61	%			0.60	%^(f)
Net investment income			2.24	%^(f)			1.94	%			0.27	%^(f)
Portfolio turnover rate^(g)			52	%			124	%			12	%

^(a)	Commencement of investment operations.

^(b)	Based on average shares outstanding.

^(c)	The mean between the last bid and ask prices.

^(d)

Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Market price total return is calculated assuming an initial investment made at the market price at the beginning of the period, reinvestment of all dividends and distributions at market price during the period, and sale at the market price on the last day of the period. Total investment returns calculated for a period of less than one year are not annualized.

^(e)	The net asset value total return from Fund Inception (October 7, 2021, the first day of trading on the exchange) to October 31, 2021 was 10.48%. The market price total return from Fund Inception to October 31, 2021 was 9.34%.

^(f)	Annualized.

^(g)	Portfolio turnover rate is not annualized for periods less than one year, if applicable, and does not include securities received or delivered from processing creations or redemptions.

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


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Consolidated Financial Highlights–(continued)

Invesco Alerian Galaxy Crypto Economy ETF (SATO)


	Six Months Ended April 30, 2023 (Unaudited)				Year Ended October 31, 2022				For the Period October 5, 2021^(a) Through October 31, 2021
Per Share Operating Performance:
Net asset value at beginning of period		$	6.15			$	29.41			$	25.00

Net investment income (loss)^(b)			0.07				0.36				(0.01	)
Net realized and unrealized gain (loss) on investments			1.08				(23.23	)			4.42

Total from investment operations			1.15				(22.87	)			4.41

Distributions to shareholders from:
Net investment income			(0.16	)			(0.36	)			-
Net realized gains			-				(0.03	)			-

Total distributions			(0.16	)			(0.39	)			-

Net asset value at end of period		$	7.14			$	6.15			$	29.41

Market price at end of period^(c)		$	7.16			$	6.14			$	29.09

Net Asset Value Total Return^(d)			20.22	%			(78.47	)%			17.64	%^(e)
Market Price Total Return^(d)			20.75	%			(78.27	)%			16.36	%^(e)
Ratios/Supplemental Data:
Net assets at end of period (000’s omitted)		$	3,570			$	2,768			$	11,763
Ratio to average net assets of:
Expenses			0.60	%^(f)			0.61	%			0.60	%^(f)
Net investment income (loss)			2.59	%^(f)			2.57	%			(0.60	)%^(f)
Portfolio turnover rate^(g)			79	%			149	%			10	%

^(a)	Commencement of investment operations.

^(b)	Based on average shares outstanding.

^(c)	The mean between the last bid and ask prices.

^(d)

^(e)	The net asset value total return from Fund Inception (October 7, 2021, the first day of trading on the exchange) to October 31, 2021 was 16.25%. The market price total return from Fund Inception to October 31, 2021 was 13.63%.

^(f)	Annualized.

^(g)	Portfolio turnover rate is not annualized for periods less than one year, if applicable, and does not include securities received or delivered from processing creations or redemptions.

See accompanying Notes to Consolidated Financial Statements which are an integral part of the consolidated financial statements.


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Notes to Consolidated Financial Statements

Invesco Exchange-Traded Fund Trust II

April 30, 2023

(Unaudited)

NOTE 1–Organization

Invesco Exchange-Traded Fund Trust II (the “Trust”) was organized as a Massachusetts business trust and is authorized to have multiple series of portfolios. Each portfolio (each, a “Fund”, and collectively, the “Funds”) represents a separate series of the Trust. The Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). This report includes the following Funds and their respective wholly-owned subsidiaries (each, a “Subsidiary”) organized under the laws of the Cayman Islands:


Full Name	Short Name	Subsidiary

Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)	"Alerian Galaxy Blockchain Users and Decentralized Commerce ETF"	Invesco GBE Cayman Ltd.

Invesco Alerian Galaxy Crypto Economy ETF (SATO)	"Alerian Galaxy Crypto Economy ETF"	Invesco GCE Cayman Ltd.

The shares of the Funds are referred to herein as “Shares” or “Fund’s Shares.” Each Fund’s Shares are listed and traded on Cboe BZX Exchange, Inc.

The market price of each Share may differ to some degree from a Fund’s net asset value (“NAV”). Unlike conventional mutual funds, each Fund issues and redeems Shares on a continuous basis, at NAV, only in a large specified number of Shares, each called a “Creation Unit.” Creation Units are issued and redeemed principally in exchange for cash and/or the deposit or delivery of a basket of securities (“Deposit Securities”). Except when aggregated in Creation Units by authorized participants (“APs”), the Shares are not individually redeemable securities of the Funds.

The investment objective of each Fund is to seek to track the investment results (before fees and expenses) of its respective index listed below (each, an “Underlying Index”):


Fund		Underlying Index

Alerian Galaxy Blockchain Users and Decentralized Commerce ETF		Alerian Galaxy Global Blockchain Equity, Trusts and ETPs Index

Alerian Galaxy Crypto Economy ETF		Alerian Galaxy Global Cryptocurrency-Focused Blockchain Equity, Trusts and ETPs Index

Each Fund’s investment in its respective Subsidiary is expected to provide the Fund with exposure to exchange-traded products and private investment trusts traded over-the-counter that are linked to cryptocurrencies. Each Fund may invest up to 25% of its respective total assets in its Subsidiary.

NOTE 2–Significant Accounting Policies

The following is a summary of the significant accounting policies followed by the Funds in preparation of their consolidated financial statements.

Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services–Investment Companies.

A.	Security Valuation - Securities, including restricted securities, are valued according to the following policies:

A security listed or traded on an exchange is generally valued at its trade price or official closing price that day as of the close of the exchange where the security is principally traded or, lacking any trades or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued using prices provided by an independent pricing service they may be considered fair valued. Futures contracts are valued at the daily settlement price set by an exchange on which they are principally traded. U.S. exchange-traded options are valued at the mean between the last bid and asked prices from the exchange on which they are principally traded. Non-U.S. exchange-traded options are valued at the final settlement price set by the exchange on which they trade. Options not listed on an exchange and swaps generally are valued using pricing provided from independent pricing services.

Securities of investment companies that are not exchange-traded (e.g., open-end mutual funds) are valued using such company’s end-of-business-day NAV per share.

Deposits, other obligations of U.S. and non-U.S. banks and financial institutions are valued at their daily account value.

Fixed income securities (including convertible debt securities) generally are valued on the basis of prices provided by independent pricing services. Prices provided by the pricing service may be determined without exclusive reliance on quoted


		13

prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Securities with a demand feature exercisable within one to seven days are valued at par. Pricing services generally value debt obligations assuming orderly transactions of institutional round lot size, but a Fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots, and their value may be adjusted accordingly. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.

Foreign securities’ (including foreign exchange contracts’) prices are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the London world markets. If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Invesco Capital Management LLC (the “Adviser”) may use various pricing services to obtain market quotations as well as fair value prices. Because trading hours for certain foreign securities end before the close of the New York Stock Exchange (“NYSE”), closing market quotations may become not representative of market value in the Adviser’s judgment (“unreliable”). If, between the time trading ends on a particular security and the close of the customary trading session on the NYSE, a significant event occurs that makes the closing price of the security unreliable, the Adviser may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith in accordance with Board-approved policies and related Adviser procedures (“Valuation Procedures”). Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities’ prices meeting the degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American depositary receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, the potential for sharply devalued currencies and high inflation, political and economic upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.

Unlisted securities will be valued using prices provided by independent pricing services or by another method that the Adviser, in its judgment, believes better reflects the security’s fair value in accordance with the Valuation Procedures.

Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value exchange-traded equity securities. The mean between the last bid and asked prices may be used to value debt obligations, including corporate loans, and unlisted equity securities.

Securities for which market quotations are not readily available are fair valued by the Adviser in accordance with the Valuation Procedures. If a fair value price provided by a pricing service is unreliable, the Adviser will fair value the security using the Valuation Procedures. Issuer-specific events, market trends, bid/asked quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.

Each Fund may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Fund investments.

Valuations change in response to many factors, including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general market conditions which are not specifically related to the particular issuer, such as real or perceived adverse economic conditions, changes in the general outlook for revenues or corporate earnings, changes in interest or currency rates, regional or global instability, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism, significant governmental actions or adverse investor sentiment generally and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the consolidated financial statements may materially differ from the value received upon actual sale of those investments.

The price a Fund could receive upon the sale of any investment may differ from the Adviser’s valuation of the investment, particularly for securities that are valued using a fair valuation technique. When fair valuation techniques are applied, the Adviser uses available information, including both observable and unobservable inputs and assumptions, to determine a methodology that will result in a valuation that the Adviser believes approximates market value. Fund securities that are fair valued may be subject to greater fluctuation in their value from one day to the next than would be the case if market quotations were used. Because of the inherent uncertainties of valuation, and the degree of subjectivity in such decisions, a Fund could realize a greater or lesser than expected gain or loss upon the sale of the investment.

Investment Transactions and Investment Income - Investment transactions are accounted for on a trade date basis. Realized gains and losses from the sale or disposition of securities are computed on the specific identified cost basis. Interest income is recorded on an accrual basis from settlement date and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Pay-in-kind interest income and non-cash dividend income received in


		14

the form of securities in-lieu of cash are recorded at the fair value of the securities received. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date. Realized gains, dividends and interest received by a Fund may give rise to withholding and other taxes imposed by foreign countries. Tax conventions between certain countries and the United States may reduce or eliminate such taxes.

The Funds may periodically participate in litigation related to a Fund’s investments. As such, the Funds may receive proceeds from litigation settlements. Any proceeds received are included in the Consolidated Statements of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.

Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Consolidated Statements of Operations and the Consolidated Statements of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Consolidated Financial Highlights. Transaction costs are included in the calculation of a Fund’s NAV and, accordingly, they reduce a Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Consolidated Statements of Operations and the Consolidated Statements of Changes in Net Assets, or the net investment income per share and the ratios of expenses and net investment income reported in the Consolidated Financial Highlights, nor are they limited by any expense limitation arrangements between each Fund and the Adviser.

Country Determination - For the purposes of presentation in the Consolidated Schedules of Investments, the Adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include whether each Fund’s Underlying Index has made a country determination and may include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues, the country that has the primary market for the issuer’s securities and its “country of risk” as determined by a third party service provider, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.

Dividends and Distributions to Shareholders - Each Fund declares and pays dividends from net investment income, if any, to its shareholders quarterly and records such dividends on the ex-dividend date. Generally, each Fund distributes net realized taxable capital gains, if any, annually in cash and records them on the ex-dividend date. Such distributions on a tax basis are determined in conformity with federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America (“GAAP”). Distributions in excess of tax basis earnings and profits, if any, are reported in such Fund’s consolidated financial statements as a tax return of capital at fiscal year-end.

Federal Income Taxes - Each Fund intends to comply with the provisions of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), applicable to regulated investment companies and to distribute substantially all of the Fund’s taxable earnings to its shareholders. As such, the Funds will not be subject to federal income taxes on otherwise taxable income (including net realized gains) that is distributed to the shareholders. Therefore, no provision for federal income taxes is recorded in the consolidated financial statements.

Each Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed each Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

Each Subsidiary is classified as a controlled foreign corporation under Subchapter N of the Internal Revenue Code. Therefore, each Fund is required to increase its taxable income by its share of its Subsidiary’s income. Net investment losses of each Subsidiary cannot be deducted by each Fund in the current period nor carried forward to offset taxable income in future periods.

Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. These differences are primarily due to differing book and tax treatments for in-kind transactions, losses deferred due to wash sales, and passive foreign investment company adjustments, if any.

The Funds file U.S. federal tax returns and tax returns in certain other jurisdictions. Generally, a Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.

Expenses - Each Fund has agreed to pay an annual unitary management fee to the Adviser. Out of the unitary management fee, the Adviser has agreed to pay for substantially all expenses of the Funds, including the costs of transfer agency, custody, fund administration, legal, audit and other services, except for distribution fees, if any, brokerage expenses, taxes, interest, acquired fund fees and expenses, if any, litigation expenses and other extraordinary expenses, including proxy expenses (except for such proxies related to: (i) changes to the Investment Advisory Agreement, (ii) the election of any Board member who is an “interested person” of the Trust or the Adviser (an “Interested Trustee”), or (iii) any other matters that directly benefit the Adviser).

Expenses of the Trust that are excluded from a Fund’s unitary management fee and are directly identifiable to a specific Fund are applied to that Fund. Expenses of the Trust that are excluded from a Fund’s unitary management fee and are not


		15

readily identifiable to a specific Fund are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative net assets of each Fund.

To the extent a Fund invests in other investment companies, the expenses shown in the accompanying consolidated financial statements reflect the expenses of the Fund and do not include any expenses of the investment companies in which it invests. The effects of such investment companies’ expenses are included in the realized and unrealized gain or loss on the investments in the investment companies.

Accounting Estimates - The preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements, including estimates and assumptions related to taxation. Actual results could differ from these estimates. All inter-company accounts and transactions have been eliminated in consolidation. In addition, the Funds monitor for material events or transactions that may occur or become known after the period-end date and before the date the consolidated financial statements are released to print.

Indemnifications - Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. Also, under each Subsidiary’s organizational documents, the directors and officers of the Subsidiary are indemnified against certain liabilities that may arise out of the performance of their duties to the Fund and/or the Subsidiary, respectively. Each Board member who is not an “interested person” (as defined in the 1940 Act) of the Trust or the Adviser (each, an “Independent Trustee”) is also indemnified against certain liabilities arising out of the performance of their duties to the Trust pursuant to an Indemnification Agreement between such trustee and the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.

Securities Lending - Each Fund may participate in securities lending and may loan portfolio securities having a market value up to one-third of each Fund’s total assets. Such loans are secured by cash collateral equal to no less than 102% (105% for international securities) of the market value of the loaned securities determined daily by the securities lending provider. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated, unregistered investment companies that comply with Rule 2a-7 under the 1940 Act and money market funds (collectively, “affiliated money market funds”) and is shown as such on the Consolidated Schedules of Investments. Each Fund bears the risk of loss with respect to the investment of collateral. It is the policy of these Funds to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. When loaning securities, each Fund retains certain benefits of owning the securities, including the economic equivalent of dividends or interest generated by the security. Lending securities entails a risk of loss to each Fund if, and to the extent that, the market value of the securities loaned were to increase, and the borrower did not increase the collateral accordingly, and the borrower failed to return the securities. The securities loaned are subject to termination at the option of the borrower or each Fund. Upon termination, the borrower will return to each Fund the securities loaned and each Fund will return the collateral. Upon the failure of the borrower to return the securities, collateral may be liquidated and the securities may be purchased on the open market to replace the loaned securities. Each Fund could experience delays and costs in gaining access to the collateral and the securities may lose value during the delay which could result in potential losses to each Fund. Some of these losses may be indemnified by the lending agent. Each Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to any loss on the collateral invested. For Funds that participated in securities lending, dividends received on cash collateral investments for securities lending transactions, which are net of compensation to counterparties, are included in Securities lending income on the Consolidated Statements of Operations. The aggregate value of securities out on loan, if any, is shown on the Consolidated Statements of Assets and Liabilities.

Invesco Advisers, Inc. (“Invesco”), an affiliate of the Adviser, serves as an affiliated securities lending agent for each Fund participating in the securities lending program. The Bank of New York Mellon (“BNYM”) also serves as a securities lending agent. To the extent a Fund utilizes Invesco as an affiliated securities lending agent, the Fund conducts its securities lending in accordance with, and in reliance upon, no-action letters issued by the SEC staff that provide guidance on how an affiliate may act as a direct agent lender and receive compensation for those services in a manner consistent with the federal securities laws. For the six months ended April 30, 2023, each Fund had affiliated securities lending transactions with Invesco. Fees paid to Invesco for securities lending agent services, which are included in Securities lending income on the Consolidated Statements of Operations, were incurred by each Fund as listed below:


	Amount
Alerian Galaxy Blockchain Users and Decentralized Commerce ETF		$428
Alerian Galaxy Crypto Economy ETF		1,199

J.	Foreign Currency Translations - Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are


		16

translated into U.S. dollar amounts at the date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. Each Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Consolidated Statements of Operations. Reported net realized foreign currency gains or losses arise from (1) sales of foreign currencies, (2) currency gains or losses realized between the trade and settlement dates on securities transactions, and (3) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on a Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period-end, resulting from changes in exchange rates.

Each Fund may invest in foreign securities, which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which a Fund invests.

K.	Other Risks

ADR and GDR Risk. Certain Funds may invest in American depositary receipts (“ADRs”) and global depositary receipts (“GDRs”). ADRs are certificates that evidence ownership of shares of a foreign issuer and are alternatives to purchasing the underlying foreign securities directly in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and denominated in the currencies of countries other than the home country of the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as currency, political, economic and market risks, because their values depend on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of the underlying foreign securities on which they are based, and their value may change materially at times when U.S. markets are not open for trading.

AP Concentration Risk. Only APs may engage in creation or redemption transactions directly with each Fund. Each Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by each Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with creation and/or redemption orders with respect to each Fund and no other AP is able to step forward to create or redeem Creation Units, this may result in a significantly diminished trading market for Fund Shares, and Shares may be more likely to trade at a premium or discount to a Fund’s NAV and to face trading halts and/or delisting. Investments in non-U.S. securities, which may have lower trading volumes or could experience extended market closures or trading halts, may increase the risk that APs may not be able to effectively create or redeem Creation Units or the risk that the Shares may be halted and/or delisted.

Blockchain Company Investments Risk. Companies engaged in the development, enablement and acquisition of blockchain technologies are subject to a number of risks. Blockchain technology is new and many of its uses may be untested. The mechanics of using distributed ledger technology to transact in other types of assets, such as securities or derivatives, is less clear. There is no assurance that widespread adoption will occur. Furthermore, the development and acceptance of competing platforms or technologies may cause consumers or investors to use an alternative to blockchains. A lack of expansion in the usage of blockchain technology could adversely affect the underlying holdings of the Funds. Moreover, the extent to which companies held by the Funds utilize blockchain technology may vary, and it is possible that even widespread adoption of blockchain technology may not result in a material impact on the stock price of such companies.

Furthermore, companies that are developing applications of blockchain technology may not in fact do so or may not be able to capitalize on those blockchain technologies. A proliferation of recent startups attempting to apply blockchain technology in different contexts means the possibility of conflicting intellectual property claims could be a risk to an issuer, its operations or its business. This could also pose a risk to blockchain platforms that permit transactions in digital securities. Regardless of the merit of any intellectual property or other legal action, any threatened action that reduces confidence in the viability of blockchain may adversely affect an investment in the Funds. Additionally, blockchain technology is new, and as such may be subject to future laws or regulations. Any such regulatory changes affecting blockchain technology may adversely impact an investment in companies utilizing this technology.

Transacting on a blockchain depends in part specifically on the use of cryptographic keys that are required to access a user’s account (or “wallet”). The theft, loss or destruction of these keys impairs the value of ownership claims users have over the relevant assets being represented by the ledger (whether “smart contracts,” securities, currency or other digital assets). The theft, loss or destruction of private or public keys needed to transact on a blockchain could also adversely affect a company’s business or operations if it were dependent on the ledger.


		17

In addition, because blockchain functionality relies on the Internet, a significant disruption of Internet connectivity affecting large numbers of users or geographic areas could impede the functionality of blockchain technologies and adversely affect the Funds. In addition, certain features of blockchain technology, such as decentralization, open source protocol, and reliance on peer-to-peer connectivity, may increase the risk of fraud or cyber-attack by potentially reducing the likelihood of a coordinated response.

Cryptocurrency Risk. Cryptocurrencies (also referred to as “virtual currencies” and “digital currencies”) are digital assets designed to act as a medium of exchange. Although cryptocurrency is an emerging asset class, there are thousands of cryptocurrencies. While the Funds will not invest directly in cryptocurrencies, the value of the Funds’ investments in cryptocurrency-linked assets (including private trusts and ETPs) is subject to fluctuations in the value of the cryptocurrency, which have been and may in the future be highly volatile. The value of cryptocurrencies is determined by the supply and demand for cryptocurrency in the global market for the trading of cryptocurrency, which consists primarily of transactions on electronic exchanges. The price of a digital currency could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in a digital currency network or a change in user preference to competing cryptocurrencies. Cryptocurrency is a new technological innovation with a limited history; it is a highly speculative asset, and the Funds’ exposure to cryptocurrency-linked assets could result in substantial losses to the Funds.

Cryptocurrencies trade on exchanges, which are largely unregulated and, therefore, are more exposed to fraud and failure than established, regulated exchanges for securities, derivatives and other currencies. Cryptocurrency exchanges have in the past, and may in the future, cease operating temporarily or even permanently, resulting in the potential loss of users’ cryptocurrency or other market disruptions. Cryptocurrency exchanges are more exposed to the risk of market manipulation than exchanges for traditional assets. Cryptocurrency exchanges that are regulated typically must comply with minimum net capital, cybersecurity, and anti-money laundering requirements, but are not typically required to protect customers or their markets to the same extent that regulated securities exchanges or futures exchanges are required to do so. Furthermore, many cryptocurrency exchanges lack certain safeguards established by traditional exchanges to enhance the stability of trading on the exchange, such as measures designed to prevent sudden drops in value of items traded on the exchange (i.e., “flash crashes”). As a result, the prices of cryptocurrencies on exchanges may be subject to larger and more frequent sudden declines than assets traded on traditional exchanges. In addition, cryptocurrency exchanges are also subject to the risk of cybersecurity threats and have been breached, resulting in the theft and/or loss of cryptocurrencies. A cyber or other security breach or a business failure of a cryptocurrency exchange or custodian may affect the price of a particular cryptocurrency or cryptocurrencies generally. A risk also exists with respect to malicious actors or previously unknown vulnerabilities, which may adversely affect the value of a digital currency.

Currently, there is relatively limited use of cryptocurrency in the retail and commercial marketplace, which contributes to price volatility. A lack of expansion by cryptocurrencies into retail and commercial markets, or a contraction of such use, may result in increased volatility or a reduction in the value of cryptocurrencies, either of which could adversely impact a Fund’s investment in cryptocurrency. In addition, to the extent market participants develop a preference for one cryptocurrency over another, the value of the less preferred cryptocurrency would likely be adversely affected.

Currency Risk. Because each Fund’s NAV is determined in U.S. dollars, a Fund’s NAV could decline if the currency of a non-U.S. market in which the Fund invests depreciates against the U.S. dollar. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security denominated in that foreign currency, thereby decreasing a Fund’s overall NAV. Exchange rates may be volatile and may change quickly and unpredictably in response to both global economic developments and economic conditions, causing an adverse impact on a Fund. As a result, investors have the potential for losses regardless of the length of time they intend to hold Shares.

Digital Asset Company Investments Risk. Companies engaged in the development, enablement and acquisition of digital assets and cryptocurrencies are subject to a number of risks. The technology relating to digital assets, including blockchain, is developing and the risks associated with digital assets may not fully emerge until the technology is widely used. Cryptocurrencies and blockchain technology are new and many of their uses may be untested. The mechanics of using distributed ledger technology to transact in other types of assets, such as securities or derivatives, is less clear. There is no assurance that widespread adoption will occur. Furthermore, the development and acceptance of competing platforms or technologies may cause consumers or investors to use an alternative to cryptocurrencies. A lack of expansion in the usage of cryptocurrencies could adversely affect an investment in the Funds.

Currently, there are relatively few companies for which digital assets represents an attributable and significant revenue stream. Therefore, the values of the companies included in an Underlying Index may not be a reflection of their connection to digital assets, but may be based on other business operations. Furthermore, companies that are developing applications of digital assets and cryptocurrencies may not in fact do so or may not be able to capitalize on those digital assets. Blockchain technology also may never be implemented to a scale that provides identifiable economic benefit to the companies included in an Underlying Index, which could adversely affect an investment in the Funds. A proliferation of recent startups attempting to apply blockchain technology in different contexts means the possibility of conflicting intellectual property claims could be a risk to an issuer, its operations or its business. This could also pose a risk to blockchain platforms that permit transactions in


		18

digital securities. Regardless of the merit of any intellectual property or other legal action, any threatened action that reduces confidence in the viability of blockchain and/or cryptocurrencies may adversely affect an investment in the Funds.

There may be risks posed by the lack of regulation for digital assets and any future regulatory developments could affect the viability and expansion of the use of digital assets.

Emerging Markets Investment Risk. For certain Funds, investments in the securities of issuers in emerging market countries involve risks often not associated with investments in the securities of issuers in developed countries. Securities in emerging markets may be subject to greater price fluctuations than securities in more developed markets. Companies in emerging market countries generally may be subject to less stringent regulatory, disclosure, financial reporting, accounting, auditing and recordkeeping standards than companies in more developed countries. In addition, information about such companies may be less available and reliable. Emerging markets usually are subject to greater market volatility, political, social and economic instability, uncertainty regarding the existence of trading markets and more governmental limitations on foreign investment than are more developed markets. Securities law in many emerging market countries is relatively new and unsettled. Therefore, laws regarding foreign investment in emerging markets securities, securities regulation, title to securities, and shareholder rights may change quickly and unpredictably, and the ability to bring and enforce actions, or to obtain information needed to pursue or enforce such actions, may be limited. In addition, the enforcement of systems of taxation at federal, regional and local levels in emerging market countries may be inconsistent and subject to sudden change. Investments in emerging market securities may be subject to additional transaction costs, delays in settlement procedures, unexpected market closures, and lack of timely information. In addition, lack of relevant data and reliable public information, including financial information, about securities in emerging markets may contribute to incorrect weightings and data and computational errors when a Fund’s index provider selects securities for inclusion in the Fund’s Underlying Index or rebalances the Underlying Index.

Equity Risk. Equity risk is the risk that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that each Fund holds. In addition, equity risk includes the risk that investor sentiment toward one or more industries will become negative, resulting in those investors exiting their investments in those industries, which could cause a reduction in the value of companies in those industries more broadly. The value of a company’s common stock may fall solely because of factors, such as an increase in production costs that negatively impact other companies in the same region, industry or sector of the market. A company’s common stock also may decline significantly in price over a short period of time due to factors specific to that company, including decisions made by its management or lower demand for the company’s products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common stock.

Foreign Investment Risk. Investments in the securities of non-U.S. issuers involve risks beyond those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available information and less reliable financial information about issuers and inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice, including recordkeeping standards, comparable to those applicable to domestic issuers. Foreign securities are also subject to the risks of expropriation, nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in foreign securities also may be subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions and higher transactional costs. If a Fund invests in securities denominated in foreign currencies, fluctuations in the value of the U.S. dollar relative to the values of other currencies may adversely affect investments in foreign securities and may negatively impact the Fund’s returns.

Index Risk. Unlike many investment companies, each Fund does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, a Fund would not necessarily buy or sell a security unless that security is added or removed, respectively, from its Underlying Index, even if that security generally is underperforming. Additionally, each Fund rebalances its portfolio in accordance with its Underlying Index, and, therefore, any changes to the Underlying Index’s rebalance schedule will result in corresponding changes to each Fund’s rebalance schedule.

Industry Concentration Risk. In following its methodology, each Fund’s Underlying Index from time to time may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that each Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the corresponding Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, each Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which each Fund invests, may include, but are not limited to, the following: general economic conditions or cyclical market patterns that could negatively affect supply and demand in a particular industry; competition for resources, adverse labor relations, political or world events; obsolescence of technologies; and increased competition or new product introductions that may affect the profitability or viability of companies in an industry. In addition, at times, such industry or industry group may be out of favor and underperform other industries or the market as a whole.


		19

Market Risk. Securities in each Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in an Underlying Index. Additionally, natural or environmental disasters, widespread disease or other public health issues, war, military conflict, acts of terrorism, economic crisis or other events could result in increased premiums or discounts to each Fund’s NAV.

Micro-Capitalization Company Risk. Investments in the securities of micro-capitalization companies involve substantially greater risks of loss and price fluctuations than other securities with larger capitalizations. Micro-capitalization companies carry additional risks because their earnings and revenues tend to be less predictable (and some companies may experience significant losses), their share prices tend to be more volatile and their markets less liquid than companies with larger market capitalizations. Micro-capitalization companies may be newly formed or in the early stages of development, with limited product lines, markets or financial resources, and they may lack management depth or may be overly reliant on specific key individuals. In addition, less public information may be available about these companies. The shares of micro-capitalization companies tend to trade less frequently than those of larger, more established companies, which can adversely affect the pricing of these securities and the future ability to sell these securities.

Non-Correlation Risk. Each Fund’s return may not match the return of its corresponding Underlying Index for a number of reasons. For example, each Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Fund’s securities holdings to reflect changes in the composition of its corresponding Underlying Index. Because certain Funds issue and redeem Creation Units principally for cash, such Funds will incur higher costs in buying and selling securities than if they issued and redeemed Creation Units in-kind. Additionally, a Fund’s use of a representative sampling approach may cause the Fund not to be as well-correlated with the return of its corresponding Underlying Index as would be the case if the Fund purchased all of the securities in its corresponding Underlying Index in the proportions represented in the Underlying Index. In addition, the performance of each Fund and its corresponding Underlying Index may vary due to asset valuation differences and differences between each Fund’s portfolio and its corresponding Underlying Index resulting from legal restrictions, costs or liquidity constraints.

Non-Diversified Fund Risk. Because each Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than can a diversified fund, changes in the market value of a single investment could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase a Fund’s volatility and cause the performance of a relatively small number of issuers to have a greater impact on a Fund’s performance.

Portfolio Turnover Risk. Certain Funds may engage in frequent trading of their portfolio securities in connection with the rebalancing or adjustment of their respective Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to a Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could result in high brokerage costs for a Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to a Fund’s shareholders, a Fund will seek to utilize the in-kind creation and redemption mechanism to minimize the realization of capital gains to the extent possible.

Sampling Risk. Certain Funds’ use of a representative sampling approach may result in the Fund holding a smaller number of securities than are in its respective Underlying Index. As a result, an adverse development with respect to an issuer of securities held by the Fund could result in a greater decline in NAV than would be the case if the Fund held all of the securities in its Underlying Index. To the extent the assets in the Fund are smaller, these risks will be greater.

Small- and Mid-Capitalization Company Risk. Investing in securities of small- and mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies’ securities may be more volatile and less liquid than those of more established companies. These securities may have returns that vary, sometimes significantly, from the overall securities market. Often small- and mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to changing market conditions.

Subsidiary Investment Risk. By investing in its Subsidiary, each Fund is indirectly exposed to the risks associated with its respective Subsidiary’s investments. Each Subsidiary is not registered under the 1940 Act; therefore each Fund will not receive all of the protections offered to investors in registered investment companies. Changes in the laws of the United States and/or the Cayman Islands could result in the inability of a Fund and/or its Subsidiary to operate as intended, which may negatively affect the Fund and its shareholders.

Valuation Risk. Financial information related to securities of non-U.S. issuers may be less reliable than information related to securities of U.S. issuers, which may make it difficult to obtain a current price for a non-U.S. security held by a Fund. In certain circumstances, market quotations may not be readily available for some Fund securities, and those securities may be fair valued. The value established for a security through fair valuation may be different from what would be produced if the security had been valued using market quotations. Fund securities that are valued using techniques other than market quotations, including “fair valued” securities, may be subject to greater fluctuations in their value from one day to the next than would be the case if market quotations were used. In addition, there is no assurance that a Fund could sell a portfolio security for the value established for it at any time, and it is possible that a Fund would incur a loss because a security is sold at a discount to its established value.


		20

NOTE 3–Investment Advisory Agreement and Other Agreements

The Trust has entered into an Investment Advisory Agreement with the Adviser on behalf of each Fund, pursuant to which the Adviser has overall responsibility for the selection and ongoing monitoring of the Funds’ investments, managing the Funds’ business affairs and providing certain clerical, bookkeeping and other administrative services.

Pursuant to the Investment Advisory Agreement, each Fund accrues daily and pays monthly to the Adviser an annual unitary management fee. Out of the unitary management fee, the Adviser has agreed to pay for substantially all expenses of the Funds, including the cost of transfer agency, custody, fund administration, legal, audit and other services, except for distribution fees, if any, brokerage expenses, taxes, interest, acquired fund fees and expenses, if any, litigation expenses and other extraordinary expenses, including proxy expenses (except for such proxies related to: (i) changes to the Investment Advisory Agreement, (ii) the election of any Board member who is an “interested person” of the Trust, or (iii) any other matters that directly benefit the Adviser). The unitary management fee is paid by each Fund to the Adviser at the following annual rates:


		Unitary Management Fees (as a % of average daily net assets)
Alerian Galaxy Blockchain Users and Decentralized Commerce ETF		0.60%

Alerian Galaxy Crypto Economy ETF		0.60%

Through at least August 31, 2025, the Adviser has contractually agreed to waive the management fee payable by each Fund in an amount equal to the lesser of: (i) 100% of the net advisory fees earned by the Adviser or an affiliate of the Adviser that are attributable to the Fund’s investments in money market funds that are managed by affiliates of the Adviser and other funds (including ETFs) managed by the Adviser or affiliates of the Adviser or (ii) the management fee available to be waived. This waiver does not apply to a Fund’s investment of cash collateral received for securities lending. There is no guarantee that the Adviser will extend the waiver of these fees past that date.

For the six months ended April 30, 2023, no fees were waived.

The Trust has entered into a Distribution Agreement with Invesco Distributors, Inc. (the “Distributor”), which serves as the distributor of Creation Units for each Fund. The Distributor does not maintain a secondary market in the Shares. The Funds are not charged any fees pursuant to the Distribution Agreement. The Distributor is an affiliate of the Adviser.

The Adviser has entered into a licensing agreement for each Fund with VettaFi, LLC (the “Licensor”).

Each Underlying Index name trademark is owned by the Licensor. These trademarks have been licensed to the Adviser for use by the Funds. Each Fund is entitled to use its Underlying Index pursuant to the Trust’s sub-licensing agreement with the Adviser. The Funds are not sponsored, endorsed, sold or promoted by the Licensor, and the Licensor makes no representation regarding the advisability of investing in any of the Funds.

The Trust has entered into service agreements whereby BNYM, a wholly-owned subsidiary of The Bank of New York Mellon Corporation, serves as the administrator, custodian, fund accountant and transfer agent for each Fund.

For the six months ended April 30, 2023, the Funds incurred brokerage commissions with Invesco Capital Markets, Inc. (“ICMI”), an affiliate of the Adviser and Distributor, for portfolio transactions executed on behalf of the Funds, as listed below:



Alerian Galaxy Blockchain Users and Decentralized Commerce ETF			$3,512

Alerian Galaxy Crypto Economy ETF			8,592

Portfolio transactions with ICMI that have not settled at period-end, if any, are shown in the Consolidated Statements of Assets and Liabilities under the receivable caption Investments sold - affiliated broker and/or payable caption Investments purchased - affiliated broker.

NOTE 4–Additional Valuation Information

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:

Level 1 –

Prices are determined using quoted prices in an active market for identical assets.

Level 2 –

Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.


		21

Level 3 –

Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Adviser’s assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.

The following is a summary of the tiered valuation input levels, as of April 30, 2023. The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the consolidated financial statements may materially differ from the value received upon actual sale of those investments.


	Level 1			Level 2			Level 3			Total

Alerian Galaxy Blockchain Users and Decentralized Commerce ETF

Investments in Securities

Common Stocks & Other Equity Interests		$	1,967,302		$	-		$	-		$	1,967,302

Mutual Fund			332,045			-			-			332,045

Money Market Funds			-			377,541			-			377,541


Total Investments		$	2,299,347		$	377,541		$	-		$	2,676,888


Alerian Galaxy Crypto Economy ETF

Investments in Securities

Common Stocks & Other Equity Interests		$	3,048,161		$	-		$	-		$	3,048,161

Mutual Fund			533,470			-			-			533,470

Money Market Funds			-			1,107,423			-			1,107,423


Total Investments		$	3,581,631		$	1,107,423		$	-		$	4,689,054

NOTE 5–Tax Information

The amount and character of income and gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. Reclassifications are made to the Funds’ capital accounts to reflect income and gains available for distribution (or available capital loss carryforwards) under federal income tax regulations. The tax character of distributions paid during the year and the tax components of net assets will be reported at the Funds’ fiscal year-end.

Capital loss carryforwards are calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforwards actually available for the Funds to utilize. The ability to utilize capital loss carryforwards in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The Funds had capital loss carryforwards as of October 31, 2022, as follows:


	No expiration
	Short-Term		Long-Term	Total

Alerian Galaxy Blockchain Users and Decentralized Commerce ETF		$1,321,543	$51,916	$	1,373,459

Alerian Galaxy Crypto Economy ETF		4,211,426	212,962		4,424,388

NOTE 6–Investment Transactions

For the six months ended April 30, 2023, the cost of securities purchased and the proceeds from sales of securities (other than short-term securities, U.S. Government obligations, money market funds and in-kind transactions, if any) were as follows:


	Purchases		Sales

Alerian Galaxy Blockchain Users and Decentralized Commerce ETF	$	1,199,640	$	1,218,458

Alerian Galaxy Crypto Economy ETF		2,183,906		2,146,162

For the six months ended April 30, 2023, in-kind transactions associated with creations and redemptions were as follows:


	In-kind Purchases		In-kind Sales

Alerian Galaxy Blockchain Users and Decentralized Commerce ETF		$ -		$-

Alerian Galaxy Crypto Economy ETF		257,731		-

Gains (losses) on in-kind transactions are generally not considered taxable gains (losses) for federal income tax purposes.


		22

As of April 30, 2023, the aggregate cost of investments, including any derivatives, on a tax basis includes adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period-end:


	Gross Unrealized Appreciation		Gross Unrealized (Depreciation)		Net Unrealized Appreciation (Depreciation)		Cost

Alerian Galaxy Blockchain Users and Decentralized Commerce ETF		$252,260		$(574,699)		$(322,439)	$	2,999,327

Alerian Galaxy Crypto Economy ETF		773,700		(1,485,935)		(712,235)		5,401,289

NOTE 7–Trustees’ and Officer’s Fees

The Adviser, as a result of each Fund’s unitary management fee, pays remuneration to the Independent Trustees and an Officer of the Trust on behalf of the Funds. The Interested Trustee does not receive any Trustees’ fees.

The Trust has adopted a deferred compensation plan (the “Plan”). Under the Plan, each Independent Trustee who has executed a Deferred Fee Agreement (a “Participating Trustee”) may defer receipt of all or a portion of their compensation (“Deferral Fees”). Such Deferral Fees are deemed to be invested in select Invesco ETFs. The Deferral Fees payable to a Participating Trustee are valued as of the date such Deferral Fees would have been paid to a Participating Trustee. The value increases with contributions or with increases in the value of the Shares selected, and the value decreases with distributions or with declines in the value of the Shares selected. Obligations under the Plan represent unsecured claims against the general assets of the Funds.

NOTE 8–Capital

Shares are issued and redeemed by each Fund only in Creation Units consisting of a specified number of Shares as set forth in each Fund’s prospectus. Only APs are permitted to purchase or redeem Creation Units from the Funds. Such transactions are principally permitted in exchange for Deposit Securities, with a balancing cash component to equate the transaction to the NAV per Share of a Fund on the transaction date. However, for all Funds, cash in an amount equivalent to the value of certain securities may be substituted, generally when the securities are not available in sufficient quantity for delivery, not eligible for trading by the AP or as a result of other market circumstances.

To the extent that the Funds permit transactions in exchange for Deposit Securities, each Fund may issue Shares in advance of receipt of Deposit Securities subject to various conditions, including a requirement to maintain on deposit with the Trust cash at least equal to 105% of the market value of the missing Deposit Securities. In accordance with the Trust’s Participant Agreement, Creation Units will be issued to an AP, notwithstanding the fact that the corresponding Deposit Securities have not been received in part or in whole, in reliance on the undertaking of the AP to deliver the missing Deposit Securities as soon as possible, which undertaking shall be secured by the AP’s delivery and maintenance of collateral consisting of cash in the form of U.S. dollars in immediately available funds having a value (marked-to-market daily) at least equal to 105%, which the Adviser may change from time to time, of the value of the missing Deposit Securities.

Certain transaction fees may be charged by the Funds for creations and redemptions, which are treated as increases in capital.

Transactions in each Fund’s Shares are disclosed in detail in the Consolidated Statements of Changes in Net Assets.


		23

Calculating your ongoing Fund expenses

Example

As a shareholder of a Fund of the Invesco Exchange-Traded Fund Trust II, you incur a unitary management fee. In addition to the unitary management fee, a shareholder may pay distribution fees, if any, brokerage expenses, taxes, interest, acquired fund fees and expenses, if any, litigation expenses and other extraordinary expenses, including proxy expenses (except for such proxies related to: (i) changes to the Investment Advisory Agreement, (ii) the election of an Interested Trustee, or (iii) any other matters that directly benefit the Adviser). The expense examples below are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period November 1, 2022 through April 30, 2023.

Actual Expenses

The first line in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During the Six-Month Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line in the following table provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed annualized rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only, and do not reflect any transaction costs, such as sales charges and brokerage commissions. Therefore, the second line in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.


							Annualized
	Beginning			Ending			Expense Ratio			Expenses Paid
	Account Value			Account Value			Based on the			During the
	November 1, 2022			April 30, 2023			Six-Month Period			Six-Month Period⁽¹⁾
Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF (BLKC)

Actual		$	1,000.00		$	1,198.40		0.60	%		$	3.27

Hypothetical (5% return before expenses)			1,000.00			1,021.82		0.60				3.01

Invesco Alerian Galaxy Crypto Economy ETF (SATO)

Actual			1,000.00			1,202.20		0.60				3.28

Hypothetical (5% return before expenses)			1,000.00			1,021.82		0.60				3.01

⁽¹⁾

Expenses are calculated using the annualized expense ratio, which represents the ongoing expenses as a percentage of net assets for the six-month period ended April 30, 2023. Expenses are calculated by multiplying the Fund’s annualized expense ratio by the average account value for the period, then multiplying the result by 181/365.


		24

Approval of Investment Advisory Contracts

At a meeting held on April 18, 2023, the Board of Trustees of the Invesco Exchange-Traded Fund Trust II (the “Trust”), including the Independent Trustees, approved the continuation of the Investment Advisory Agreement between Invesco Capital Management LLC (the “Adviser”) and the Trust for the following series (each, a “Fund” and collectively, the “Funds”):


Invesco 1-30 Laddered Treasury ETF		Invesco PureBeta^SM MSCI USA Small Cap ETF
Invesco Alerian Galaxy Blockchain Users and Decentralized		Invesco PureBeta^SM US Aggregate Bond ETF
Commerce ETF		Invesco Russell 1000 Equal Weight ETF
Invesco Alerian Galaxy Crypto Economy ETF		Invesco S&P 500^® Enhanced Value ETF
Invesco California AMT-Free Municipal Bond ETF		Invesco S&P 500^® ex-Rate Sensitive Low Volatility ETF
Invesco CEF Income Composite ETF		Invesco S&P 500^® High Beta ETF
Invesco China Technology ETF		Invesco S&P 500^® High Dividend Low Volatility ETF
Invesco DWA Developed Markets Momentum ETF		Invesco S&P 500^® Low Volatility ETF
Invesco DWA Emerging Markets Momentum ETF		Invesco S&P 500 Minimum Variance ETF
Invesco DWA SmallCap Momentum ETF		Invesco S&P 500^® Momentum ETF
Invesco Emerging Markets Sovereign Debt ETF		Invesco S&P 500 QVM Multi-factor ETF
Invesco ESG NASDAQ 100 ETF		Invesco S&P 500 Revenue ETF
Invesco ESG NASDAQ Next Gen 100 ETF		Invesco S&P Emerging Markets Low Volatility ETF
Invesco ESG S&P 500 Equal Weight ETF		Invesco S&P Emerging Markets Momentum ETF
Invesco FTSE RAFI Developed Markets ex-U.S. ETF		Invesco S&P International Developed Low Volatility ETF
Invesco FTSE RAFI Developed Markets ex-U.S. Small-Mid ETF		Invesco S&P International Developed Momentum ETF
Invesco FTSE RAFI Emerging Markets ETF		Invesco S&P International Developed Quality ETF
Invesco Fundamental High Yield^® Corporate Bond ETF		Invesco S&P MidCap 400 QVM Multi-factor ETF
Invesco Fundamental Investment Grade Corporate Bond ETF		Invesco S&P MidCap 400 Revenue ETF
Invesco Global Clean Energy ETF		Invesco S&P MidCap Low Volatility ETF
Invesco Global Short Term High Yield Bond ETF		Invesco S&P SmallCap 600 QVM Multi-factor ETF
Invesco Global Water ETF		Invesco S&P SmallCap 600 Revenue ETF
Invesco International BuyBack Achievers^TM ETF		Invesco S&P SmallCap Consumer Discretionary ETF
Invesco International Corporate Bond ETF		Invesco S&P SmallCap Consumer Staples ETF
Invesco KBW Bank ETF		Invesco S&P SmallCap Energy ETF
Invesco KBW High Dividend Yield Financial ETF		Invesco S&P SmallCap Financials ETF
Invesco KBW Premium Yield Equity REIT ETF		Invesco S&P SmallCap Health Care ETF
Invesco KBW Property & Casualty Insurance ETF		Invesco S&P SmallCap High Dividend Low Volatility ETF
Invesco KBW Regional Banking ETF		Invesco S&P SmallCap Industrials ETF
Invesco MSCI Green Building ETF		Invesco S&P SmallCap Information Technology ETF
Invesco NASDAQ 100 ETF		Invesco S&P SmallCap Low Volatility ETF
Invesco Nasdaq Biotechnology ETF		Invesco S&P SmallCap Materials ETF
Invesco NASDAQ Next Gen 100 ETF		Invesco S&P SmallCap Quality ETF
Invesco National AMT-Free Municipal Bond ETF		Invesco S&P SmallCap Utilities & Communication Services ETF
Invesco New York AMT-Free Municipal Bond ETF		Invesco S&P Ultra Dividend Revenue ETF
Invesco PHLX Semiconductor ETF		Invesco Senior Loan ETF
Invesco Preferred ETF		Invesco Taxable Municipal Bond ETF
Invesco PureBeta^SM 0-5 Yr US TIPS ETF		Invesco Treasury Collateral ETF
Invesco PureBeta^SM FTSE Developed ex-North America ETF		Invesco Variable Rate Preferred ETF
Invesco PureBeta^SM FTSE Emerging Markets ETF		Invesco VRDO Tax-Free ETF
Invesco PureBeta^SM MSCI USA ETF

Also at the April 18, 2023 meeting, the Board of Trustees of the Trust, including the Independent Trustees, approved the continuation of the Investment Sub-Advisory Agreement between the Adviser and the following seven affiliated sub-advisers for each of Invesco Senior Loan ETF and Invesco Treasury Collateral ETF (the “Sub-Advisory Agreement”): Invesco Advisers, Inc.; Invesco Asset Management Deutschland GmbH; Invesco Asset Management Limited; Invesco Asset Management (Japan) Limited; Invesco Hong Kong Limited; Invesco Senior Secured Management, Inc.; and Invesco Canada Ltd. (each, a “Sub-Adviser” and collectively, the “Sub-Advisers”).

Investment Advisory Agreement


		25

Approval of Investment Advisory and Sub-Advisory Contracts–(continued)

The Trustees reviewed information from the Adviser describing: (i) the nature, extent and quality of services provided, (ii) the investment performance of the Funds and the Adviser, (iii) the fees paid by the Funds and comparisons to amounts paid by other comparable registered investment companies, (iv) the costs of services provided and estimated profits realized by the Adviser, (v) the extent to which economies of scale may be realized as a Fund grows and whether fee levels reflect any possible economies of scale for the benefit of Fund shareholders and (vi) any further benefits realized by the Adviser or its affiliates from the Adviser’s relationship with the Funds.

Nature, Extent and Quality of Services. In evaluating the nature, extent and quality of the Adviser’s services, the Trustees reviewed information concerning the functions performed by the Adviser for the Funds, information describing the Adviser’s current organization and staffing, including operational support provided by the Adviser’s parent organization, Invesco Ltd. (“Invesco”), and the background and experience of the persons responsible for the day-to-day management of the Funds. The Trustees reviewed matters related to the Adviser’s execution and/or oversight of execution of portfolio transactions on behalf of the Funds.

The Trustees reviewed information on the performance of the Funds and their underlying indexes for the one-year, three-year, five-year, ten-year and since-inception periods ended December 31, 2022, as applicable, including reports for each of those periods on the correlation and tracking error between each Fund’s performance and the performance of its underlying index, as well as the Adviser’s analysis of the tracking error and correlation between certain Funds and their underlying indexes. In reviewing the tracking error reports, the Trustees considered information provided by Invesco’s independent performance and risk management group with respect to general expected tracking error ranges. The Trustees also considered that certain Funds were created in connection with the purchases by Invesco of the exchange-traded funds (“ETFs”) businesses of Guggenheim Capital LLC (“Guggenheim”) on May 18, 2018 and Massachusetts Mutual Life Insurance Company (“Oppenheimer”) on May 24, 2019 (each, a “Transaction”), and that each such Fund’s performance prior to the closing of the applicable Transaction is that of its predecessor Guggenheim ETF or Oppenheimer ETF. The Trustees noted that, for each applicable period, the correlation for each Fund, other than the one-year and since-inception periods for Invesco VRDO Tax-Free ETF, was within the targeted range set forth in the Trust’s registration statement. The Trustees reviewed the reasons provided by the Adviser for Invesco VRDO Tax-Free ETF’s correlation to its underlying index. The Trustees noted that, for each applicable period, the tracking error for all Funds was within the targeted range set forth in the Trust’s registration statement. The Board concluded that each Fund’s correlation to its underlying index and the tracking error for each Fund were within an acceptable range given that Fund’s particular circumstances.

The Trustees considered the services provided by the Adviser in its oversight of the Funds’ administrator, custodian and transfer agent, and its oversight of the Sub-Advisers for Invesco Senior Loan ETF and Invesco Treasury Collateral ETF. They noted the significant amount of time, effort and resources that had been devoted to this oversight function.

Based on its review, the Board concluded that the nature, extent and quality of services provided by the Adviser to the Funds under the Investment Advisory Agreement were appropriate and reasonable.

Fees, Expenses and Profitability. The Trustees reviewed and discussed the information provided by the Adviser on each Fund’s net expense ratio and unitary advisory fee. The Trustees noted that the annual advisory fee charged to each Fund, as set forth below, is a unitary advisory fee and that the Adviser compensates the Sub-Advisers (as applicable) from its unitary advisory fee and pays all other operating expenses of each Fund, except that each Fund pays its brokerage expenses, taxes, interest (including, for Invesco Senior Loan ETF, interest expenses associated with any draws on its line of credit), acquired fund fees and expenses, if any, litigation expenses, costs incurred in connection with proxies (except certain proxies) and other extraordinary expenses:

●

0.04% of the Fund’s average daily net assets for Invesco PureBeta^SM MSCI USA ETF;

●

0.05% of the Fund’s average daily net assets for Invesco PureBeta^SM US Aggregate Bond ETF;

●

0.06% of the Fund’s average daily net assets for Invesco PureBeta^SM MSCI USA Small Cap ETF;

●

0.07% of the Fund’s average daily net assets for Invesco PureBeta^SM 0-5 Yr US TIPS ETF and Invesco PureBeta^SM FTSE Developed ex-North America ETF;

●

0.08% of the Fund’s average daily net assets for Invesco Treasury Collateral ETF;

●

0.10% of the Fund’s average daily net assets for Invesco S&P 500 Minimum Variance ETF;

●

0.11% of the Fund’s average daily net assets for Invesco S&P 500 QVM Multi-factor ETF;


		26

Approval of Investment Advisory and Sub-Advisory Contracts–(continued)

●

0.13% of the Fund’s average daily net assets for Invesco S&P 500 Enhanced Value ETF and Invesco S&P 500 Momentum ETF;

●

0.14% of the Fund’s average daily net assets for Invesco PureBeta^SM FTSE Emerging Markets ETF;

●

0.15% of the Fund’s average daily net assets for Invesco NASDAQ 100 ETF, Invesco NASDAQ Next Gen 100 ETF, Invesco S&P MidCap 400 QVM Multi-factor ETF and Invesco S&P SmallCap 600 QVM Multi-factor ETF;

●

0.19% of the Fund’s average daily net assets for Invesco Nasdaq Biotechnology ETF and Invesco PHLX Semiconductor ETF;

●

0.20% of the Fund’s average daily net assets for Invesco ESG NASDAQ 100 ETF, Invesco ESG NASDAQ Next Gen 100 ETF, Invesco ESG S&P 500 Equal Weight ETF and Invesco Russell 1000 Equal Weight ETF;

●

0.22% of the Fund’s average daily net assets for Invesco Fundamental Investment Grade Corporate Bond ETF;

●

0.25% of the Fund’s average daily net assets for Invesco 1-30 Laddered Treasury ETF, Invesco S&P 500^® ex-Rate Sensitive Low Volatility ETF, Invesco S&P 500^® High Beta ETF, Invesco S&P 500^® Low Volatility ETF, Invesco S&P International Developed Low Volatility ETF, Invesco S&P International Developed Momentum ETF, Invesco S&P MidCap Low Volatility ETF, Invesco S&P SmallCap Low Volatility ETF and Invesco VRDO Tax-Free ETF;

●

0.28% of the Fund’s average daily net assets for Invesco California AMT-Free Municipal Bond ETF, Invesco National AMT-Free Municipal Bond ETF, Invesco New York AMT-Free Municipal Bond ETF and Invesco Taxable Municipal Bond ETF;

●

0.29% of the Fund’s average daily net assets for Invesco S&P Emerging Markets Momentum ETF, Invesco S&P Emerging Markets Low Volatility ETF, Invesco S&P International Developed Quality ETF, Invesco S&P SmallCap Consumer Discretionary ETF, Invesco S&P SmallCap Consumer Staples ETF, Invesco S&P SmallCap Energy ETF, Invesco S&P SmallCap Financials ETF, Invesco S&P SmallCap Health Care ETF, Invesco S&P SmallCap Industrials ETF, Invesco S&P SmallCap Information Technology ETF, Invesco S&P SmallCap Materials ETF, Invesco S&P SmallCap Quality ETF and Invesco S&P SmallCap Utilities & Communication Services ETF;

●

0.30% of the Fund’s average daily net assets for Invesco S&P 500^® High Dividend Low Volatility ETF and Invesco S&P SmallCap High Dividend Low Volatility ETF;

●

0.35% of the Fund’s average daily net assets for Invesco Global Short Term High Yield Bond ETF, Invesco KBW Bank ETF, Invesco KBW High Dividend Yield Financial ETF, Invesco KBW Premium Yield Equity REIT ETF, Invesco KBW Property & Casualty Insurance ETF and Invesco KBW Regional Banking ETF;

●

0.39% of the Fund’s average daily net assets for Invesco MSCI Green Building ETF, Invesco S&P 500 Revenue ETF, Invesco S&P MidCap 400 Revenue ETF, Invesco S&P SmallCap 600 Revenue ETF and Invesco S&P Ultra Dividend Revenue ETF;

●

0.45% of the Fund’s daily net assets for Invesco FTSE RAFI Developed Markets ex-U.S. ETF;

●

0.49% of the Fund’s daily net assets for Invesco FTSE RAFI Developed Markets ex-U.S. Small-Mid ETF and Invesco FTSE RAFI Emerging Markets ETF;

●

0.50% of the Fund’s daily net assets for Invesco CEF Income Composite ETF, Invesco Emerging Markets Sovereign Debt ETF, Invesco Fundamental High Yield^® Corporate Bond ETF, Invesco International Corporate Bond ETF, Invesco Preferred ETF and Invesco Variable Rate Preferred ETF;

●

0.55% of the Fund’s daily net assets for Invesco International BuyBack Achievers^TM ETF;

●

0.60% of the Fund’s daily net assets for Invesco DWA SmallCap Momentum ETF, Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF and Invesco Alerian Galaxy Crypto Economy ETF;

●

0.65% of the Fund’s daily net assets for Invesco Senior Loan ETF;

●

0.70% of the Fund’s daily net assets for Invesco China Technology ETF;

●

0.75% of the Fund’s daily net assets for Invesco Global Clean Energy ETF and Invesco Global Water ETF;

●

0.80% of the Fund’s daily net assets for Invesco DWA Developed Markets Momentum ETF; and

●

0.90% of the Fund’s daily net assets for Invesco DWA Emerging Markets Momentum ETF.

The Trustees compared each Fund’s net expense ratio to information compiled by the Adviser from Lipper Inc. (“Lipper”) databases on the net expense ratios of comparable ETFs, open-end (non-ETF) index funds and open-end (non-ETF) actively-managed funds, as applicable. The Trustees noted that the net expense ratios for certain Funds were equal to or lower than the median net expense ratios of their ETF and open-end index peer funds, as applicable, as illustrated in the table below. The


		27

Approval of Investment Advisory and Sub-Advisory Contracts–(continued)

Trustees also noted that the net expense ratios for all of the Funds were lower than the median net expense ratios of their open-end actively-managed peer funds. The Trustees noted that a portion of each Fund’s operating expenses was attributable to a sub-license fee payable out of the unitary advisory fee charged to that Fund.


Invesco Fund	Equal to/Lower than ETF Peer Median	Equal to/Lower than Open-End Index Fund Peer Median*	Lower than Open-End Active Fund Peer Median

Invesco 1-30 Laddered Treasury ETF			X

Invesco Alerian Galaxy Blockchain Users and Decentralized Commerce ETF	X	N/A	X

Invesco Alerian Galaxy Crypto Economy ETF	X	N/A	X

Invesco California AMT-Free Municipal Bond ETF		N/A	X

Invesco CEF Income Composite ETF	X	N/A	X

Invesco China Technology ETF		N/A	X

Invesco DWA Developed Markets Momentum ETF			X

Invesco DWA Emerging Markets Momentum ETF			X

Invesco DWA SmallCap Momentum ETF			X

Invesco Emerging Markets Sovereign Debt ETF			X

Invesco ESG NASDAQ 100 ETF			X

Invesco ESG NASDAQ Next Gen 100 ETF	X		X

Invesco ESG S&P 500 Equal Weight ETF	X		X

Invesco FTSE RAFI Developed Markets ex-U.S. ETF			X

Invesco FTSE RAFI Developed Markets ex-U.S. Small-Mid ETF			X

Invesco FTSE RAFI Emerging Markets ETF	X		X

Invesco Fundamental High Yield^® Corporate Bond ETF		N/A	X

Invesco Fundamental Investment Grade Corporate Bond ETF			X

Invesco Global Clean Energy ETF		X	X

Invesco Global Short Term High Yield Bond ETF	X	N/A	X

Invesco Global Water ETF		X	X

Invesco International BuyBack Achievers^TMETF	X	N/A	X

Invesco International Corporate Bond ETF			X

Invesco KBW Bank ETF	X		X

Invesco KBW High Dividend Yield Financial ETF	X		X

Invesco KBW Premium Yield Equity REIT ETF	X		X

Invesco KBW Property & Casualty Insurance ETF	X		X

Invesco KBW Regional Banking ETF	X		X

Invesco MSCI Green Building ETF			X

Invesco NASDAQ 100 ETF	X	X	X

Invesco Nasdaq Biotechnology ETF	X		X

Invesco NASDAQ Next Gen 100 ETF	X		X

Invesco National AMT-Free Municipal Bond ETF			X

Invesco New York AMT-Free Municipal Bond ETF		N/A	X

Invesco PHLX Semiconductor ETF	X	X	X

Invesco Preferred ETF		N/A	X

Invesco PureBeta^SM0-5 Yr US TIPS ETF	X		X

Invesco PureBeta^SMFTSE Developed ex-North America ETF	X	X	X

Invesco PureBeta^SMFTSE Emerging Markets ETF	X	X	X

Invesco PureBeta^SMMSCI USA ETF	X	X	X

Invesco PureBeta^SMMSCI USA Small Cap ETF	X	X	X

Invesco PureBeta^SMUS Aggregate Bond ETF	X	X	X


		28

Approval of Investment Advisory and Sub-Advisory Contracts–(continued)


Invesco Fund	Equal to/Lower than ETF Peer Median	Equal to/Lower than Open-End Index Fund Peer Median*	Lower than Open-End Active Fund Peer Median

Invesco Russell 1000 Equal Weight ETF	X		X

Invesco S&P 500 Enhanced Value ETF	X	X	X

Invesco S&P 500^® ex-Rate Sensitive Low Volatility ETF	X		X

Invesco S&P 500^® High Beta ETF	X	X	X

Invesco S&P 500^® High Dividend Low Volatility ETF	X	X	X

Invesco S&P 500^® Low Volatility ETF	X		X

Invesco S&P 500 Minimum Variance ETF	X	X	X

Invesco S&P 500 Momentum ETF	X		X

Invesco S&P 500 QVM Multi-factor ETF	X	X	X

Invesco S&P 500 Revenue ETF			X

Invesco S&P Emerging Markets Low Volatility ETF	X		X

Invesco S&P Emerging Markets Momentum ETF	X		X

Invesco S&P International Developed Low Volatility ETF	X	X	X

Invesco S&P International Developed Momentum ETF	X		X

Invesco S&P International Developed Quality ETF	X		X

Invesco S&P MidCap 400 QVM Multi-factor ETF	X	X	X

Invesco S&P MidCap 400 Revenue ETF			X

Invesco S&P MidCap Low Volatility ETF	X		X

Invesco S&P SmallCap 600 QVM Multi-factor ETF	X	X	X

Invesco S&P SmallCap 600 Revenue ETF			X

Invesco S&P SmallCap Consumer Discretionary ETF	X		X

Invesco S&P SmallCap Consumer Staples ETF	X		X

Invesco S&P SmallCap Energy ETF	X		X

Invesco S&P SmallCap Financials ETF	X		X

Invesco S&P SmallCap Health Care ETF	X		X

Invesco S&P SmallCap High Dividend Low Volatility ETF	X	X	X

Invesco S&P SmallCap Industrials ETF	X		X

Invesco S&P SmallCap Information Technology ETF	X		X

Invesco S&P SmallCap Low Volatility ETF	X		X

Invesco S&P SmallCap Materials ETF	X		X

Invesco S&P SmallCap Quality ETF	X		X

Invesco S&P SmallCap Utilities & Communication Services ETF	X	X	X

Invesco S&P Ultra Dividend Revenue ETF		X	X

Invesco Senior Loan ETF		N/A	X

Invesco Taxable Municipal Bond ETF		N/A	X

Invesco Treasury Collateral ETF	X		X

Invesco Variable Rate Preferred ETF		X	X

Invesco VRDO Tax-Free ETF		N/A	X

*	The information provided by the Adviser indicated that certain Funds did not have any open-end index fund peers. Those Funds have been designated in this column with an “N/A” for not available.

In response to questions from the Independent Trustees, the Adviser provided supplemental information regarding each of Invesco Senior Loan ETF’s, Invesco MSCI Green Building ETF’s, Invesco California AMT-Free Municipal Bond ETF’s, Invesco International Corporate Bond ETF’s, Invesco National AMT-Free Municipal Bond ETF’s, Invesco New York AMT-Free Municipal Bond ETF’s, Invesco Taxable Municipal Bond ETF’s and Invesco VRDO Tax-Free ETF’s advisory fees and total expenses and the Lipper peer data. The Adviser explained its view that the advisory fees and total expenses for these Funds are competitive and generally in line with other comparable funds in the marketplace, particularly in light of the level and nature of services provided and the


		29

Approval of Investment Advisory and Sub-Advisory Contracts–(continued)

investment management style of the Adviser. The Trustees also considered the Adviser’s statements regarding its pricing philosophy and the differing pricing philosophy of certain of the peers.

The Trustees noted information, including fee information, provided by the Adviser regarding other investment products to which it provides investment advisory services, including products that have investment strategies comparable to certain of the Funds. The Trustees considered the Adviser’s explanation of the differences between the services provided to the Funds and to the other investment products it advises, noting the Adviser’s statement that the management and oversight of the Funds requires substantially more labor and expense.

Based on all of the information provided, the Board concluded that each Fund’s unitary advisory fee was reasonable and appropriate in light of the services provided, the nature of the index, the distinguishing factors of the Fund, and the administrative, operational and management oversight costs for the Adviser.

In conjunction with their review of the unitary advisory fees, the Trustees considered information provided by the Adviser on the revenues received by the Adviser under the Investment Advisory Agreement for the Funds. The Trustees reviewed information provided by the Adviser regarding its overall profitability, as well as the estimated profitability to the Adviser from its relationship to each Fund. With respect to the Adviser’s profitability information, the Trustees considered that there is no recognized standard or uniform methodology for determining profitability for this purpose. Furthermore, the Trustees noted that there are limitations inherent in allocating costs and calculating profitability for an organization such as the Adviser’s. Based on the information provided, the Board concluded that the overall and estimated profitability to the Adviser was not unreasonable.

Economies of Scale and Whether Fee Levels Reflect These Economies of Scale. The Trustees reviewed the information provided by the Adviser as to the extent to which economies of scale may be realized as each Fund grows and whether fee levels reflect economies of scale for the benefit of the Fund’s shareholders. The Trustees reviewed each Fund’s asset size and unitary advisory fee. The Trustees noted that any reduction in fixed costs associated with the management of the Funds would be enjoyed by the Adviser, but a unitary advisory fee provides a level of certainty in expenses for the Funds. The Trustees also noted that the Adviser has reduced advisory fees for the Invesco ETFs numerous times since 2011, including through permanent advisory fee reductions and various advisory fee waivers. The Board considered whether the unitary advisory fee rate for each Fund was reasonable in relation to the asset size of that Fund and concluded that the unitary advisory fee rates were reasonable and appropriate.

Fall-out Benefits. The Trustees considered that the Adviser identified no additional benefits it receives from its relationship with the Funds, and noted that the Adviser is not a party to any soft-dollar, commission recapture or directed brokerage arrangements with respect to the Funds. The Trustees also considered benefits received by affiliates of the Adviser that may be directly or indirectly attributed to the Adviser’s relationship with the Funds, including brokerage fees, advisory fees from affiliated money market cash management vehicles and fees as the Funds’ securities lending agent. The Trustees also considered that Invesco Distributors, Inc., an affiliate of the Adviser, serves as each Fund’s distributor and is paid a distribution fee by the Adviser. The Board concluded that each Fund’s unitary advisory fee was reasonable, taking into account any ancillary benefits received by affiliates of the Adviser.

Based on all of the information considered and the conclusions reached, the Board, including the Independent Trustees, determined to approve the continuation of the Investment Advisory Agreement for each Fund. No single factor was determinative in the Board’s analysis. For Invesco PureBeta^SM FTSE Developed ex-North America ETF, Invesco PureBeta^SM FTSE Emerging Markets ETF, Invesco PureBeta^SM MSCI USA Small Cap ETF and Invesco PureBeta^SM US Aggregate Bond ETF, the Board noted that it had previously approved the liquidation and termination of each Fund effective on or about June 30, 2023 and considered that the continuation of the Investment Advisory Agreement for such Funds would facilitate the orderly liquidation of the Funds.

Investment Sub-Advisory Agreement

As noted above, the Board of Trustees of the Trust, including the Independent Trustees, approved the continuation of the Sub-Advisory Agreement for each of Invesco Senior Loan ETF and Invesco Treasury Collateral ETF at a meeting held on April 18, 2023. The review process followed by the Board is described in detail above. In connection with the review of the Sub-Advisory Agreement, the Board considered the factors described below, among others.


		30

Approval of Investment Advisory and Sub-Advisory Contracts–(continued)

Nature, Extent and Quality of Services. The Trustees considered the nature, extent and quality of services provided or to be provided to Invesco Senior Loan ETF and Invesco Treasury Collateral ETF under the Sub-Advisory Agreement. The Trustees reviewed the qualifications and background of each Sub-Adviser, the services provided or to be provided by each Sub-Adviser, the investment approach of the Sub-Adviser whose investment personnel manage Invesco Senior Loan ETF’s and Invesco Treasury Collateral ETF’s assets, and the experience and skills of the investment personnel responsible for the day-to-day management of the Funds.

Based on its review, the Board concluded that the nature, extent and quality of services provided or to be provided by the Sub-Advisers to Invesco Senior Loan ETF and Invesco Treasury Collateral ETF under the Sub-Advisory Agreement were appropriate and reasonable.

Fees, Expenses and Profitability. The Trustees reviewed and discussed the information provided by the Adviser and the Sub-Advisers on the sub-advisory fee rate under the Sub-Advisory Agreement. The Trustees noted that the sub-advisory fee charged by the Sub-Advisers under the Sub-Advisory Agreement is consistent with the compensation structure used throughout Invesco when Invesco’s affiliates provide sub-advisory services for funds managed by other Invesco affiliates. The Trustees considered how the sub-advisory fees relate to the overall advisory fee for each of Invesco Senior Loan ETF and Invesco Treasury Collateral ETF and noted that the Adviser compensates the Sub-Advisers from its fee.

The Trustees also reviewed the financial statements provided by Invesco Senior Secured Management, Inc., in connection with the March 24 and April 18, 2023 Board meetings, and Invesco Advisers, Inc., in connection with the April 18, 2023 meeting, and noted the net income generated by each firm. The Trustees noted that the Adviser compensates the Sub-Advisers from its fee and that the Adviser provided profitability information with respect to Invesco Senior Loan ETF and Invesco Treasury Collateral ETF.

Economies of Scale and Whether Fee Levels Reflect These Economies of Scale. As part of their review of the Investment Advisory Agreement for Invesco Senior Loan ETF and Invesco Treasury Collateral ETF, the Trustees considered the extent to which economies of scale may be realized as each Fund grows and whether fee levels reflect economies of scale for the benefit of the Fund’s shareholders. The Board considered whether the sub-advisory fee rate for Invesco Senior Loan ETF and Invesco Treasury Collateral ETF was reasonable in relation to the asset size of the Funds and concluded that the flat sub-advisory fee rate was reasonable and appropriate.

Fall-out Benefits. The Trustees noted that Invesco Advisers, Inc. receives management fees from affiliated money market funds into which the Funds’ and other Invesco ETFs’ excess cash and securities lending collateral may be invested, and that the Adviser waives its fees with respect to each Fund in an amount equal to the fees received by Invesco Advisers, Inc. on the Fund’s excess cash invested in the affiliated money market funds. The Trustees also noted the fees received by Invesco Advisers, Inc. in its capacity as securities lending agent for the Invesco ETFs. The Trustees noted that the Sub-Advisers had not identified any further benefits that they received from their relationships with Invesco Senior Loan ETF and Invesco Treasury Collateral ETF, and that the Sub-Advisers generally do not use or generate soft-dollars with respect to the Funds. The Board concluded that the sub-advisory fee with respect to each Fund was reasonable, taking into account any ancillary benefits received by the Sub-Advisers.

Based on all of the information considered and the conclusions reached, the Board, including the Independent Trustees, determined to approve the continuation of the Sub-Advisory Agreement for Invesco Senior Loan ETF and Invesco Treasury Collateral ETF. No single factor was determinative in the Board’s analysis.


		31

Proxy Voting Policies and Procedures

A description of the Trust’s proxy voting policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available, without charge and upon request, by calling (800) 983-0903. This information is also available on the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov.

Information regarding how each Fund voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is available, without charge and upon request, by (i) calling (800) 983-0903; or (ii) accessing the Trust’s Form N-PX on the Commission’s website at www.sec.gov.

Quarterly Portfolios

The Trust files its complete schedule of portfolio holdings for the Funds with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Forms N-PORT are available on the Commission’s website at www.sec.gov.

Frequency Distribution of Discounts and Premiums

A table showing the number of days the market price of each Fund’s shares was greater than the Fund’s net asset value, and the number of days it was less than the Fund’s net asset value (i.e., premium or discount) for the most recently completed calendar year, and the calendar quarters since that year end (or the life of the Fund, if shorter) may be found at the Fund’s website at www.invesco.com/ETFs.

3500 Lacey Road, Suite 700

Downers Grove, IL 60515

P-PS-SAR-11

invesco.com/ETFs