Proshares
Trust
Distributor:
SEI
Investments
Distribution
Co.
SEMIANNUAL
REPORT
NOVEMBER
30,
2023
Big
Data
Refiners
ETF
DAT
Decline
of
the
Retail
Store
ETF
EMTY
DJ
Brookfield
Global
Infrastructure
ETF
TOLZ
Equities
for
Rising
Rates
ETF
EQRR
Global
Listed
Private
Equity
ETF
PEX
Hedge
Replication
ETF
HDG
High
Yield–Interest
Rate
Hedged
HYHG
Inflation
Expectations
ETF
RINF
Investment
Grade–Interest
Rate
Hedged
IGHG
K-1
Free
Crude
Oil
Strategy
ETF*
OILK
Large
Cap
Core
Plus
CSM
Long
Online/Short
Stores
ETF
CLIX
Merger
ETF
MRGR
Metaverse
ETF
VERS
MSCI
EAFE
Dividend
Growers
ETF
EFAD
MSCI
Emerging
Markets
Dividend
Growers
ETF
EMDV
MSCI
Europe
Dividend
Growers
ETF
EUDV
MSCI
Transformational
Changes
ETF
ANEW
Nanotechnology
ETF
TINY
Nasdaq-100
Dorsey
Wright
Momentum
ETF
QQQA
On-Demand
ETF
OND
Online
Retail
ETF
ONLN
Pet
Care
ETF
PAWZ
Russell
2000
Dividend
Growers
ETF
SMDV
Russell
U.S.
Dividend
Growers
ETF
TMDV
S&P
500
®
Bond
ETF
SPXB
S&P
500
®
Dividend
Aristocrats
ETF
NOBL
S&P
500
®
Ex-Energy
ETF
SPXE
S&P
500
®
Ex-Financials
ETF
SPXN
S&P
500
®
Ex-Health
Care
ETF
SPXV
S&P
500
®
Ex-Technology
ETF
SPXT
S&P
Global
Core
Battery
Metals
ETF
ION
S&P
Kensho
Cleantech
ETF
CTEX
S&P
Kensho
Smart
Factories
ETF
MAKX
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
REGL
S&P
Technology
Dividend
Aristocrats
ETF
TDV
Smart
Materials
ETF
TINT
Supply
Chain
Logistics
ETF
SUPL
*
The
K-1
Free
Crude
Oil
Strategy
ETF
fund
is
consolidated
with
Cayman
Crude
Oil
Strategy
Portfolio.
A
claim
of
exemption
pursuant
to
the
Commodity
Futures
Trading
Commission
(“CFTC”)
Rule
4.7
has
been
made
by
the
Investment
Adviser
with
respect
to
these
funds.
The
exemption
relieves
these
funds
of
certain
disclosure
and
reporting
obligations
under
the
commodity
pool
rules
of
the
CFTC.
TABLE
OF
CONTENTS
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Table
of
Contents
I
Shareholder
Letter
III
Allocation
of
Portfolio
Holdings
&
Index
Composition
XXX
Expense
Examples
1
Schedule
of
Portfolio
Investments
94
Statements
of
Assets
and
Liabilities
103
Statements
of
Operations
112
Statements
of
Changes
in
Net
Assets
126
Financial
Highlights
147
Notes
to
Financial
Statements
172
Liquidity
Risk
Management
Program
173
Board
Approval
of
Investment
Advisory
Agreement
177
Miscellaneous
Information
PROSHARES.COM
::
I
DEAR
SHAREHOLDER:
Sentiments
seem
to
have
become
more
positive
over
the
re-
porting
period,
though
some
concerns
about
inflation,
the
po-
tential
for
recession,
and
other
market
headwinds
continue
to
linger.
ProShares
is
committed
to
helping
you,
our
investors,
meet
these
challenging
times
by
providing
an
innovative
array
of
products
and
services
designed
to
help
you
meet
your
objec-
tives
under
a
range
of
conditions.
Following
is
the
ProShares
Trust
Semiannual
Report
for
the
six
months
ended
November
30,
2023.
Interest
Rates
Remain
High
Amid
Moderating
Inflation
Moderating
but
still
elevated
inflation
and
the
possibility
of
recession
continued
to
dominate
economic
policymaking
over
the
past
six
months.
In
the
United
States,
the
Federal
Reserve
continued
to
tighten
monetary
policy
at
the
beginning
of
the
period,
raising
its
short-term
rate
to
a
target
range
of
between
5.25%
and
5.5%
at
its
July
meeting.
Since
then,
however,
the
Fed
has
left
rates
unchanged,
communicating
that
it
will
“let
the
data
reveal
the
appropriate
path”
before
it
decides
whether
to
begin
lowering
rates.
The
picture
was
similar
outside
the
United
States.
The
Euro-
pean
Central
Bank
(ECB)
and
Bank
of
England
raised
interest
rates
through
the
summer
but
have
since
left
them
on
hold.
ECB
President
Christine
Lagarde
has
commented
that
rates
will
stay
high
for
“as
long
as
necessary”
to
beat
back
inflation.
The
Bank
of
Japan,
which
continued
to
hold
its
short-term
rate
at
-0.1%,
remains
the
lone
exception
in
the
developed
world.
A
Tale
of
Two
Markets:
Volatility,
Then
Recovery
In
terms
of
market
performance,
the
period
can
be
roughly
divided
into
two
segments.
Through
the
end
of
the
summer,
most
asset
classes
and
financial
markets
experienced
volatil-
ity
as
investors
tried
to
navigate
elevated
interest
rates,
high
bond
yields,
and
a
resilient
U.S.
labor
market.
Since
then,
many
markets
have
rallied,
netting
positive
returns
for
the
period.
In
the
United
States,
the
large-cap
S&P
500
®
rose
10.2%,
and
the
Dow
Jones
Industrial
Average
®
climbed
10.5%.
The
technology-
and
growth-stock-heavy
Nasdaq-100
Index
also
posted
strong
returns,
gaining
12.4%.
Midsize
and
smaller
company
stocks
posted
weaker
but
still-positive
results
for
the
period:
The
S&P
MidCap
400
®
climbed
7.4%,
and
the
small-cap
Russell
2000
®
Index
rose
4.2%.
Nine
of
the
S&P
Sectors
and
Industry
Indi-
ces
posted
gains,
with
the
strongest
performers
being
finan-
cials
(14.1%),
technology
(13.3%),
and
communication
services
(12.6%).
Utilities
(-1.7%)
and
consumer
staples
(-1.3%)
declined
for
the
period.
Most
international
equity
markets
also
posted
positive
results
for
the
period,
though
not
as
strong
as
U.S.
domestic
markets.
The
MSCI
EAFE
Index
®
,
which
tracks
developed
markets
out-
side
North
America,
rose
5.1%,
while
the
MSCI
Emerging
Mar-
kets
Index
®
gained
4.6%.
The
MSCI
Europe
Index
®
climbed
5.3%,
and
the
MSCI
Japan
Index
®
rose
6.2%.
The
notable
excep-
tion
to
this
positive
performance
was
China,
as
the
FTSE
China
50
®
declined
2.2%.
Bonds
generated
mixed
performance
over
the
period.
The
Bloomberg
U.S.
Aggregate
Bond
Index
was
roughly
flat,
losing
0.8%.
Longer
duration
meant
weaker
returns:
The
Ryan
Labs
Treasury
5-Year
Index
gained
2.3%,
but
the
10-
and
30-Year
In-
dexes
lost
3.5%
and
9.4%,
respectively.
High-yield
corporate
bonds,
as
measured
by
the
Markit
iBoxx
$
Liquid
High
Yield
Index,
gained
5.4%,
while
their
investment-grade
peers
gained
1.0%.
U.S.
Economy
Shows
Continued
Resilience
Fears
of
recession
remained
unrealized
during
the
period,
and
the
potential
for
a
soft
landing
seemed
to
grow.
While
U.S.
real
GDP
growth
slowed
slightly
in
the
second
quarter
of
2023,
third-quarter
growth
came
in
strong
at
5.2%.
The
U.S.
unem-
ployment
rate
ticked
up
slightly
through
the
fall,
but
it
remains
low
at
3.7%.
The
Bloomberg
Dollar
Spot
Index
was
roughly
flat
for
the
period,
declining
0.6%.
Investors
Find
Opportunities
Amid
Complex
Markets
As
markets
responded
to
an
array
of
challenges
over
the
past
six
months—including
uncertainty
around
the
forward
path
of
interest
rates
and
new
outbreaks
of
geopolitical
conflict—Pro-
Shares
investors
found
potential
opportunities
across
a
range
of
strategies.
Of
note,
investors
in
the
technology
sector,
par-
II
::
PROSHARES.COM
ticularly
strategies
linked
to
the
technology-
and
growth-stock-
heavy
Nasdaq-100,
saw
potential
for
gains.
ProShares
Trust
continued
to
innovate
during
the
period
by
offering
investors
several
new
strategies
for
participating
in
the
cryptocurrency
markets
and
by
launching
an
S&P
500
ETF
powered
by
a
daily
covered
call
strategy
targeting
both
high
income
and
S&P
500
returns
over
the
long
term.
Investors
turn
to
ProShares
ETFs
for
access
to
a
breadth
of
in-
vestment
choices
across
diverse
market
segments,
enabling
them
to
adapt
their
investments
to
their
latest
market
views.
We
thank
you
for
the
trust
and
confidence
you
have
placed
in
us
by
choosing
ProShares,
and
we
appreciate
the
opportunity
to
continue
serving
your
investment
needs.
Sincerely,
Michael
L.
Sapir
Chairman
of
the
Board
of
Trustees
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
III
PROSHARES
TRUST
ALLOCATION
OF
PORTFOLIO
HOLDINGS
AND
INDEX
COMPOSITION
IV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Big
Data
Refiners
ETF
(Ticker:
DAT) 
ProShares
Big
Data
Refiners
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
FactSet
Big
Data
Refiners
Index
(the
“Index”).
The
Index
consists
of
companies
that
provide
analytics
and
infrastructure
for
managing
and
extracting
information
from
large
data
sets.
The
Index
includes
companies
whose
principal
business
is
the
pro-
vision
of
analytics,
software,
hardware
and
other
computing
infrastructure
for
managing
and
extracting
information
from
large
structured
and
unstructured
data
sets,
as
determined
by
the
Index
methodology.
The
Index
is
owned
and
administered
by
FactSet
Research
Systems,
Inc.
(the
“Index
Provider”).
In
order
to
be
included
in
the
Index,
a
company
must
be
included
in
at
least
one
of
nine
FactSet
®
Revere
Business
Industry
Classification
System
Sub-Industries
(“RBICS
Sub-Industries”)
that
the
Index
Provider
has
identified
as
big
data
related.
The
nine
eligible
RBICS
Sub-Industries
are:
Business
Intelligence
Software,
Business
Intelli-
gence/Data
Warehousing
Consulting,
Customer
Service
Software,
Data
Storage
Infrastructure
Software,
Enterprise
Middleware
Software,
Government
and
Public
Service
Industry
Software,
Information
Storage
Systems,
Network
Administration
Software
and
Peripheral
and
Other
Commerce
Equipment
Makers.
The
Index
is
reconstituted
and
rebalanced
semiannually
in
June
and
December. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Decline
of
the
Retail
Store
ETF
(Ticker:
EMTY) 
ProShares
Decline
of
the
Retail
Store
ETF
(the
“Fund”)
seeks
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
the
inverse
(-1x)
of
the
return
of
the
Solactive-ProShares
Bricks
and
Mortar
Retail
Store
Index
(the
“Index”)
for
a
single
day,
not
for
any
other
period.
The
Index
is
constructed
and
maintained
by
Solactive
AG.
The
Index
seeks
to
measure
the
performance
of
publicly
traded
“bricks
and
mortar”
retail
companies
whose
retail
revenue
is
derived
principally
from
in-store
sales.
Short
ex-
posure
may
be
attractive
to
investors
who
believe
bricks
and
mortar
stores
face
threats
from
ongoing
trends,
such
as
the
growth
of
online
shopping
and
markets
oversaturated
with
stores.
Companies
must
derive
more
than
50%
of
their
global
revenues
from
retail
operations
and
more
than
75%
of
their
retail
revenues
from
in-store
sales
to
be
included
in
the
Index.
In
addition,
a
company
must
be
domiciled
in
the
US;
its
securities
must
be
listed
on
a
U.S.
stock
exchange
and
must
meet
certain
liquidity
and
market
capitalization
requirements.
The
Index
includes
only
U.S.
companies.
The
Index
is
rebalanced
monthly
to
equal
weight
and
recon-
stituted
in
June
each
year. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Splunk,
Inc.
6.4%
MicroStrategy,
Inc.,
Class
A
6.4%
Nutanix,
Inc.,
Class
A
6.1%
Palantir
Technologies,
Inc.,
Class
A
6.0%
Datadog,
Inc.,
Class
A
5.1%
FactSet
Big
Data
Refiners
Index
–
Composition
%
of
Index
Information
Technology
99.3%
Consumer
Discretionary
0.7%
FactSet
Big
Data
Refiners
Index
–
Country
%
of
Index
United
States
92.2%
Israel
4.0%
Canada
1.3%
France
1.2%
United
Kingdom
0.7%
Poland
0.6%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(100%)
Total
Exposure
(100%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Solactive-ProShares
Bricks
and
Mortar
Retail
Store
Composite
Index
–
Composition
%
of
Index
Consumer
Discretionary
64.0%
Consumer
Staples
33.1%
Materials
2.9%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
V
PROSHARES
TRUST
ProShares
DJ
Brookfield
Global
Infrastructure
ETF
(Ticker:
TOLZ) 
ProShares
DJ
Brookfield
Global
Infrastructure
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Dow
Jones
Brookfield
Global
Infrastructure
Composite
Index (the
“Index”).
The
Index,
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC,
consists
of
companies
that
qualify
as
“pure-play”
infrastructure
companies
—
compa-
nies
whose
primary
business
is
the
ownership
and
operation
of
infrastructure
assets,
activities
that
generally
generate
long-term
stable
cash
flows.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
91%
Closed
End
Funds
1%
Master
Limited
Partnership
8%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Enbridge,
Inc.
6
.7%
American
Tower
Corp.
6
.1%
Vinci
SA
5
.6%
National
Grid
plc
4
.3%
TC
Energy
Corp.
3
.5%
Dow
Jones
Brookfield
Global
Infrastructure
Composite
Index
–
Composition
%
of
Index
Oil
&
Gas
Storage
&
Transportation
37.0%
Electricity
Transmission
&
Distribution
18.7%
Diversified
14.1%
Toll
Roads
9.0%
Communications
7.9%
Water
5.1%
Airports
4.3%
Master
Limited
Partnerships
(MLP)
3.5%
Ports
0.4%
Dow
Jones
Brookfield
Global
Infrastructure
Composite
Index
–
Country
%
of
Index
United
States
50.0%
United
Kingdom
15.9%
Canada
6.8%
Italy
6.7%
France
6.3%
Spain
3.4%
Australia
2.7%
Mexico
2.0%
Hong
Kong
1.4%
New
Zealand
1.2%
Japan
1.2%
Germany
0.6%
Switzerland
0.4%
Luxemburg
0.4%
Norway
0.3%
Singapore
0.2%
Netherlands
0.2%
China
0.2%
Brazil
0.1%
VI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Equities
for
Rising
Rates
ETF
(Ticker:
EQRR) 
ProShares
Equities
for
Rising
Rates
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
Nasdaq
U.S.
Large
Cap
Equities
for
Rising
Rates
Index
(the
“Index”).
The
goal
of
the
Index
is
to
provide
relative
out-
performance,
as
compared
to
traditional
large-cap
indexes,
during
periods
of
rising
U.S.
Treasury
rates.
The
Index
is
constructed
and
maintained
by
Nasdaq,
Inc.
(the
“Index
Provider).
The
component
securities
of
the
Index
are
selected
by
the
Index
Provider
from
a
universe
of
the
500
largest
companies
(based
on
market
capitalization)
listed
on
U.S.
stock
exchanges.
The
Index
consists
of
50
companies
whose
stock
prices
historically
have
tended
to
outperform
the
Universe
during
periods
of
rising
interest
rates. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Global
Listed
Private
Equity
ETF
(Ticker:
PEX) 
ProShares
Global
Listed
Private
Equity
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
per-
formance
of
the
LPX
Direct
Listed
Private
Equity
Index
(the
“Index”).
The
Index,
published
by
LPX
AG
(“LPX”),
consists
of
up
to
30
qualifying
listed
private
equity
companies.
A
listed
private
equity
company
is
an
eligible
candidate
for
the
Index
if
its
direct
private
equity
investments,
as
well
as
cash
and
cash
equivalent
positions
and
post-Initial
Public
Offering
listed
investments,
rep-
resent
more
than
80%
of
the
total
assets
of
the
company. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Pioneer
Natural
Resources
Co.
3.0%
Diamondback
Energy,
Inc.
3.0%
Marathon
Petroleum
Corp.
2.9%
EOG
Resources,
Inc.
2.9%
Fifth
Third
Bancorp
2.8%
Nasdaq
U.S.
Large
Cap
Equities
for
Rising
Rates
Index
–
Composition
%
of
Index
Energy
28.3%
Financials
26.3%
Basic
Materials
19.6%
Industrials
15.6%
Consumer
Discretionary
10.2%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
86%
Closed
End
Funds
13%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
3i
Group
plc
10.5%
Ares
Capital
Corp.
9.7%
FS
KKR
Capital
Corp.
8.7%
Onex
Corp.
7.5%
Main
Street
Capital
Corp.
5.5%
LPX
Direct
Listed
Private
Equity
Index
–
Country
%
of
Index
United
States
47.7%
Germany
9.7%
Guernsey
9.0%
Canada
7.5%
France
6.9%
Sweden
6.6%
United
Kingdom
6.3%
Switzerland
4.7%
Belgium
1.6%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
VII
PROSHARES
TRUST
ProShares
Hedge
Replication
ETF
(Ticker:
HDG) 
ProShares
Hedge
Replication
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Merrill
Lynch
Factor
Model
®
—
Exchange
Series
(the
“Benchmark”).
The
Benchmark,
sponsored
by
Merrill
Lynch
International,
seeks
to
provide
the
risk
and
return
characteristics
of
the
hedge
fund
asset
class
by
targeting
a
high
correlation
to
the
HFRI
Fund
Weighted
Composite
Index
(the
“HFRI”).
The
HFRI
is
designed
to
reflect
hedge
fund
industry
performance
through
an
equally
weighted
composite
of
over
2,000
constituent
funds.
In
seeking
to
maintain
a
high
correlation
with
the
HFRI,
the
Benchmark
utilizes
a
synthetic
model
to
establish,
each
month,
weighted
long
or
short
(or,
in
certain
cases,
long
or
flat)
positions
in
six
under-
lying
factors
(“Factors”).
The
Factors
that
comprise
the
Benchmark
are
(1)
the
S&P 500
Total
Return
Index,
(2)
the
MSCI
EAFE
US
Dollar
Net
Total
Return
Index,
(3)
the
MSCI
Emerging
Markets
US
Dollar
Net
Total
Return
Index,
(4)
the
Russell
2000
Total
Return
Index,
(5)
three-month
U.S.
Treasury
Bills,
and
(6)
the
ProShares
UltraShort
Euro
ETF.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
High
Yield-Interest
Rate
Hedged
(Ticker:
HYHG) 
ProShares
High
Yield-Interest
Rate
Hedged
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
per-
formance
of
the
FTSE
High
Yield
(Treasury
Rate-Hedged)
Index
(the
“Index”).
The
Index
is
comprised
of
(a)
long
positions
in
USD
denominated
high
yield
corporate
bonds
(“high
yield
bonds”)
and
(b)
short
positions
in
U.S.
Treasury
notes
or
bonds,
in
aggregate,
of
the
approximate
equivalent
duration
to
the
high
yield
bonds.
Currently,
the
bonds
eligible
for
inclusion
in
the
Index
include
high
yield
bonds
that
are
issued
by
companies
domiciled
in
the
U.S.
and
Canada,
and
that:
are
fixed
rate
and
non-convertible
(in-
cluding
callable
bonds);
have
a
maximum
rating
of
Ba1/BB+
and
minimum
rating
of
Ca/C
by
both
Moody’s
Investors
Service,
Inc
and
Standard
and
Poor’s
Financial
Services,
LLC;
and
are
subject
to
minimum
issue
outstanding,
minimum
time-to-maturity
and
maximum-time
from
issuance
criteria.
The
Index
is
constructed
and
maintained
by
FTSE
International
Limited. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
16%
Swap
Agreements
(Long)
19%
Swap
Agreements
(Short)
(6%)
Futures
Contracts
(10%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Super
Micro
Computer,
Inc.
0.1%
Light
&
Wonder,
Inc.
0.1%
Rambus,
Inc.
0.1%
Simpson
Manufacturing
Co.,
Inc.
0.1%
BellRing
Brands,
Inc.
0.0%
Merrill
Lynch
Factor
Model
–
Exchange
Series
–
Composition
%
of
Index
On-The-Run
Treasury
66.3%
Russell
2000®
Total
Return
Index
16.1%
PSA-EAFE
Index
13.0%
PSA-EM
Index
5.5%
EUO
Intraday
Indicative
Value
4.9%
S&P
500®
Total
Return
Index
(5.8%)
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Corporate
Bonds
95%
Futures
Contracts
(95%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Long-Term
Fixed-Income
Holdings
%
of
Net
Assets
Organon
&
Co.,
4.13%,
due
04/30/28
1.4%
TransDigm,
Inc.,
5.50%,
due
11/15/27
1.2%
Venture
Global
LNG,
Inc.,
8.38%,
due
06/01/31
1.1%
Directv
Financing
LLC,
5.88%,
due
08/15/27
1.1%
Cloud
Software
Group,
Inc.,
6.50%,
due
03/31/29
1.0%
FTSE
High
Yield
(Treasury
Rate-Hedged)
Index
–
Composition
%
of
Index
Industrials
85.4%
Utilities
8.5%
Financials
6.1%
VIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Inflation
Expectations
ETF
(Ticker:
RINF) 
ProShares
Inflation
Expectations
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
(the
“Index”).
The
Index
tracks
the
performance
of
(a)
long
po-
sitions
in
the
most
recently
issued
30-year
Treasury
Inflation-Protected
Securities
(“TIPS”)
and
(b)
duration-adjusted
short
po-
sitions
in
U.S.
Treasury
bonds
of,
in
aggregate,
approximate
equivalent
duration
dollars
to
the
TIPS.
The
Index
serves
a
third
position,
which
is
a
cash
equivalent
security
that
represents
the
repo
rate
earned
on
the
short
position.
The
Index
is
designed
to
measure
the
performance
of
the
Break
Even
Rate
of
Inflation
(BEI).
The
Index
is
constructed
and
maintained
by
FTSE
Interna-
tional
Limited. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Investment
Grade-Interest
Rate
Hedged
(Ticker:
IGHG) 
ProShares
Investment
Grade-Interest
Rate
Hedged
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
FTSE
Corporate
Investment
Grade
(Treasury
Rate-Hedged)
Index
(the
“Index”).
The
Index
is
comprised
of
(a)
long
positions
in
USD-denominated
investment
grade
corporate
bonds
issued
by
both
U.S.
and
foreign
domiciled
companies;
and
(b)
short
positions
in
U.S.
Treasury
notes
or
bonds,
in
aggregate,
of
the
approximate
equivalent
duration
to
the
investment
grade
bonds.
Currently,
the
bonds
eligible
for
inclusion
in
the
Index
include
all
investment
grade
bonds
that
are
issued
by
U.S.
and
internationally
domiciled
companies
that:
are
fixed
rate,
fixed-to-floating
rate,
or
zero
coupon;
have
a
minimum
rating
of
Baa3/BBB-
by
both
Moody’s
Investors
Service,
Inc.
and
Standard
and
Poor’s
Financial
Services,
LLC;
have
a
minimum
face
amount
outstanding
of
$1
billion;
and
have
at
least
five
and
a
half
(5.5)
years
until
maturity.
The
Index
is
constructed
and
maintained
by
FTSE
International
Limited. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Swap
Agreements
(Long)
100%
Swap
Agreements
(Long
exposure
to
inverse
index)
142%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
–
Composition
%
of
Index
30-Year
Treasury
Inflation-
Protected
Securities
(TIPS)
Bond
100.0%
30-Year
U.S.
Treasury
Bond
(141.7%)
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Corporate
Bonds
94%
Futures
Contracts
(95%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Long-Term
Fixed-Income
Holdings
%
of
Net
Assets
Goldman
Sachs
Group,
Inc.
(The),
6.25%,
due
02/01/41
2.1%
JPMorgan
Chase
&
Co.,
5.50%,
due
10/15/40
1.9%
International
Business
Machines
Corp.,
4.25%,
due
05/15/49
1.6%
Oracle
Corp.,
6.50%,
due
04/15/38
1.5%
Morgan
Stanley,
4.38%,
due
01/22/47
1.5%
FTSE
Corporate
Investment
Grade
(Treasury
Rate-Hedged)
Index
–
Composition
%
of
Index
Industrials
51.4%
Financials
38.5%
Utilities
10.1%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
IX
PROSHARES
TRUST
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
(Ticker:
OILK) 
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
per-
formance
of
the
Bloomberg
Commodity
Balanced
WTI
Crude
Oil
Index
SM
(the
“Index”).
The
Fund
generally
will
not
invest
direct-
ly
in
WTI
crude
oil
futures.
The
Fund
expects
to
gain
exposure
to
these
investments
by
investing
a
portion
of
its
assets
in
the
ProShares
Cayman
Crude
Oil
Strategy
Portfolio,
a
wholly-owned
subsidiary
of
the
Fund
organized
under
the
laws
of
the
Cayman
Islands
(the
“Subsidiary”).
The
Subsidiary
is
advised
by
the
Fund’s
Advisor
and
invests
directly
in
WTI
crude
oil
futures.
Unlike
the
Fund,
the
Subsidiary
is
not
an
investment
company
registered
under
the
Investment
Company
Act
of
1940.
The
Fund’s
invest-
ment
in
the
Subsidiary
is
intended
to
provide
the
Fund
with
exposure
to
commodity
markets
in
accordance
with
applicable
rules
and
regulations.
The
Fund
will
generally
limit
investments
in
the
Subsidiary
to
25%
but
it
may
exceed
that
amount
if
the
Advisor
believes
doing
so
is
in
the
best
interest
of
the
Fund,
such
as
to
help
achieve
the
Fund’s
investment
objective
or
increase
the
tax
efficiency
of
the
Fund. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Large
Cap
Core
Plus
(Ticker:
CSM) 
ProShares
Large
Cap
Core
Plus
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Credit
Suisse
130/30
Large
Cap
Index
(the
“Index”).
The
Fund
invests
in
financial
instruments
that
the
Advisor
believes,
in
combination,
should
track
the
performance
of
the
Index.
The
Index
is
designed
to
replicate
an
investment
strategy
that
estab-
lishes
either
long
or
short
positions
in
the
stocks
of
500
leading
large-cap
U.S.
companies
by
applying
a
rules-based
ranking
and
weighting
methodology.
The
Index
intends
to
provide
a
representation
of
a
quantitatively
constructed
130/30
U.S.
large
cap
equity
strategy.
This
results
in
the
Index
having
total
long
exposure
of
130%
and
total
short
exposure
of
30%
at
each
monthly
reconsti-
tution
date. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Futures
Contracts
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Bloomberg
Commodity
Balanced
WTI
Crude
Oil
Index
–
Composition
%
of
Index
WTI
Crude
Oil
100.0%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
94%
Swap
Agreements
(Long)
36%
Swap
Agreements
(Short)
(30%)
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
5.0%
Apple,
Inc.
4.9%
Amazon.com,
Inc.
2.2%
NVIDIA
Corp.
2.0%
Berkshire
Hathaway,
Inc.,
Class
B
1.5%
Credit
Suisse
130/30
Large
Cap
Index
–
Composition
%
of
Index
Information
Technology
29.0%
Health
Care
14.8%
Financials
12.7%
Consumer
Discretionary
11.7%
Industrials
9.8%
Consumer
Staples
6.9%
Communication
Services
6.9%
Energy
3.1%
Real
Estate
2.6%
Utilities
2.4%
Materials
0.1%
X
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Long
Online/Short
Stores
ETF
(Ticker:
CLIX) 
ProShares
Long
Online/Short
Stores
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
ProShares
Long
Online/Short
Stores
Index
(the
“Index”).
The
Index
is
constructed
and
maintained
by
Solactive
AG.
The
Index
consists
of
long
positions
in
the
online
retailers
included
in
the
ProShares
Online
Retail
Index
and
short
positions
in
the
“bricks
and
mortar”
retailers
included
in
the
Solactive-ProShares
Bricks
and
Mortar
Retail
Store
Index.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
96%
Swap
Agreements
(Long)
4%
Swap
Agreements
(Short)
(50%)
Total
Exposure
50%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Amazon.com,
Inc.
22.6%
PDD
Holdings,
Inc.
(ADR)
8.5%
Alibaba
Group
Holding
Ltd.
(ADR)
7.9%
eBay,
Inc.
5.5%
Beyond,
Inc.
4.3%
ProShares
Long
Online/Short
Stores
Index
–
Composition
%
of
Index
Consumer
Discretionary
64.7%
Materials
(1.5%)
Communication
Services
(13.2%)
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XI
PROSHARES
TRUST
ProShares
Merger
ETF
(Ticker:
MRGR) 
ProShares
Merger
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the S&P
®
Merger
Arbitrage
Index
(the
“Index”).
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
seeks
to
produce
consistent,
positive
returns
in
virtually
all
market
environments,
although
there
are
no
assurances
it
will
achieve
this
result.
The
Index,
created
by
Standard
&
Poor’s
®
,
is
comprised
of
a
maximum
of
80
companies,
including
up
to
40
companies
that
are
currently
targets
in
merger
deals,
which
are
represented
by
long
positions
in
the
Index,
and
up
to
40
companies
that
are
acquirers
for
the
same
stock
merger
deals,
which
are
represented
by
short
positions
in
the
Index.
The
Index
includes
a
cash
com-
ponent,
which
earns
the
three-month
U.S.
Treasury
Bill
rate.
The
Index
also
includes
a
Treasury
bill
component
which
constitutes
the
remainder
of
the
Index
when
net
exposure
from
included
Deals
is
less
than
100%.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
d
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
41%
Swap
Agreements
(Long)
8%
Swap
Agreements
(Short)
(12%)
Forward
Currency
Contracts
(11%)
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Westrock
Co.
2.9%
Benefit
One,
Inc.
2.8%
Abcam
plc
(ADR)
2.7%
Splunk,
Inc.
2.7%
Chr
Hansen
Holding
A/S
2.6%
S&P
Merger
Arbitrage
Index
–
Composition
%
of
Index
Health
Care
25.7%
Industrials
17.2%
Information
Technology
17.1%
Consumer
Discretionary
15.7%
Financials
8.4%
Utilities
7.9%
Consumer
Staples
7.9%
Materials
0.8%
Energy
(0.6%)
Regional
Exposure
%
of
Index
United
States
90.9%
United
Kingdom
6.2%
Japan
3.2%
Australia
2.8%
Ireland
(3.1%)
XII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Metaverse
ETF
(Ticker:
VERS) 
ProShares
Metaverse
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Solactive
Metaverse
Theme
Index
(the
“Index”).
The
Index
is
constructed
and
maintained
by
Solactive
AG.
The
Index
consists
of
companies
that
provide
or
use
innovative
technologies
to
offer
products
and
services
around
the
Metaverse.
"Metaverse"
is
a
term
used
to
refer
to
a
"digital
world"
or
a
future
iteration
of
the
internet.
The
Metaverse
is
characterized
by
virtual
worlds
that
create
a
simulated
environment
-
as
well
as
augmented
reality
where
the
real-world
environment
is
enhanced
by
computer
generated
sen-
sory
information.
The
Metaverse
is
expected
to
allow
people
to
engage
in
new
ways,
such
as
through
internet-based
interactions,
on-line
gaming,
and
transactions.
The
Metaverse
is
enabled
by
several
connected
technologies
such
as
virtual
and
augmented
reality,
digital
environments,
artificial
intelligence
and
advanced
computing.
The
Index
is
reconstituted
and
rebalanced
semian-
nually
in
June
and
December.
Security
weights
are
allowed
to
fluctuate
between
rebalance
dates. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Snap,
Inc.,
Class
A
5
.5%
QUALCOMM,
Inc.
4
.6%
Microsoft
Corp.
4
.6%
Apple,
Inc.
4
.5%
fuboTV,
Inc.
4
.5%
Solactive
Metaverse
Theme
Index
–
Composition
%
of
Index
Information
Technology
59.7%
Communication
Services
28.6%
Consumer
Discretionary
8.9%
Real
Estate
2.4%
Health
Care
0.3%
Industrials
0.1%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XIII
PROSHARES
TRUST
ProShares
MSCI
EAFE
Dividend
Growers
ETF
(Ticker:
EFAD) 
ProShares
MSCI
EAFE
Dividend
Growers
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
MSCI
EAFE
Dividend
Masters
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
MSCI,
targets
companies
that
are
currently
members
of
the
MSCI
EAFE
Index
and
have
increased
dividend
payments
each
year
for
at
least
10
years.
The
Index
contains
a
minimum
of
40
stocks,
which
are
equally
weighted.
Generally,
no
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index’s
weight,
and
no
single
country
is
allowed
to
comprise
more
than
50%
of
the
Index’s
weight. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
99%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Sage
Group
plc
(The)
1.5%
Nitori
Holdings
Co.
Ltd.
1.4%
Coloplast
A/S,
Class
B
1.4%
Lasertec
Corp.
1.4%
Symrise
AG,
Class
A
1.4%
MSCI
EAFE
Dividend
Masters
Index
–
Composition
%
of
Index
Industrials
18.2%
Health
Care
18.2%
Information
Technology
12.3%
Consumer
Staples
11.0%
Financials
9.7%
Utilities
7.9%
Real
Estate
7.6%
Materials
7.5%
Consumer
Discretionary
4.6%
Communication
Services
3.0%
MSCI
EAFE
Dividend
Masters
Index
–
Country
%
of
Index
Japan
27.9%
United
Kingdom
16.6%
Switzerland
12.5%
Germany
9.3%
Hong
Kong
8.8%
Australia
5.9%
Belgium
4.3%
Denmark
4.3%
Netherlands
3.2%
Spain
1.6%
Norway
1.6%
Italy
1.4%
Ireland
1.3%
France
1.3%
XIV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
MSCI
Emerging
Markets
Dividend
Growers
ETF
(Ticker:
EMDV) 
ProShares
MSCI
Emerging
Markets
Dividend
Growers
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
MSCI
Emerging
Markets
Dividend
Masters
Index
(the
“Index”).
The
Index,
constructed
and
main-
tained
by
MSCI,
targets
companies
that
are
currently
members
of
the
MSCI
Emerging
Markets
Index
and
have
increased
dividend
payments
each
year
for
at
least
7
years.
The
Index
contains
a
minimum
of
40
stocks,
which
are
equally
weighted.
Generally,
no
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index’s
weight,
and
no
single
country
is
allowed
to
comprise
more
than
50%
of
the
Index’s
weight. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
103%
Total
Exposure
103%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Unimicron
Technology
Corp.
2.0%
Huaibei
Mining
Holdings
Co.
Ltd.,
Class
A
1.9%
China
Coal
Energy
Co.
Ltd.,
Class
H
1.9%
Chailease
Holding
Co.
Ltd.
1.9%
Yankuang
Energy
Group
Co.
Ltd.,
Class
H
1.9%
MSCI
Emerging
Markets
Dividend
Masters
Index
–
Composition
%
of
Index
Consumer
Staples
17.2%
Materials
14.6%
Utilities
12.6%
Financials
12.3%
Industrials
11.0%
Health
Care
10.9%
Information
Technology
8.3%
Consumer
Discretionary
6.0%
Communication
Services
4.9%
Real
Estate
2.2%
MSCI
Emerging
Markets
Dividend
Masters
Index
–
Country
%
of
Index
China
49.5%
India
25.8%
Taiwan
8.0%
Mexico
7.5%
Brazil
2.4%
Colombia
2.4%
Turkey
2.2%
Korea
2.2%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XV
PROSHARES
TRUST
ProShares
MSCI
Europe
Dividend
Growers
ETF
(Ticker:
EUDV) 
ProShares
MSCI
Europe
Dividend
Growers
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
MSCI
Europe
Dividend
Masters
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
MSCI,
targets
companies
that
are
currently
members
of
the
MSCI
Europe
Index
and
have
increased
dividend
payments
each
year
for
at
least
10
years.
The
Index
contains
a
minimum
of
25
stocks,
which
are
equally
weighted.
Generally,
no
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index’s
weight,
and
no
single
country
is
allowed
to
comprise
more
than
50%
of
the
Index’s
weight. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
99%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Sage
Group
plc
(The)
2.6%
Coloplast
A/S,
Class
B
2.4%
Lotus
Bakeries
NV
2.4%
Symrise
AG,
Class
A
2.4%
Bunzl
plc
2.4%
MSCI
Europe
Dividend
Masters
Index
–
Composition
%
of
Index
Industrials
24.1%
Health
Care
22.0%
Information
Technology
11.0%
Materials
10.8%
Consumer
Staples
9.6%
Utilities
8.6%
Financials
8.5%
Real
Estate
2.7%
Communication
Services
2.7%
MSCI
Europe
Dividend
Masters
Index
–
Country
%
of
Index
United
Kingdom
28.9%
Switzerland
21.9%
Germany
16.2%
Belgium
7.5%
Denmark
7.4%
Netherlands
5.6%
Spain
2.8%
Norway
2.7%
Italy
2.5%
Ireland
2.3%
France
2.2%
XVI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
MSCI
Transformational
Changes
ETF
(Ticker:
ANEW) 
ProShares
MSCI
Transformational
Changes
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
MSCI
Global
Transformational
Changes
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
MSCI,
selects
companies
which
may
benefit
from
transformational
changes
in
how
people
work,
take
care
of
their
health,
and
consume
and
connect
—
changes
accelerated
by
COVID-19.
The
Index
includes
U.S.,
non-U.S.
developed,
and
emerging
market
companies
providing
products
or
services
associated
with
one
or
more
of
four
Transformational
Changes,
as
determined
by
MSCI,
Inc. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Danaher
Corp.
2.1%
Symrise
AG,
Class
A
2.1%
Johnson
&
Johnson
2.0%
Abbott
Laboratories
2.0%
AbbVie,
Inc.
2.0%
MSCI
Global
Transformational
Changes
Index
–
Composition
%
of
Index
Information
Technology
26.8%
Health
Care
22.7%
Communication
Services
17.3%
Consumer
Discretionary
10.3%
Materials
9.7%
Industrials
4.9%
Financials
4.3%
Consumer
Staples
4.0%
MSCI
Global
Transformational
Changes
Index
–
Country
%
of
Index
United
States
79.5%
China
4.5%
Germany
3.3%
Canada
2.0%
Japan
1.8%
Ireland
1.8%
Switzerland
1.7%
Italy
1.1%
Denmark
0.7%
Taiwan
0.6%
Israel
0.5%
Singapore
0.4%
Korea
0.4%
India
0.3%
Saudi
Arabia
0.3%
Australia
0.3%
United
Kingdom
0.3%
Thailand
0.2%
Sweden
0.2%
Netherlands
0.1%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XVII
PROSHARES
TRUST
ProShares
Nanotechnology
ETF
(Ticker:
TINY) 
ProShares
Nanotechnology
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Solactive
Nanotechnology
Index
(the
“Index”).
The
Index
is
constructed
and
maintained
by
Solactive
AG.
The
Index
consists
of
companies
that
are
listed
on
a
stock
exchange
and
meet
certain
market
capitalization
and
liquidity
requirements.
The
Index
consists
of
companies
focused
on
making
or
applying
nanotechnology
innovations
that
allow
for
improved
products,
processes,
or
techniques
through
control
or
measurement
of
material
at
nanoscale.
The
Index
includes
companies
exposed
to
nanotechnol-
ogy
through
involvement
in
one
or
more
of
the
following
product
or
service
areas;
(i)
Production
of
nanotechnology,
which
can
be
defined
as
the
use
of
matter
on
an
atomic
and
molecular
level;
(ii)
Active
in
the
fields
of
nanomedicine,
nanomaterials,
nano-
electronics,
nanometrology
or
molecular
nanotechnology;
and
(iii)
Technologies
that
promote
advances
in
or
research
related
to
nanotechnologies. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
SCREEN
Holdings
Co.
Ltd.
5.8%
Intel
Corp.
4.8%
Agilent
Technologies,
Inc.
4.8%
Onto
Innovation,
Inc.
4.7%
Lam
Research
Corp.
4.7%
Solactive
Nanotechnology
Index
–
Composition
%
of
Index
Information
Technology
78.0%
Health
Care
14.1%
Materials
7.9%
Solactive
Nanotechnology
Index
–
Country
%
of
Index
United
States
54.9%
Japan
22.9%
Israel
4.5%
Netherlands
4.4%
Taiwan
4.3%
South
Korea
4.0%
United
Kingdom
3.0%
Germany
1.1%
Singapore
0.9%
XVIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Nasdaq-100
Dorsey
Wright
Momentum
ETF
(Ticker:
QQQA) 
ProShares
Nasdaq-100
Dorsey
Wright
Momentum
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Nasdaq-100
Dorsey
Wright
Momentum
Index
(the
“Index”).
The
Index,
which
is
constructed
and
maintained
by
Dorsey,
Wright &
Associates,
LLC
(“Dorsey
Wright”),
consists
of
21
securities
from
the
Nasdaq-
100
Index
with
the
highest
price
momentum
as
determined
by
Dorsey
Wright.
The
Nasdaq-100
includes
100
of
the
largest
domestic
and
internation-
al
non-financial
companies
listed
on
The
Nasdaq
Stock
Market
based
on
market
capitalization.
Dorsey
Wright
ranks
each
stock
in
the
Nasdaq-100
based
on
relative
performance
using
its
proprietary
“Relative
Strength”
momentum
measure.
The
21
stocks
ranked
the
highest
at
each
reconstitution
(January,
April,
July
and
October)
are
included
in
the
Index
and
assigned
equal
weights.
The
weightings
of
each
security
in
the
Index
may
fluctuate
between
reconstitution
dates.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
PDD
Holdings,
Inc.
(ADR)
6.1%
Crowdstrike
Holdings,
Inc.,
Class
A
5.6%
Workday,
Inc.,
Class
A
5.5%
Zscaler,
Inc.
5.1%
Palo
Alto
Networks,
Inc.
5.0%
Nasdaq-100
Dorsey
Wright
Momentum
Index
–
Composition
%
of
Index
Information
Technology
49.1%
Consumer
Discretionary
24.4%
Communication
Services
12.3%
Industrials
9.6%
Utilities
4.6%
Nasdaq-100
Dorsey
Wright
Momentum
Index
–
Country
%
of
Index
United
States
89.5%
Ireland
6.1%
Australia
4.4%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XIX
PROSHARES
TRUST
ProShares
On-Demand
ETF
(Ticker:
OND) 
ProShares
On-Demand
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
FactSet
On-Demand
Index
(the
“Index”).
The
Index
is
owned
and
administered
by
FactSet
Research
Systems,
Inc.
(the
“Index
Provider”).
The
Index
consists
of
companies
which
provide
on-demand
platforms
and
services
to
consumers.
The
Index
includes
companies
whose
principal
business
is
the
provision
of
platforms
and
services
for
on-demand
access
to
lifestyle
needs
including
digital
media,
egaming,
fitness,
food
delivery,
ridesharing,
or
virtual
reality
experiences,
as
determined
by
the
Index
methodolo-
gy.
In
order
to
be
included
in
the
Index,
a
company
must
be
included
in
at
least
one
of
15
FactSet
®
Revere
Business
Industry
Clas-
sification
System
Sub-Industries
(“RBICS
Sub-Industries”)
that
the
Index
Provider
has
identified
as
on-demand
related.
The
15
eligible
RBICS
Sub-Industries
are
Console
Games
Software,
Fitness
and
Exercise
Equipment,
Food
Delivery
Services,
General
En-
tertainment
Content
Providers
and
Sites,
Handheld
and
Smart
Phone
Games
Software,
Home
and
Office
Virtual
Reality
Software,
Media
Download
and
Streaming
Digital
Content
Sites,
Mobile
Platform
Applications
Software,
Multi-Type
Passenger
Transpor-
tation
(e.g.,
ride-sharing
platforms),
Online
Game
Websites
and
Software,
Other
Games
Software,
Other
Media
Equipment
Manu-
facturing,
Video
Multimedia
Semiconductors,
Virtual
Reality
Design
and
Engineering
Software
and
Virtual
Reality
Equipment. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Uber
Technologies,
Inc.
6.2%
DoorDash,
Inc.,
Class
A
6.0%
Zomato
Ltd.
5.9%
Snap,
Inc.,
Class
A
5.8%
NetEase,
Inc.
5.7%
FactSet
On-Demand
Index
–
Composition
%
of
Index
Communication
Services
56.9%
Consumer
Discretionary
22.7%
Industrials
13.4%
Information
Technology
7.0%
FactSet
On-Demand
Index
–
Country
%
of
Index
United
States
48.6%
China
11.1%
Japan
10.4%
South
Korea
6.3%
India
5.9%
Luxembourg
5.3%
Singapore
4.3%
Germany
3.5%
Netherlands
2.6%
France
2.0%
XX
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Online
Retail
ETF
(Ticker:
ONLN) 
ProShares
Online
Retail
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
ProShares
Online
Retail
Index
(the
“Index”).
The
Index
is
constructed
and
maintained
by
Solactive
AG.
The
Index
is
designed
to
measure
the
performance
of
publicly
traded
companies
that
principally
sell
online
or
through
other
non-store
sales
channels,
such
as
through
mobile
or
app
purchases,
rather
than
through
“bricks
and
mortar”
store
locations
(“Online
Retailers”).
The
Index
may
include
U.S.
and
non-U.S.
companies.
To
be
included
in
the
Index,
an
online
retailer’s
securities
must
be
listed
on
a
U.S.
stock
exchange,
must
have
a
minimum
market
capitalization
of
$500
million
and
must
meet
certain
liquidity
requirements.
Non-U.S.
companies
may
not
make
up
more
than
25%
of
the
Index.
Companies
are
weighted
in
the
Index
using
a
modified
market
capital-
ization
approach. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Pet
Care
ETF
(Ticker:
PAWZ) 
ProShares
Pet
Care
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
FactSet
Pet
Care
Index
(the
“Index”).
The
Index
consists
of
U.S.
and
international
companies
that
potentially
stand
to
benefit
from
interest
in,
and
resources
spent
on,
pet
ownership.
The
Fund
intends
to
hold
each
security
in
approximately
the
same
proportion
as
its
weighting
in
the
Index.
The
Index
consists
primarily
of
companies
whose
principal
business
is
pet-care
related
(i.e.,
they
derive
significant
revenue
from
pet
care-related
products
or
services),
as
determined
in
accordance
with
the
Index
methodology.
The
Index
is
owned
and
administered
by
FactSet
Research
Systems,
Inc.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Amazon.com,
Inc.
23.4%
PDD
Holdings,
Inc.
(ADR)
8.8%
Alibaba
Group
Holding
Ltd.
(ADR)
8.2%
eBay,
Inc.
5.7%
Beyond,
Inc.
4.4%
ProShares
Online
Retail
Index
–
Composition
%
of
Index
Consumer
Discretionary
96.6%
Communication
Services
3.4%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
99%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
IDEXX
Laboratories,
Inc.
10.3%
Freshpet,
Inc.
10.0%
Dechra
Pharmaceuticals
plc
9.9%
Zoetis,
Inc.,
Class
A
9.9%
Chewy,
Inc.,
Class
A
6.2%
FactSet
Pet
Care
Index
–
Composition
%
of
Index
Health
Care
49.3%
Consumer
Staples
23.2%
Consumer
Discretionary
23.1%
Financials
4.4%
FactSet
Pet
Care
Index
–
Country
%
of
Index
United
States
61.6%
United
Kingdom
19.1%
France
4.6%
Switzerland
4.4%
Canada
3.4%
Finland
3.3%
Thailand
1.3%
Sweden
1.2%
Japan
1.1%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXI
PROSHARES
TRUST
ProShares
Russell
2000
Dividend
Growers
ETF
(Ticker:
SMDV)
ProShares
Russell
2000
Dividend
Growers
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Russell
2000
®
Dividend
Growth
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
FTSE
Interna-
tional
Limited,
targets
companies
that
are
currently
members
of
the
Russell
2000
Index,
have
increased
dividend
payments
each
year
for
at
least
10
consecutive
years
and
meet
certain
market
capitalization
and
liquidity
requirements.
The
Index
contains
a
minimum
of
40
stocks,
which
are
equally
weighted.
No
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index’s
weight. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
Russell
U.S.
Dividend
Growers
ETF
(Ticker:
TMDV) 
ProShares
Russell
U.S.
Dividend
Growers
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Russell
3000
®
Dividend
Elite
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
FTSE
Interna-
tional
Limited,
targets
companies
that
are
currently
members
of
the
Russell
3000
Index,
which
represents
approximately
98%
of
the
investable
U.S.
equity
market,
have
increased
dividend
payments
each
year
for
at
least
35
years
and
meet
certain
liquidity
requirements.
The
Index
contains
a
minimum
of
40
stocks,
which
are
equally
weighted.
No
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index’s
weight. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
HNI
Corp.
1.2%
Kadant,
Inc.
1.2%
Universal
Corp.
1.2%
Horace
Mann
Educators
Corp.
1.2%
Peoples
Bancorp,
Inc.
1.2%
Russell
2000
Dividend
Growth
Index
–
Composition
%
of
Index
Financials
32.0%
Industrials
23.1%
Utilities
17.4%
Materials
7.6%
Consumer
Staples
7.2%
Real
Estate
3.6%
Health
Care
2.7%
Communication
Services
2.7%
Consumer
Discretionary
1.9%
Information
Technology
1.8%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Universal
Corp.
1.9%
Aflac,
Inc.
1.8%
United
Bankshares,
Inc.
1.8%
WW
Grainger,
Inc.
1.7%
Old
Republic
International
Corp.
1.7%
Russell
3000
Dividend
Elite
Index
–
Composition
%
of
Index
Consumer
Staples
24.4%
Industrials
17.0%
Utilities
15.2%
Financials
14.7%
Materials
12.6%
Health
Care
6.1%
Consumer
Discretionary
5.7%
Real
Estate
2.9%
Energy
1.4%
XXII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
S&P
500
®
Bond
ETF
(Ticker:
SPXB) 
ProShares
S&P
500
®
Bond
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the S&P
500
®
/MarketAxess
®
Investment
Grade
Corporate
Bond
Index
(the
“Index”).
The
Fund
seeks
to
invest
substantially
all
of
its
assets
in
the
bonds
included
in
the
Index.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
The
Index
consists
exclusively
of
investment
grade
bonds
issued
by
companies
in
the
S&P
500,
the
most
widely
used
U.S.
equity
benchmark.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
S&P
500
®
Dividend
Aristocrats
ETF
(Ticker:
NOBL) 
ProShares S&P
500
®
Dividend
Aristocrats
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
S&P
500
®
Dividend
Aristocrats
®
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC,
targets
companies
that
are
currently
members
of
the
S&P
500
®
,
have
increased
dividend
payments
each
year
for
at
least
25
years,
and
meet
certain
market
capitalization
and
liquidity
requirements.
The
Index
contains
a
minimum
of
40
stocks,
which
are
equally
weighted,
and
no
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index’s
weight.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Corporate
Bonds
98%
Total
Exposure
98%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Long-Term
Fixed-Income
Holdings
%
of
Net
Assets
Pfizer
Investment
Enterprises
Pte.
Ltd.,
4.45%,
due
05/19/26
2.1%
AT&T,
Inc.,
2.75%,
due
06/01/31
2.0%
Verizon
Communications,
Inc.,
4.33%,
due
09/21/28
1.6%
Warnermedia
Holdings,
Inc.,
5.14%,
due
03/15/52
1.6%
HCA,
Inc.,
5.25%,
due
04/15/25
1.5%
S&P
500
®
/MarketAxess
®
Investment
Grade
Corporate
Bond
Index
–
Composition
%
of
Index
Industrials
64.7%
Financials
21.4%
Utilities
13.9%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Target
Corp.
1.7%
Ecolab,
Inc.
1.7%
S&P
Global,
Inc.
1.7%
Sherwin-Williams
Co.
(The)
1.7%
Clorox
Co.
(The)
1.7%
S&P
500
Dividend
Aristocrats
Index
–
Composition
%
of
Index
Consumer
Staples
25.1%
Industrials
22.5%
Materials
12.3%
Financials
10.7%
Health
Care
10.2%
Consumer
Discretionary
4.5%
Real
Estate
4.5%
Utilities
4.4%
Information
Technology
3.2%
Energy
2.6%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXIII
PROSHARES
TRUST
ProShares
S&P
500
®
Ex-Energy
ETF
(Ticker:
SPXE) 
ProShares
S&P
500
®
Ex-Energy
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
S&P
500
®
Ex-Energy
Index
(the
“Index”).
The
Index
seeks
to
provide
exposure
to
the
companies
of
the
S&P
500
®
Index
(the
“S&P
500
®
”)
with
the
exception
of
those
companies
included
in
the
Energy
Sector.
The
S&P
500
®
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
float-adjusted,
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization
and
financial
viability.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
S&P
500
®
Ex-Financials
ETF
(Ticker:
SPXN) 
ProShares
S&P 500
®
Ex-Financials
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
S&P
500
®
Ex-Financials
and
Real
Estate
Index
(the
“Index”).
The
Index
seeks
to
provide
exposure
to
the
companies
of
the
S&P
500
®
Index
(the
“S&P
500
®
”)
with
the
exception
of
those
companies
included
in
the
Financials
and
Real
Estate
Sectors.
The
S&P
500
®
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
float-adjusted,
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization
and
financial
viability.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
7.6%
Apple,
Inc.
7.6%
Amazon.com,
Inc.
3.6%
NVIDIA
Corp.
3.1%
Alphabet,
Inc.,
Class
A
2.1%
S&P
500
Ex-Energy
Index
–
Composition
%
of
Index
Information
Technology
30.3%
Financials
13.5%
Health
Care
13.2%
Consumer
Discretionary
11.2%
Communication
Services
9.0%
Industrials
8.7%
Consumer
Staples
6.6%
Materials
2.5%
Utilities
2.5%
Real
Estate
2.5%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
8.7%
Apple,
Inc.
8.6%
Amazon.com,
Inc.
4.1%
NVIDIA
Corp.
3.6%
Alphabet,
Inc.,
Class
A
2.4%
S&P
500
Ex-Financials
and
Real
Estate
Index
–
Composition
%
of
Index
Information
Technology
34.4%
Health
Care
15.0%
Consumer
Discretionary
12.7%
Communication
Services
10.2%
Industrials
9.8%
Consumer
Staples
7.4%
Energy
4.8%
Materials
2.9%
Utilities
2.8%
XXIV
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
S&P
500
®
Ex-Health
Care
ETF
(Ticker:
SPXV) 
ProShares
S&P 500
®
Ex-Health
Care
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
S&P
500
®
Ex-Health
Care
Index
(the
“Index”).
The
Index
seeks
to
provide
exposure
to
the
companies
of
the
S&P
500
®
Index
(the
“S&P
500
®
”)
with
the
exception
of
those
companies
included
in
the
Health
Care
Sector.
The
S&P
500
®
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
float-adjusted,
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquidity,
price,
market
capitalization
and
financial
viability.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
S&P
500
®
Ex-Technology
ETF
(Ticker:
SPXT) 
ProShares S&P
500
®
Ex-Technology
ETF
(the
“Fund)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
S&P
500
®
Ex-Information
Technology
Index
(the
“Index”).
The
Index
seeks
to
provide
exposure
to
the
companies
of
the
S&P
500
®
Index
(the
“S&P
500
®
”)
with
the
exception
of
those
companies
included
in
the
Information
Technology
Sector.
The
S&P
500
®
is
a
measure
of
large-cap
U.S.
stock
market
performance.
It
is
a
float-adjusted,
market
capitalization-weighted
index
of
500
U.S.
operating
companies
and
real
estate
investment
trusts
selected
through
a
process
that
factors
in
criteria
such
as
liquid-
ity,
price,
market
capitalization
and
financial
viability.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Microsoft
Corp.
8.4%
Apple,
Inc.
8.3%
Amazon.com,
Inc.
4.0%
NVIDIA
Corp.
3.4%
Alphabet,
Inc.,
Class
A
2.3%
S&P
500
Ex-Health
Care
Index
–
Composition
%
of
Index
Information
Technology
33.3%
Financials
14.8%
Consumer
Discretionary
12.3%
Communication
Services
9.9%
Industrials
9.5%
Consumer
Staples
7.2%
Energy
4.7%
Materials
2.8%
Real
Estate
2.8%
Utilities
2.7%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Amazon.com,
Inc.
4.9%
Alphabet,
Inc.,
Class
A
2.9%
Meta
Platforms,
Inc.,
Class
A
2.7%
Alphabet,
Inc.,
Class
C
2.5%
Tesla,
Inc.
2.4%
S&P
500
Ex-Information
Technology
Index
–
Composition
%
of
Index
Financials
18.3%
Health
Care
17.9%
Consumer
Discretionary
15.1%
Communication
Services
12.1%
Industrials
11.7%
Consumer
Staples
8.9%
Energy
5.8%
Materials
3.4%
Utilities
3.4%
Real
Estate
3.4%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXV
PROSHARES
TRUST
ProShares
S&P
Global
Core
Battery
Metals
ETF
(Ticker:
ION) 
ProShares S&P
Global
Core
Battery
Metals
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
S&P
Global
Core
Battery
Metals
Index
(the
“Index”).
The
Index
measures
the
performance
of
companies
in
the
S&P
Global
Broad
Market
Index
(a
global
total
market
index
which
includes
small,
mid,
and
large
capitalization
companies
listed
for
trading
in
developed
and
emerging
market
countries)
that
are
engaged
in
the
mining
of
battery
metals.
The
Index
consists
of
companies
that
had
(i)
positive
total
revenue
and
(ii)
positive
production
value
from,
in
aggregate,
the
mining
of
lithium,
nickel
and
cobalt
during
the
previous
year.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
99%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Pilbara
Minerals
Ltd.
4.3%
Mineral
Resources
Ltd.
4.1%
Zangge
Mining
Co.
Ltd.,
Class
A
4.1%
Tibet
Mineral
Development
Co.,
Class
A
4.0%
IGO
Ltd.
3.9%
S&P
Global
Core
Battery
Metals
Index
–
Composition
%
of
Index
Metals
&
Mining
68.9%
Chemicals
19.9%
Trading
Companies
&
Distributo
7.2%
Electrical
Equipment
3.8%
Construction
&
Engineering
0.2%
S&P
Global
Core
Battery
Metals
Index
–
Country
%
of
Index
China
23.2%
Australia
22.5%
Japan
11.0%
Canada
8.5%
United
States
6.6%
Indonesia
4.5%
Chile
3.8%
France
3.6%
South
Africa
3.2%
Netherlands
3.2%
Hong
Kong
2.4%
United
Kingdom
2.2%
Switzerland
2.0%
Brazil
1.6%
Sweden
1.0%
South
Korea
0.7%
XXVI
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
S&P
Kensho
Cleantech
ETF
(Ticker:
CTEX) 
ProShares S&P
Kensho
Cleantech
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
perfor-
mance
of
the
S&P
Kensho
Cleantech
Index
(the
“Index”).
The
Index
selects
companies
focused
on
building
the
technologies
or
products
that
enable
the
generation
of
clean
energy,
such
as
solar,
wind,
geothermal,
hydrogen,
and
hydroelectric.
The
Index
includes
companies
focused
on
building
technologies
or
products
that
enable
generation
of
energy
in
a
clean
manner.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
S&P
Kensho
Smart
Factories
ETF
(Ticker:
MAKX) 
ProShares S&P
Kensho
Smart
Factories
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track the
per-
formance
of
the
S&P
Kensho
Smart
Factories
Index (the
“Index”).
The
Index
selects
companies
focused
on
building
the
technology
empowering
the
digitalization
of
manufacturing
activities.
The
Index
includes
companies
focused
on
products
and
services
that
enable
factory
digitalization.
The
Index
is
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
99%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Bloom
Energy
Corp.,
Class
A
3.8%
Sunrun,
Inc.
3.6%
Sunnova
Energy
International,
Inc.
3.5%
Plug
Power,
Inc.
3.5%
Generac
Holdings,
Inc.
3.4%
S&P
Kensho
Cleantech
Index
–
Composition
%
of
Index
Industrials
59.6%
Information
Technology
23.1%
Consumer
Discretionary
10.2%
Utilities
7.1%
S&P
Kensho
Cleantech
Index
–
Country
%
of
Index
United
States
87.7%
China
5.9%
Canada
5.8%
Singapore
0.6%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
3D
Systems
Corp.
5.6%
Aspen
Technology,
Inc.
5.2%
SK
Telecom
Co.
Ltd.
(ADR)
5.0%
C3.ai,
Inc.,
Class
A
4.9%
Rockwell
Automation,
Inc.
4.9%
S&P
Kensho
Smart
Factories
Index
–
Composition
%
of
Index
Information
Technology
67.4%
Industrials
22.9%
Communication
Services
6.8%
Materials
2.9%
S&P
Kensho
Smart
Factories
Index
–
Country
%
of
Index
United
States
76.1%
South
Korea
7.9%
China
4.8%
Luxembourg
3.3%
Germany
3.1%
Israel
3.0%
Turkey
1.8%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXVII
PROSHARES
TRUST
ProShares
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
(Ticker:
REGL) 
ProShares S&P
MidCap
400
®
Dividend
Aristocrats
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
S&P
MidCap
400
®
Dividend
Aristocrats
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC,
targets
companies
that
are
currently
members
of
the
S&P
MidCap
400
®
Index,
and
have
increased
dividend
payments
each
year
for
at
least
15
years.
The
Index
contains
a
minimum
of
40
stocks
which
are
equally
weighted.
No
single
sector
is
allowed
to
comprise
more
than
30%
of
the
Index
weight.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
ProShares
S&P
Technology
Dividend
Aristocrats
ETF
(Ticker:
TDV) 
ProShares S&P
Technology
Dividend
Aristocrats
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
S&P
®
Technology
Dividend
Aristocrats
®
Index
(the
“Index”).
The
Index,
constructed
and
maintained
by
S&P
Dow
Jones
Indices
LLC,
targets
companies
from
the
U.S.
technology
sector
and
select
U.S.
technology-related
companies
from
the
communication
services,
financials
and
industrials
sectors
(collectively,
“technology
companies”).
To
be
included
in
the
Index,
a
company
must
have
increased
dividend
payments
each
year
for
at
least
7
years,
its
shares
must
be
listed
on
a
U.S.
national
securities
exchange,
and
it
must
meet
certain
minimum
liquidity
requirements.
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
United
Bankshares,
Inc.
2.6%
Prosperity
Bancshares,
Inc.
2.4%
Williams-Sonoma,
Inc.
2.4%
Lincoln
Electric
Holdings,
Inc.
2.4%
MSA
Safety,
Inc.
2.4%
S&P
MidCap
400
Dividend
Aristocrats
Index
–
Composition
%
of
Index
Financials
29.3%
Utilities
22.9%
Industrials
17.8%
Materials
13.1%
Consumer
Discretionary
6.3%
Consumer
Staples
6.2%
Real
Estate
2.3%
Health
Care
2.1%
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
NetApp,
Inc.
3.0%
Lam
Research
Corp.
3.0%
QUALCOMM,
Inc.
2.9%
KLA
Corp.
2.9%
Microsoft
Corp.
2.9%
S&P
Technology
Dividend
Aristocrats
Index
–
Composition
%
of
Index
Information
Technology
81.7%
Financials
11.0%
Industrials
7.3%
XXVIII
::
NOVEMBER
30,
2023
(UNAUDITED)
::
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
PROSHARES
TRUST
ProShares
Smart
Materials
ETF
(Ticker:
TINT) 
ProShares
Smart
Materials
ETF
(the
“Fund”)
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
Solactive
Smart
Materials
Index
(the
“Index”).
The
Index
selects
companies
focused
on
making
or
applying
industrial
inno-
vations
which
allow
for
improved
products,
processes,
or
techniques
through
advanced,
responsive,
or
intelligent
materials.
The
Index
is
constructed
and
maintained
by
Solactive
AG. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
100%
Total
Exposure
100%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Axalta
Coating
Systems
Ltd.
4.9%
Sherwin-Williams
Co.
(The)
4.7%
PPG
Industries,
Inc.
4.7%
Universal
Display
Corp.
4.7%
Hexcel
Corp.
4.6%
Smart
Materials
Index
–
Composition
%
of
Index
Materials
58.0%
Information
Technology
20.4%
Industrials
13.3%
Health
Care
8.3%
Smart
Materials
Index
–
Country
%
of
Index
United
States
52.3%
France
11.7%
South
Korea
11.6%
Japan
7.7%
Netherlands
4.6%
Switzerland
4.6%
Belgium
4.6%
Israel
2.2%
Italy
0.7%
ALLOCATION
OF
PORTFOLIO
HOLDINGS
&
INDEX
COMPOSITION
::
NOVEMBER
30,
2023
(UNAUDITED)
::
XXIX
PROSHARES
TRUST
ProShares
Supply
Chain
Logistics
ETF
(Ticker:
SUPL) 
ProShares
Supply
Chain
Logistics
ETF
(the
“Fund”)
seeks investment
results,
before
fees
and
expenses,
that
track
the perfor-
mance
of
the
FactSet
Supply
Chain
Logistics
Index
(the “Index”).
The
Index
consists
of
companies
involved
in
the
supply
chain lo-
gistics
required
to
move
raw
materials,
intermediate
goods, and
finished
products
around
the
globe.
Supply
chain
logistics in-
cludes
activities
such
as
the
provision
of
logistics
support, logistics
software,
rail
and
air
freight,
trucking,
and
sea shipping.
The
Index
is
owned
and
administered
by
FactSet Research
Systems,
Inc. 
Allocation
of
Portfolio
Holdings
&
Index
Composition
as
of
11/30/23
Market
Exposure
Investment
Type
A
%
of
Net
Assets
A
Equity
Securities
99%
Total
Exposure
99%
"Market
Exposure"
includes
the
values
of
total
investments
(including
the
contract
value
of
any
derivatives)
and
excludes
any
short-term
investments
and
cash
equivalents.
Largest
Equity
Holdings
Company
%
of
Net
Assets
Old
Dominion
Freight
Line,
Inc.
5.4%
FedEx
Corp.
5.2%
Union
Pacific
Corp.
5.0%
Expeditors
International
of
Washington,
Inc.
4.7%
Deutsche
Post
AG
4.5%
FactSet
Supply
Chain
Logistics
Index
–
Composition
%
of
Index
Industrials
95.9%
Consumer
Discretionary
4.1%
FactSet
Supply
Chain
Logistics
Index
–
Country
%
of
Index
United
States
49.1%
Canada
7.2%
Japan
6.8%
China
6.6%
Australia
5.6%
Germany
4.6%
Switzerland
4.4%
Spain
4.1%
Taiwan
4.0%
Denmark
2.2%
Brazil
1.9%
South
Korea
1.4%
New
Zealand
1.2%
India
0.9%
XXX
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
EXPENSE
EXAMPLES
EXPENSE
EXAMPLES
(UNAUDITED)
::
XXXI
PROSHARES
TRUST
As
a
shareholder,
you
incur
two
types
of
costs:
(1)
transaction
costs
for
purchasing
and
selling
shares
and
(2)
ongoing
costs,
including
advisory
fees
and
other
Fund
expenses.
The
expense
examples
below
are
intended
to
help
you
understand
your
ongo-
ing
costs
(in
dollars)
of
investing
in
the
Funds
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
funds. 
Actual
Expenses 
The
actual
expense
examples
are
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
a
six-month
period
and
held
through
the
period
ended,
November
30,
2023.
The
first
line
in
the
following
tables
provides
information
about
actual
account
values
and
actual
expenses.
You
may
use
the
information
in
this
line,
together
with
the
amount
you
in-
vested,
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
“Ex-
penses
Paid
During
the
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
this
period.
Hypothetical
Example
for
Comparison
Purposes 
The
hypothetical
expense
examples
are
based
on
an
invest-
ment
of
$1,000
invested
at
the
beginning
of
a
six
month
period
and
held
through
the
period
ended,
November
30,
2023.
The
second
line
in
the
following
tables
provides
information
about
hypothetical
account
values
and
hypothetical
expens-
es
based
on
the
Funds’
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Funds’
actual
return.
The
hypothetical
account
values
and
ex-
penses
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
trans-
action
costs,
such
as
brokerage
charges.
Therefore,
the
second
line
for
each
Fund
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
transaction
costs
were
included,
your
costs
would
have
been
higher.
.
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Big
Data
Refiners
ETF
Actual
$
1,000.00
$
1,138.90
$3.10
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
Decline
of
the
Retail
Store
ETF
Actual
$
1,000.00
$
985.30
$3.23
0.65%
Hypothetical
$
1,000.00
$
1,021.75
$3.29
0.65%
DJ
Brookfield
Global
Infrastructure
ETF
Actual
$
1,000.00
$
1,041.60
$2.30
0.45%
Hypothetical
$
1,000.00
$
1,022.75
$2.28
0.45%
Equities
for
Rising
Rates
ETF
Actual
$
1,000.00
$
1,137.00
$1.87
0.35%
Hypothetical
$
1,000.00
$
1,023.25
$1.77
0.35%
Global
Listed
Private
Equity
ETF
Actual
$
1,000.00
$
1,073.00
$3.11
0.60%
Hypothetical
$
1,000.00
$
1,022.00
$3.03
0.60%
Hedge
Replication
ETF
Actual
$
1,000.00
$
1,020.00
$4.80
0.95%
Hypothetical
$
1,000.00
$
1,020.25
$4.80
0.95%
XXXII
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
High
Yield-Interest
Rate
Hedged
Actual
$
1,000.00
$
1,089.50
$2.61
0.50%
Hypothetical
$
1,000.00
$
1,022.50
$2.53
0.50%
Inflation
Expectations
ETF
Actual
$
1,000.00
$
1,052.50
$1.54
0.30%
Hypothetical
$
1,000.00
$
1,023.50
$1.52
0.30%
Investment
Grade-Interest
Rate
Hedged
Actual
$
1,000.00
$
1,092.10
$1.57
0.30%
Hypothetical
$
1,000.00
$
1,023.50
$1.52
0.30%
K-1
Free
Crude
Oil
Strategy
ETF
Actual
$
1,000.00
$
1,191.00
$3.78
0.69%
Hypothetical
$
1,000.00
$
1,021.55
$3.49
0.69%
Large
Cap
Core
Plus
Actual
$
1,000.00
$
1,097.40
$2.36
0.45%
Hypothetical
$
1,000.00
$
1,022.75
$2.28
0.45%
Long
Online
/Short
Stores
ETF
Actual
$
1,000.00
$
1,108.00
$3.43
0.65%
Hypothetical
$
1,000.00
$
1,021.75
$3.29
0.65%
Merger
ETF
Actual
$
1,000.00
$
1,048.30
$3.84
0.75%
Hypothetical
$
1,000.00
$
1,021.25
$3.79
0.75%
Metaverse
ETF
Actual
$
1,000.00
$
1,057.90
$2.98
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
MSCI
EAFE
Dividend
Growers
ETF
Actual
$
1,000.00
$
1,003.10
$2.50
0.50%
Hypothetical
$
1,000.00
$
1,022.50
$2.53
0.50%
MSCI
Emerging
Markets
Dividend
Growers
ETF
Actual
$
1,000.00
$
964.50
$2.95
0.60%
Hypothetical
$
1,000.00
$
1,022.00
$3.03
0.60%
MSCI
Europe
Dividend
Growers
ETF
Actual
$
1,000.00
$
1,030.10
$2.79
0.55%
Hypothetical
$
1,000.00
$
1,022.25
$2.78
0.55%
MSCI
Transformational
Changes
ETF
Actual
$
1,000.00
$
1,040.90
$2.30
0.45%
Hypothetical
$
1,000.00
$
1,022.75
$2.28
0.45%
EXPENSE
EXAMPLES
(UNAUDITED)
::
XXXIII
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
Nanotechnology
ETF
Actual
$
1,000.00
$
1,027.40
$2.94
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
Nasdaq-100
Dorsey
Wright
Momentum
ETF
Actual
$
1,000.00
$
1,120.10
$3.07
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
On-Demand
ETF
Actual
$
1,000.00
$
1,110.00
$3.06
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
Online
Retail
ETF
Actual
$
1,000.00
$
1,108.10
$3.06
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
Pet
Care
ETF
Actual
$
1,000.00
$
990.00
$2.49
0.50%
Hypothetical
$
1,000.00
$
1,022.50
$2.53
0.50%
Russell
2000
Dividend
Growers
ETF
Actual
$
1,000.00
$
1,044.20
$2.04
0.40%
Hypothetical
$
1,000.00
$
1,023.00
$2.02
0.40%
Russell
U.S.
Dividend
Growers
ETF
Actual
$
1,000.00
$
1,023.60
$1.77
0.35%
Hypothetical
$
1,000.00
$
1,023.25
$1.77
0.35%
S&P
500
®
Bond
ETF
Actual
$
1,000.00
$
1,013.00
$0.75
0.15%
Hypothetical
$
1,000.00
$
1,024.25
$0.76
0.15%
S&P
500
®
Dividend
Aristocrats
ETF
Actual
$
1,000.00
$
1,050.70
$1.79
0.35%
Hypothetical
$
1,000.00
$
1,023.25
$1.77
0.35%
S&P
500
®
Ex-Energy
ETF
Actual
$
1,000.00
$
1,100.50
$0.47
0.09%
Hypothetical
$
1,000.00
$
1,024.55
$0.46
0.09%
S&P
500
®
Ex-Financials
ETF
Actual
$
1,000.00
$
1,096.80
$0.47
0.09%
Hypothetical
$
1,000.00
$
1,024.55
$0.46
0.09%
S&P
500
®
Ex-Health
Care
ETF
Actual
$
1,000.00
$
1,111.30
$0.48
0.09%
Hypothetical
$
1,000.00
$
1,024.55
$0.46
0.09%
XXXIV
::
EXPENSE
EXAMPLES
(UNAUDITED)
PROSHARES
TRUST
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
the
Period
*
Annualized
Expense
Ratio
During
Period
S&P
500
®
Ex-Technology
ETF
Actual
$
1,000.00
$
1,087.80
$0.47
0.09%
Hypothetical
$
1,000.00
$
1,024.55
$0.46
0.09%
S&P
Global
Core
Battery
Metals
ETF
Actual
$
1,000.00
$
831.80
$2.66
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
S&P
Kensho
Cleantech
ETF
Actual
$
1,000.00
$
742.10
$2.53
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
S&P
Kensho
Smart
Factories
ETF
Actual
$
1,000.00
$
985.30
$2.88
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
Actual
$
1,000.00
$
1,046.20
$2.05
0.40%
Hypothetical
$
1,000.00
$
1,023.00
$2.02
0.40%
S&P
Technology
Dividend
Aristocrats
ETF
Actual
$
1,000.00
$
1,075.20
$2.33
0.45%
Hypothetical
$
1,000.00
$
1,022.75
$2.28
0.45%
Smart
Materials
ETF
Actual
$
1,000.00
$
1,016.00
$2.92
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
Supply
Chain
Logistics
ETF
Actual
$
1,000.00
$
1,057.10
$2.98
0.58%
Hypothetical
$
1,000.00
$
1,022.10
$2.93
0.58%
*
Expenses
are
equal
to
the
average
account
value
multiplied
by
the
Fund's
annualized
expense
ratio
multiplied
by
183/366
(the
number
of
days
in
the
most
recent
fiscal
half-year
divided
by
the
number
of
days
in
the
fiscal
year).
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
1
PROSHARES
TRUST
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
BIG
DATA
REFINERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
2
DAT
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
100.0%
Communications
Equipment
—
1.6%
NetScout
Systems,
Inc.*
3,024
$
60,722
Electronic
Equipment,
Instruments
&
Components
—
4.9%
SES-
imagotag
SA*
415
46,618
Zebra
Technologies
Corp.,
Class
A*
600
142,188
188,806
Hotels,
Restaurants
&
Leisure
—
0.7%
Genius
Sports
Ltd.*
5,054
28,050
IT
Services
—
10.2%
Couchbase,
Inc.*
1,334
26,200
MongoDB,
Inc.,
Class
A*
443
184,173
Snowflake,
Inc.,
Class
A*
951
178,483
388,856
Software
—
82.6%
Alteryx,
Inc.,
Class
A*
2,666
106,773
AvePoint,
Inc.*
5,049
41,351
Braze,
Inc.,
Class
A*
2,248
123,505
CommVault
Systems,
Inc.*
1,932
142,157
Confluent,
Inc.,
Class
A*
4,823
102,344
Datadog,
Inc.,
Class
A*
1,687
196,654
Domo,
Inc.,
Class
B*
1,300
12,337
Dynatrace,
Inc.*
3,167
169,593
Elastic
NV*
2,306
185,310
Enghouse
Systems
Ltd.
1,924
48,321
Five9,
Inc.*
2,371
180,718
Informatica,
Inc.,
Class
A*
4,984
125,049
InterDigital
,
Inc.
1,170
116,906
MicroStrategy,
Inc.,
Class
A*(a)
491
244,665
Nice
Ltd.,
ADR*
803
152,369
Nutanix,
Inc.,
Class
A*
5,456
235,099
Palantir
Technologies,
Inc.,
Class
A*
11,479
230,154
PowerSchool
Holdings,
Inc.,
Class
A*
2,310
53,869
Splunk,
Inc.*
1,620
245,496
Teradata
Corp.*
3,425
161,831
Investments
Shares
Value
Common
Stocks
(continued)
Text
SA
764
$
21,082
Tyler
Technologies,
Inc.*
419
171,304
Verint
Systems,
Inc.*
2,808
68,993
Yext
,
Inc.*
4,432
29,384
3,165,264
Total
Common
Stocks
(Cost
$3,719,856)
3,831,698
Securities
Lending
Reinvestments
(b)
—
6.6%
Investment
Companies
—
6.6%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$253,453)
253,453
253,453
Total
Investments
—
106.6%
(Cost
$3,973,309)
4,085,151
Liabilities
in
excess
of
other
assets
—
(6.6%)
(254,219)
Net
Assets
—
100.0%
$
3,830,932
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$244,167,
collateralized
in
the
form
of
cash
with
a
value
of
$253,453
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$253,453.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
531,704
Aggregate
gross
unrealized
depreciation
(435,069)
Net
unrealized
appreciation
$
96,635
Federal
income
tax
cost
$
3,988,516
Big
Data
Refiners
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
92.3%
Israel
4.0%
Canada
1.3%
France
1.2%
United
Kingdom
0.7%
Poland
0.5%
Other
a
0.0%*
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
DECLINE
OF
THE
RETAIL
STORE
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
3
EMTY
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
100.8%
Repurchase
Agreements
(a)
—
100.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$10,106,885
(Cost
$10,105,399)
$
10,105,399
$
10,105,399
Total
Investments
—
100.8%
(Cost
$10,105,399)
10,105,399
Liabilities
in
excess
of
other
assets
—
(0.8%)
(84,298)
Net
Assets
—
100.0%
$
10,021,101
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
53,190
Aggregate
gross
unrealized
depreciation
(709,761)
Net
unrealized
depreciation
$
(656,571)
Federal
income
tax
cost
$
10,105,399
Swap
Agreements
a
Decline
of
the
Retail
Store
ETF
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(7,579,211)
11/6/2025
BNP
Paribas
SA
(5.28)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
(361,445)
—
361,445
—
(162,084)
11/7/2024
Goldman
Sachs
International
(4.33)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
26,744
—
—
26,744
(906,522)
11/14/2024
Societe
Generale
(4.78)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
26,446
—
—
26,446
(1,369,823)
3/6/2024
UBS
AG
(5.08)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
(348,316)
—
348,316
—
(10,017,640)
(656,571)
Total
Unrealized
Appreciation
53,190
Total
Unrealized
Depreciation
(709,761)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
DJ
BROOKFIELD
GLOBAL
INFRASTRUCTURE
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
4
TOLZ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
91.2%
Construction
&
Engineering
—
7.2%
Ferrovial
SE
67,933
$
2,348,495
Vinci
SA
69,263
8,466,609
10,815,104
Diversified
Telecommunication
Services
—
2.9%
Cellnex
Telecom
SA(a)
79,826
3,044,646
China
Tower
Corp.
Ltd.,
Class
a
H(a)
6,364,253
659,947
Infrastrutture
Wireless
Italiane
SpA(a)
48,371
596,019
4,300,612
Electric
Utilities
—
12.1%
Edison
International
36,083
2,417,200
Elia
Group
SA/NV
4,579
495,683
Eversource
Energy
32,863
1,952,391
Exelon
Corp.
93,524
3,601,609
Fortis,
Inc.
66,331
2,657,249
Hydro
One
Ltd.(a)
43,277
1,202,998
PG&E
Corp.*
196,519
3,374,231
Redeia
Corp.
SA
55,245
924,864
Terna
-
Rete
Elettrica
Nazionale
191,195
1,539,224
18,165,449
Gas
Utilities
—
8.3%
APA
Group
171,751
968,023
Atmos
Energy
Corp.
13,920
1,584,235
Beijing
Enterprises
Holdings
Ltd.
64,620
214,261
Brookfield
Infrastructure
Corp.,
Class
a
A
16,119
500,641
Chesapeake
Utilities
Corp.
2,035
194,546
China
Gas
Holdings
Ltd.
400,670
367,263
China
Resources
Gas
Group
Ltd.
123,562
387,550
Enagas
SA
31,812
581,740
ENN
Energy
Holdings
Ltd.
103,369
717,243
Hong
Kong
&
China
Gas
Co.
Ltd.
1,476,058
1,014,739
Italgas
SpA
65,797
366,337
Kunlun
Energy
Co.
Ltd.
539,710
498,855
Naturgy
Energy
Group
SA
25,087
748,763
New
Jersey
Resources
Corp.
9,105
384,231
Northwest
Natural
Holding
Co.
3,366
123,263
ONE
Gas,
Inc.
5,159
297,313
Snam
SpA
278,582
1,401,862
Southwest
Gas
Holdings,
Inc.
5,595
330,720
Spire,
Inc.
4,915
299,864
Toho
Gas
Co.
Ltd.
13,041
231,820
Tokyo
Gas
Co.
Ltd.
54,959
1,270,366
Towngas
Smart
Energy
Co.
Ltd.*
146,364
62,208
12,545,843
Media
—
0.2%
Eutelsat
Communications
SACA*(b)
19,038
78,498
SES
SA,
Class
a
A,
ADR
45,575
270,614
349,112
Investments
Shares
Value
Common
Stocks
(continued)
Multi-Utilities
—
11.2%
ACEA
SpA
5,496
$
74,959
CenterPoint
Energy,
Inc.
59,198
1,673,527
Consolidated
Edison,
Inc.
32,409
2,920,375
National
Grid
plc
504,559
6,544,975
NiSource,
Inc.
38,829
995,576
Northwestern
Energy
Group,
Inc.
5,609
282,189
Sempra
59,244
4,317,110
Unitil
Corp.
1,493
72,381
16,881,092
Oil,
Gas
&
Consumable
Fuels
—
25.1%
Antero
Midstream
Corp.
31,795
423,509
Cheniere
Energy,
Inc.
22,653
4,126,244
DT
Midstream,
Inc.
9,025
517,042
Enbridge,
Inc.
288,066
10,058,269
EnLink
Midstream
LLC
22,405
306,276
Hess
Midstream
LP,
Class
a
A
6,231
202,757
Keyera
Corp.
31,224
786,266
Kinder
Morgan,
Inc.
182,175
3,200,815
Koninklijke
Vopak
NV
8,837
303,001
New
Fortress
Energy,
Inc.
6,181
237,845
ONEOK,
Inc.
54,741
3,768,918
Pembina
Pipeline
Corp.
74,766
2,500,924
Targa
Resources
Corp.
20,991
1,898,636
TC
Energy
Corp.
140,405
5,265,640
Williams
Cos.,
Inc.
(The)
114,516
4,213,044
37,809,186
Specialized
REITs
—
11.0%
American
Tower
Corp.,
REIT
43,885
9,162,310
Crown
Castle,
Inc.,
REIT
40,827
4,788,191
SBA
Communications
Corp.,
Class
a
A,
REIT
10,203
2,519,733
16,470,234
Transportation
Infrastructure
—
8.1%
Aena
SME
SA(a)
9,990
1,717,566
Aeroports
de
Paris
SA
5,389
663,436
Atlas
Arteria
Ltd.
152,701
585,204
Auckland
International
Airport
Ltd.
178,124
868,735
Beijing
Capital
International
Airport
Co.
Ltd.,
Class
a
H*
233,312
84,528
China
Merchants
Port
Holdings
Co.
Ltd.
172,797
221,214
COSCO
SHIPPING
Ports
Ltd.
203,366
136,683
Flughafen
Zurich
AG
(Registered)
2,572
544,241
Fraport
AG
Frankfurt
Airport
Services
Worldwide*
4,835
275,565
Getlink
SE
44,174
806,359
Grupo
Aeroportuario
del
Centro
Norte
SAB
de
CV,
ADR
4,650
333,033
Grupo
Aeroportuario
del
Pacifico
SAB
de
CV,
ADR
5,303
807,435
Grupo
Aeroportuario
del
Sureste
SAB
de
CV,
ADR
2,466
580,644
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
DJ
BROOKFIELD
GLOBAL
INFRASTRUCTURE
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
5
TOLZ
::
Investments
Shares
Value
Common
Stocks
(continued)
Hutchison
Port
Holdings
Trust,
Class
a
U
685,787
$
104,925
Japan
Airport
Terminal
Co.
Ltd.
12,572
551,180
Jiangsu
Expressway
Co.
Ltd.,
Class
a
H
164,899
148,406
Shenzhen
Expressway
Corp.
Ltd.,
Class
a
H
83,293
67,178
Transurban
Group
420,141
3,597,802
Westshore
Terminals
Investment
Corp.
4,682
89,779
Yuexiu
Transport
Infrastructure
Ltd.
122,409
66,444
12,250,357
Water
Utilities
—
5.1%
American
States
Water
Co.
3,448
275,495
American
Water
Works
Co.,
Inc.
18,326
2,416,100
Beijing
Enterprises
Water
Group
Ltd.
606,148
121,830
California
Water
Service
Group
5,373
271,713
China
Water
Affairs
Group
Ltd.
117,534
66,807
Cia
de
Saneamento
Basico
do
Estado
de
Sao
Paulo
SABESP,
ADR
46,523
638,296
Essential
Utilities,
Inc.
22,825
812,798
Pennon
Group
plc
35,348
315,499
Severn
Trent
plc
37,440
1,229,392
SJW
Group
2,703
177,425
United
Utilities
Group
plc
92,834
1,278,633
7,603,988
Total
Common
Stocks
(Cost
$144,526,351)
137,190,977
Master
Limited
Partnerships
—
7.7%
Multi-Utilities
—
0.5%
Brookfield
Infrastructure
Partners
LP
30,603
801,799
Oil,
Gas
&
Consumable
Fuels
—
7.2%
Cheniere
Energy
Partners
LP
3,618
223,375
Energy
Transfer
LP
275,281
3,823,653
Enterprise
Products
Partners
LP
136,746
3,662,058
Genesis
Energy
LP
10,388
130,473
MPLX
LP
32,869
1,198,404
NuStar
Energy
LP
10,554
200,948
Plains
All
American
Pipeline
LP
42,385
673,074
Plains
GP
Holdings
LP
Class
A
18,299
295,712
Western
Midstream
Partners
LP
17,915
534,225
10,741,922
Total
Master
Limited
Partnerships
(Cost
$11,595,293)
11,543,721
Closed
End
Funds
—
0.6%
Capital
Markets
—
0.6%
3i
Infrastructure
plc
88,365
364,232
Investments
Shares
Value
Closed
End
Funds
(continued)
Hicl
Infrastructure
plc
274,120
$
474,106
Total
Closed
End
Funds
(Cost
$917,353)
838,338
Securities
Lending
Reinvestments
(c)
—
0.0%
(d)
Investment
Companies
—
0.0%
(d)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(e)
(Cost
$64,371)
64,371
64,371
Principal
Amount
Short-Term
Investments
—
0.3%
Repurchase
Agreements
(f)
—
0.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$523,793
(Cost
$523,718)
$
523,718
523,718
Total
Investments
—
99.8%
(Cost
$157,627,086)
150,161,125
Other
assets
less
liabilities
—
0.2%
350,915
Net
Assets
—
100.0%
$
150,512,040
*
Non-income
producing
security.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$61,016,
collateralized
in
the
form
of
cash
with
a
value
of
$64,371
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$64,371.
(d)
Represents
less
than
0.05%
of
net
assets.
(e)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(f)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
REIT
Real
Estate
Investment
Trust
See
accompanying
notes
to
the
financial
statements.
DJ
BROOKFIELD
GLOBAL
INFRASTRUCTURE
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
6
TOLZ
::
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
8,108,025
Aggregate
gross
unrealized
depreciation
(16,160,371)
Net
unrealized
depreciation
$
(8,052,346)
Federal
income
tax
cost
$
158,213,471
DJ
Brookfield
Global
Infrastructure
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
51.3%
Canada
15.9%
United
Kingdom
6.8%
France
6.7%
Spain
4.7%
Australia
3.4%
Italy
2.6%
China
2.5%
Japan
1.4%
Mexico
1.1%
Hong
Kong
0.8%
New
Zealand
0.6%
Brazil
0.4%
Switzerland
0.4%
Belgium
0.3%
Netherlands
0.2%
Germany
0.2%
Luxembourg
0.2%
Other
a
0.5%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
EQUITIES
FOR
RISING
RATES
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
7
EQRR
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.7%
Aerospace
&
Defense
—
1.7%
General
Dynamics
Corp.
1,785
$
440,841
Automobiles
—
0.9%
General
Motors
Co.
7,976
252,042
Banks
—
15.9%
Bank
of
America
Corp.
24,009
732,035
Fifth
Third
Bancorp
25,952
751,310
Huntington
Bancshares,
Inc.
63,211
711,756
M&T
Bank
Corp.
5,198
666,228
Regions
Financial
Corp.
38,222
637,543
Wells
Fargo
&
Co.
16,090
717,453
4,216,325
Capital
Markets
—
5.1%
Charles
Schwab
Corp.
(The)
11,974
734,246
LPL
Financial
Holdings,
Inc.
2,763
614,215
1,348,461
Chemicals
—
11.2%
Albemarle
Corp.
3,092
374,967
CF
Industries
Holdings,
Inc.
6,133
460,895
Dow,
Inc.
10,201
527,901
LyondellBasell
Industries
NV,
Class
A
5,552
527,995
Mosaic
Co.
(The)
14,774
530,239
Westlake
Corp.
4,220
541,806
2,963,803
Construction
&
Engineering
—
1.5%
Quanta
Services,
Inc.
2,108
396,957
Construction
Materials
—
1.6%
Vulcan
Materials
Co.
1,953
417,083
Consumer
Finance
—
5.0%
American
Express
Co.
2,645
451,687
Capital
One
Financial
Corp.
4,066
454,009
Synchrony
Financial
12,906
417,638
1,323,334
Containers
&
Packaging
—
2.1%
Avery
Dennison
Corp.
2,878
559,771
Distributors
—
1.8%
Genuine
Parts
Co.
1,819
241,527
LKQ
Corp.
5,313
236,588
478,115
Energy
Equipment
&
Services
—
5.4%
Halliburton
Co.
19,475
721,159
Schlumberger
NV
13,535
704,362
1,425,521
Investments
Shares
Value
Common
Stocks
(continued)
Financial
Services
—
1.4%
FleetCor
Technologies,
Inc.*
1,547
$
372,054
Hotels,
Restaurants
&
Leisure
—
4.5%
Booking
Holdings,
Inc.*
83
259,433
Carnival
Corp.*
19,166
288,640
Expedia
Group,
Inc.*
2,548
346,987
Hilton
Worldwide
Holdings,
Inc.
1,753
293,662
1,188,722
Industrial
Conglomerates
—
1.6%
General
Electric
Co.
3,567
434,461
Insurance
—
5.2%
American
International
Group,
Inc.
10,851
714,104
MetLife,
Inc.
10,449
664,870
1,378,974
Machinery
—
2.8%
Caterpillar,
Inc.
1,448
363,043
Cummins,
Inc.
1,725
386,676
749,719
Metals
&
Mining
—
6.3%
Freeport-McMoRan,
Inc.
14,106
526,436
Reliance
Steel
&
Aluminum
Co.
2,006
552,171
Steel
Dynamics,
Inc.
4,907
584,571
1,663,178
Oil,
Gas
&
Consumable
Fuels
—
22.8%
Devon
Energy
Corp.
16,536
743,624
Diamondback
Energy,
Inc.
5,093
786,410
EOG
Resources,
Inc.
6,225
766,111
Hess
Corp.
5,156
724,727
Marathon
Oil
Corp.
29,491
749,956
Marathon
Petroleum
Corp.
5,213
777,727
Pioneer
Natural
Resources
Co.
3,439
796,610
Valero
Energy
Corp.
5,566
697,754
6,042,919
Passenger
Airlines
—
1.9%
Delta
Air
Lines,
Inc.
7,109
262,535
United
Airlines
Holdings,
Inc.*
6,220
245,068
507,603
Specialty
Retail
—
1.0%
AutoZone,
Inc.*
103
268,823
Total
Common
Stocks
(Cost
$26,587,270)
26,428,706
See
accompanying
notes
to
the
financial
statements.
EQUITIES
FOR
RISING
RATES
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
8
EQRR
::
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(a)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$18,788
(Cost
$18,785)
$
18,785
$
18,785
Total
Investments
—
99.8%
(Cost
$26,606,055)
26,447,491
Other
assets
less
liabilities
—
0.2%
63,971
Net
Assets
—
100.0%
$
26,511,462
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,101,059
Aggregate
gross
unrealized
depreciation
(2,275,512)
Net
unrealized
depreciation
$
(174,453)
Federal
income
tax
cost
$
26,621,944
NOVEMBER
30,
2023
(UNAUDITED)
::
GLOBAL
LISTED
PRIVATE
EQUITY
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
9
PEX
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
86.3%
Capital
Markets
—
71.6%
3i
Group
plc
29,692
$
836,658
Ares
Capital
Corp.
38,879
770,582
Barings
BDC,
Inc.
12,345
111,352
Capital
Southwest
Corp.
5,090
114,627
FS
KKR
Capital
Corp.
34,991
691,422
Gimv
NV
2,716
129,636
Goldman
Sachs
BDC,
Inc.
13,775
202,906
Golub
Capital
BDC,
Inc.
21,659
322,286
Hercules
Capital,
Inc.
18,584
287,123
IP
Group
plc
136,268
86,876
Main
Street
Capital
Corp.
10,511
434,419
MidCap
Financial
Investment
Corp.
8,653
116,556
New
Mountain
Finance
Corp.
11,563
148,238
Oaktree
Specialty
Lending
Corp.
9,540
190,800
Onex
Corp.
8,774
593,511
Prospect
Capital
Corp.
44,598
249,303
Ratos
AB,
Class
a
B
27,446
83,509
Sixth
Street
Specialty
Lending,
Inc.
11,630
243,765
SLR
Investment
Corp.
5,735
86,828
5,700,397
Financial
Services
—
14.7%
Compass
Diversified
Holdings
8,276
166,927
Eurazeo
SE
5,639
422,605
Kinnevik
AB,
Class
a
B
*
31,826
296,751
Wendel
SE
3,410
288,220
1,174,503
Total
Common
Stocks
(Cost
$7,888,453)
6,874,900
Closed
End
Funds
—
12.5%
Capital
Markets
—
12.5%
Apax
Global
Alpha
Ltd.(a)
55,926
105,199
HBM
Healthcare
Investments
AG
Class
A
771
154,077
HgCapital
Trust
plc
55,564
282,341
Investments
Shares
Value
Closed
End
Funds
(continued)
NB
Private
Equity
Partners
Ltd.
5,738
$
120,249
Oakley
Capital
Investments
Ltd.
19,269
109,103
Princess
Private
Equity
Holding
Ltd.
7,552
86,725
Syncona
Ltd.*
87,915
139,179
Total
Closed
End
Funds
(Cost
$1,045,769)
996,873
Principal
Amount
Short-Term
Investments
—
0.9%
Repurchase
Agreements
(b)
—
0.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$69,685
(Cost
$69,675)
$
69,675
69,675
Total
Investments
—
99.7%
(Cost
$9,003,897)
7,941,448
Other
assets
less
liabilities
—
0.3%
20,942
Net
Assets
—
100.0%
$
7,962,390
*
Non-income
producing
security.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(b)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
828,802
Aggregate
gross
unrealized
depreciation
(1,955,030)
Net
unrealized
depreciation
$
(1,126,228)
Federal
income
tax
cost
$
9,067,676
Global
Listed
Private
Equity
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
52.0%
United
Kingdom
15.1%
France
8.9%
Canada
7.5%
Sweden
4.8%
Guernsey
3.9%
Switzerland
1.9%
China
1.7%
Belgium
1.6%
Bermuda
1.4%
Other
a
1.2%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
HEDGE
REPLICATION
ETF
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
10
HDG
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
15.8%
API
Group
Corp.*
(Construction
&
Engineering)
0.1%
475
$
14,416
Applied
Industrial
Technologies,
Inc.
(Trading
Companies
&
Distributors)
0.1%
88
14,086
ATI,
Inc.*
(Metals
&
Mining)
0.0%
293
12,877
Atkore,
Inc.*
(Electrical
Equipment)
0.0%
88
11,431
BellRing
Brands,
Inc.*
(Personal
Care
Products)
0.1%
304
16,082
ChampionX
Corp.
(Energy
Equipment
&
Services)
0.0%
452
13,253
Chart
Industries,
Inc.*
(Machinery)
0.0%
98
12,743
Chord
Energy
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.1%
95
15,403
Civitas
Resources,
Inc.
(Oil,
Gas
&
Consumable
Fuels)
0.0%
157
10,784
Comfort
Systems
USA,
Inc.
(Construction
&
Engineering)
0.1%
80
15,486
Commercial
Metals
Co.
(Metals
&
Mining)
0.0%
266
12,058
Duolingo,
Inc.,
Class
A*
(Diversified
Consumer
Services)
0.1%
65
13,799
elf
Beauty,
Inc.*
(Personal
Care
Products)
0.1%
121
14,289
Ensign
Group,
Inc.
(The)
(Health
Care
Providers
&
Services)
0.0%
124
13,277
Essent
Group
Ltd.
(Financial
Services)
0.0%
240
11,602
Fabrinet*
(Electronic
Equipment,
Instruments
&
Components)
0.1%
84
13,600
Fluor
Corp.*
(Construction
&
Engineering)
0.0%
324
12,322
Halozyme
Therapeutics,
Inc.*
(Biotechnology)
0.0%
295
11,390
HealthEquity,
Inc.*
(Health
Care
Providers
&
Services)
0.0%
191
12,801
ImmunoGen
,
Inc.*
(Biotechnology)
0.1%
544
15,966
Intra-Cellular
Therapies,
Inc.*
(Pharmaceuticals)
0.0%
213
13,072
Lantheus
Holdings,
Inc.*
(Health
Care
Equipment
&
Supplies)
0.0%
154
11,029
Light
&
Wonder,
Inc.*
(Hotels,
Restaurants
&
Leisure)
0.1%
207
18,303
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Matador
Resources
Co.
(Oil,
Gas
&
Consumable
Fuels)
0.1%
257
$
14,875
Maximus,
Inc.
(Professional
Services)
0.0%
138
11,522
Meritage
Homes
Corp.
(Household
Durables)
0.0%
83
11,728
MicroStrategy,
Inc.,
Class
A*
(Software)
0.0%
25
12,458
Murphy
Oil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.1%
337
14,414
Noble
Corp.
plc
(Energy
Equipment
&
Services)
0.0%
251
11,581
Novanta
,
Inc.*
(Electronic
Equipment,
Instruments
&
Components)
0.0%
81
11,700
Onto
Innovation,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.1%
111
15,652
Option
Care
Health,
Inc.*
(Health
Care
Providers
&
Services)
0.0%
386
11,484
PBF
Energy,
Inc.,
Class
A
(Oil,
Gas
&
Consumable
Fuels)
0.0%
258
11,455
Permian
Resources
Corp.,
Class
A
(Oil,
Gas
&
Consumable
Fuels)
0.0%
814
10,696
Qualys,
Inc.*
(Software)
0.1%
84
15,527
Rambus,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.1%
248
16,782
Ryman
Hospitality
Properties,
Inc.,
REIT
(Hotel
&
Resort
REITs)
0.0%
131
13,146
Selective
Insurance
Group,
Inc.
(Insurance)
0.1%
137
13,931
Simpson
Manufacturing
Co.,
Inc.
(Building
Products)
0.1%
97
16,196
SouthState
Corp.
(Banks)
0.0%
173
12,811
SPS
Commerce,
Inc.*
(Software)
0.1%
83
14,299
Super
Micro
Computer,
Inc.*
(Technology
Hardware,
Storage
&
Peripherals)
0.1%
105
28,714
Taylor
Morrison
Home
Corp.,
Class
A*
(Household
Durables)
0.0%
239
10,779
Tenable
Holdings,
Inc.*
(Software)
0.0%
259
10,720
Terreno
Realty
Corp.,
REIT
(Industrial
REITs)
0.0%
186
10,622
UFP
Industries,
Inc.
(Building
Products)
0.1%
136
14,910
Vaxcyte
,
Inc.*
(Biotechnology)
0.0%
213
11,027
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
HEDGE
REPLICATION
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
11
HDG
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Watts
Water
Technologies,
Inc.,
Class
A
(Machinery)
0.0%
62
$
11,936
Weatherford
International
plc*
(Energy
Equipment
&
Services)
0.1%
162
14,692
Workiva,
Inc.,
Class
A*
(Software)
0.0%
111
10,675
Other
Common
Stocks(a)
13.7%
261,878
4,439,086
Total
Common
Stocks
(Cost
$4,617,917)
5,113,487
No.
of
Rights
Rights
—
0.0%
(b)
Aduro
Biotech,
Inc.,
CVR*(c)(d)
0.0%
39
—
Chinook
Therape
,
CVR*
0.0%
118
—
Tobira
Therapeutics,
Inc.,
CVR*(c)(d)
0.0%
10
—
Total
Rights
(Cost
$99)
—
Shares
Securities
Lending
Reinvestments
(e)
—
0.0%
(b)
Investment
Companies
—
0.0%
(b)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%(f)
(Cost
$44)
0.0%
44
44
Principal
Amount
Short-Term
Investments
—
81.4%
Repurchase
Agreements
(g)
—
14.9%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,835,016
(Cost
$4,834,304)
$
4,834,304
4,834,304
U.S.
Treasury
Obligations
—
66.5%
U.S.
Treasury
Bills
5.34%,
2/1/2024
(h)
(Cost
$21,527,784)
21,725,000
21,541,155
Total
Short-Term
Investments
(Cost
$26,362,088)
26,375,459
Total
Investments
—
97.2%
(Cost
$30,980,148)
31,488,990
Other
assets
less
liabilities
—
2.8%
900,658
Net
assets
—
100.0%
$
32,389,648
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$0,
collateralized
in
the
form
of
cash
with
a
value
of
$44
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
Represents
less
than
0.05%
of
net
assets.
(c)
Illiquid
security.
(d)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$0,
which
represents
approximately
0.00%
of
net
assets
of
the
Fund.
(e)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$44.
(f)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(g)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(h)
The
rate
shown
was
the
current
yield
as
of
November
30,
2023.
Abbreviations
CVR
Contingent
Value
Rights
-
No
defined
expiration
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,380,212
Aggregate
gross
unrealized
depreciation
(969,534)
Net
unrealized
appreciation
$
410,678
Federal
income
tax
cost
$
31,391,744
See
accompanying
notes
to
the
financial
statements.
HEDGE
REPLICATION
ETF
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
12
HDG
::
Futures
Contracts
Sold
Hedge
Replication
ETF
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
E-Mini
Euro
47
12/18/2023
U.S.
Dollar
$
3,199,525
$
(34,163)
Swap
Agreements
a
Hedge
Replication
ETF
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
244,565
3/6/2025
Morgan
Stanley
&
Co.
International
plc
5.78%
iShares®
MSCI
Emerging
Markets
ETF
f
(6,234)
—
6,234
—
(1,895,637)
11/14/2024
Societe
Generale
(5.68)%
S&P
500®
Total
Return
Index
(185,999)
28,944
11/14/2024
Societe
Generale
5.88%
Russell
2000®
Total
Return
Index
(7,417)
1,032,833
3/6/2024
Societe
Generale
5.28%
iShares®
MSCI
Emerging
Markets
ETF
f
73,867
3,086,238
11/14/2024
Societe
Generale
6.03%
iShares®
MSCI
EAFE
ETF
f
(27,929)
2,252,378
(147,478)
—
147,478
—
52,462
11/7/2024
UBS
AG
5.33%
Russell
2000®
Total
Return
Index
(3,469)
501,258
11/6/2025
UBS
AG
5.13%
iShares®
MSCI
Emerging
Markets
ETF
f
8,189
1,074,458
4/8/2024
UBS
AG
5.53%
iShares®
MSCI
EAFE
ETF
f
496,587
1,628,178
501,307
(445,820)
—
55,487
4,125,121
347,595
Total
Unrealized
Appreciation
578,643
Total
Unrealized
Depreciation
(231,048)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
In
order
to
facilitate
the
daily
valuation
of
these
swap
transactions
as
of
close
of
business
New
York
time,
one
or
more
financial
products
traded
on
a
U.S.
exchange
are
used
as
the
reference
entity
as
a
surrogate
for
the
respective
underlying
index
for
the
purposes
of
both
daily
valuation
calculation
as
well
as
final
settlement
of
the
swap.
Hedge
Replication
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
0.2%
Air
Freight
&
Logistics
0.0%*
Automobile
Components
0.2%
Automobiles
0.0%*
Banks
1.4%
Beverages
0.1%
Biotechnology
1.1%
Broadline
Retail
0.0%*
Building
Products
0.3%
Capital
Markets
0.2%
Chemicals
0.3%
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
HEDGE
REPLICATION
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
13
HDG
::
Commercial
Services
&
Supplies
0.3%
Communications
Equipment
0.1%
Construction
&
Engineering
0.3%
Construction
Materials
0.1%
Consumer
Finance
0.1%
Consumer
Staples
Distribution
&
Retail
0.1%
Containers
&
Packaging
0.0%*
Distributors
0.0%*
Diversified
Consumer
Services
0.2%
Diversified
REITs
0.1%
Diversified
Telecommunication
Services
0.1%
Electric
Utilities
0.1%
Electrical
Equipment
0.2%
Electronic
Equipment,
Instruments
&
Components
0.4%
Energy
Equipment
&
Services
0.4%
Entertainment
0.1%
Financial
Services
0.4%
Food
Products
0.2%
Gas
Utilities
0.1%
Ground
Transportation
0.1%
Health
Care
Equipment
&
Supplies
0.4%
Health
Care
Providers
&
Services
0.4%
Health
Care
REITs
0.1%
Health
Care
Technology
0.1%
Hotel
&
Resort
REITs
0.1%
Hotels,
Restaurants
&
Leisure
0.4%
Household
Durables
0.3%
Household
Products
0.1%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
0.0%*
Industrial
REITs
0.1%
Insurance
0.3%
Interactive
Media
&
Services
0.1%
IT
Services
0.1%
Leisure
Products
0.1%
Life
Sciences
Tools
&
Services
0.1%
Machinery
0.6%
Marine
Transportation
0.0%*
Media
0.1%
Metals
&
Mining
0.3%
Mortgage
Real
Estate
Investment
Trusts
(REITs)
0.2%
Multi-Utilities
0.1%
Office
REITs
0.1%
Oil,
Gas
&
Consumable
Fuels
0.8%
Paper
&
Forest
Products
0.0%*
Passenger
Airlines
0.1%
Personal
Care
Products
0.1%
Pharmaceuticals
0.2%
Professional
Services
0.4%
Real
Estate
Management
&
Development
0.1%
Residential
REITs
0.1%
Retail
REITs
0.2%
Semiconductors
&
Semiconductor
Equipment
0.5%
Software
0.9%
Specialized
REITs
0.1%
Specialty
Retail
0.4%
Technology
Hardware,
Storage
&
Peripherals
0.1%
Textiles,
Apparel
&
Luxury
Goods
0.1%
Tobacco
0.0%*
Trading
Companies
&
Distributors
0.3%
Water
Utilities
0.1%
Wireless
Telecommunication
Services
0.0%*
Other
a
84.2%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
HIGH
YIELD-INTEREST
RATE
HEDGED
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
14
HYHG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Corporate
Bonds
—
94.9%
Aerospace
&
Defense
—
4.3%
Bombardier,
Inc.
7.88%,
4/15/2027
(a)
$
1,185,000
$
1,185,941
Rolls-Royce
plc
5.75%,
10/15/2027
(a)
436,000
430,791
Spirit
AeroSystems,
Inc.
7.50%,
4/15/2025
(a)
480,000
483,744
9.75%,
11/15/2030
(a)
250,000
263,690
TransDigm,
Inc.
6.25%,
3/15/2026
(a)
907,000
900,926
5.50%,
11/15/2027
1,493,000
1,436,602
Triumph
Group,
Inc.
9.00%,
3/15/2028
(a)
463,000
475,259
5,176,953
Automobile
Components
—
2.0%
Allison
Transmission,
Inc.
3.75%,
1/30/2031
(a)
344,000
287,361
Clarios
Global
LP
8.50%,
5/15/2027
(a)
737,000
741,416
Icahn
Enterprises
LP
6.25%,
5/15/2026
821,000
775,142
5.25%,
5/15/2027
69,000
62,469
Tenneco,
Inc.
8.00%,
11/17/2028
(a)
635,000
523,338
2,389,726
Automobiles
—
0.3%
Aston
Martin
Capital
Holdings
Ltd.
10.50%,
11/30/2025
(a)
356,000
356,029
Broadline
Retail
—
0.4%
NMG
Holding
Co.,
Inc.
7.13%,
4/1/2026
(a)
354,000
331,702
Rakuten
Group,
Inc.
(US
Treasury
Yield
Curve
Rate
T
Note
Constant
Maturity
5
Year
+
4.96%),
6.25%,
4/22/2031
(a)(b)(c)
213,000
136,533
468,235
Building
Products
—
2.4%
Builders
FirstSource,
Inc.
4.25%,
2/1/2032
(a)
439,000
376,950
Emerald
Debt
Merger
Sub
LLC
6.63%,
12/15/2030
(a)
809,000
806,978
Smyrna
Ready
Mix
Concrete
LLC
6.00%,
11/1/2028
(a)
579,000
550,157
8.88%,
11/15/2031
(a)
250,000
254,720
Standard
Industries,
Inc.
4.38%,
7/15/2030
(a)
642,000
562,726
3.38%,
1/15/2031
(a)
374,000
307,119
2,858,650
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Capital
Markets
—
0.5%
Coinbase
Global,
Inc.
3.38%,
10/1/2028
(a)
$
384,000
$
308,594
Compass
Group
Diversified
Holdings
LLC
5.25%,
4/15/2029
(a)
358,000
327,033
635,627
Chemicals
—
1.4%
Olympus
Water
US
Holding
Corp.
9.75%,
11/15/2028
(a)
662,000
680,802
SCIH
Salt
Holdings,
Inc.
4.88%,
5/1/2028
(a)
443,000
401,198
Tronox,
Inc.
4.63%,
3/15/2029
(a)
332,000
282,274
WR
Grace
Holdings
LLC
5.63%,
8/15/2029
(a)
370,000
311,455
1,675,729
Commercial
Services
&
Supplies
—
3.1%
Allied
Universal
Holdco
LLC
6.63%,
7/15/2026
(a)
985,000
957,108
Madison
IAQ
LLC
5.88%,
6/30/2029
(a)
410,000
343,714
Neptune
Bidco
US,
Inc.
9.29%,
4/15/2029
(a)
1,023,000
949,925
Prime
Security
Services
Borrower
LLC
5.75%,
4/15/2026
(a)
883,000
873,398
Vericast
Corp.
11.00%,
9/15/2026
(a)
522,000
548,753
3,672,898
Communications
Equipment
—
0.5%
CommScope,
Inc.
6.00%,
3/1/2026
(a)
618,000
529,935
4.75%,
9/1/2029
(a)
43,000
26,983
556,918
Construction
&
Engineering
—
0.4%
Brand
Industrial
Services,
Inc.
10.38%,
8/1/2030
(a)
500,000
518,415
Consumer
Staples
Distribution
&
Retail
—
1.3%
Albertsons
Cos.,
Inc.
4.63%,
1/15/2027
(a)
324,000
311,302
3.50%,
3/15/2029
(a)
711,000
630,237
Performance
Food
Group,
Inc.
5.50%,
10/15/2027
(a)
591,000
572,038
1,513,577
Containers
&
Packaging
—
3.3%
Ardagh
Metal
Packaging
Finance
USA
LLC
4.00%,
9/1/2029
(a)
424,000
336,495
Ardagh
Packaging
Finance
plc
4.13%,
8/15/2026
(a)
537,000
475,054
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
HIGH
YIELD-INTEREST
RATE
HEDGED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
15
HYHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Ball
Corp.
6.00%,
6/15/2029
$
392,000
$
391,141
2.88%,
8/15/2030
293,000
242,728
Clydesdale
Acquisition
Holdings,
Inc.
8.75%,
4/15/2030
(a)
457,000
410,086
Mauser
Packaging
Solutions
Holding
Co.
7.88%,
8/15/2026
(a)
785,000
779,940
9.25%,
4/15/2027
(a)
770,000
700,724
Pactiv
Evergreen
Group
Issuer,
Inc.
4.00%,
10/15/2027
(a)
330,000
301,950
Trivium
Packaging
Finance
BV
5.50%,
8/15/2026
(a)(d)
367,000
352,863
3,990,981
Diversified
REITs
—
1.0%
Uniti
Group
LP
REIT,
10.50%,
2/15/2028
(a)
843,000
829,703
REIT,
6.50%,
2/15/2029
(a)
500,000
332,684
1,162,387
Diversified
Telecommunication
Services
—
6.3%
Altice
France
SA
5.13%,
7/15/2029
(a)
889,000
635,671
5.50%,
10/15/2029
(a)
827,000
596,544
CCO
Holdings
LLC
4.75%,
3/1/2030
(a)
1,203,000
1,053,075
4.25%,
2/1/2031
(a)
942,000
787,537
Frontier
Communications
Holdings
LLC
5.00%,
5/1/2028
(a)
879,000
788,839
8.75%,
5/15/2030
(a)
229,000
228,634
Iliad
Holding
SASU
6.50%,
10/15/2026
(a)
491,000
477,977
Intelsat
Jackson
Holdings
SA
6.50%,
3/15/2030
(a)
1,144,000
1,060,902
Level
3
Financing,
Inc.
4.25%,
7/1/2028
(a)
478,000
199,936
Lumen
Technologies,
Inc.
4.00%,
2/15/2027
(a)
250,000
132,080
Virgin
Media
Secured
Finance
plc
5.50%,
5/15/2029
(a)
553,000
520,137
Windstream
Escrow
LLC
7.75%,
8/15/2028
(a)
511,000
423,922
Zayo
Group
Holdings,
Inc.
4.00%,
3/1/2027
(a)(e)
601,000
458,532
6.13%,
3/1/2028
(a)
296,000
198,808
7,562,594
Electric
Utilities
—
2.2%
Electricite
de
France
SA
(US
Treasury
Yield
Curve
Rate
T
Note
Constant
Maturity
5
Year
+
5.41%),
9.13%,
3/15/2033
(a)(b)(c)
320,000
340,319
NRG
Energy,
Inc.
3.63%,
2/15/2031
(a)
173,000
141,459
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
3.88%,
2/15/2032
(a)
$
629,000
$
514,207
PG&E
Corp.
5.00%,
7/1/2028
(e)
64,000
60,925
5.25%,
7/1/2030
622,000
581,571
Vistra
Operations
Co.
LLC
5.63%,
2/15/2027
(a)
894,000
869,573
5.00%,
7/31/2027
(a)
108,000
102,781
2,610,835
Electrical
Equipment
—
0.3%
Sensata
Technologies
BV
4.00%,
4/15/2029
(a)
361,000
324,101
Energy
Equipment
&
Services
—
1.0%
Transocean,
Inc.
8.75%,
2/15/2030
(a)
241,300
246,435
Valaris
Ltd.
8.38%,
4/30/2030
(a)
506,000
509,021
Weatherford
International
Ltd.
8.63%,
4/30/2030
(a)
481,000
497,294
1,252,750
Entertainment
—
0.7%
Live
Nation
Entertainment,
Inc.
6.50%,
5/15/2027
(a)
543,000
542,939
ROBLOX
Corp.
3.88%,
5/1/2030
(a)
360,000
309,297
852,236
Financial
Services
—
2.9%
Block,
Inc.
2.75%,
6/1/2026
633,000
583,089
GTCR
W-2
Merger
Sub
LLC
7.50%,
1/15/2031
(a)
556,000
565,619
Jefferies
Finance
LLC
5.00%,
8/15/2028
(a)
316,000
270,272
Midcap
Financial
Issuer
Trust
6.50%,
5/1/2028
(a)
394,000
342,780
MPH
Acquisition
Holdings
LLC
5.50%,
9/1/2028
(a)
335,000
289,986
NCR
Atleos
Corp.
9.50%,
4/1/2029
(a)
550,000
567,979
Rocket
Mortgage
LLC
2.88%,
10/15/2026
(a)
165,000
149,944
3.88%,
3/1/2031
(a)
882,000
740,880
3,510,549
Food
Products
—
1.2%
Darling
Ingredients,
Inc.
6.00%,
6/15/2030
(a)
336,000
324,214
Post
Holdings,
Inc.
5.50%,
12/15/2029
(a)
711,000
668,333
4.63%,
4/15/2030
(a)
498,000
444,919
1,437,466
See
accompanying
notes
to
the
financial
statements.
HIGH
YIELD-INTEREST
RATE
HEDGED
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
16
HYHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Ground
Transportation
—
1.1%
EquipmentShare.com,
Inc.
9.00%,
5/15/2028
(a)
$
419,000
$
412,715
Hertz
Corp.
(The)
5.00%,
12/1/2029
(a)
366,000
281,401
Uber
Technologies,
Inc.
7.50%,
9/15/2027
(a)
250,000
254,591
4.50%,
8/15/2029
(a)
364,000
334,908
1,283,615
Health
Care
Equipment
&
Supplies
—
2.2%
Avantor
Funding,
Inc.
4.63%,
7/15/2028
(a)
521,000
487,416
Medline
Borrower
LP
3.88%,
4/1/2029
(a)
1,096,000
973,626
5.25%,
10/1/2029
(a)
1,239,000
1,121,198
2,582,240
Health
Care
Providers
&
Services
—
4.9%
Community
Health
Systems,
Inc.
8.00%,
3/15/2026
(a)
572,000
553,088
5.63%,
3/15/2027
(a)
1,016,000
906,225
DaVita,
Inc.
4.63%,
6/1/2030
(a)
884,000
747,252
3.75%,
2/15/2031
(a)
687,000
538,668
LifePoint
Health,
Inc.
11.00%,
10/15/2030
(a)
477,000
478,729
Select
Medical
Corp.
6.25%,
8/15/2026
(a)
469,000
465,585
Star
Parent,
Inc.
9.00%,
10/1/2030
(a)
453,000
470,454
Tenet
Healthcare
Corp.
4.88%,
1/1/2026
819,000
804,766
6.13%,
10/1/2028
907,000
879,336
5,844,103
Health
Care
REITs
—
0.2%
MPT
Operating
Partnership
LP
REIT,
3.50%,
3/15/2031
441,000
271,734
Health
Care
Technology
—
0.5%
IQVIA,
Inc.
5.00%,
5/15/2027
(a)
562,000
544,346
Hotel
&
Resort
REITs
—
0.2%
Service
Properties
Trust
REIT,
8.63%,
11/15/2031
(a)
250,000
256,251
Hotels,
Restaurants
&
Leisure
—
8.8%
1011778
BC
ULC
3.88%,
1/15/2028
(a)
608,000
559,614
4.00%,
10/15/2030
(a)
942,000
812,135
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Caesars
Entertainment,
Inc.
6.25%,
7/1/2025
(a)
$
1,203,000
$
1,196,085
7.00%,
2/15/2030
(a)
800,000
801,092
Carnival
Corp.
5.75%,
3/1/2027
(a)
1,093,000
1,038,709
4.00%,
8/1/2028
(a)
1,042,000
946,370
CDI
Escrow
Issuer,
Inc.
5.75%,
4/1/2030
(a)
500,000
469,603
Cedar
Fair
LP
5.50%,
5/1/2025
(a)
362,000
360,456
Fertitta
Entertainment
LLC
4.63%,
1/15/2029
(a)
424,000
376,703
6.75%,
1/15/2030
(a)
417,000
351,364
Hilton
Domestic
Operating
Co.,
Inc.
4.00%,
5/1/2031
(a)
293,000
257,788
3.63%,
2/15/2032
(a)
674,000
566,094
Mohegan
Tribal
Gaming
Authority
8.00%,
2/1/2026
(a)
363,000
338,951
NCL
Corp.
Ltd.
5.88%,
3/15/2026
(a)
761,000
721,047
Royal
Caribbean
Cruises
Ltd.
11.63%,
8/15/2027
(a)
530,000
574,800
5.50%,
4/1/2028
(a)
474,000
452,800
Yum!
Brands,
Inc.
3.63%,
3/15/2031
18,000
15,460
4.63%,
1/31/2032
862,000
775,155
10,614,226
Independent
Power
and
Renewable
Electricity
Producers
—
1.2%
Calpine
Corp.
4.50%,
2/15/2028
(a)
623,000
589,165
5.13%,
3/15/2028
(a)
409,000
384,898
Talen
Energy
Supply
LLC
8.63%,
6/1/2030
(a)
419,000
438,953
1,413,016
Insurance
—
2.0%
Alliant
Holdings
Intermediate
LLC
6.75%,
10/15/2027
(a)
322,000
308,793
6.75%,
4/15/2028
(a)
705,000
705,595
HUB
International
Ltd.
7.25%,
6/15/2030
(a)
738,000
754,259
NFP
Corp.
6.88%,
8/15/2028
(a)
728,000
648,179
2,416,826
Machinery
—
1.0%
Chart
Industries,
Inc.
7.50%,
1/1/2030
(a)
596,000
607,824
TK
Elevator
US
Newco,
Inc.
5.25%,
7/15/2027
(a)
616,000
585,210
1,193,034
Media
—
10.1%
AMC
Networks,
Inc.
4.25%,
2/15/2029
440,000
308,079
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
HIGH
YIELD-INTEREST
RATE
HEDGED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
17
HYHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Clear
Channel
Outdoor
Holdings,
Inc.
5.13%,
8/15/2027
(a)
$
705,000
$
653,666
7.50%,
6/1/2029
(a)(e)
168,000
132,426
CMG
Media
Corp.
8.88%,
12/15/2027
(a)
353,000
282,400
CSC
Holdings
LLC
5.75%,
1/15/2030
(a)
1,261,000
711,967
4.63%,
12/1/2030
(a)
425,000
234,051
Directv
Financing
LLC
5.88%,
8/15/2027
(a)
1,419,000
1,276,914
DISH
DBS
Corp.
5.25%,
12/1/2026
(a)
1,404,000
1,128,886
DISH
Network
Corp.
11.75%,
11/15/2027
(a)
1,128,000
1,119,611
Gray
Escrow
II,
Inc.
5.38%,
11/15/2031
(a)
458,000
326,454
iHeartCommunications,
Inc.
8.38%,
5/1/2027
370,000
259,136
News
Corp.
3.88%,
5/15/2029
(a)
313,000
276,948
Nexstar
Media,
Inc.
5.63%,
7/15/2027
(a)
503,000
476,299
4.75%,
11/1/2028
(a)
552,000
488,529
Paramount
Global
(US
Treasury
Yield
Curve
Rate
T
Note
Constant
Maturity
5
Year
+
4.00%),
6.38%,
3/30/2062
(c)
392,000
313,136
Radiate
Holdco
LLC
6.50%,
9/15/2028
(a)
343,000
160,644
Sirius
XM
Radio,
Inc.
4.00%,
7/15/2028
(a)
326,000
291,458
3.88%,
9/1/2031
(a)
1,000,000
809,511
Stagwell
Global
LLC
5.63%,
8/15/2029
(a)
356,000
311,055
TEGNA,
Inc.
4.63%,
3/15/2028
735,000
668,431
5.00%,
9/15/2029
42,000
37,275
Univision
Communications,
Inc.
6.63%,
6/1/2027
(a)
253,000
249,478
4.50%,
5/1/2029
(a)
924,000
810,705
UPC
Broadband
Finco
BV
4.88%,
7/15/2031
(a)
420,000
354,375
VZ
Secured
Financing
BV
5.00%,
1/15/2032
(a)
598,000
489,786
12,171,220
Metals
&
Mining
—
1.2%
First
Quantum
Minerals
Ltd.
6.88%,
10/15/2027
(a)
638,000
516,780
8.63%,
6/1/2031
(a)
399,000
322,691
Novelis
Corp.
4.75%,
1/30/2030
(a)
624,000
566,699
1,406,170
Oil,
Gas
&
Consumable
Fuels
—
8.3%
CITGO
Petroleum
Corp.
7.00%,
6/15/2025
(a)
459,000
454,021
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
8.38%,
1/15/2029
(a)
$
350,000
$
352,829
Civitas
Resources,
Inc.
8.38%,
7/1/2028
(a)
500,000
512,007
8.75%,
7/1/2031
(a)
481,000
497,840
Comstock
Resources,
Inc.
6.75%,
3/1/2029
(a)
449,000
413,363
CQP
Holdco
LP
5.50%,
6/15/2031
(a)
589,000
544,832
DT
Midstream,
Inc.
4.38%,
6/15/2031
(a)
873,000
766,570
EnLink
Midstream
LLC
6.50%,
9/1/2030
(a)
335,000
337,877
EQM
Midstream
Partners
LP
4.75%,
1/15/2031
(a)
407,000
362,537
ITT
Holdings
LLC
6.50%,
8/1/2029
(a)
509,000
444,103
Kinetik
Holdings
LP
5.88%,
6/15/2030
(a)
256,000
244,616
New
Fortress
Energy,
Inc.
6.75%,
9/15/2025
(a)
423,000
409,975
6.50%,
9/30/2026
(a)
637,000
605,389
NGL
Energy
Operating
LLC
7.50%,
2/1/2026
(a)
762,000
764,797
Southwestern
Energy
Co.
5.38%,
3/15/2030
540,000
512,319
4.75%,
2/1/2032
340,000
303,460
Tullow
Oil
plc
10.25%,
5/15/2026
(a)
626,000
554,010
Venture
Global
LNG,
Inc.
9.50%,
2/1/2029
(a)
599,000
617,652
8.38%,
6/1/2031
(a)
1,306,000
1,287,330
9,985,527
Passenger
Airlines
—
3.8%
Air
Canada
3.88%,
8/15/2026
(a)
403,000
376,163
American
Airlines,
Inc.
5.50%,
4/20/2026
(a)
1,132,500
1,114,992
5.75%,
4/20/2029
(a)
967,000
926,970
Hawaiian
Brand
Intellectual
Property
Ltd.
5.75%,
1/20/2026
(a)
418,000
332,576
United
Airlines,
Inc.
4.38%,
4/15/2026
(a)
471,000
448,049
4.63%,
4/15/2029
(a)
1,116,000
996,205
VistaJet
Malta
Finance
plc
6.38%,
2/1/2030
(a)(e)
496,000
346,876
4,541,831
Pharmaceuticals
—
2.0%
Bausch
Health
Cos.,
Inc.
4.88%,
6/1/2028
(a)
615,000
313,084
11.00%,
9/30/2028
(a)(e)
594,000
371,250
Organon
&
Co.
4.13%,
4/30/2028
(a)
1,908,000
1,694,088
5.13%,
4/30/2031
(a)
3,000
2,355
2,380,777
See
accompanying
notes
to
the
financial
statements.
HIGH
YIELD-INTEREST
RATE
HEDGED
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
18
HYHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Software
—
4.5%
AthenaHealth
Group,
Inc.
6.50%,
2/15/2030
(a)
$
914,000
$
792,227
Cloud
Software
Group,
Inc.
6.50%,
3/31/2029
(a)
1,367,000
1,259,121
9.00%,
9/30/2029
(a)
1,266,000
1,139,660
McAfee
Corp.
7.38%,
2/15/2030
(a)
716,000
620,531
NCR
Voyix
Corp.
5.13%,
4/15/2029
(a)
476,000
435,947
SS&C
Technologies,
Inc.
5.50%,
9/30/2027
(a)
777,000
751,899
Veritas
US,
Inc.
7.50%,
9/1/2025
(a)
590,000
459,690
5,459,075
Specialized
REITs
—
1.5%
Iron
Mountain,
Inc.
REIT,
5.25%,
7/15/2030
(a)
211,000
193,481
REIT,
4.50%,
2/15/2031
(a)
700,000
605,843
SBA
Communications
Corp.
REIT,
3.88%,
2/15/2027
60,000
56,468
REIT,
3.13%,
2/1/2029
1,099,000
957,020
1,812,812
Specialty
Retail
—
2.1%
LCM
Investments
Holdings
II
LLC
4.88%,
5/1/2029
(a)
415,000
362,521
Michaels
Cos.,
Inc.
(The)
7.88%,
5/1/2029
(a)
523,000
297,315
PetSmart,
Inc.
4.75%,
2/15/2028
(a)
675,000
617,409
7.75%,
2/15/2029
(a)
393,000
371,622
Staples,
Inc.
7.50%,
4/15/2026
(a)
483,000
427,320
10.75%,
4/15/2027
(a)
760,000
495,098
2,571,285
Trading
Companies
&
Distributors
—
3.0%
Fortress
Transportation
and
Infrastructure
Investors
LLC
5.50%,
5/1/2028
(a)
613,000
575,763
H&E
Equipment
Services,
Inc.
3.88%,
12/15/2028
(a)
410,000
363,032
Herc
Holdings,
Inc.
5.50%,
7/15/2027
(a)
420,000
407,763
Imola
Merger
Corp.
4.75%,
5/15/2029
(a)
826,000
750,535
United
Rentals
North
America,
Inc.
3.88%,
2/15/2031
500,000
435,050
WESCO
Distribution,
Inc.
7.13%,
6/15/2025
(a)
323,000
323,434
7.25%,
6/15/2028
(a)
728,000
742,560
3,598,137
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Wireless
Telecommunication
Services
—
0.8%
Vmed
O2
UK
Financing
I
plc
4.25%,
1/31/2031
(a)
$
561,000
$
471,618
4.75%,
7/15/2031
(a)
579,000
494,272
965,890
Total
Corporate
Bonds
(Cost
$123,556,899)
113,838,771
Shares
Securities
Lending
Reinvestments
(f)
—
1.1%
Investment
Companies
—
1.1%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(g)
(Cost
$1,307,818)
1,307,818
1,307,818
Principal
Amount
Short-Term
Investments
—
1.4%
Repurchase
Agreements
(h)
—
1.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,632,069
(Cost
$1,631,829)
1,631,829
1,631,829
Total
Investments
—
97.4%
(Cost
$126,496,546)
116,778,418
Other
assets
less
liabilities
—
2.6%
3,105,197
Net
Assets
—
100.0%
$
119,883,615
(a)
Securities
exempt
from
registration
under
Rule
144A
or
section
4(2),
of
the
Securities
Act
of
1933.
Under
procedures
approved
by
the
Board
of
Trustees,
such
securities
have
been
determined
to
be
liquid
by
the
investment
adviser
and
may
be
resold,
normally
to
qualified
institutional
buyers
in
transactions
exempt
from
registration.
(b)
Perpetual
security.
The
rate
reflected
was
the
rate
in
effect
on
November
30,
2023.
The
maturity
date
reflects
the
next
call
date.
(c)
Variable
or
floating
rate
security,
linked
to
the
referenced
benchmark.
The
interest
rate
shown
is
the
rate
in
effect
as
of
November
30,
2023.
(d)
Step
bond.
Interest
rate
is
a
fixed
rate
for
an
initial
period
that
either
resets
at
a
specific
date
or
may
reset
in
the
future
at
a
contingent
upon
predetermined
trigger.
The
interest
rate
shown
was
the
current
rate
as
of
November
30,
2023.
(e)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$1,269,679,
collateralized
in
the
form
of
cash
with
a
value
of
$1,307,818
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(f)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$1,307,818.
(g)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
HIGH
YIELD-INTEREST
RATE
HEDGED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
19
HYHG
::
(h)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
521,231
Aggregate
gross
unrealized
depreciation
(11,077,238)
Net
unrealized
depreciation
$
(10,556,007)
Federal
income
tax
cost
$
126,932,217
Futures
Contracts
Sold
High
Yield-Interest
Rate
Hedged
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Depreciation
A
U.S.
Treasury
10
Year
Note
288
3/19/2024
U.S.
Dollar
$
31,621,500
$
(121,767)
U.S.
Treasury
2
Year
Note
163
3/28/2024
U.S.
Dollar
33,327,133
(92,084)
U.S.
Treasury
5
Year
Note
453
3/28/2024
U.S.
Dollar
48,403,758
(188,357)
$
(402,208)
INFLATION
EXPECTATIONS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
20
RINF
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
94.4%
Repurchase
Agreements
(a)
—
94.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$29,146,126
(Cost
$29,141,841)
$
29,141,841
$
29,141,841
Total
Investments
—
94.4%
(Cost
$29,141,841)
29,141,841
Other
assets
less
liabilities
—
5.6%
1,713,382
Net
Assets
—
100.0%
$
30,855,223
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,138,587
Aggregate
gross
unrealized
depreciation
(3,840,963)
Net
unrealized
depreciation
$
(1,702,376)
Federal
income
tax
cost
$
29,141,841
Swap
Agreements
a
Inflation
Expectations
ETF
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
14,467,865
11/6/2024
Citibank
NA
4.98%
FTSE
30-Year
TIPS
(Treasury
Rate-
Hedged)
Index
(long
exposure
to
30-year
Treasury
Bond
inverse
index)
f
(2,103,221)
14,686,480
11/6/2024
Citibank
NA
5.07%
FTSE
30-Year
TIPS
(Treasury
Rate-
Hedged)
Index
(long
exposure
to
30-year
Treasury
Inflation-Protected
Securities
(TIPS)
bond)
f
1,705,718
29,154,345
(397,503)
—
397,503
—
16,140,707
11/6/2024
Societe
Generale
5.42%
FTSE
30-Year
TIPS
(Treasury
Rate-
Hedged)
Index
(long
exposure
to
30-year
Treasury
Inflation-Protected
Securities
(TIPS)
bond)
f
432,869
29,305,901
11/6/2024
Societe
Generale
4.87%
FTSE
30-Year
TIPS
(Treasury
Rate-
Hedged)
Index
(long
exposure
to
30-year
Treasury
Bond
inverse
index)
f
(1,737,742)
45,446,608
(1,304,873)
—
1,304,873
—
74,600,953
(1,702,376)
Total
Unrealized
Appreciation
2,138,587
Total
Unrealized
Depreciation
(3,840,963)
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
INFLATION
EXPECTATIONS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
21
RINF
::
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
Certain
underlying
component
disclosures
related
to
this
index
may
be
found
on
the
website
at
www.proshares.com/globalassets/proshares/documents/resources/
FTSE_30_Year_TIPS_November.pdf.
INVESTMENT
GRADE-INTEREST
RATE
HEDGED
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
22
IGHG
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Corporate
Bonds
—
93.9%
Aerospace
&
Defense
—
1.3%
Lockheed
Martin
Corp.
4.07%,
12/15/2042
$
746,000
$
634,624
RTX
Corp.
4.50%,
6/1/2042
3,667,000
3,148,584
3,783,208
Air
Freight
&
Logistics
—
0.4%
United
Parcel
Service,
Inc.
6.20%,
1/15/2038
1,092,000
1,192,583
Automobiles
—
1.9%
Ford
Motor
Co.
7.45%,
7/16/2031
1,000,000
1,052,800
4.75%,
1/15/2043
1,000,000
774,845
General
Motors
Co.
6.25%,
10/2/2043
1,907,000
1,830,742
5.20%,
4/1/2045
491,000
413,857
Mercedes-Benz
Finance
North
America
LLC
8.50%,
1/18/2031
1,341,000
1,618,250
5,690,494
Banks
—
25.4%
Banco
Santander
SA
3.31%,
6/27/2029
1,791,000
1,592,710
3.49%,
5/28/2030
1,648,000
1,424,463
6.92%,
8/8/2033
1,000,000
994,819
6.94%,
11/7/2033
1,000,000
1,058,006
Bank
of
America
Corp.
6.11%,
1/29/2037
511,000
524,263
7.75%,
5/14/2038
2,238,000
2,599,693
5.88%,
2/7/2042
3,523,000
3,619,665
5.00%,
1/21/2044
582,000
540,856
Bank
of
America
NA
6.00%,
10/15/2036
706,000
727,863
Bank
of
Nova
Scotia
(The)
4.85%,
2/1/2030
1,241,000
1,198,636
Barclays
plc
5.25%,
8/17/2045
2,610,000
2,342,860
4.95%,
1/10/2047
(a)
111,000
97,203
Citigroup,
Inc.
6.63%,
6/15/2032
1,178,000
1,241,321
6.68%,
9/13/2043
3,338,000
3,509,091
4.75%,
5/18/2046
1,980,000
1,653,152
Cooperatieve
Rabobank
UA
5.25%,
5/24/2041
707,000
701,813
5.75%,
12/1/2043
2,351,000
2,279,291
5.25%,
8/4/2045
919,000
827,209
Fifth
Third
Bancorp
8.25%,
3/1/2038
987,000
1,096,370
HSBC
Holdings
plc
4.95%,
3/31/2030
1,324,000
1,283,950
6.50%,
5/2/2036
1,257,000
1,265,794
6.50%,
9/15/2037
3,144,000
3,211,651
5.25%,
3/14/2044
399,000
357,503
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
JPMorgan
Chase
&
Co.
6.40%,
5/15/2038
$
2,270,000
$
2,497,351
5.50%,
10/15/2040
5,435,000
5,421,786
4.85%,
2/1/2044
364,000
337,233
4.95%,
6/1/2045
5,000
4,524
Lloyds
Banking
Group
plc
4.34%,
1/9/2048
1,516,000
1,105,410
Mitsubishi
UFJ
Financial
Group,
Inc.
3.20%,
7/18/2029
1,780,000
1,587,057
2.05%,
7/17/2030
1,305,000
1,058,487
3.75%,
7/18/2039
1,981,000
1,609,601
Mizuho
Financial
Group,
Inc.
2.56%,
9/13/2031
982,000
767,806
Royal
Bank
of
Canada
2.30%,
11/3/2031
3,073,000
2,465,967
3.88%,
5/4/2032
370,000
331,561
5.00%,
2/1/2033
850,000
818,855
Sumitomo
Mitsui
Financial
Group,
Inc.
3.04%,
7/16/2029
2,518,000
2,219,358
5.71%,
1/13/2030
1,564,000
1,576,857
2.75%,
1/15/2030
1,261,000
1,076,187
2.13%,
7/8/2030
1,782,000
1,448,361
2.22%,
9/17/2031
116,000
91,528
5.77%,
1/13/2033
932,000
949,574
6.18%,
7/13/2043
879,000
920,496
Toronto-Dominion
Bank
(The)
3.20%,
3/10/2032
2,132,000
1,801,593
4.46%,
6/8/2032
1,438,000
1,334,977
Wells
Fargo
&
Co.
5.61%,
1/15/2044
3,959,000
3,681,878
4.65%,
11/4/2044
500,000
412,277
3.90%,
5/1/2045
582,000
452,173
4.90%,
11/17/2045
2,034,000
1,725,487
4.75%,
12/7/2046
785,000
643,991
Wells
Fargo
Bank
NA
6.60%,
1/15/2038
911,000
959,055
Westpac
Banking
Corp.
2.15%,
6/3/2031
741,000
603,670
4.42%,
7/24/2039
261,000
207,490
2.96%,
11/16/2040
551,000
353,095
3.13%,
11/18/2041
2,572,000
1,656,621
74,268,488
Beverages
—
2.7%
Anheuser-Busch
InBev
Worldwide,
Inc.
4.95%,
1/15/2042
1,401,000
1,323,804
Coca-Cola
Co.
(The)
2.13%,
9/6/2029
453,000
397,276
3.45%,
3/25/2030
552,000
515,009
1.65%,
6/1/2030
2,943,000
2,442,352
1.38%,
3/15/2031
12,000
9,576
2.25%,
1/5/2032
1,530,000
1,287,715
2.50%,
6/1/2040
227,000
162,004
3.00%,
3/5/2051
602,000
426,523
2.50%,
3/15/2051
644,000
404,358
Molson
Coors
Beverage
Co.
5.00%,
5/1/2042
1,017,000
919,853
7,888,470
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
INVESTMENT
GRADE-INTEREST
RATE
HEDGED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
23
IGHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Biotechnology
—
0.7%
AbbVie,
Inc.
4.40%,
11/6/2042
$
2,373,000
$
2,085,458
Capital
Markets
—
6.7%
Goldman
Sachs
Group,
Inc.
(The)
6.75%,
10/1/2037
399,000
419,008
6.25%,
2/1/2041
5,812,000
6,093,087
5.15%,
5/22/2045
2,241,000
2,022,136
Jefferies
Financial
Group,
Inc.
4.15%,
1/23/2030
992,000
898,998
Morgan
Stanley
6.38%,
7/24/2042
1,092,000
1,191,357
4.30%,
1/27/2045
500,000
419,251
4.38%,
1/22/2047
5,149,000
4,323,524
Nomura
Holdings,
Inc.
3.10%,
1/16/2030
1,010,000
862,532
2.68%,
7/16/2030
1,161,000
952,366
2.61%,
7/14/2031
1,150,000
911,262
UBS
Group
AG
4.88%,
5/15/2045
1,802,000
1,587,656
19,681,177
Communications
Equipment
—
1.3%
Cisco
Systems,
Inc.
5.90%,
2/15/2039
3,610,000
3,844,340
Consumer
Finance
—
2.3%
Ally
Financial,
Inc.
8.00%,
11/1/2031
1,808,000
1,908,016
American
Express
Co.
4.05%,
12/3/2042
997,000
844,888
John
Deere
Capital
Corp.
4.70%,
6/10/2030
981,000
969,699
Series
I,
5.15%,
9/8/2033
962,000
970,575
Toyota
Motor
Credit
Corp.
3.38%,
4/1/2030
995,000
905,691
5.55%,
11/20/2030
963,000
983,331
6,582,200
Consumer
Staples
Distribution
&
Retail
—
1.0%
Target
Corp.
4.00%,
7/1/2042
1,062,000
898,543
Walmart,
Inc.
5.25%,
9/1/2035
103,000
107,592
6.50%,
8/15/2037
1,661,000
1,909,664
2,915,799
Diversified
Telecommunication
Services
—
5.2%
Sprint
Capital
Corp.
8.75%,
3/15/2032
1,794,000
2,144,768
Telefonica
Emisiones
SA
7.05%,
6/20/2036
1,899,000
2,057,414
5.21%,
3/8/2047
2,654,000
2,271,596
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
4.90%,
3/6/2048
$
826,000
$
672,760
Verizon
Communications,
Inc.
4.50%,
8/10/2033
1,975,000
1,843,849
5.25%,
3/16/2037
365,000
361,194
4.81%,
3/15/2039
1,855,000
1,699,971
4.86%,
8/21/2046
5,000
4,461
4.52%,
9/15/2048
4,820,000
4,139,710
15,195,723
Electric
Utilities
—
0.6%
Duke
Energy
Florida
LLC
6.40%,
6/15/2038
972,000
1,030,485
Georgia
Power
Co.
4.30%,
3/15/2042
867,000
719,095
1,749,580
Electrical
Equipment
—
0.1%
Eaton
Corp.
4.15%,
11/2/2042
419,000
358,010
Energy
Equipment
&
Services
—
0.4%
Baker
Hughes
Holdings
LLC
5.13%,
9/15/2040
1,134,000
1,084,944
Entertainment
—
1.8%
Walt
Disney
Co.
(The)
3.80%,
3/22/2030
1,853,000
1,741,756
2.65%,
1/13/2031
2,467,000
2,119,463
6.65%,
11/15/2037
1,117,000
1,251,818
5,113,037
Financial
Services
—
3.2%
Berkshire
Hathaway,
Inc.
4.50%,
2/11/2043
1,032,000
962,918
Shell
International
Finance
BV
4.13%,
5/11/2035
1,414,000
1,294,137
6.38%,
12/15/2038
1,817,000
2,000,333
4.55%,
8/12/2043
1,182,000
1,056,494
4.38%,
5/11/2045
251,000
217,198
4.00%,
5/10/2046
1,285,000
1,044,495
3.75%,
9/12/2046
3,641,000
2,846,453
9,422,028
Food
Products
—
0.9%
Kraft
Heinz
Foods
Co.
5.00%,
6/4/2042
1,478,000
1,334,868
Unilever
Capital
Corp.
5.90%,
11/15/2032
1,100,000
1,174,567
2,509,435
Health
Care
Equipment
&
Supplies
—
1.0%
Medtronic,
Inc.
4.38%,
3/15/2035
844,000
790,845
4.63%,
3/15/2045
2,430,000
2,210,818
3,001,663
See
accompanying
notes
to
the
financial
statements.
INVESTMENT
GRADE-INTEREST
RATE
HEDGED
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
24
IGHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Health
Care
Providers
&
Services
—
2.3%
Ascension
Health
3.95%,
11/15/2046
$
1,118,000
$
882,780
Elevance
Health,
Inc.
4.65%,
1/15/2043
620,000
540,642
UnitedHealth
Group,
Inc.
2.00%,
5/15/2030
1,705,000
1,425,168
4.63%,
7/15/2035
1,216,000
1,167,769
6.88%,
2/15/2038
1,670,000
1,939,766
4.75%,
7/15/2045
1,000,000
912,335
6,868,460
Household
Products
—
1.2%
Procter
&
Gamble
Co.
(The)
3.00%,
3/25/2030
2,010,000
1,839,671
1.20%,
10/29/2030
1,799,000
1,439,550
1.95%,
4/23/2031
139,000
116,378
3,395,599
Industrial
Conglomerates
—
0.8%
GE
Capital
International
Funding
Co.
Unlimited
Co.
4.42%,
11/15/2035
759,000
706,044
General
Electric
Co.
6.75%,
3/15/2032
1,460,000
1,618,029
2,324,073
Insurance
—
1.2%
MetLife,
Inc.
4.88%,
11/13/2043
2,740,000
2,473,572
4.05%,
3/1/2045
108,000
87,358
Prudential
Funding
Asia
plc
3.13%,
4/14/2030
946,000
821,031
3,381,961
IT
Services
—
2.5%
International
Business
Machines
Corp.
4.15%,
5/15/2039
2,472,000
2,129,158
4.00%,
6/20/2042
849,000
701,836
4.25%,
5/15/2049
5,528,000
4,547,195
7,378,189
Machinery
—
0.5%
Caterpillar,
Inc.
3.80%,
8/15/2042
1,691,000
1,387,655
Media
—
2.9%
Comcast
Corp.
4.25%,
1/15/2033
1,599,000
1,489,622
Paramount
Global
6.88%,
4/30/2036
873,000
835,517
4.38%,
3/15/2043
1,620,000
1,103,043
Time
Warner
Cable
Enterprises
LLC
8.38%,
7/15/2033
1,106,000
1,241,001
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Time
Warner
Cable
LLC
6.55%,
5/1/2037
$
1,228,000
$
1,159,405
7.30%,
7/1/2038
759,000
759,576
6.75%,
6/15/2039
1,976,000
1,888,381
8,476,545
Metals
&
Mining
—
3.0%
BHP
Billiton
Finance
USA
Ltd.
4.13%,
2/24/2042
4,000
3,408
5.00%,
9/30/2043
3,022,000
2,874,321
Rio
Tinto
Finance
USA
Ltd.
5.20%,
11/2/2040
828,000
797,973
Southern
Copper
Corp.
6.75%,
4/16/2040
2,285,000
2,408,744
5.25%,
11/8/2042
500,000
447,904
Vale
Overseas
Ltd.
6.88%,
11/21/2036
2,264,000
2,349,729
8,882,079
Multi-Utilities
—
0.7%
Berkshire
Hathaway
Energy
Co.
6.13%,
4/1/2036
1,911,000
1,965,589
Oil,
Gas
&
Consumable
Fuels
—
5.9%
Canadian
Natural
Resources
Ltd.
6.25%,
3/15/2038
1,567,000
1,566,106
CNOOC
Petroleum
North
America
ULC
6.40%,
5/15/2037
1,228,000
1,300,319
ConocoPhillips
6.50%,
2/1/2039
537,000
593,752
Ecopetrol
SA
5.88%,
5/28/2045
1,834,000
1,304,501
Hess
Corp.
5.60%,
2/15/2041
(a)
1,029,000
1,034,530
Kinder
Morgan
Energy
Partners
LP
6.95%,
1/15/2038
1,663,000
1,759,000
Kinder
Morgan,
Inc.
7.75%,
1/15/2032
623,000
691,377
Occidental
Petroleum
Corp.
6.45%,
9/15/2036
1,611,000
1,649,809
Phillips
66
5.88%,
5/1/2042
1,461,000
1,502,755
Suncor
Energy,
Inc.
6.50%,
6/15/2038
1,209,000
1,235,062
TransCanada
PipeLines
Ltd.
6.20%,
10/15/2037
2,004,000
2,031,252
7.63%,
1/15/2039
334,000
378,808
Valero
Energy
Corp.
6.63%,
6/15/2037
1,159,000
1,214,949
Williams
Cos.,
Inc.
(The)
6.30%,
4/15/2040
1,056,000
1,071,548
17,333,768
Pharmaceuticals
—
6.2%
AstraZeneca
plc
6.45%,
9/15/2037
792,000
881,396
4.00%,
9/18/2042
4,601,000
3,931,855
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
INVESTMENT
GRADE-INTEREST
RATE
HEDGED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
25
IGHG
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
4.38%,
11/16/2045
$
50,000
$
43,905
GlaxoSmithKline
Capital,
Inc.
6.38%,
5/15/2038
2,580,000
2,875,852
Johnson
&
Johnson
5.95%,
8/15/2037
943,000
1,041,443
Merck
&
Co.,
Inc.
4.15%,
5/18/2043
1,228,000
1,063,322
Novartis
Capital
Corp.
4.40%,
5/6/2044
1,698,000
1,529,689
Pfizer,
Inc.
4.00%,
12/15/2036
2,748,000
2,477,091
7.20%,
3/15/2039
3,270,000
3,895,736
4.13%,
12/15/2046
6,000
5,087
Wyeth
LLC
5.95%,
4/1/2037
400,000
421,683
18,167,059
Software
—
1.8%
Oracle
Corp.
6.50%,
4/15/2038
4,125,000
4,412,211
6.13%,
7/8/2039
731,000
749,557
5.38%,
7/15/2040
200,000
188,306
5,350,074
Specialty
Retail
—
0.8%
Home
Depot,
Inc.
(The)
5.88%,
12/16/2036
2,320,000
2,477,243
Technology
Hardware,
Storage
&
Peripherals
—
2.6%
Apple,
Inc.
3.85%,
5/4/2043
474,000
404,255
4.45%,
5/6/2044
285,000
265,124
3.45%,
2/9/2045
5,357,000
4,247,973
4.38%,
5/13/2045
1,759,000
1,598,129
HP,
Inc.
6.00%,
9/15/2041
1,086,000
1,088,117
7,603,598
Tobacco
—
1.4%
Altria
Group,
Inc.
5.38%,
1/31/2044
(a)
1,705,000
1,652,551
Philip
Morris
International,
Inc.
6.38%,
5/16/2038
1,484,000
1,592,934
4.25%,
11/10/2044
940,000
758,074
4,003,559
Wireless
Telecommunication
Services
—
3.2%
America
Movil
SAB
de
CV
6.13%,
3/30/2040
2,059,000
2,121,064
4.38%,
7/16/2042
890,000
745,360
Telefonica
Europe
BV
8.25%,
9/15/2030
(a)
1,143,000
1,312,627
Vodafone
Group
plc
6.15%,
2/27/2037
3,384,000
3,493,118
4.88%,
6/19/2049
50,000
42,477
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
4.25%,
9/17/2050
$
2,138,000
$
1,654,717
9,369,363
Total
Corporate
Bonds
(Cost
$279,003,407)
274,731,451
Asset-Backed
Securities
-
0.4%
United
Airlines
Pass-Through
Trust
Series
2023-1,
Class
A,
5.80%,
1/15/2036
(Cost
$1,242,837)
1,223,000
1,172,642
Shares
Securities
Lending
Reinvestments
(b)
—
1.2%
Investment
Companies
—
1.2%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$3,537,140)
3,537,140
3,537,140
Principal
Amount
Value
Short-Term
Investments
—
0.8%
Repurchase
Agreements
(d)
—
0.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$2,399,425
(Cost
$2,399,072)
2,399,072
2,399,072
Total
Investments
—
96.3%
(Cost
$286,182,456)
281,840,305
Other
assets
less
liabilities
—
3.7%
10,832,723
Net
Assets
—
100.0%
$
292,673,028
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$3,389,007,
collateralized
in
the
form
of
cash
with
a
value
of
$3,537,140
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$3,537,140.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(d)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
See
accompanying
notes
to
the
financial
statements.
INVESTMENT
GRADE-INTEREST
RATE
HEDGED
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
26
IGHG
::
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,506,576
Aggregate
gross
unrealized
depreciation
(13,953,550)
Net
unrealized
depreciation
$
(9,446,974)
Federal
income
tax
cost
$
290,469,329
Futures
Contracts
Sold
Investment
Grade-Interest
Rate
Hedged
had
the
following
open
short
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
A
Expiration
Date
A
Trading
Currency
A
Notional
Amount
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
A
U.S.
Treasury
10
Year
Note
797
3/19/2024
U.S.
Dollar
$
87,508,109
$
(335,789)
U.S.
Treasury
Long
Bond
1,521
3/19/2024
U.S.
Dollar
177,101,438
(482,215)
U.S.
Treasury
Ultra
Bond
95
3/19/2024
U.S.
Dollar
11,685,000
54
$
(817,950)
NOVEMBER
30,
2023
(UNAUDITED)
::
K-1
FREE
CRUDE
OIL
STRATEGY
ETF
CONSOLIDATED
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
27
OILK
::
See
accompanying
notes
to
the
financial
statements.
Investments
Principal
Amount
Value
Short-Term
Investments
—
88
.0
%
Repurchase
Agreements
(a)
—
88
.0
%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$116,750,908
(Cost
$116,733,741)
$
116,733,741
$
116,733,741
Total
Investments
—
88.0%
(Cost
$116,733,741)
116,733,741
Other
assets
less
liabilities
—
12.0%
15,993,560
Net
Assets
—
100.0%
$
132,727,301
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
759,477
Aggregate
gross
unrealized
depreciation
(
4,978,593
)
Net
unrealized
depreciation
$
(
4,219,116
)
Federal
income
tax
cost
$
116,733,741
Futures
Contracts
Purchased
K-1
Free
Crude
Oil
Strategy
ETF
had
the
following
open
long
futures
contracts
as
of
November
30,
2023:
Number
of
Contracts
AAAAAA
Expiration
Date
AAAAAA
Trading
Currency
AA
Notional
Amount
AAAAAA
Value
and
Unrealized
Appreciation
/
(Depreciation)
AAAAAA
WTI
Crude
Oil
562
1/22/2024
U.S.
Dollar
$
42,740,100
$
(
2,395,697
)
WTI
Crude
Oil
591
5/21/2024
U.S.
Dollar
44,602,770
759,477
WTI
Crude
Oil
612
11/20/2024
U.S.
Dollar
44,871,840
(
2,582,896
)
$
(
4,219,116
)
LARGE
CAP
CORE
PLUS
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
28
CSM
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(a)
—
93.9%
3M
Co.
(Industrial
Conglomerates)
0.4%
14,730
$
1,459,301
AbbVie,
Inc.
(Biotechnology)
0.5%
13,805
1,965,694
Agilent
Technologies,
Inc.
(Life
Sciences
Tools
&
Services)
0.4%
11,932
1,524,910
Airbnb,
Inc.,
Class
A*
(Hotels,
Restaurants
&
Leisure)
0.4%
12,438
1,571,417
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
1.2%
35,457
4,699,116
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
1.0%
29,086
3,895,197
Amazon.com,
Inc.*
(Broadline
Retail)
2.2%
60,201
8,794,764
Amphenol
Corp.,
Class
A
(Electronic
Equipment,
Instruments
&
Components)
0.4%
16,678
1,517,531
Apple,
Inc.
(Technology
Hardware,
Storage
&
Peripherals)
4.9%
101,808
19,338,429
Berkshire
Hathaway,
Inc.,
Class
B*
(Financial
Services)
1.5%
16,568
5,964,480
Bristol-Myers
Squibb
Co.
(Pharmaceuticals)
0.4%
36,027
1,779,013
Broadcom,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.8%
3,463
3,205,803
Cadence
Design
Systems,
Inc.*
(Software)
0.4%
6,207
1,696,187
Centene
Corp.*
(Health
Care
Providers
&
Services)
0.4%
19,474
1,434,844
Cigna
Group
(The)
(Health
Care
Providers
&
Services)
0.4%
5,782
1,519,972
Cisco
Systems,
Inc.
(Communications
Equipment)
0.6%
45,100
2,181,938
CME
Group,
Inc.
(Capital
Markets)
0.4%
7,679
1,676,786
CVS
Health
Corp.
(Health
Care
Providers
&
Services)
0.4%
24,435
1,660,358
Eli
Lilly
&
Co.
(Pharmaceuticals)
0.6%
3,949
2,334,017
Exxon
Mobil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.5%
20,987
2,156,204
General
Electric
Co.
(Industrial
Conglomerates)
0.5%
16,698
2,033,816
Goldman
Sachs
Group,
Inc.
(The)
(Capital
Markets)
0.5%
5,763
1,968,295
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
Hilton
Worldwide
Holdings,
Inc.
(Hotels,
Restaurants
&
Leisure)
0.4%
8,843
$
1,481,379
IDEXX
Laboratories,
Inc.*
(Health
Care
Equipment
&
Supplies)
0.4%
3,136
1,460,812
Intuitive
Surgical,
Inc.*
(Health
Care
Equipment
&
Supplies)
0.5%
6,493
2,018,284
Johnson
&
Johnson
(Pharmaceuticals)
0.5%
12,368
1,912,835
JPMorgan
Chase
&
Co.
(Banks)
0.6%
14,682
2,291,567
Lockheed
Martin
Corp.
(Aerospace
&
Defense)
0.5%
4,109
1,839,887
Mastercard,
Inc.,
Class
A
(Financial
Services)
0.4%
3,481
1,440,542
McKesson
Corp.
(Health
Care
Providers
&
Services)
0.4%
3,340
1,571,671
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
1.1%
12,970
4,243,135
Microsoft
Corp.
(Software)
5.0%
51,400
19,475,974
Netflix,
Inc.*
(Entertainment)
0.4%
3,195
1,514,334
NVIDIA
Corp.
(Semiconductors
&
Semiconductor
Equipment)
2.0%
16,624
7,775,045
NXP
Semiconductors
NV
(Semiconductors
&
Semiconductor
Equipment)
0.4%
7,193
1,467,947
ONEOK,
Inc.
(Oil,
Gas
&
Consumable
Fuels)
0.3%
20,783
1,430,910
PACCAR,
Inc.
(Machinery)
0.4%
16,348
1,501,073
Palo
Alto
Networks,
Inc.*
(Software)
0.4%
5,583
1,647,487
Procter
&
Gamble
Co.
(The)
(Household
Products)
0.4%
10,628
1,631,610
Prologis,
Inc.,
REIT
(Industrial
REITs)
0.4%
13,297
1,528,224
Salesforce,
Inc.*
(Software)
0.7%
10,887
2,742,435
Schlumberger
NV
(Energy
Equipment
&
Services)
0.4%
31,016
1,614,073
Target
Corp.
(Consumer
Staples
Distribution
&
Retail)
0.4%
13,299
1,779,539
Tesla,
Inc.*
(Automobiles)
0.9%
15,493
3,719,559
TJX
Cos.,
Inc.
(The)
(Specialty
Retail)
0.5%
20,453
1,802,114
T-Mobile
US,
Inc.
(Wireless
Telecommunication
Services)
0.4%
11,214
1,687,146
Trane
Technologies
plc
(Building
Products)
0.4%
6,549
1,476,210
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
LARGE
CAP
CORE
PLUS
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
29
CSM
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks(a)
(continued)
UnitedHealth
Group,
Inc.
(Health
Care
Providers
&
Services)
0.7%
4,839
$
2,675,822
Visa,
Inc.,
Class
A
(Financial
Services)
1.1%
16,310
4,186,451
Williams
Cos.,
Inc.
(The)
(Oil,
Gas
&
Consumable
Fuels)
0.4%
39,835
1,465,530
Other
Common
Stocks(b)
54.7%
3,576,236
214,764,268
Total
Common
Stocks
(Cost
$307,676,269)
368,523,935
Principal
Amount
Short-Term
Investments
—
1.6%
Repurchase
Agreements
(c)
—
1.6%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$6,215,193
(Cost
$6,214,278)
$
6,214,278
6,214,278
Total
Investments
—
95.5%
(Cost
$313,890,547)
374,738,213
Other
assets
less
liabilities
—
4.5%
17,750,469
Net
assets
—
100.0%
$
392,488,682
*
Non-income
producing
security.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$22,088,141.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$32,542,
collateralized
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
7.63%,
and
maturity
dates
ranging
from
December
26,
2023
–
May
15,
2053.
The
total
value
of
collateral
is
$32,674.
(c)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
CME
Chicago
Mercantile
Exchange
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
86,719,532
Aggregate
gross
unrealized
depreciation
(18,017,799)
Net
unrealized
appreciation
$
68,701,733
Federal
income
tax
cost
$
315,331,602
See
accompanying
notes
to
the
financial
statements.
LARGE
CAP
CORE
PLUS
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
30
CSM
::
Swap
Agreements
a
Large
Cap
Core
Plus
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(53,025,519)
11/7/2024
Goldman
Sachs
International
(5.43)%
Credit
Suisse
130/30
Large
Cap
Index
(short
portion)
f
713,576
(713,576)
—
—
(53,643,054)
11/14/2024
Societe
Generale
(5.38)%
Credit
Suisse
130/30
Large
Cap
Index
(short
portion)
f
383,016
75,734,100
3/6/2024
Societe
Generale
6.28%
Credit
Suisse
130/30
Large
Cap
Index
(long
portion)
g
5,970,927
22,091,046
6,353,943
(6,353,943)
—
—
(11,136,929)
11/6/2025
UBS
AG
(5.43)%
Credit
Suisse
130/30
Large
Cap
Index
(short
portion)
f
(453,749)
65,829,155
11/7/2024
UBS
AG
5.88%
Credit
Suisse
130/30
Large
Cap
Index
(long
portion)
g
2,681,352
54,692,226
2,227,603
(1,914,620)
—
312,983
23,757,753
9,295,122
Total
Unrealized
Appreciation
9,748,871
Total
Unrealized
Depreciation
(453,749)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
Certain
underlying
short
component
disclosures
related
to
this
index
may
be
found
on
the
website
at
www.proshares.com/globalassets/proshares/documents/
resources/Large_Cap_Short_November.pdf
g
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
long
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
Large
Cap
Core
Plus
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1.7%
Air
Freight
&
Logistics
0.3%
Automobile
Components
0.5%
Automobiles
1.5%
Banks
2.6%
Beverages
0.9%
Biotechnology
1.5%
Broadline
Retail
2.4%
Building
Products
0.5%
Capital
Markets
2.6%
Chemicals
1.2%
Commercial
Services
&
Supplies
0.6%
Communications
Equipment
1.2%
Consumer
Finance
0.4%
Consumer
Staples
Distribution
&
Retail
1.5%
Containers
&
Packaging
0.7%
Distributors
0.3%
Diversified
Telecommunication
Services
0.2%
Electric
Utilities
2.0%
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
LARGE
CAP
CORE
PLUS
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
31
CSM
::
Electrical
Equipment
0.7%
Electronic
Equipment,
Instruments
&
Components
0.9%
Energy
Equipment
&
Services
1.1%
Entertainment
0.6%
Financial
Services
3.3%
Food
Products
2.6%
Gas
Utilities
0.3%
Ground
Transportation
0.5%
Health
Care
Equipment
&
Supplies
2.9%
Health
Care
Providers
&
Services
3.9%
Health
Care
REITs
0.2%
Hotel
&
Resort
REITs
0.3%
Hotels,
Restaurants
&
Leisure
2.7%
Household
Durables
1.2%
Household
Products
1.0%
Independent
Power
and
Renewable
Electricity
Producers
0.3%
Industrial
Conglomerates
0.9%
Industrial
REITs
0.4%
Insurance
3.3%
Interactive
Media
&
Services
3.4%
IT
Services
1.0%
Life
Sciences
Tools
&
Services
2.0%
Machinery
3.0%
Media
1.0%
Metals
&
Mining
0.2%
Multi-Utilities
1.4%
Oil,
Gas
&
Consumable
Fuels
2.5%
Passenger
Airlines
0.9%
Personal
Care
Products
0.0%*
Pharmaceuticals
2.5%
Professional
Services
1.1%
Residential
REITs
2.0%
Retail
REITs
0.2%
Semiconductors
&
Semiconductor
Equipment
5.2%
Software
9.0%
Specialized
REITs
0.8%
Specialty
Retail
1.2%
Technology
Hardware,
Storage
&
Peripherals
5.6%
Textiles,
Apparel
&
Luxury
Goods
0.6%
Tobacco
0.0%*
Trading
Companies
&
Distributors
0.2%
Wireless
Telecommunication
Services
0.4%
Other
a
6.1%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
LONG
ONLINE/SHORT
STORES
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
32
CLIX
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
(a)
—
96.5%
Broadline
Retail
—
60.6%
Alibaba
Group
Holding
Ltd.,
ADR*
22,819
$
1,708,688
Amazon.com,
Inc.*
33,457
4,887,733
Coupang,
Inc.,
Class
A*
57,237
874,581
eBay,
Inc.
28,953
1,187,363
Etsy,
Inc.*
11,645
882,807
Global-e
Online
Ltd.*
7,134
244,339
JD.com,
Inc.,
ADR
20,390
559,298
MercadoLibre,
Inc.*
566
917,180
Ozon
Holdings
plc,
ADR*‡(b)
3,471
—
PDD
Holdings,
Inc.,
ADR*
12,413
1,830,173
13,092,162
Entertainment
—
4.2%
Sea
Ltd.,
ADR*
24,730
895,721
Specialty
Retail
—
28.0%
Beyond,
Inc.*
48,225
926,885
Buckle,
Inc.
(The)
20,817
802,704
Carvana
Co.,
Class
A*
27,076
848,020
Chewy,
Inc.,
Class
A*
46,491
809,873
Farfetch
Ltd.,
Class
A*(c)
114,701
134,200
Revolve
Group,
Inc.,
Class
A*(c)
55,345
737,195
Wayfair,
Inc.,
Class
A*
15,884
886,326
Williams-Sonoma,
Inc.
4,833
906,381
6,051,584
Textiles,
Apparel
&
Luxury
Goods
—
3.7%
Figs,
Inc.,
Class
A*
109,326
793,707
Total
Common
Stocks
(Cost
$20,491,298)
20,833,174
Securities
Lending
Reinvestments
(d)
—
2.1%
Investment
Companies
—
2.1%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(e)
(Cost
$463,380)
463,380
463,380
Principal
Amount
Short-Term
Investments
—
0.0%(f)
Repurchase
Agreements
(g)
—
0.0%(f)
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$4,909
(Cost
$4,908)
$
4,908
4,908
Total
Investments
—
98.6%
(Cost
$20,959,586)
21,301,462
Other
assets
less
liabilities
—
1.4%
300,451
Net
Assets
—
100.0%
$
21,601,913
*
Non-income
producing
security.
‡
Value
determined
using
significant
unobservable
inputs.
(a)
All
or
a
portion
of
these
securities
are
segregated
in
connection
with
obligations
for
swaps
with
a
total
value
of
$418,079.
(b)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$0,
which
represents
approximately
0.00%
of
net
assets
of
the
Fund.
(c)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$347,320,
collateralized
in
the
form
of
cash
with
a
value
of
$463,380
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(d)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$463,380.
(e)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(f)
Represents
less
than
0.05%
of
net
assets.
(g)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
3,253,778
Aggregate
gross
unrealized
depreciation
(6,358,999)
Net
unrealized
depreciation
$
(3,105,221)
Federal
income
tax
cost
$
24,000,515
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
LONG
ONLINE/SHORT
STORES
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
33
CLIX
::
Swap
Agreements
a
Long
Online
/Short
Stores
ETF
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(9,343,486)
5/6/2025
BNP
Paribas
SA
(5.28)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
(514,789)
210,629
5/6/2025
BNP
Paribas
SA
5.68%
ProShares
Online
Retail
Index
39,016
(9,132,857)
(475,773)
—
475,773
—
(119,053)
11/7/2024
Goldman
Sachs
International
(4.33)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
16,746
10,401
11/7/2024
Goldman
Sachs
International
5.93%
ProShares
Online
Retail
Index
(6,956)
(108,652)
9,790
—
—
9,790
(1,336,833)
3/6/2025
Societe
Generale
(4.78)%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
118,290
504,470
11/14/2024
Societe
Generale
4.73%
ProShares
Online
Retail
Index
(63,086)
(832,363)
55,204
—
—
55,204
41,606
3/6/2024
UBS
AG
5.68%
Solactive-
ProShares
Bricks
and
Mortar
Retail
Store
Index
4,611
—
—
4,611
(10,032,266)
(406,168)
Total
Unrealized
Appreciation
178,663
Total
Unrealized
Depreciation
(584,831)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
MERGER
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
34
MRGR
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
41.1%
Biotechnology
—
5.3%
Abcam
plc,
ADR*
13,451
$
322,421
Seagen,
Inc.*
1,468
312,992
635,413
Chemicals
—
2.6%
Chr
Hansen
Holding
A/S
3,970
317,431
Containers
&
Packaging
—
2.9%
Westrock
Co.
8,400
345,828
Electric
Utilities
—
2.4%
Origin
Energy
Ltd.(a)
53,737
292,575
Food
Products
—
2.4%
Sovos
Brands,
Inc.*
13,277
290,899
Insurance
—
2.6%
American
Equity
Investment
Life
Holding
Co.*
5,637
310,937
Oil,
Gas
&
Consumable
Fuels
—
4.7%
Hess
Corp.
1,905
267,767
Pioneer
Natural
Resources
Co.
1,280
296,499
564,266
Pharmaceuticals
—
2.6%
Dechra
Pharmaceuticals
plc
6,514
314,470
Professional
Services
—
2.8%
Benefit
One,
Inc.(a)
32,270
329,753
Software
—
5.3%
EngageSmart,
Inc.*
13,640
311,128
Splunk,
Inc.*
2,126
322,174
633,302
Specialty
Retail
—
2.6%
Chico's
FAS,
Inc.*
40,988
309,050
Textiles,
Apparel
&
Luxury
Goods
—
2.3%
Capri
Holdings
Ltd.*
5,656
273,977
Trading
Companies
&
Distributors
—
2.6%
Textainer
Group
Holdings
Ltd.
6,215
305,964
Total
Common
Stocks
(Cost
$4,788,719)
4,923,865
Investments
Shares
Value
Securities
Lending
Reinvestments
(b)
—
2.9%
Investment
Companies
—
2.9%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$348,516)
348,516
$
348,516
Principal
Amount
Short-Term
Investments
—
50.1%
Repurchase
Agreements
(d)
—
50.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$6,009,698
(Cost
$6,008,814)
$
6,008,814
6,008,814
Total
Investments
—
94.1%
(Cost
$11,146,049)
11,281,195
Other
assets
less
liabilities
—
5.9%
708,240
Net
Assets
—
100.0%
$
11,989,435
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$622,327,
collateralized
in
the
form
of
cash
with
a
value
of
$348,516
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$313,939
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
4.63%,
and
maturity
dates
ranging
from
December
21,
2023
–
November
15,
2050.
The
total
value
of
collateral
is
$662,455.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$348,516.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(d)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
496,937
Aggregate
gross
unrealized
depreciation
(160,789)
Net
unrealized
appreciation
$
336,148
Federal
income
tax
cost
$
11,146,049
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
MERGER
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
35
MRGR
::
Forward
Currency
Contracts
Merger
ETF
had
the
following
open
forward
currency
contracts
as
of
November
30,
2023:
Currency
A
Counterparty
A
Delivery
Date
A
Foreign
Currency
to
Receive
(Pay)
A
U.S.
Dollars
to
Receive
(Pay)
A
Market
Value
A
Net
Unrealized
Appreciation
/
(Depreciation)
a
A
a
AAA
U.S.
Dollar
vs.
Australian
Dollar
Goldman
Sachs
International
01/16/24
1,528,000
$
(990,670)
$
1,011,075
$
20,406
U.S.
Dollar
vs.
Danish
Krone
Goldman
Sachs
International
01/16/24
1,110,000
(162,384)
162,477
93
U.S.
Dollar
vs.
British
Pound
Goldman
Sachs
International
01/16/24
307,000
(384,752)
387,722
2,970
U.S.
Dollar
vs.
Japanese
Yen
Goldman
Sachs
International
01/16/24
32,081,000
(217,098)
217,965
867
Total
Unrealized
Appreciation
$
24,336
U.S.
Dollar
vs.
Danish
Krone
Goldman
Sachs
International
01/16/24
1,385,000
$
(203,638)
$
202,730
$
(908)
U.S.
Dollar
vs.
Australian
Dollar
Goldman
Sachs
International
01/16/24
(1,986,000)
1,278,289
(1,314,133)
(35,844)
U.S.
Dollar
vs.
Danish
Krone
Goldman
Sachs
International
01/16/24
(4,682,000)
669,710
(685,329)
(15,619)
U.S.
Dollar
vs.
British
Pound
Goldman
Sachs
International
01/16/24
(556,000)
682,151
(702,194)
(20,044)
U.S.
Dollar
vs.
Japanese
Yen
Goldman
Sachs
International
01/16/24
(80,034,000)
539,796
(543,768)
(3,972)
Total
Unrealized
Depreciation
$
(76,387)
Total
Net
Unrealized
Depreciation
$
(52,051)
b
a
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
forward
currency
contracts)
at
period
end
as
an
asset
on
its
Statements
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
forward
currency
contracts)
are
disclosed
as
a
liability
on
its
Statements
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statements
of
Assets
and
Liabilities.
b
The
Net
Amount
of
the
Fund's
uncollateralized
exposure
to
the
counterparty
under
these
contracts
is
equal
to
the
net
unrealized
appreciation,
if
any.
Neither
the
Fund
nor
the
counterparty
has
posted
Financial
Instruments
or
cash
as
collateral
pursuant
to
these
contracts.
See
accompanying
notes
to
the
financial
statements.
MERGER
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
36
MRGR
::
Swap
Agreements
a
Merger
ETF
had
the
following
open
non-exchange
traded
total
return
swap
agreements
as
of
November
30,
2023:
Notional
Amount  
($)
A
Termination
Date
b
A
Counterparty
A
Rate
Paid
(Received)
c
A
Reference
Instrument
A
Value
and
Unrealized
Appreciation
/
(Depreciation)
d
($)
A
Financial
Instruments
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Cash
Collateral
for
the
Benefit
of
(the
Fund)/the
Counterparty
($)
A
Net
Amount
e
($)
A
(6,736)
11/14/2024
Citibank
NA
(4.43)%
S&P
Merger
Arbitrage
Index
(short
exposure
to
Acquirers)
f
(179)
7,788
11/14/2024
Citibank
NA
5.78%
S&P
Merger
Arbitrage
Index
(long
exposure
to
Targets)
g
86
1,052
(93)
—
93
—
(1,414,684)
4/10/2025
Societe
Generale
(4.88)%
S&P
Merger
Arbitrage
Index
(short
exposure
to
Acquirers)
f
254,238
893,024
11/14/2024
Societe
Generale
6.03%
S&P
Merger
Arbitrage
Index
(long
exposure
to
Targets)
g
(1,092)
(521,660)
253,146
(253,146)
—
—
(520,608)
253,053
Total
Unrealized
Appreciation
254,324
Total
Unrealized
Depreciation
(1,271)
a
The
Fund's
Swap
Agreements
are
not
accounted
for
as
hedging
instruments
under
ASC
815.
b
Agreements
may
be
terminated
at
will
by
either
party
without
penalty.
Payment
is
due
at
termination/maturity.
c
Reflects
the
floating
financing
rate,
as
of
November
30,
2023,
on
the
notional
amount
of
the
swap
agreement
paid
to
the
counterparty
or
received
from
the
counterparty,
excluding
any
commissions.
This
amount
is
included
as
part
of
the
unrealized
appreciation/(depreciation).
d
The
Fund
discloses
amounts
due
to
the
Fund
from
the
counterparty
(unrealized
appreciation
on
swap
agreements)
at
period
end
as
an
asset
on
its
Statement
of
Assets
and
Liabilities.
Amounts
due
to
the
counterparty
from
the
Fund
(unrealized
depreciation
on
swap
agreements)
are
disclosed
as
a
liability
on
its
Statement
of
Assets
and
Liabilities.
The
Fund
presents
these
amounts
on
a
gross
basis
and
does
not
offset
or
"net"
these
amounts
on
its
Statement
of
Assets
and
Liabilities.
e
Represents
the
"uncollateralized"
amount
due
from
or
(to)
the
counterparty
at
period
end.
These
amounts
could
be
due
to
timing
differences
between
the
movement
of
collateral
in
relation
to
market
movements,
or
due
to
agreement
provisions
allowing
minimum
"thresholds"
that
would
need
to
be
exceeded
prior
to
the
movement
of
collateral.
To
the
extent
that
a
net
amount
is
due
from
a
counterparty,
the
Fund
would
be
exposed
to
the
counterparty
by
such
amount
and
could
suffer
losses
or
delays
in
recovery
of
that
amount
in
the
event
of
a
counterparty
default.
f
Certain
underlying
short
component
disclosures
related
to
this
index
may
be
found
on
the
website
at
www.proshares.com/globalassets/proshares/documents/
resources/Merger_Acquirers_November.pdf
g
See
the
Common
Stocks
section
of
the
preceding
Schedule
of
Portfolio
Investments
for
the
representative
long
components
of
the
underlying
reference
instrument
and
their
relative
weightings.
Merger
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
25.4%
United
Kingdom
5.3%
Japan
2.8%
Denmark
2.6%
China
2.6%
Australia
2.4%
Other
a
58.9%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
METAVERSE
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
37
VERS
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.8%
Broadline
Retail
—
4.5%
Amazon.com,
Inc.*
2,001
$
292,326
Electronic
Equipment,
Instruments
&
Components
—
5.4%
Coherent
Corp.*
2,805
103,196
MicroVision,
Inc.*(a)
45,669
115,086
Vuzix
Corp.*(a)
64,694
135,857
354,139
Entertainment
—
6.5%
Electronic
Arts,
Inc.
992
136,906
NetEase,
Inc.,
ADR
413
46,867
ROBLOX
Corp.,
Class
A*
5,163
202,957
Take-Two
Interactive
Software,
Inc.*
213
33,697
420,427
Health
Care
Equipment
&
Supplies
—
0.2%
Penumbra,
Inc.*
72
15,990
Household
Durables
—
3.3%
Sony
Group
Corp.,
ADR
2,467
212,039
Interactive
Media
&
Services
—
20.3%
Alphabet,
Inc.,
Class
A*
2,014
266,915
fuboTV,
Inc.*
92,435
294,868
Meta
Platforms,
Inc.,
Class
A*
878
287,238
Pinterest,
Inc.,
Class
A*
3,359
114,441
Snap,
Inc.,
Class
A*
25,868
357,754
1,321,216
IT
Services
—
3.8%
Accenture
plc,
Class
A
341
113,601
Globant
SA*
617
136,233
249,834
Media
—
1.8%
Stagwell,
Inc.,
Class
A*
23,866
119,807
Professional
Services
—
0.1%
TELUS
International
CDA,
Inc.*
933
6,858
Real
Estate
Management
&
Development
—
2.5%
eXp
World
Holdings,
Inc.(a)
13,405
162,335
Semiconductors
&
Semiconductor
Equipment
—
28.0%
Advanced
Micro
Devices,
Inc.*
2,213
268,127
Ambarella,
Inc.*
2,094
122,939
CEVA,
Inc.*
8,248
179,476
Cirrus
Logic,
Inc.*
846
64,220
Himax
Technologies,
Inc.,
ADR(a)
38,362
219,047
Intel
Corp.
2,551
114,030
NVIDIA
Corp.
605
282,958
QUALCOMM,
Inc.
2,320
299,396
Investments
Shares
Value
Common
Stocks
(continued)
STMicroelectronics
NV,
NYRS
2,183
$
103,562
Universal
Display
Corp.
1,009
170,723
1,824,478
Software
—
13.4%
Autodesk,
Inc.*
446
97,420
Matterport,
Inc.*
2,681
6,756
Microsoft
Corp.
786
297,823
PTC,
Inc.*
1,807
284,350
Unity
Software,
Inc.*
6,422
189,513
875,862
Specialty
Retail
—
1.1%
Williams-Sonoma,
Inc.
391
73,328
Technology
Hardware,
Storage
&
Peripherals
—
8.9%
Apple,
Inc.
1,561
296,512
Immersion
Corp.
23,733
153,790
Xerox
Holdings
Corp.
9,216
128,932
579,234
Total
Common
Stocks
(Cost
$6,494,525)
6,507,873
Securities
Lending
Reinvestments
(b)
—
4.5%
Investment
Companies
—
4.5%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$290,380)
290,380
290,380
Total
Investments
—
104.3%
(Cost
$6,784,905)
6,798,253
Liabilities
in
excess
of
other
assets
—
(4.3%)
(281,241)
Net
Assets
—
100.0%
$
6,517,012
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$269,263,
collateralized
in
the
form
of
cash
with
a
value
of
$290,380
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$290,380.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
NYRS
New
York
Registry
Shares
See
accompanying
notes
to
the
financial
statements.
METAVERSE
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
38
VERS
::
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
938,034
Aggregate
gross
unrealized
depreciation
(980,655)
Net
unrealized
depreciation
$
(42,621)
Federal
income
tax
cost
$
6,840,874
Metaverse
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
90.8%
Taiwan
3.4%
Japan
3.2%
Singapore
1.6%
China
0.7%
Philippines
0.1%
Other
a
0.2%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
MSCI
EAFE
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
39
EFAD
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.1%
Aerospace
&
Defense
—
1.3%
BAE
Systems
plc
87,171
$
1,158,718
Air
Freight
&
Logistics
—
1.2%
DSV
A/S
7,260
1,094,873
Beverages
—
1.3%
Diageo
plc
32,990
1,154,140
Biotechnology
—
1.3%
CSL
Ltd.
6,852
1,191,368
Broadline
Retail
—
1.2%
Pan
Pacific
International
Holdings
Corp.
50,516
1,094,824
Building
Products
—
1.4%
Geberit
AG
(Registered)
2,139
1,203,872
Capital
Markets
—
1.4%
Partners
Group
Holding
AG
911
1,207,438
Chemicals
—
6.6%
Croda
International
plc
20,115
1,141,832
Givaudan
SA
(Registered)
315
1,185,302
Nissan
Chemical
Corp.
30,617
1,116,904
Sika
AG
(Registered)
4,345
1,185,250
Symrise
AG,
Class
A
10,887
1,225,893
5,855,181
Construction
&
Engineering
—
1.3%
ACS
Actividades
de
Construccion
y
Servicios
SA
29,378
1,174,791
Diversified
Telecommunication
Services
—
4.0%
HKT
Trust
&
HKT
Ltd.
1,086,421
1,158,712
Nippon
Telegraph
&
Telephone
Corp.
988,201
1,157,085
Telenor
ASA
110,824
1,195,757
3,511,554
Electric
Utilities
—
2.7%
CK
Infrastructure
Holdings
Ltd.
233,025
1,154,638
Mercury
NZ
Ltd.
316,296
1,217,094
2,371,732
Electronic
Equipment,
Instruments
&
Components
—
2.7%
Halma
plc
44,253
1,193,831
Murata
Manufacturing
Co.
Ltd.
59,740
1,165,220
2,359,051
Financial
Services
—
2.7%
Sofina
SA
5,235
1,166,372
Investments
Shares
Value
Common
Stocks
(continued)
Washington
H
Soul
Pattinson
&
Co.
Ltd.
53,540
$
1,189,240
2,355,612
Food
Products
—
5.4%
Chocoladefabriken
Lindt
&
Spruengli
AG
94
1,169,663
Kerry
Group
plc,
Class
A
14,636
1,185,244
Lotus
Bakeries
NV
139
1,210,270
Nestle
SA
(Registered)
10,397
1,187,904
4,753,081
Gas
Utilities
—
2.7%
APA
Group
212,934
1,204,316
Enagas
SA(a)
64,555
1,183,324
2,387,640
Health
Care
Equipment
&
Supplies
—
2.7%
Coloplast
A/S,
Class
B
10,472
1,238,283
DiaSorin
SpA
11,940
1,132,631
2,370,914
Health
Care
Providers
&
Services
—
1.3%
Sonic
Healthcare
Ltd.
60,598
1,172,036
Household
Durables
—
1.3%
Sekisui
Chemical
Co.
Ltd.
80,874
1,149,091
Household
Products
—
1.3%
Unicharm
Corp.
36,225
1,167,110
Industrial
Conglomerates
—
2.7%
DCC
plc
17,543
1,186,381
Hikari
Tsushin,
Inc.
7,583
1,179,242
2,365,623
Industrial
REITs
—
1.3%
Warehouses
De
Pauw
CVA,
REIT
41,922
1,179,205
Insurance
—
5.1%
AIA
Group
Ltd.
122,955
1,061,056
Legal
&
General
Group
plc
398,658
1,157,234
Swiss
Life
Holding
AG
(Registered)
1,789
1,153,371
Tokio
Marine
Holdings,
Inc.
46,376
1,144,381
4,516,042
Interactive
Media
&
Services
—
1.3%
CAR
Group
Ltd.
63,021
1,160,817
IT
Services
—
6.5%
Bechtle
AG
22,032
1,093,299
Obic
Co.
Ltd.
7,762
1,191,589
Otsuka
Corp.
28,772
1,174,546
SCSK
Corp.
62,335
1,148,582
See
accompanying
notes
to
the
financial
statements.
MSCI
EAFE
DIVIDEND
GROWERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
40
EFAD
::
Investments
Shares
Value
Common
Stocks
(continued)
TIS,
Inc.
53,916
$
1,140,429
5,748,445
Machinery
—
1.3%
Spirax-Sarco
Engineering
plc
10,064
1,178,243
Multi-Utilities
—
1.3%
National
Grid
plc
90,631
1,178,895
Office
REITs
—
1.3%
Japan
Real
Estate
Investment
Corp.,
REIT
299
1,162,952
Personal
Care
Products
—
1.3%
Kao
Corp.
31,066
1,196,956
Pharmaceuticals
—
10.4%
Astellas
Pharma,
Inc.
94,804
1,152,705
Novartis
AG
(Registered)
12,125
1,186,913
Novo
Nordisk
A/S,
Class
B
11,203
1,140,277
Recordati
Industria
Chimica
e
Farmaceutica
SpA
23,676
1,141,039
Roche
Holding
AG
4,309
1,169,731
Sanofi
SA
12,368
1,153,259
Shionogi
&
Co.
Ltd.
24,158
1,140,288
UCB
SA
15,472
1,145,241
9,229,453
Professional
Services
—
4.0%
Computershare
Ltd.
75,631
1,183,974
RELX
plc
30,995
1,192,839
Wolters
Kluwer
NV
8,565
1,180,307
3,557,120
Real
Estate
Management
&
Development
—
2.6%
Hulic
Co.
Ltd.
120,149
1,193,078
Swire
Properties
Ltd.
572,928
1,113,536
2,306,614
Retail
REITs
—
1.3%
Japan
Metropolitan
Fund
Invest,
REIT
1,727
1,150,671
Semiconductors
&
Semiconductor
Equipment
—
2.7%
ASML
Holding
NV
1,678
1,140,629
Lasertec
Corp.
5,520
1,233,678
2,374,307
Software
—
4.2%
Nemetschek
SE
13,189
1,151,817
Sage
Group
plc
(The)
93,480
1,337,845
SAP
SE
7,550
1,198,436
3,688,098
Specialty
Retail
—
1.4%
Nitori
Holdings
Co.
Ltd.
10,980
1,267,080
Investments
Shares
Value
Common
Stocks
(continued)
Technology
Hardware,
Storage
&
Peripherals
—
1.3%
FUJIFILM
Holdings
Corp.
19,712
$
1,154,706
Trading
Companies
&
Distributors
—
4.0%
Ashtead
Group
plc
19,704
1,188,096
Brenntag
SE
13,770
1,191,138
Bunzl
plc
31,816
1,209,130
3,588,364
Water
Utilities
—
1.3%
United
Utilities
Group
plc
85,876
1,186,078
Total
Common
Stocks
(Cost
$86,696,065)
87,922,695
Securities
Lending
Reinvestments
(b)
—
0.0%
(c)
Investment
Companies
—
0.0%
(c)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$9,650)
9,650
9,650
Principal
Amount
Short-Term
Investments
—
0.4%
Repurchase
Agreements
(e)
—
0.4%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$319,828
(Cost
$319,781)
$
319,781
319,781
Total
Investments
—
99.5%
(Cost
$87,025,496)
88,252,126
Other
assets
less
liabilities
—
0.5%
422,781
Net
Assets
—
100.0%
$
88,674,907
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$9,165,
collateralized
in
the
form
of
cash
with
a
value
of
$9,650
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$9,650.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
MSCI
EAFE
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
41
EFAD
::
Abbreviations
CVA
Dutch
Certification
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
8,518,808
Aggregate
gross
unrealized
depreciation
(7,414,284)
Net
unrealized
appreciation
$
1,104,524
Federal
income
tax
cost
$
87,147,602
MSCI
EAFE
Dividend
Growers
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
Japan
27.6%
United
Kingdom
17.4%
Switzerland
9.4%
Australia
6.7%
Germany
6.6%
United
States
5.3%
Belgium
5.3%
Hong
Kong
5.1%
Denmark
3.9%
Spain
2.7%
Netherlands
2.6%
Italy
2.6%
New
Zealand
1.4%
Norway
1.3%
Ireland
1.3%
Other
a
0.8%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
MSCI
EMERGING
MARKETS
DIVIDEND
GROWERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
42
EMDV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
103.3%
Automobiles
—
1.7%
Ford
Otomotiv
Sanayi
A/S
9,018
$
262,652
Banks
—
7.0%
Bank
of
Communications
Co.
Ltd.,
Class
a
A
323,300
264,773
China
Construction
Bank
Corp.,
Class
a
A
296,000
265,661
China
Merchants
Bank
Co.
Ltd.,
Class
a
A
61,800
249,509
Industrial
&
Commercial
Bank
of
China
Ltd.,
Class
a
A
393,200
265,225
1,045,168
Beverages
—
12.1%
Anhui
Gujing
Distillery
Co.
Ltd.,
Class
a
B
15,900
241,391
Arca
Continental
SAB
de
CV
25,427
259,636
Coca-Cola
Femsa
SAB
de
CV
31,119
261,551
Jiangsu
King's
Luck
Brewery
JSC
Ltd.,
Class
a
A
34,700
261,945
Kweichow
Moutai
Co.
Ltd.,
Class
a
A
1,100
276,354
Luzhou
Laojiao
Co.
Ltd.,
Class
a
A
9,100
264,798
Wuliangye
Yibin
Co.
Ltd.,
Class
a
A
12,200
255,175
1,820,850
Building
Products
—
1.8%
Astral
Ltd.
11,624
271,763
Capital
Markets
—
1.7%
Reinet
Investments
SCA
11,068
259,796
Chemicals
—
7.0%
Asian
Paints
Ltd.
7,004
262,031
Berger
Paints
India
Ltd.
37,745
259,980
Pidilite
Industries
Ltd.
8,856
271,047
Sinoma
Science
&
Technology
Co.
Ltd.,
Class
a
A
108,100
254,678
1,047,736
Construction
&
Engineering
—
3.4%
China
Railway
Group
Ltd.,
Class
a
A
325,500
257,446
Metallurgical
Corp.
of
China
Ltd.,
Class
a
A
585,500
254,533
511,979
Electric
Utilities
—
3.4%
Interconexion
Electrica
SA
ESP
67,055
253,136
Power
Grid
Corp.
of
India
Ltd.
105,083
263,294
516,430
Electrical
Equipment
—
1.8%
WEG
SA
38,300
266,043
Investments
Shares
Value
Common
Stocks
(continued)
Electronic
Equipment,
Instruments
&
Components
—
2.0%
Unimicron
Technology
Corp.
52,171
$
295,591
Financial
Services
—
1.9%
Chailease
Holding
Co.
Ltd.
46,895
279,208
Gas
Utilities
—
3.4%
ENN
Energy
Holdings
Ltd.
34,734
241,008
Indraprastha
Gas
Ltd.
57,097
266,404
507,412
Ground
Transportation
—
1.7%
Localiza
Rent
a
Car
SA
21,080
257,137
Health
Care
Equipment
&
Supplies
—
1.7%
Lepu
Medical
Technology
Beijing
Co.
Ltd.,
Class
a
A
109,200
262,935
Independent
Power
and
Renewable
Electricity
Producers
—
1.8%
China
National
Nuclear
Power
Co.
Ltd.,
Class
a
A
267,500
263,715
Industrial
Conglomerates
—
3.6%
LG
Corp.
3,990
260,093
Mytilineos
SA
6,876
274,981
535,074
Insurance
—
3.4%
People's
Insurance
Co.
Group
of
China
Ltd.
(The),
Class
a
H
787,839
255,173
Ping
An
Insurance
Group
Co.
of
China
Ltd.,
Class
a
A
44,100
252,322
507,495
Interactive
Media
&
Services
—
3.6%
NAVER
Corp.
1,683
271,336
Tencent
Holdings
Ltd.
6,296
263,566
534,902
IT
Services
—
8.8%
Chinasoft
International
Ltd.*
315,377
270,105
Infosys
Ltd.,
ADR
15,220
267,111
LTIMindtree
Ltd.(a)
3,959
262,847
Mphasis
Ltd.
9,361
264,311
Persistent
Systems
Ltd.
3,394
260,468
1,324,842
Machinery
—
1.7%
Zhejiang
Dingli
Machinery
Co.
Ltd.,
Class
a
A
37,800
257,622
Metals
&
Mining
—
1.9%
Huaibei
Mining
Holdings
Co.
Ltd.,
Class
a
A
129,600
287,883
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
MSCI
EMERGING
MARKETS
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
43
EMDV
::
Investments
Shares
Value
Common
Stocks
(continued)
Polyus
PJSC,
GDR*‡(a)(b)
3,949
$
—
287,883
Oil,
Gas
&
Consumable
Fuels
—
3.7%
China
Coal
Energy
Co.
Ltd.,
Class
a
H
334,896
283,821
Rosneft
Oil
Co.
PJSC,
GDR*‡(a)
(b)
25,159
—
Yankuang
Energy
Group
Co.
Ltd.,
Class
a
H
149,655
278,186
562,007
Personal
Care
Products
—
1.8%
Hindustan
Unilever
Ltd.
8,775
267,852
Pharmaceuticals
—
7.0%
CSPC
Pharmaceutical
Group
Ltd.
292,915
264,367
Hanmi
Pharm
Co.
Ltd.
1,132
269,806
Yuhan
Corp.
5,479
260,328
Zhangzhou
Pientzehuang
Pharmaceutical
Co.
Ltd.,
Class
a
A
7,400
262,299
1,056,800
Real
Estate
Management
&
Development
—
3.5%
China
Overseas
Property
Holdings
Ltd.
313,933
255,606
Greentown
China
Holdings
Ltd.
254,488
270,735
526,341
Software
—
3.4%
Shanghai
Baosight
Software
Co.
Ltd.,
Class
a
A
43,300
255,031
Tata
Elxsi
Ltd.
2,655
262,744
517,775
Specialty
Retail
—
1.6%
Zhongsheng
Group
Holdings
Ltd.
102,557
245,518
Technology
Hardware,
Storage
&
Peripherals
—
1.6%
Wistron
Corp.
83,725
245,225
Tobacco
—
1.8%
ITC
Ltd.
50,352
263,130
Water
Utilities
—
1.7%
Guangdong
Investment
Ltd.
373,187
258,942
Wireless
Telecommunication
Services
—
1.8%
PLDT,
Inc.
11,761
272,989
Total
Common
Stocks
(Cost
$15,631,132)
15,532,812
Investments
Principal
Amount
Value
Corporate
Bonds
—
0.0%(c)
Food
Products
—
0.0%(c)
Britannia
Industries
Ltd.
Series
N3,
5.50%,
6/3/2024
(Cost
$3,560)
INR
259,086
$
3,066
Total
Investments
—
103.3%
(Cost
$15,634,692)
15,535,878
Liabilities
in
excess
of
other
assets
—
(3.3%)
(502,532)
Net
Assets
—
100.0%
$
15,033,346
*
Non-income
producing
security.
‡
Value
determined
using
significant
unobservable
inputs.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(b)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$0,
which
represents
approximately
0.00%
of
net
assets
of
the
Fund.
(c)
Represents
less
than
0.05%
of
net
assets.
Abbreviations
ADR
American
Depositary
Receipt
GDR
Global
Depositary
Receipt
INR
Indian
Rupee
PJSC
Public
Joint
Stock
Company
SCA
Limited
partnership
with
share
capital
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,021,292
Aggregate
gross
unrealized
depreciation
(1,164,792)
Net
unrealized
depreciation
$
(143,500)
Federal
income
tax
cost
$
15,679,378
See
accompanying
notes
to
the
financial
statements.
MSCI
EMERGING
MARKETS
DIVIDEND
GROWERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
44
EMDV
::
MSCI
Emerging
Markets
Dividend
Growers
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
China
52.1%
India
22.9%
South
Korea
7.1%
Taiwan
5.5%
Brazil
3.5%
Mexico
3.5%
Greece
1.8%
Philippines
1.8%
Turkey
1.7%
Luxembourg
1.7%
Colombia
1.7%
Russia
0.0%*
Other
a
(3.3)%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
MSCI
EUROPE
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
45
EUDV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
98.9%
Aerospace
&
Defense
—
2.3%
BAE
Systems
plc
14,823
$
197,034
Air
Freight
&
Logistics
—
2.2%
DSV
A/S
1,235
186,249
Beverages
—
2.3%
Diageo
plc
5,610
196,263
Building
Products
—
2.4%
Geberit
AG
(Registered)
364
204,866
Capital
Markets
—
2.4%
Partners
Group
Holding
AG
155
205,437
Chemicals
—
9.2%
Croda
International
plc
3,421
194,194
Givaudan
SA
(Registered)
53
199,432
Sika
AG
(Registered)
739
201,588
Symrise
AG,
Class
A
1,851
208,425
803,639
Construction
&
Engineering
—
2.3%
ACS
Actividades
de
Construccion
y
Servicios
SA
4,996
199,784
Diversified
Telecommunication
Services
—
2.3%
Telenor
ASA
18,845
203,332
Electronic
Equipment,
Instruments
&
Components
—
2.3%
Halma
plc
7,525
203,005
Financial
Services
—
2.3%
Sofina
SA
890
198,294
Food
Products
—
9.3%
Chocoladefabriken
Lindt
&
Spruengli
AG
16
199,092
Kerry
Group
plc,
Class
A
2,489
201,563
Lotus
Bakeries
NV
24
208,967
Nestle
SA
(Registered)
1,768
202,002
811,624
Gas
Utilities
—
2.3%
Enagas
SA
10,977
201,214
Health
Care
Equipment
&
Supplies
—
4.6%
Coloplast
A/S,
Class
B
1,781
210,598
DiaSorin
SpA
2,030
192,566
403,164
Industrial
Conglomerates
—
2.3%
DCC
plc
2,983
201,732
Investments
Shares
Value
Common
Stocks
(continued)
Industrial
REITs
—
2.3%
Warehouses
De
Pauw
CVA,
REIT
7,129
$
200,529
Insurance
—
4.5%
Legal
&
General
Group
plc
67,791
196,786
Swiss
Life
Holding
AG
(Registered)
304
195,989
392,775
IT
Services
—
2.1%
Bechtle
AG
3,747
185,938
Machinery
—
2.3%
Spirax-Sarco
Engineering
plc
1,711
200,315
Multi-Utilities
—
2.3%
National
Grid
plc
15,412
200,474
Pharmaceuticals
—
13.6%
Novartis
AG
(Registered)
2,062
201,848
Novo
Nordisk
A/S,
Class
B
1,905
193,897
Recordati
Industria
Chimica
e
Farmaceutica
SpA
4,026
194,029
Roche
Holding
AG
733
198,982
Sanofi
SA
2,103
196,095
UCB
SA
2,631
194,747
1,179,598
Professional
Services
—
4.6%
RELX
plc
5,271
202,854
Wolters
Kluwer
NV
1,456
200,645
403,499
Semiconductors
&
Semiconductor
Equipment
—
2.2%
ASML
Holding
NV
285
193,730
Software
—
7.2%
Nemetschek
SE
2,243
195,885
Sage
Group
plc
(The)
15,896
227,497
SAP
SE
1,284
203,813
627,195
Trading
Companies
&
Distributors
—
7.0%
Ashtead
Group
plc
3,351
202,056
Brenntag
SE
2,342
202,588
Bunzl
plc
5,410
205,601
610,245
Water
Utilities
—
2.3%
United
Utilities
Group
plc
14,603
201,690
Total
Common
Stocks
(Cost
$8,799,929)
8,611,625
See
accompanying
notes
to
the
financial
statements.
MSCI
EUROPE
DIVIDEND
GROWERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
46
EUDV
::
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.3%
Repurchase
Agreements
(a)
—
0.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$23,911
(Cost
$23,907)
$
23,907
$
23,907
Total
Investments
—
99.2%
(Cost
$8,823,836)
8,635,532
Other
assets
less
liabilities
—
0.8%
73,486
Net
Assets
—
100.0%
$
8,709,018
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
CVA
Dutch
Certification
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
744,457
Aggregate
gross
unrealized
depreciation
(947,223)
Net
unrealized
depreciation
$
(202,766)
Federal
income
tax
cost
$
8,838,298
MSCI
Europe
Dividend
Growers
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
Kingdom
30.2%
Switzerland
16.2%
Germany
11.5%
Belgium
9.2%
United
States
6.9%
Denmark
6.8%
Spain
4.6%
Netherlands
4.5%
Italy
4.4%
Norway
2.3%
Ireland
2.3%
Other
a
1.1%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
MSCI
TRANSFORMATIONAL
CHANGES
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
47
ANEW
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.6%
Biotechnology
—
3.4%
AbbVie,
Inc.
1,165
$
165,884
Beam
Therapeutics,
Inc.*
436
12,243
Beijing
Wantai
Biological
Pharmacy
Enterprise
Co.
Ltd.,
Class
a
A
36
246
CRISPR
Therapeutics
AG*
186
12,412
ImmunoGen,
Inc.*
897
26,327
Intellia
Therapeutics,
Inc.*
443
13,126
Moderna,
Inc.*
464
36,053
Ultragenyx
Pharmaceutical,
Inc.*
341
13,248
279,539
Broadline
Retail
—
6.4%
Alibaba
Group
Holding
Ltd.*
16,868
157,099
Amazon.com,
Inc.*
1,103
161,137
eBay,
Inc.
900
36,909
Naspers
Ltd.,
Class
a
N*
873
160,860
516,005
Capital
Markets
—
0.4%
Coinbase
Global,
Inc.,
Class
a
A*
152
18,958
Robinhood
Markets,
Inc.,
Class
a
A*
1,984
17,459
36,417
Chemicals
—
10.8%
Chr
Hansen
Holding
A/S
932
74,520
Corteva,
Inc.
3,439
155,443
FMC
Corp.
1,760
94,442
International
Flavors
&
Fragrances,
Inc.
2,182
164,479
Nutrien
Ltd.
2,839
151,851
Scotts
Miracle-Gro
Co.
(The)
594
33,062
Sensient
Technologies
Corp.
596
34,532
Symrise
AG,
Class
a
A
1,518
170,522
878,851
Communications
Equipment
—
0.7%
Cisco
Systems,
Inc.
869
42,042
F5,
Inc.*
98
16,777
58,819
Diversified
Telecommunication
Services
—
0.6%
Cogent
Communications
Holdings,
Inc.
240
15,326
Iridium
Communications,
Inc.
437
16,650
Singapore
Telecommunications
Ltd.
9,349
16,144
48,120
Electronic
Equipment,
Instruments
&
Components
—
0.6%
Cognex
Corp.
433
16,324
Novanta,
Inc.*
94
13,577
Softwareone
Holding
AG*
789
16,038
45,939
Investments
Shares
Value
Common
Stocks
(continued)
Entertainment
—
7.7%
37
Interactive
Entertainment
Network
Technology
Group
Co.
Ltd.
11,000
$
34,168
Electronic
Arts,
Inc.
843
116,342
International
Games
System
Co.
Ltd.
1,761
37,543
Netflix,
Inc.*
340
161,150
Nintendo
Co.
Ltd.
3,391
158,091
Sea
Ltd.,
ADR*
922
33,395
Take-Two
Interactive
Software,
Inc.*
556
87,959
628,648
Financial
Services
—
3.1%
Adyen
NV*(a)
14
16,321
Euronet
Worldwide,
Inc.*
184
16,048
Mastercard,
Inc.,
Class
a
A
204
84,421
PayPal
Holdings,
Inc.*
283
16,304
Visa,
Inc.,
Class
a
A
389
99,849
Wise
plc,
Class
a
A*
1,780
17,546
250,489
Food
Products
—
4.8%
Charoen
Pokphand
Foods
PCL,
NVDR
40,575
22,953
Kerry
Group
plc,
Class
a
A
1,894
153,013
McCormick
&
Co.,
Inc.
(Non-Voting)
2,455
159,158
Simply
Good
Foods
Co.
(The)*
1,335
51,718
386,842
Health
Care
Equipment
&
Supplies
—
11.2%
Abbott
Laboratories
1,592
166,030
Boston
Scientific
Corp.*
2,100
117,369
CONMED
Corp.
123
13,194
Dexcom,
Inc.*
556
64,229
Edwards
Lifesciences
Corp.*
872
59,043
Glaukos
Corp.*
210
13,417
Globus
Medical,
Inc.,
Class
a
A*
295
13,251
Inari
Medical,
Inc.*
230
13,729
Inspire
Medical
Systems,
Inc.*
94
13,659
Integra
LifeSciences
Holdings
Corp.*
346
13,560
Intuitive
Surgical,
Inc.*
504
156,663
Neogen
Corp.*
2,900
49,213
QuidelOrtho
Corp.*
196
13,471
ResMed,
Inc.
211
33,281
Shockwave
Medical,
Inc.*
77
13,440
Stryker
Corp.
490
145,202
TransMedics
Group,
Inc.*
192
14,531
913,282
Health
Care
Providers
&
Services
—
0.8%
Acadia
Healthcare
Co.,
Inc.*
185
13,503
Guardant
Health,
Inc.*
561
14,121
Henry
Schein,
Inc.*
195
13,012
Quest
Diagnostics,
Inc.
161
22,094
62,730
See
accompanying
notes
to
the
financial
statements.
MSCI
TRANSFORMATIONAL
CHANGES
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
48
ANEW
::
Investments
Shares
Value
Common
Stocks
(continued)
Health
Care
Technology
—
0.2%
Doximity,
Inc.,
Class
a
A*
549
$
12,764
Hotels,
Restaurants
&
Leisure
—
5.1%
Booking
Holdings,
Inc.*
51
159,411
Delivery
Hero
SE*(a)
2,383
75,495
DoorDash,
Inc.,
Class
a
A*
1,683
158,168
Just
Eat
Takeaway.com
NV*(a)
1,349
21,051
414,125
Interactive
Media
&
Services
—
7.9%
Alphabet,
Inc.,
Class
a
A*
1,087
144,060
Kuaishou
Technology*(a)
4,605
34,016
Meta
Platforms,
Inc.,
Class
a
A*
474
155,069
Pinterest,
Inc.,
Class
a
A*
1,105
37,647
REA
Group
Ltd.
338
34,673
Snap,
Inc.,
Class
a
A*
2,923
40,425
Tencent
Holdings
Ltd.
3,845
160,961
Ziff
Davis,
Inc.*
538
34,335
641,186
IT
Services
—
1.7%
Accenture
plc,
Class
a
A
60
19,988
Cloudflare,
Inc.,
Class
a
A*
222
17,127
Elm
Co.
83
16,474
Fastly,
Inc.,
Class
a
A*
860
14,285
GoDaddy,
Inc.,
Class
a
A*
174
17,410
Okta,
Inc.,
Class
a
A*
224
15,019
Perficient,
Inc.*
254
15,718
Snowflake,
Inc.,
Class
a
A*
97
18,205
134,226
Life
Sciences
Tools
&
Services
—
3.2%
10X
Genomics,
Inc.,
Class
a
A*
309
13,448
Bio-Techne
Corp.
227
14,278
Danaher
Corp.
764
170,610
Genscript
Biotech
Corp.*
4,381
12,170
Illumina,
Inc.*
227
23,143
Medpace
Holdings,
Inc.*
49
13,265
QIAGEN
NV*
338
13,852
260,766
Machinery
—
3.6%
AGCO
Corp.
898
101,950
Bucher
Industries
AG
(Registered)
55
21,668
Deere
&
Co.
424
154,510
SMC
Corp.
32
16,069
294,197
Media
—
0.2%
Trade
Desk,
Inc.
(The),
Class
a
A*
240
16,911
Pharmaceuticals
—
6.0%
Eli
Lilly
&
Co.
270
159,581
Johnson
&
Johnson
1,075
166,259
Investments
Shares
Value
Common
Stocks
(continued)
Roche
Holding
AG
601
$
162,003
487,843
Professional
Services
—
0.4%
ASGN,
Inc.*
178
15,885
Paylocity
Holding
Corp.*
106
16,607
32,492
Semiconductors
&
Semiconductor
Equipment
—
5.3%
Advanced
Micro
Devices,
Inc.*
197
23,869
Ambarella,
Inc.*
289
16,967
Broadcom,
Inc.
125
115,716
Intel
Corp.
633
28,295
MediaTek,
Inc.
559
16,910
NVIDIA
Corp.
320
149,664
QUALCOMM,
Inc.
346
44,651
Silicon
Laboratories,
Inc.*
155
16,332
Synaptics,
Inc.*
152
15,389
427,793
Software
—
13.0%
Adobe,
Inc.*
263
160,696
Altair
Engineering,
Inc.,
Class
a
A*
217
15,724
Alteryx,
Inc.,
Class
a
A*
904
36,205
ANSYS,
Inc.*
117
34,323
Blackbaud,
Inc.*
216
16,252
BlackLine,
Inc.*
280
16,198
Box,
Inc.,
Class
a
A*
617
16,147
Braze,
Inc.,
Class
a
A*
316
17,361
C3.ai,
Inc.,
Class
a
A*
575
16,744
Check
Point
Software
Technologies
Ltd.*
113
16,498
CommVault
Systems,
Inc.*
227
16,703
Crowdstrike
Holdings,
Inc.,
Class
a
A*
78
18,485
CyberArk
Software
Ltd.*
85
16,938
DocuSign,
Inc.,
Class
a
A*
368
15,861
Dropbox,
Inc.,
Class
a
A*
582
16,401
Dynatrace,
Inc.*
312
16,708
Five9,
Inc.*
216
16,463
Fortinet,
Inc.*
311
16,346
Gen
Digital,
Inc.
776
17,134
HubSpot,
Inc.*
75
37,045
InterDigital,
Inc.
163
16,287
KPIT
Technologies
Ltd.
828
14,886
Marathon
Digital
Holdings,
Inc.*
1,516
18,146
Microsoft
Corp.
427
161,794
MicroStrategy,
Inc.,
Class
a
A*
32
15,946
Nutanix,
Inc.,
Class
a
A*
405
17,451
Oracle
Corp.
367
42,649
Palo
Alto
Networks,
Inc.*
75
22,132
Q2
Holdings,
Inc.*
444
15,771
Qualys,
Inc.*
90
16,636
Rapid7,
Inc.*
308
16,678
Riot
Platforms,
Inc.*
1,425
17,884
SAP
SE
178
28,187
SentinelOne,
Inc.,
Class
a
A*
926
17,677
Smartsheet,
Inc.,
Class
a
A*
386
16,359
Sprout
Social,
Inc.,
Class
a
A*
642
36,530
Tenable
Holdings,
Inc.*
408
16,887
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
MSCI
TRANSFORMATIONAL
CHANGES
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
49
ANEW
::
Investments
Shares
Value
Common
Stocks
(continued)
Trend
Micro,
Inc.
330
$
16,725
Varonis
Systems,
Inc.,
Class
a
B*
411
17,217
1,060,074
Technology
Hardware,
Storage
&
Peripherals
—
2.5%
Apple,
Inc.
842
159,938
NetApp,
Inc.
207
18,918
Samsung
Electronics
Co.
Ltd.,
GDR(a)
17
23,647
202,503
Total
Common
Stocks
(Cost
$8,706,212)
8,090,561
Principal
Amount
Short-Term
Investments
—
0.3%
Repurchase
Agreements
(b)
—
0.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$22,012
(Cost
$22,008)
$
22,008
22,008
Total
Investments
—
99.9%
(Cost
$8,728,220)
8,112,569
Other
assets
less
liabilities
—
0.1%
11,619
Net
Assets
—
100.0%
$
8,124,188
*
Non-income
producing
security.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(b)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
GDR
Global
Depositary
Receipt
NVDR
Non-Voting
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
918,304
Aggregate
gross
unrealized
depreciation
(1,683,843)
Net
unrealized
depreciation
$
(765,539)
Federal
income
tax
cost
$
8,878,108
MSCI
Transformational
Changes
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
78.1%
China
4.9%
Germany
2.6%
Japan
2.4%
South
Africa
2.0%
Ireland
1.9%
Canada
1.9%
South
Korea
1.2%
Denmark
0.9%
Taiwan
0.7%
Singapore
0.6%
United
Kingdom
0.5%
Australia
0.4%
Switzerland
0.4%
Thailand
0.3%
Israel
0.2%
Saudi
Arabia
0.2%
Netherlands
0.2%
India
0.2%
Other
a
0.4%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NANOTECHNOLOGY
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
50
TINY
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.6%
Biotechnology
—
1.0%
Novavax,
Inc.*(a)
5,278
$
29,029
Chemicals
—
7.8%
Advanced
Nano
Products
Co.
Ltd.
680
67,202
JSR
Corp.
4,131
113,375
Nanofilm
Technologies
International
Ltd.(b)
37,092
24,539
Toyo
Gosei
Co.
Ltd.
455
20,562
225,678
Electronic
Equipment,
Instruments
&
Components
—
6.8%
Lightwave
Logic,
Inc.*(a)
6,511
25,914
nLight
,
Inc.*
2,600
34,372
Oxford
Instruments
plc
3,234
86,351
Park
Systems
Corp.
389
48,423
195,060
Health
Care
Equipment
&
Supplies
—
4.0%
Jeol
Ltd.
2,906
114,899
Life
Sciences
Tools
&
Services
—
9.1%
Agilent
Technologies,
Inc.
1,070
136,746
Bruker
Corp.
1,916
124,712
261,458
Semiconductors
&
Semiconductor
Equipment
—
66.7%
ACM
Research,
Inc.,
Class
A*
3,075
51,168
Applied
Materials,
Inc.
837
125,366
ASML
Holding
NV
184
124,777
Axcelis
Technologies,
Inc.*
796
98,927
Entegris
,
Inc.
1,252
130,709
Intel
Corp.
3,093
138,257
KLA
Corp.
240
130,709
Lam
Research
Corp.
188
134,593
NVIDIA
Corp.
271
126,747
Onto
Innovation,
Inc.*
957
134,946
SCREEN
Holdings
Co.
Ltd.
2,279
165,553
SUESS
MicroTec
SE
1,069
31,010
Taiwan
Semiconductor
Manufacturing
Co.
Ltd.,
ADR
1,182
115,020
Tower
Semiconductor
Ltd.*
4,734
129,617
Ultra
Clean
Holdings,
Inc.*
2,505
67,986
Ulvac
,
Inc.
2,787
122,338
Veeco
Instruments,
Inc.*
3,150
89,869
1,917,592
Technology
Hardware,
Storage
&
Peripherals
—
4.2%
Canon,
Inc.
4,746
121,867
Total
Common
Stocks
(Cost
$2,876,351)
2,865,583
Investments
Shares
Value
Securities
Lending
Reinvestments
(c)
—
1.3%
Investment
Companies
—
1.3%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$36,308)
36,308
$
36,308
Total
Investments
—
100.9%
(Cost
$2,912,659)
2,901,891
Liabilities
in
excess
of
other
assets
—
(0.9%)
(27,047)
Net
Assets
—
100.0%
$
2,874,844
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$47,534,
collateralized
in
the
form
of
cash
with
a
value
of
$36,308
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$14,629
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.13%,
and
maturity
dates
ranging
from
December
7,
2023
–
November
15,
2052.
The
total
value
of
collateral
is
$50,937.
(b)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$36,308.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
410,239
Aggregate
gross
unrealized
depreciation
(423,388)
Net
unrealized
depreciation
$
(13,149)
Federal
income
tax
cost
$
2,915,040
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
NANOTECHNOLOGY
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
51
TINY
::
Nanotechnology
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
55.0%
Japan
22.9%
Israel
4.5%
Netherlands
4.3%
South
Korea
4.0%
Taiwan
4.0%
United
Kingdom
3.0%
Germany
1.1%
Singapore
0.8%
Other
a
0.4%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NASDAQ-100
DORSEY
WRIGHT
MOMENTUM
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
52
QQQA
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.8%
Automobiles
—
4.2%
Tesla,
Inc.*
1,961
$
470,797
Broadline
Retail
—
11.0%
Amazon.com,
Inc.*
3,791
553,827
PDD
Holdings,
Inc.,
ADR*
4,639
683,974
1,237,801
Commercial
Services
&
Supplies
—
4.8%
Copart,
Inc.*
10,757
540,217
Electric
Utilities
—
4.6%
Constellation
Energy
Corp.
4,328
523,861
Hotels,
Restaurants
&
Leisure
—
4.6%
Booking
Holdings,
Inc.*
166
518,866
Interactive
Media
&
Services
—
4.5%
Meta
Platforms,
Inc.,
Class
A*
1,562
511,008
Machinery
—
4.8%
PACCAR,
Inc.
5,875
539,443
Media
—
7.7%
Charter
Communications,
Inc.,
Class
A*
1,094
437,742
Trade
Desk,
Inc.
(The),
Class
A*
6,132
432,061
869,803
Semiconductors
&
Semiconductor
Equipment
—
9.0%
Broadcom,
Inc.
558
516,557
NVIDIA
Corp.
1,082
506,052
1,022,609
Software
—
40.0%
Adobe,
Inc.*
898
548,687
Atlassian
Corp.,
Class
A*
2,612
498,761
Cadence
Design
Systems,
Inc.*
1,965
536,976
Crowdstrike
Holdings,
Inc.,
Class
A*
2,650
628,023
Palo
Alto
Networks,
Inc.*
1,896
559,491
Synopsys,
Inc.*
1,006
546,489
Workday,
Inc.,
Class
A*
2,289
619,678
Zscaler,
Inc.*
2,920
576,788
4,514,893
Specialty
Retail
—
4.6%
O'Reilly
Automotive,
Inc.*
532
522,626
Total
Common
Stocks
(Cost
$9,069,969)
11,271,924
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.2%
Repurchase
Agreements
(a)
—
0.2%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$18,712
(Cost
$18,709)
$
18,709
$
18,709
Total
Investments
—
100.0%
(Cost
$9,088,678)
11,290,633
Liabilities
in
excess
of
other
assets
—
0.0%(b)
(2,401)
Net
Assets
—
100.0%
$
11,288,232
*
Non-income
producing
security.
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
(b)
Represents
less
than
0.05%
of
net
assets.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,290,135
Aggregate
gross
unrealized
depreciation
(88,216)
Net
unrealized
appreciation
$
2,201,919
Federal
income
tax
cost
$
9,088,714
NOVEMBER
30,
2023
(UNAUDITED)
::
ON
DEMAND
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
53
OND
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.9%
Entertainment
—
51.0%
Bilibili
,
Inc.,
Class
a
Z
*
1,155
$
13,293
Capcom
Co.
Ltd.
653
21,947
Electronic
Arts,
Inc.
209
28,844
Krafton
,
Inc.*
140
23,114
NCSoft
Corp.
77
15,637
NetEase,
Inc.
1,534
34,622
Netflix,
Inc.*
67
31,756
Nexon
Co.
Ltd.
1,280
27,610
ROBLOX
Corp.,
Class
a
A
*
662
26,023
Spotify
Technology
SA*
176
32,579
Square
Enix
Holdings
Co.
Ltd.
402
13,915
Take-Two
Interactive
Software,
Inc.*
194
30,691
Ubisoft
Entertainment
SA*
429
12,202
312,233
Ground
Transportation
—
13.5%
Grab
Holdings
Ltd.,
Class
a
A
*
8,581
26,086
Lyft,
Inc.,
Class
a
A
*
1,557
18,264
Uber
Technologies,
Inc.*
672
37,887
82,237
Hotels,
Restaurants
&
Leisure
—
21.2%
Delivery
Hero
SE*(a)
678
21,480
DoorDash
,
Inc.,
Class
a
A
*
393
36,934
Just
Eat
Takeaway.com
NV*(a)
1,006
15,699
Meituan
,
Class
a
B
*(a)
1,721
19,961
Zomato
Ltd.*
25,242
35,883
129,957
Interactive
Media
&
Services
—
5.8%
Snap,
Inc.,
Class
a
A
*
2,564
35,460
Investments
Shares
Value
Common
Stocks
(continued)
Leisure
Products
—
1.4%
Peloton
Interactive,
Inc.,
Class
a
A
*
1,525
$
8,631
Semiconductors
&
Semiconductor
Equipment
—
7.0%
Ambarella,
Inc.*
184
10,803
NVIDIA
Corp.
68
31,803
42,606
Total
Common
Stocks
(Cost
$1,053,801)
611,124
Total
Investments
—
99.9%
(Cost
$1,053,801)
611,124
Other
assets
less
liabilities
—
0.1%
745
Net
Assets
—
100.0%
$
611,869
*
Non-income
producing
security.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
85,673
Aggregate
gross
unrealized
depreciation
(553,236)
Net
unrealized
depreciation
$
(467,563)
Federal
income
tax
cost
$
1,078,687
On-Demand
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
53.9%
China
11.1%
Japan
10.4%
South
Korea
9.8%
India
5.9%
Singapore
4.2%
United
Kingdom
2.6%
France
2.0%
Other
a
0.1%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
ONLINE
RETAIL
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
54
ONLN
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.9%
Broadline
Retail
—
62.8%
Alibaba
Group
Holding
Ltd.,
ADR*
108,386
$
8,115,944
Amazon.com,
Inc.*
158,902
23,213,993
Coupang,
Inc.,
Class
A*
271,867
4,154,128
eBay,
Inc.
137,555
5,641,131
Etsy,
Inc.*
55,313
4,193,278
Global-e
Online
Ltd.*
33,885
1,160,561
JD.com,
Inc.,
ADR
96,849
2,656,568
MercadoLibre,
Inc.*
2,689
4,357,417
Ozon
Holdings
plc,
ADR*‡(a)
60,470
—
PDD
Holdings,
Inc.,
ADR*
58,959
8,692,915
62,185,935
Entertainment
—
4.3%
Sea
Ltd.,
ADR*
117,462
4,254,473
Specialty
Retail
—
29.0%
Beyond,
Inc.*
229,061
4,402,552
Buckle,
Inc.
(The)
98,876
3,812,659
Carvana
Co.,
Class
A*(b)
128,606
4,027,940
Chewy,
Inc.,
Class
A*
220,824
3,846,754
Farfetch
Ltd.,
Class
A*(b)
544,806
637,423
Revolve
Group,
Inc.,
Class
A*(b)
262,875
3,501,495
Wayfair,
Inc.,
Class
A*
75,432
4,209,106
Williams-Sonoma,
Inc.
22,956
4,305,168
28,743,097
Textiles,
Apparel
&
Luxury
Goods
—
3.8%
Figs,
Inc.,
Class
A*
519,277
3,769,951
Total
Common
Stocks
(Cost
$129,753,163)
98,953,456
Securities
Lending
Reinvestments
(c)
—
1.2%
Investment
Companies
—
1.2%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$1,236,116)
1,236,116
1,236,116
Principal
Amount
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(e)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$70,652
(Cost
$70,643)
$
70,643
70,643
Total
Investments
—
101.2%
(Cost
$131,059,922)
100,260,215
Liabilities
in
excess
of
other
assets
—
(1.2%)
(1,227,756)
Net
Assets
—
100.0%
$
99,032,459
*
Non-income
producing
security.
‡
Value
determined
using
significant
unobservable
inputs.
(a)
Security
fair
valued
as
of
November
30,
2023
in
accordance
with
procedures
approved
by
the
Board
of
Trustees.
Total
value
of
all
such
securities
at
November
30,
2023
amounted
to
$0,
which
represents
approximately
0.00%
of
net
assets
of
the
Fund.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$754,283,
collateralized
in
the
form
of
cash
with
a
value
of
$1,236,116
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$1,236,116.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
7,405,222
Aggregate
gross
unrealized
depreciation
(57,582,118)
Net
unrealized
depreciation
$
(50,176,896)
Federal
income
tax
cost
$
150,437,111
NOVEMBER
30,
2023
(UNAUDITED)
::
PET
CARE
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
55
PAWZ
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.4%
Distributors
—
0.0%(a)
Arata
Corp.
595
$
25,083
Diversified
Consumer
Services
—
4.3%
Rover
Group,
Inc.,
Class
a
A*
312,454
3,418,247
Food
Products
—
18.2%
Freshpet,
Inc.*
111,256
7,893,613
General
Mills,
Inc.
23,867
1,519,374
I-TAIL
Corp.
PCL,
NVDR
1,767,493
1,050,120
J
M
Smucker
Co.
(The)
4,096
449,454
Nestle
SA
(Registered)
30,494
3,459,608
14,372,169
Health
Care
Equipment
&
Supplies
—
10.9%
IDEXX
Laboratories,
Inc.*
17,394
8,102,473
Zomedica
Corp.*
2,819,811
473,728
8,576,201
Health
Care
Providers
&
Services
—
8.1%
Cencora,
Inc.
6,936
1,410,574
CVS
Group
plc
182,945
3,441,288
Patterson
Cos.,
Inc.
3,769
95,770
PetIQ,
Inc.,
Class
a
A*
81,251
1,415,393
6,363,025
Household
Products
—
4.9%
Central
Garden
&
Pet
Co.*
27,602
1,120,089
Colgate-Palmolive
Co.
33,518
2,640,213
Spectrum
Brands
Holdings,
Inc.
1,525
105,728
3,866,030
Insurance
—
4.3%
Anicom
Holdings,
Inc.
203,805
828,911
Trupanion,
Inc.*
100,665
2,589,104
3,418,015
Pharmaceuticals
—
30.1%
Dechra
Pharmaceuticals
plc
161,672
7,804,892
Elanco
Animal
Health,
Inc.*
20,163
237,520
Merck
&
Co.,
Inc.
33,099
3,391,986
SwedenCare
AB
168,313
945,408
Virbac
SACA
11,520
3,592,572
Zoetis,
Inc.,
Class
a
A
44,044
7,781,253
23,753,631
Specialty
Retail
—
18.6%
Chewy,
Inc.,
Class
a
A*
280,216
4,881,363
Musti
Group
OYJ
91,717
2,621,640
Pet
Valu
Holdings
Ltd.(b)
111,282
2,183,897
Petco
Health
&
Wellness
Co.,
Inc.,
Class
a
A*
450,054
1,359,163
Pets
at
Home
Group
plc
911,092
3,682,966
14,729,029
Total
Common
Stocks
(Cost
$115,503,517)
78,521,430
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.3%
Repurchase
Agreements
(c)
—
0.3%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$207,641
(Cost
$207,609)
$
207,609
$
207,609
Total
Investments
—
99.7%
(Cost
$115,711,126)
78,729,039
Other
assets
less
liabilities
—
0.3%
202,167
Net
Assets
—
100.0%
$
78,931,206
*
Non-income
producing
security.
(a)
Represents
less
than
0.05%
of
net
assets.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$178,587,
collateralized
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.25%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$211,210.
(c)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
NVDR
Non-Voting
Depositary
Receipt
OYJ
Public
Limited
Company
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,429,232
Aggregate
gross
unrealized
depreciation
(44,786,580)
Net
unrealized
depreciation
$
(42,357,348)
Federal
income
tax
cost
$
121,086,387
See
accompanying
notes
to
the
financial
statements.
PET
CARE
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
56
PAWZ
::
Pet
Care
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
66.3%
United
Kingdom
18.9%
France
4.5%
Finland
3.3%
Canada
2.8%
Thailand
1.3%
Sweden
1.2%
Japan
1.1%
Other
a
0.6%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
RUSSELL
2000
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
57
SMDV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.7%
Banks
—
27.9%
Associated
Banc-Corp.
443,554
$
7,868,648
Atlantic
Union
Bankshares
Corp.
258,905
7,914,726
Bank
of
Marin
Bancorp
408,437
7,854,243
Cadence
Bank
335,977
8,416,224
Cambridge
Bancorp
144,464
8,441,032
Camden
National
Corp.
234,438
7,912,282
Central
Pacific
Financial
Corp.
452,977
7,958,806
First
Busey
Corp.
380,566
8,258,282
First
Interstate
BancSystem,
Inc.,
Class
a
A
296,677
7,680,968
First
Merchants
Corp.
257,604
7,900,715
First
of
Long
Island
Corp.
(The)
588,600
6,698,268
Fulton
Financial
Corp.
576,673
8,206,057
Glacier
Bancorp,
Inc.
254,481
8,558,196
Horizon
Bancorp,
Inc.
686,998
7,481,408
Independent
Bank
Corp.
142,318
8,114,972
Lakeland
Bancorp,
Inc.
568,994
7,049,836
Peoples
Bancorp,
Inc.
298,302
8,779,028
Premier
Financial
Corp.
408,041
8,148,579
S&T
Bancorp,
Inc.
271,365
7,595,506
Sandy
Spring
Bancorp,
Inc.
345,669
7,611,631
Simmons
First
National
Corp.,
Class
a
A
431,392
6,897,958
Southside
Bancshares,
Inc.
255,394
7,005,457
Tompkins
Financial
Corp.
148,011
7,840,143
United
Bankshares,
Inc.
255,570
8,461,923
United
Community
Banks,
Inc.
284,690
7,017,608
Washington
Trust
Bancorp,
Inc.
274,531
7,340,959
WesBanco,
Inc.
303,109
8,068,762
211,082,217
Building
Products
—
2.0%
Apogee
Enterprises,
Inc.
152,307
6,869,046
Griffon
Corp.
183,595
8,542,675
15,411,721
Capital
Markets
—
0.9%
Cohen
&
Steers,
Inc.
117,913
6,896,731
Chemicals
—
5.8%
Avient
Corp.
191,663
6,583,624
Balchem
Corp.
54,713
6,823,805
HB
Fuller
Co.
106,008
8,022,686
Quaker
Chemical
Corp.
43,329
7,746,792
Sensient
Technologies
Corp.
124,760
7,228,594
Stepan
Co.
88,065
7,271,527
43,677,028
Commercial
Services
&
Supplies
—
3.0%
ABM
Industries,
Inc.
169,246
6,937,394
HNI
Corp.
234,662
9,168,244
Matthews
International
Corp.,
Class
a
A
182,243
6,223,598
22,329,236
Investments
Shares
Value
Common
Stocks
(continued)
Construction
&
Engineering
—
1.1%
Comfort
Systems
USA,
Inc.
41,649
$
8,062,413
Consumer
Staples
Distribution
&
Retail
—
2.0%
Andersons,
Inc.
(The)
149,669
7,462,496
SpartanNash
Co.
353,286
7,832,351
15,294,847
Diversified
Telecommunication
Services
—
0.9%
Cogent
Communications
Holdings,
Inc.
108,893
6,953,907
Electric
Utilities
—
3.9%
ALLETE,
Inc.
139,995
7,766,923
Otter
Tail
Corp.
93,305
7,120,104
PNM
Resources,
Inc.
173,500
7,212,395
Portland
General
Electric
Co.
175,243
7,195,478
29,294,900
Electronic
Equipment,
Instruments
&
Components
—
0.9%
Badger
Meter,
Inc.
46,261
6,817,484
Financial
Services
—
1.1%
Cass
Information
Systems,
Inc.
200,498
8,290,592
Food
Products
—
2.1%
J
&
J
Snack
Foods
Corp.
47,435
7,805,429
Lancaster
Colony
Corp.
46,521
7,717,834
15,523,263
Gas
Utilities
—
5.7%
Chesapeake
Utilities
Corp.
69,799
6,672,784
New
Jersey
Resources
Corp.
182,288
7,692,554
Northwest
Natural
Holding
Co.
195,717
7,167,156
ONE
Gas,
Inc.
106,098
6,114,428
Southwest
Gas
Holdings,
Inc.
124,106
7,335,906
Spire,
Inc.
131,611
8,029,587
43,012,415
Health
Care
Equipment
&
Supplies
—
1.6%
Atrion
Corp.
16,512
5,091,475
LeMaitre
Vascular,
Inc.
132,980
7,008,046
12,099,521
Health
Care
Providers
&
Services
—
1.1%
Ensign
Group,
Inc.
(The)
76,700
8,212,269
Health
Care
REITs
—
0.9%
Universal
Health
Realty
Income
Trust,
REIT
164,833
6,571,892
Household
Products
—
1.1%
WD-40
Co.
35,803
8,660,030
See
accompanying
notes
to
the
financial
statements.
RUSSELL
2000
DIVIDEND
GROWERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
58
SMDV
::
Investments
Shares
Value
Common
Stocks
(continued)
Industrial
REITs
—
1.0%
Terreno
Realty
Corp.,
REIT
126,244
$
7,209,795
Insurance
—
1.2%
Horace
Mann
Educators
Corp.
268,028
8,968,217
Leisure
Products
—
1.0%
Johnson
Outdoors,
Inc.,
Class
a
A
137,470
7,222,674
Machinery
—
9.9%
Alamo
Group,
Inc.
44,806
8,230,862
Douglas
Dynamics,
Inc.
253,954
6,938,023
Franklin
Electric
Co.,
Inc.
79,490
7,074,610
Hillenbrand,
Inc.
158,690
6,147,651
Hyster-Yale
Materials
Handling,
Inc.
168,335
8,024,529
Kadant,
Inc.
34,976
9,115,445
Lindsay
Corp.
61,918
7,387,437
Standex
International
Corp.
50,060
6,699,029
Trinity
Industries,
Inc.
306,654
7,654,084
Watts
Water
Technologies,
Inc.,
Class
a
A
40,739
7,842,665
75,114,335
Marine
Transportation
—
1.1%
Matson,
Inc.
87,484
8,378,343
Media
—
0.8%
John
Wiley
&
Sons,
Inc.,
Class
a
A
206,857
6,249,150
Metals
&
Mining
—
2.8%
Kaiser
Aluminum
Corp.
101,240
5,920,515
Materion
Corp.
70,677
7,994,276
Worthington
Industries,
Inc.
102,153
7,324,370
21,239,161
Mortgage
Real
Estate
Investment
Trusts
(REITs)
—
0.8%
Arbor
Realty
Trust,
Inc.(a)
481,641
6,010,880
Multi-Utilities
—
3.0%
Avista
Corp.
230,864
7,837,833
Black
Hills
Corp.
139,786
7,211,560
Northwestern
Energy
Group,
Inc.
152,437
7,669,105
22,718,498
Personal
Care
Products
—
0.7%
Nu
Skin
Enterprises,
Inc.,
Class
a
A
321,778
5,476,662
Professional
Services
—
2.9%
CSG
Systems
International,
Inc.
141,526
6,961,664
Exponent,
Inc.
85,529
6,582,312
Insperity,
Inc.
75,876
8,630,895
22,174,871
Investments
Shares
Value
Common
Stocks
(continued)
Real
Estate
Management
&
Development
—
0.7%
Kennedy-Wilson
Holdings,
Inc.
481,329
$
5,463,084
Retail
REITs
—
1.0%
Getty
Realty
Corp.,
REIT
256,049
7,535,522
Semiconductors
&
Semiconductor
Equipment
—
0.9%
Power
Integrations,
Inc.
91,506
6,991,973
Tobacco
—
1.2%
Universal
Corp.
161,427
9,081,883
Trading
Companies
&
Distributors
—
3.0%
Applied
Industrial
Technologies,
Inc.
49,810
7,973,087
GATX
Corp.
65,068
7,092,412
McGrath
RentCorp
76,057
7,734,236
22,799,735
Water
Utilities
—
4.8%
American
States
Water
Co.
91,291
7,294,151
Artesian
Resources
Corp.,
Class
a
A
166,528
7,002,502
California
Water
Service
Group
153,005
7,737,463
Middlesex
Water
Co.
102,167
6,528,471
SJW
Group
116,886
7,672,397
36,234,984
Wireless
Telecommunication
Services
—
0.9%
Telephone
and
Data
Systems,
Inc.
357,690
7,046,493
Total
Common
Stocks
(Cost
$759,596,733)
754,106,726
Securities
Lending
Reinvestments
(b)
—
0.8%
Investment
Companies
—
0.8%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$5,883,863)
5,883,863
5,883,863
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
RUSSELL
2000
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
59
SMDV
::
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(d)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$577,181
(Cost
$577,096)
$
577,096
$
577,096
Total
Investments
—
100.6%
(Cost
$766,057,692)
760,567,685
Liabilities
in
excess
of
other
assets
—
(0.6%)
(4,255,334)
Net
Assets
—
100.0%
$
756,312,351
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$5,877,057,
collateralized
in
the
form
of
cash
with
a
value
of
$5,883,863
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$5,883,863.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(d)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
86,811,948
Aggregate
gross
unrealized
depreciation
(93,466,930)
Net
unrealized
depreciation
$
(6,654,982)
Federal
income
tax
cost
$
767,222,667
RUSSELL
U.S.
DIVIDEND
GROWERS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
60
TMDV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.7%
Banks
—
3.4%
Commerce
Bancshares,
Inc.
2,910
$
147,159
United
Bankshares,
Inc.
4,750
157,272
304,431
Beverages
—
4.5%
Brown-Forman
Corp.,
Class
B
2,161
126,937
Coca-Cola
Co.
(The)
2,388
139,555
PepsiCo,
Inc.
803
135,137
401,629
Building
Products
—
1.7%
Carlisle
Cos.,
Inc.
543
152,262
Capital
Markets
—
4.6%
Franklin
Resources,
Inc.
5,339
132,407
S&P
Global,
Inc.
365
151,778
T.
Rowe
Price
Group,
Inc.
1,274
127,566
411,751
Chemicals
—
9.5%
Air
Products
and
Chemicals,
Inc.
483
130,675
HB
Fuller
Co.
1,968
148,938
PPG
Industries,
Inc.
1,008
143,126
RPM
International,
Inc.
1,433
147,499
Sherwin-Williams
Co.
(The)
526
146,649
Stepan
Co.
1,637
135,167
852,054
Commercial
Services
&
Supplies
—
3.0%
ABM
Industries,
Inc.
3,144
128,873
MSA
Safety,
Inc.
782
136,177
265,050
Consumer
Staples
Distribution
&
Retail
—
6.1%
Sysco
Corp.
2,050
147,949
Target
Corp.
1,129
151,071
Walgreens
Boots
Alliance,
Inc.
5,642
112,501
Walmart,
Inc.
878
136,696
548,217
Containers
&
Packaging
—
1.5%
Sonoco
Products
Co.
2,486
137,128
Distributors
—
1.4%
Genuine
Parts
Co.
931
123,618
Electrical
Equipment
—
1.4%
Emerson
Electric
Co.
1,455
129,349
Food
Products
—
5.6%
Archer-Daniels-Midland
Co.
1,800
132,714
Hormel
Foods
Corp.
3,701
113,214
Lancaster
Colony
Corp.
865
143,503
Investments
Shares
Value
Common
Stocks
(continued)
McCormick
&
Co.,
Inc.
(Non-Voting)
1,738
$
112,674
502,105
Gas
Utilities
—
5.9%
Atmos
Energy
Corp.
1,232
140,214
National
Fuel
Gas
Co.
2,659
135,051
Northwest
Natural
Holding
Co.
3,636
133,150
UGI
Corp.
5,672
124,727
533,142
Health
Care
Equipment
&
Supplies
—
4.5%
Abbott
Laboratories
1,388
144,756
Becton
Dickinson
&
Co.
512
120,924
Medtronic
plc
1,752
138,881
404,561
Health
Care
REITs
—
1.4%
Universal
Health
Realty
Income
Trust,
REIT
3,064
122,162
Hotels,
Restaurants
&
Leisure
—
1.6%
McDonald's
Corp.
508
143,175
Household
Durables
—
1.3%
Leggett
&
Platt,
Inc.
5,065
115,836
Household
Products
—
6.3%
Clorox
Co.
(The)
915
131,165
Colgate-Palmolive
Co.
1,942
152,971
Kimberly-Clark
Corp.
1,109
137,217
Procter
&
Gamble
Co.
(The)
927
142,313
563,666
Industrial
Conglomerates
—
1.5%
3M
Co.
1,339
132,653
Insurance
—
6.7%
Aflac,
Inc.
1,914
158,307
Cincinnati
Financial
Corp.
1,351
138,869
Old
Republic
International
Corp.
5,222
153,057
RLI
Corp.
1,086
147,262
597,495
Machinery
—
6.1%
Dover
Corp.
964
136,078
Illinois
Tool
Works,
Inc.
577
139,755
Nordson
Corp.
585
137,674
Stanley
Black
&
Decker,
Inc.
1,514
137,623
551,130
Metals
&
Mining
—
1.6%
Nucor
Corp.
830
141,075
Multi-Utilities
—
3.1%
Black
Hills
Corp.
2,598
134,031
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
RUSSELL
U.S.
DIVIDEND
GROWERS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
61
TMDV
::
Investments
Shares
Value
Common
Stocks
(continued)
Consolidated
Edison,
Inc.
1,604
$
144,536
278,567
Oil,
Gas
&
Consumable
Fuels
—
1.4%
Chevron
Corp.
888
127,517
Pharmaceuticals
—
1.5%
Johnson
&
Johnson
883
136,565
Professional
Services
—
1.4%
Automatic
Data
Processing,
Inc.
560
128,755
Retail
REITs
—
1.6%
Federal
Realty
Investment
Trust,
REIT
1,457
139,275
Specialty
Retail
—
1.4%
Lowe's
Cos.,
Inc.
619
123,076
Tobacco
—
1.9%
Universal
Corp.
2,999
168,725
Trading
Companies
&
Distributors
—
1.7%
WW
Grainger,
Inc.
199
156,452
Water
Utilities
—
6.1%
American
States
Water
Co.
1,696
135,511
California
Water
Service
Group
2,844
143,821
Middlesex
Water
Co.
1,899
121,346
SJW
Group
2,174
142,701
543,379
Total
Common
Stocks
(Cost
$9,540,194)
8,934,800
Principal
Amount
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(a)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$8,141
(Cost
$8,139)
$
8,139
8,139
Total
Investments
—
99.8%
(Cost
$9,548,333)
8,942,939
Other
assets
less
liabilities
—
0.2%
22,026
Net
Assets
—
100.0%
$
8,964,965
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
726,241
Aggregate
gross
unrealized
depreciation
(1,343,464)
Net
unrealized
depreciation
$
(617,223)
Federal
income
tax
cost
$
9,560,162
S&P
500
®
BOND
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
62
SPXB
::
See
accompanying
notes
to
the
financial
statements.
refresh
Investments
Principal
Amount
Value
Corporate
Bonds
—
98.2%
Aerospace
&
Defense
—
3.9%
Boeing
Co.
(The)
5.71%,
5/1/2040
$
150,000
$
147,685
5.81%,
5/1/2050
20,000
19,502
5.93%,
5/1/2060
43,000
41,735
L3Harris
Technologies,
Inc.
5.40%,
7/31/2033
36,000
35,856
Lockheed
Martin
Corp.
5.90%,
11/15/2063
43,000
46,306
Northrop
Grumman
Corp.
3.25%,
1/15/2028
15,000
14,030
4.70%,
3/15/2033
30,000
29,034
RTX
Corp.
3.95%,
8/16/2025
53,000
51,684
4.50%,
6/1/2042
56,000
48,083
433,915
Automobiles
—
1.5%
General
Motors
Co.
6.13%,
10/1/2025
74,000
74,340
6.60%,
4/1/2036
66,000
67,594
5.95%,
4/1/2049
(a)
24,000
21,952
163,886
Banks
—
7.1%
Bank
of
America
Corp.
4.00%,
1/22/2025
2,000
1,961
4.25%,
10/22/2026
93,000
89,778
Series
L,
4.18%,
11/25/2027
25,000
23,808
5.00%,
1/21/2044
73,000
67,839
Citigroup,
Inc.
3.70%,
1/12/2026
30,000
28,998
3.40%,
5/1/2026
97,000
92,557
3.20%,
10/21/2026
29,000
27,329
8.13%,
7/15/2039
31,000
38,110
Discover
Bank
4.65%,
9/13/2028
20,000
18,221
JPMorgan
Chase
&
Co.
3.90%,
7/15/2025
79,000
77,289
2.95%,
10/1/2026
22,000
20,793
4.13%,
12/15/2026
50,000
48,380
KeyBank
NA
4.15%,
8/8/2025
40,000
38,168
Manufacturers
&
Traders
Trust
Co.
4.70%,
1/27/2028
30,000
28,181
PNC
Financial
Services
Group,
Inc.
(The)
2.55%,
1/22/2030
37,000
31,297
Wells
Fargo
&
Co.
3.00%,
2/19/2025
2,000
1,940
3.55%,
9/29/2025
27,000
26,093
3.00%,
4/22/2026
2,000
1,892
3.00%,
10/23/2026
141,000
132,019
794,653
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Beverages
—
0.3%
Keurig
Dr
Pepper,
Inc.
4.50%,
4/15/2052
$
10,000
$
8,363
Molson
Coors
Beverage
Co.
4.20%,
7/15/2046
32,000
25,364
33,727
Biotechnology
—
4.6%
AbbVie,
Inc.
3.60%,
5/14/2025
2,000
1,952
3.20%,
5/14/2026
80,000
76,638
4.70%,
5/14/2045
127,000
114,613
4.88%,
11/14/2048
11,000
10,197
4.25%,
11/21/2049
32,000
26,931
Amgen,
Inc.
5.51%,
3/2/2026
50,000
49,969
2.20%,
2/21/2027
49,000
44,968
3.35%,
2/22/2032
65,000
57,010
5.25%,
3/2/2033
70,000
69,335
Biogen,
Inc.
2.25%,
5/1/2030
42,000
34,550
Gilead
Sciences,
Inc.
3.65%,
3/1/2026
20,000
19,349
2.80%,
10/1/2050
3,000
1,912
507,424
Broadline
Retail
—
2.6%
Amazon.com,
Inc.
4.60%,
12/1/2025
136,000
135,231
5.20%,
12/3/2025
42,000
42,196
4.95%,
12/5/2044
67,000
66,031
2.50%,
6/3/2050
36,000
22,479
4.10%,
4/13/2062
27,000
22,030
287,967
Building
Products
—
0.4%
Carrier
Global
Corp.
3.58%,
4/5/2050
63,000
44,768
Capital
Markets
—
4.2%
Charles
Schwab
Corp.
(The)
2.45%,
3/3/2027
24,000
21,794
Goldman
Sachs
Group,
Inc.
(The)
3.85%,
1/26/2027
67,000
64,364
3.80%,
3/15/2030
125,000
113,254
6.75%,
10/1/2037
31,000
32,555
Morgan
Stanley
3.13%,
7/27/2026
100,000
94,526
(US
Treasury
Yield
Curve
Rate
T
Note
Constant
Maturity
5
Year
+
2.43%),
5.95%,
1/19/2038
(b)
93,000
90,032
Nasdaq,
Inc.
5.35%,
6/28/2028
21,000
21,082
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
BOND
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
63
SPXB
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
6.10%,
6/28/2063
$
32,000
$
32,586
470,193
Chemicals
—
0.5%
Celanese
US
Holdings
LLC
6.35%,
11/15/2028
20,000
20,430
6.33%,
7/15/2029
22,000
22,398
DuPont
de
Nemours,
Inc.
4.73%,
11/15/2028
10,000
9,873
52,701
Consumer
Finance
—
1.5%
American
Express
Co.
2.55%,
3/4/2027
74,000
68,116
5.85%,
11/5/2027
4,000
4,108
Capital
One
Financial
Corp.
3.75%,
7/28/2026
30,000
28,150
Caterpillar
Financial
Services
Corp.
4.35%,
5/15/2026
30,000
29,601
John
Deere
Capital
Corp.
4.75%,
1/20/2028
40,000
39,804
169,779
Consumer
Staples
Distribution
&
Retail
—
1.7%
Costco
Wholesale
Corp.
1.60%,
4/20/2030
72,000
59,872
Target
Corp.
4.50%,
9/15/2032
13,000
12,568
4.80%,
1/15/2053
10,000
9,166
Walgreens
Boots
Alliance,
Inc.
4.10%,
4/15/2050
45,000
29,125
Walmart,
Inc.
4.15%,
9/9/2032
63,000
60,846
4.50%,
9/9/2052
25,000
22,723
194,300
Diversified
Telecommunication
Services
—
7.4%
AT&T,
Inc.
4.30%,
2/15/2030
3,000
2,842
2.75%,
6/1/2031
266,000
223,722
3.50%,
9/15/2053
233,000
154,884
Sprint
Capital
Corp.
6.88%,
11/15/2028
62,000
65,635
Verizon
Communications,
Inc.
1.45%,
3/20/2026
2,000
1,838
4.13%,
3/16/2027
3,000
2,913
2.10%,
3/22/2028
36,000
31,852
4.33%,
9/21/2028
187,000
180,519
4.02%,
12/3/2029
2,000
1,878
4.86%,
8/21/2046
100,000
89,221
3.55%,
3/22/2051
2,000
1,438
2.99%,
10/30/2056
4,000
2,456
3.70%,
3/22/2061
83,000
58,675
817,873
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Electric
Utilities
—
4.1%
Duke
Energy
Corp.
4.50%,
8/15/2032
$
50,000
$
46,599
Eversource
Energy
5.45%,
3/1/2028
34,000
34,030
Exelon
Corp.
4.05%,
4/15/2030
50,000
46,369
NextEra
Energy
Capital
Holdings,
Inc.
4.90%,
2/28/2028
21,000
20,690
2.25%,
6/1/2030
35,000
28,842
5.25%,
2/28/2053
46,000
41,832
Pacific
Gas
and
Electric
Co.
4.50%,
7/1/2040
25,000
19,815
3.50%,
8/1/2050
161,000
101,447
PacifiCorp
5.50%,
5/15/2054
23,000
19,962
Public
Service
Co.
of
Colorado
5.25%,
4/1/2053
50,000
46,102
Southern
Co.
(The)
5.20%,
6/15/2033
56,000
54,968
460,656
Energy
Equipment
&
Services
—
0.3%
Halliburton
Co.
2.92%,
3/1/2030
1,000
876
5.00%,
11/15/2045
30,000
27,430
28,306
Entertainment
—
3.1%
Netflix,
Inc.
5.88%,
2/15/2025
50,000
50,188
Walt
Disney
Co.
(The)
3.80%,
3/22/2030
84,000
78,957
2.65%,
1/13/2031
8,000
6,873
3.60%,
1/13/2051
(a)
41,000
30,905
Warnermedia
Holdings,
Inc.
5.14%,
3/15/2052
223,000
178,191
345,114
Financial
Services
—
1.3%
Corebridge
Financial,
Inc.
4.40%,
4/5/2052
36,000
28,078
Fiserv,
Inc.
4.40%,
7/1/2049
85,000
69,967
PayPal
Holdings,
Inc.
1.65%,
6/1/2025
31,000
29,357
Visa,
Inc.
4.15%,
12/14/2035
16,000
15,043
142,445
Food
Products
—
1.3%
Conagra
Brands,
Inc.
5.40%,
11/1/2048
29,000
25,871
J
M
Smucker
Co.
(The)
6.20%,
11/15/2033
50,000
52,131
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
BOND
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
64
SPXB
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Kraft
Heinz
Foods
Co.
3.00%,
6/1/2026
$
26,000
$
24,692
4.38%,
6/1/2046
50,000
40,766
143,460
Ground
Transportation
—
0.5%
Union
Pacific
Corp.
2.80%,
2/14/2032
68,000
57,548
Health
Care
Equipment
&
Supplies
—
1.4%
Abbott
Laboratories
4.90%,
11/30/2046
29,000
28,002
Baxter
International,
Inc.
1.92%,
2/1/2027
25,000
22,498
GE
HealthCare
Technologies,
Inc.
6.38%,
11/22/2052
40,000
42,974
Medtronic
Global
Holdings
SCA
4.50%,
3/30/2033
61,000
58,613
152,087
Health
Care
Providers
&
Services
—
8.3%
Cigna
Group
(The)
4.13%,
11/15/2025
25,000
24,417
4.90%,
12/15/2048
105,000
93,027
CVS
Health
Corp.
4.30%,
3/25/2028
99,000
95,784
4.78%,
3/25/2038
1,000
898
5.05%,
3/25/2048
54,000
47,325
5.88%,
6/1/2053
88,000
86,122
6.00%,
6/1/2063
31,000
30,425
Elevance
Health,
Inc.
5.13%,
2/15/2053
63,000
58,602
HCA,
Inc.
5.25%,
4/15/2025
168,000
166,679
5.25%,
6/15/2049
48,000
41,676
3.50%,
7/15/2051
50,000
32,758
Humana,
Inc.
1.35%,
2/3/2027
50,000
44,407
UnitedHealth
Group,
Inc.
3.75%,
7/15/2025
125,000
122,369
5.25%,
2/15/2028
4,000
4,076
4.00%,
5/15/2029
45,000
43,138
5.35%,
2/15/2033
32,000
32,658
924,361
Hotels,
Restaurants
&
Leisure
—
1.2%
Booking
Holdings,
Inc.
4.63%,
4/13/2030
38,000
37,090
Marriott
International,
Inc.
Series
GG,
3.50%,
10/15/2032
55,000
46,728
Starbucks
Corp.
2.55%,
11/15/2030
53,000
45,263
129,081
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Industrial
Conglomerates
—
0.5%
3M
Co.
2.88%,
10/15/2027
$
25,000
$
23,123
Honeywell
International,
Inc.
4.50%,
1/15/2034
38,000
36,473
59,596
Industrial
REITs
—
0.4%
Prologis
LP
REIT,
4.75%,
6/15/2033
49,000
46,750
Insurance
—
0.9%
Berkshire
Hathaway
Finance
Corp.
4.20%,
8/15/2048
26,000
22,373
4.25%,
1/15/2049
20,000
17,261
Marsh
&
McLennan
Cos.,
Inc.
4.38%,
3/15/2029
38,000
36,966
MetLife,
Inc.
4.55%,
3/23/2030
27,000
26,364
102,964
Interactive
Media
&
Services
—
1.7%
Alphabet,
Inc.
1.10%,
8/15/2030
50,000
40,190
1.90%,
8/15/2040
69,000
45,527
Meta
Platforms,
Inc.
5.60%,
5/15/2053
107,000
108,559
194,276
IT
Services
—
1.2%
International
Business
Machines
Corp.
3.50%,
5/15/2029
137,000
127,689
4.25%,
5/15/2049
1,000
823
128,512
Life
Sciences
Tools
&
Services
—
0.4%
Thermo
Fisher
Scientific,
Inc.
2.00%,
10/15/2031
50,000
40,472
Media
—
2.9%
Comcast
Corp.
3.95%,
10/15/2025
8,000
7,830
4.15%,
10/15/2028
5,000
4,834
4.55%,
1/15/2029
30,000
29,461
2.65%,
2/1/2030
32,000
27,980
1.50%,
2/15/2031
164,000
129,220
5.35%,
5/15/2053
48,000
46,469
Discovery
Communications
LLC
3.63%,
5/15/2030
7,000
6,184
Fox
Corp.
4.71%,
1/25/2029
29,000
28,257
Paramount
Global
4.20%,
5/19/2032
45,000
38,192
318,427
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
BOND
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
65
SPXB
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Multi-Utilities
—
0.2%
Dominion
Energy,
Inc.
5.38%,
11/15/2032
$
23,000
$
22,704
Oil,
Gas
&
Consumable
Fuels
—
3.8%
Chevron
Corp.
1.55%,
5/11/2025
57,000
54,241
ConocoPhillips
Co.
5.55%,
3/15/2054
3,000
2,990
Diamondback
Energy,
Inc.
4.25%,
3/15/2052
45,000
33,907
Exxon
Mobil
Corp.
2.99%,
3/19/2025
20,000
19,460
2.61%,
10/15/2030
67,000
58,311
4.23%,
3/19/2040
26,000
23,120
4.33%,
3/19/2050
10,000
8,611
MPLX
LP
4.00%,
3/15/2028
41,000
38,657
ONEOK,
Inc.
6.05%,
9/1/2033
53,000
53,936
Pioneer
Natural
Resources
Co.
5.10%,
3/29/2026
28,000
27,926
Targa
Resources
Partners
LP
4.00%,
1/15/2032
50,000
43,499
Western
Midstream
Operating
LP
4.05%,
2/1/2030
(c)
30,000
27,221
Williams
Cos.,
Inc.
(The)
5.40%,
3/2/2026
35,000
34,966
426,845
Passenger
Airlines
—
0.1%
Southwest
Airlines
Co.
5.13%,
6/15/2027
12,000
11,857
Personal
Care
Products
—
0.4%
Kenvue
,
Inc.
5.05%,
3/22/2028
42,000
42,271
Pharmaceuticals
—
6.4%
Bristol-Myers
Squibb
Co.
3.40%,
7/26/2029
95,000
88,144
5.90%,
11/15/2033
18,000
18,929
6.25%,
11/15/2053
50,000
54,489
Eli
Lilly
&
Co.
5.00%,
2/27/2026
54,000
54,005
Johnson
&
Johnson
2.45%,
3/1/2026
45,000
42,774
Merck
&
Co.,
Inc.
2.15%,
12/10/2031
165,000
135,607
2.75%,
12/10/2051
20,000
12,773
Pfizer
Investment
Enterprises
Pte.
Ltd.
4.45%,
5/19/2026
232,000
229,399
4.75%,
5/19/2033
37,000
35,967
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Utah
Acquisition
Sub,
Inc.
3.95%,
6/15/2026
$
38,000
$
36,215
708,302
Semiconductors
&
Semiconductor
Equipment
—
3.2%
Broadcom
Corp.
3.88%,
1/15/2027
123,000
118,243
Broadcom,
Inc.
4.15%,
11/15/2030
3,000
2,781
4.30%,
11/15/2032
2,000
1,836
Intel
Corp.
4.88%,
2/10/2028
33,000
33,000
5.05%,
8/5/2062
52,000
47,951
5.90%,
2/10/2063
59,000
61,710
Micron
Technology,
Inc.
6.75%,
11/1/2029
26,000
27,251
NVIDIA
Corp.
2.85%,
4/1/2030
71,000
63,739
356,511
Software
—
7.0%
Intuit,
Inc.
5.50%,
9/15/2053
49,000
50,279
Microsoft
Corp.
3.30%,
2/6/2027
92,000
88,527
3.50%,
2/12/2035
13,000
11,864
2.53%,
6/1/2050
45,000
28,926
2.68%,
6/1/2060
100,000
62,907
3.04%,
3/17/2062
81,000
55,056
Oracle
Corp.
5.80%,
11/10/2025
97,000
97,755
1.65%,
3/25/2026
145,000
133,602
2.80%,
4/1/2027
49,000
45,496
2.95%,
4/1/2030
2,000
1,752
6.25%,
11/9/2032
33,000
34,724
3.60%,
4/1/2040
2,000
1,520
3.65%,
3/25/2041
130,000
98,372
4.00%,
7/15/2046
2,000
1,517
Salesforce,
Inc.
2.90%,
7/15/2051
100,000
66,345
778,642
Specialized
REITs
—
1.1%
American
Tower
Corp.
REIT,
3.80%,
8/15/2029
41,000
37,634
Crown
Castle,
Inc.
REIT,
3.80%,
2/15/2028
48,000
44,672
Equinix,
Inc.
REIT,
3.20%,
11/18/2029
39,000
34,444
116,750
Specialty
Retail
—
2.1%
Home
Depot,
Inc.
(The)
4.50%,
9/15/2032
109,000
106,726
5.88%,
12/16/2036
2,000
2,135
2.38%,
3/15/2051
22,000
12,794
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
BOND
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
66
SPXB
::
Investments
Principal
Amount
Value
Corporate
Bonds
(continued)
Lowe's
Cos.,
Inc.
4.50%,
4/15/2030
$
14,000
$
13,494
5.63%,
4/15/2053
100,000
97,370
232,519
Technology
Hardware,
Storage
&
Peripherals
—
4.1%
Apple,
Inc.
1.13%,
5/11/2025
25,000
23,670
3.25%,
2/23/2026
12,000
11,609
3.35%,
2/9/2027
95,000
91,291
1.20%,
2/8/2028
130,000
113,294
2.38%,
2/8/2041
62,000
43,604
3.45%,
2/9/2045
50,000
39,649
4.65%,
2/23/2046
6,000
5,665
2.65%,
2/8/2051
109,000
70,729
Hewlett
Packard
Enterprise
Co.
6.35%,
10/15/2045
(c)
22,000
22,416
HP,
Inc.
5.50%,
1/15/2033
30,000
29,785
451,712
Textiles,
Apparel
&
Luxury
Goods
—
0.3%
Tapestry,
Inc.
7.85%,
11/27/2033
38,000
38,546
Tobacco
—
2.0%
Altria
Group,
Inc.
5.80%,
2/14/2039
136,000
133,656
Philip
Morris
International,
Inc.
5.13%,
11/17/2027
83,000
83,055
216,711
Wireless
Telecommunication
Services
—
2.3%
T-Mobile
USA,
Inc.
3.50%,
4/15/2025
2,000
1,945
4.75%,
2/1/2028
20,000
19,605
4.80%,
7/15/2028
25,000
24,626
3.38%,
4/15/2029
32,000
29,005
5.05%,
7/15/2033
61,000
59,105
5.75%,
1/15/2034
100,000
101,731
4.50%,
4/15/2050
20,000
16,635
3.40%,
10/15/2052
12,000
8,083
260,735
Total
Corporate
Bonds
(Cost
$11,673,314)
10,909,346
Shares
Securities
Lending
Reinvestments
(d)
—
0.4%
Investment
Companies
—
0.4%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(e)
(Cost
$46,395)
46,395
46,395
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.8%
Repurchase
Agreements
(f)
—
0.8%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$90,029
(Cost
$90,015)
$
90,015
$
90,015
Total
Investments
—
99.4%
(Cost
$11,809,724)
11,045,756
Other
assets
less
liabilities
—
0.6%
70,152
Net
Assets
—
100.0%
$
11,115,908
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$44,515,
collateralized
in
the
form
of
cash
with
a
value
of
$46,395
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
Variable
or
floating
rate
security,
linked
to
the
referenced
benchmark.
The
interest
rate
shown
is
the
rate
in
effect
as
of
November
30,
2023.
(c)
Step
bond.
Interest
rate
is
a
fixed
rate
for
an
initial
period
that
either
resets
at
a
specific
date
or
may
reset
in
the
future
at
a
contingent
upon
predetermined
trigger.
The
interest
rate
shown
was
the
current
rate
as
of
November
30,
2023.
(d)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$46,395.
(e)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(f)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
REIT
Real
Estate
Investment
Trust
SCA
Limited
partnership
with
share
capital
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
65,352
Aggregate
gross
unrealized
depreciation
(829,320)
Net
unrealized
depreciation
$
(763,968)
Federal
income
tax
cost
$
11,809,724
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
DIVIDEND
ARISTOCRATS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
67
NOBL
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.6%
Aerospace
&
Defense
—
1.5%
General
Dynamics
Corp.
679,646
$
167,852,173
Air
Freight
&
Logistics
—
2.9%
CH
Robinson
Worldwide,
Inc.
1,890,844
155,143,750
Expeditors
International
of
Washington,
Inc.
1,411,641
169,876,878
325,020,628
Beverages
—
4.4%
Brown-Forman
Corp.,
Class
B
2,810,257
165,074,496
Coca-Cola
Co.
(The)
2,846,115
166,326,961
PepsiCo,
Inc.
976,371
164,313,475
495,714,932
Biotechnology
—
1.4%
AbbVie,
Inc.
1,082,345
154,115,105
Building
Products
—
1.6%
A
O
Smith
Corp.
2,376,324
179,079,777
Capital
Markets
—
4.7%
Franklin
Resources,
Inc.
7,019,417
174,081,542
S&P
Global,
Inc.
455,222
189,294,964
T.
Rowe
Price
Group,
Inc.
1,650,940
165,308,622
528,685,128
Chemicals
—
9.2%
Air
Products
and
Chemicals,
Inc.
571,197
154,537,348
Albemarle
Corp.
1,137,301
137,920,492
Ecolab,
Inc.
988,193
189,466,244
Linde
plc
431,187
178,412,245
PPG
Industries,
Inc.
1,289,039
183,030,648
Sherwin-Williams
Co.
(The)
673,920
187,888,896
1,031,255,873
Commercial
Services
&
Supplies
—
1.5%
Cintas
Corp.
313,070
173,205,978
Consumer
Staples
Distribution
&
Retail
—
5.9%
Sysco
Corp.
2,424,341
174,964,690
Target
Corp.
1,457,100
194,974,551
Walgreens
Boots
Alliance,
Inc.
7,408,538
147,726,248
Walmart,
Inc.
970,034
151,024,593
668,690,082
Containers
&
Packaging
—
1.5%
Amcor
plc
18,349,717
173,955,317
Distributors
—
1.5%
Genuine
Parts
Co.
1,229,586
163,264,429
Investments
Shares
Value
Common
Stocks
(continued)
Electric
Utilities
—
1.5%
NextEra
Energy,
Inc.
2,872,966
$
168,097,241
Electrical
Equipment
—
1.4%
Emerson
Electric
Co.
1,745,185
155,146,947
Food
Products
—
5.7%
Archer-Daniels-Midland
Co.
2,279,520
168,069,010
Hormel
Foods
Corp.
5,115,711
156,489,599
J
M
Smucker
Co.
(The)
1,407,248
154,417,323
McCormick
&
Co.,
Inc.
(Non-Voting)
2,541,865
164,789,108
643,765,040
Gas
Utilities
—
1.5%
Atmos
Energy
Corp.
1,457,240
165,848,484
Health
Care
Equipment
&
Supplies
—
4.4%
Abbott
Laboratories
1,670,269
174,192,354
Becton
Dickinson
&
Co.
610,926
144,288,503
Medtronic
plc
2,200,642
174,444,891
492,925,748
Health
Care
Providers
&
Services
—
1.6%
Cardinal
Health,
Inc.
1,695,121
181,513,557
Hotels,
Restaurants
&
Leisure
—
1.5%
McDonald's
Corp.
615,534
173,482,103
Household
Products
—
7.5%
Church
&
Dwight
Co.,
Inc.
1,729,176
167,090,277
Clorox
Co.
(The)
1,302,073
186,652,164
Colgate-Palmolive
Co.
2,174,053
171,250,155
Kimberly-Clark
Corp.
1,314,177
162,603,120
Procter
&
Gamble
Co.
(The)
1,056,427
162,182,673
849,778,389
Industrial
Conglomerates
—
1.5%
3M
Co.
1,756,616
174,027,947
Insurance
—
6.0%
Aflac,
Inc.
2,037,013
168,481,345
Brown
&
Brown,
Inc.
2,271,997
169,809,056
Chubb
Ltd.
748,947
171,830,910
Cincinnati
Financial
Corp.
1,586,438
163,069,962
673,191,273
IT
Services
—
1.6%
International
Business
Machines
Corp.
1,149,270
182,228,251
Life
Sciences
Tools
&
Services
—
1.3%
West
Pharmaceutical
Services,
Inc.
428,319
150,237,172
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
DIVIDEND
ARISTOCRATS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
68
NOBL
::
Investments
Shares
Value
Common
Stocks
(continued)
Machinery
—
9.1%
Caterpillar,
Inc.
634,573
$
159,100,143
Dover
Corp.
1,196,689
168,924,619
Illinois
Tool
Works,
Inc.
709,935
171,953,356
Nordson
Corp.
740,440
174,255,150
Pentair
plc
2,662,819
171,858,338
Stanley
Black
&
Decker,
Inc.
1,995,189
181,362,680
1,027,454,286
Metals
&
Mining
—
1.6%
Nucor
Corp.
1,076,024
182,891,799
Multi-Utilities
—
1.4%
Consolidated
Edison,
Inc.
1,800,135
162,210,165
Oil,
Gas
&
Consumable
Fuels
—
2.6%
Chevron
Corp.
1,010,903
145,165,671
Exxon
Mobil
Corp.
1,461,001
150,103,243
295,268,914
Personal
Care
Products
—
1.4%
Kenvue,
Inc.
7,925,826
162,003,883
Pharmaceuticals
—
1.4%
Johnson
&
Johnson
1,047,134
161,949,744
Professional
Services
—
1.3%
Automatic
Data
Processing,
Inc.
658,681
151,443,936
Residential
REITs
—
1.4%
Essex
Property
Trust,
Inc.,
REIT
737,579
157,443,613
Retail
REITs
—
3.1%
Federal
Realty
Investment
Trust,
REIT
1,806,916
172,723,100
Realty
Income
Corp.,
REIT
3,192,699
172,278,038
345,001,138
Software
—
1.6%
Roper
Technologies,
Inc.
328,171
176,638,041
Specialty
Retail
—
1.5%
Lowe's
Cos.,
Inc.
850,289
169,062,962
Trading
Companies
&
Distributors
—
1.6%
WW
Grainger,
Inc.
230,604
181,298,559
Total
Common
Stocks
(Cost
$10,651,060,877)
11,243,748,614
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(a)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$6,894,449
(Cost
$6,893,435)
$
6,893,435
$
6,893,435
Total
Investments
—
99.7%
(Cost
$10,657,954,312)
11,250,642,049
Other
assets
less
liabilities
—
0.3%
28,438,147
Net
Assets
—
100.0%
$
11,279,080,196
(a)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
1,448,033,016
Aggregate
gross
unrealized
depreciation
(871,807,119)
Net
unrealized
appreciation
$
576,225,897
Federal
income
tax
cost
$
10,674,416,152
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
EX-ENERGY
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
69
SPXE
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
99.8%
Abbott
Laboratories
(Health
Care
Equipment
&
Supplies)
0.5%
1,818
$
189,599
AbbVie,
Inc.
(Biotechnology)
0.7%
1,849
263,279
Accenture
plc,
Class
A
(IT
Services)
0.6%
661
220,206
Adobe,
Inc.*
(Software)
0.8%
477
291,452
Advanced
Micro
Devices,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.5%
1,693
205,124
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.1%
6,217
823,939
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
1.8%
5,288
708,169
Amazon.com,
Inc.*
(Broadline
Retail)
3.6%
9,513
1,389,754
Amgen,
Inc.
(Biotechnology)
0.4%
560
150,998
Apple,
Inc.
(Technology
Hardware,
Storage
&
Peripherals)
7.6%
15,396
2,924,470
Bank
of
America
Corp.
(Banks)
0.6%
7,244
220,870
Berkshire
Hathaway,
Inc.,
Class
B*
(Financial
Services)
1.8%
1,910
687,600
Broadcom,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
1.1%
459
424,910
Cisco
Systems,
Inc.
(Communications
Equipment)
0.5%
4,270
206,582
Coca-Cola
Co.
(The)
(Beverages)
0.6%
4,077
238,260
Comcast
Corp.,
Class
A
(Media)
0.5%
4,312
180,630
Costco
Wholesale
Corp.
(Consumer
Staples
Distribution
&
Retail)
0.7%
465
275,624
Danaher
Corp.
(Life
Sciences
Tools
&
Services)
0.4%
688
153,637
Eli
Lilly
&
Co.
(Pharmaceuticals)
1.3%
835
493,518
Home
Depot,
Inc.
(The)
(Specialty
Retail)
0.9%
1,054
330,418
Intel
Corp.
(Semiconductors
&
Semiconductor
Equipment)
0.5%
4,388
196,144
International
Business
Machines
Corp.
(IT
Services)
0.4%
954
151,266
Intuit,
Inc.
(Software)
0.4%
293
167,438
Johnson
&
Johnson
(Pharmaceuticals)
1.0%
2,523
390,207
JPMorgan
Chase
&
Co.
(Banks)
1.2%
3,044
475,108
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Linde
plc
(Chemicals)
0.6%
511
$
211,436
Mastercard,
Inc.,
Class
A
(Financial
Services)
0.9%
872
360,860
McDonald's
Corp.
(Hotels,
Restaurants
&
Leisure)
0.6%
763
215,044
Merck
&
Co.,
Inc.
(Pharmaceuticals)
0.7%
2,658
272,392
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.0%
2,329
761,932
Microsoft
Corp.
(Software)
7.6%
7,784
2,949,435
Netflix,
Inc.*
(Entertainment)
0.6%
465
220,396
NVIDIA
Corp.
(Semiconductors
&
Semiconductor
Equipment)
3.1%
2,588
1,210,408
Oracle
Corp.
(Software)
0.5%
1,650
191,746
PepsiCo,
Inc.
(Beverages)
0.6%
1,443
242,842
Pfizer,
Inc.
(Pharmaceuticals)
0.5%
5,916
180,261
Philip
Morris
International,
Inc.
(Tobacco)
0.4%
1,626
151,804
Procter
&
Gamble
Co.
(The)
(Household
Products)
1.0%
2,470
379,194
QUALCOMM,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.4%
1,170
150,988
Salesforce,
Inc.*
(Software)
0.7%
1,021
257,190
ServiceNow,
Inc.*
(Software)
0.4%
213
146,063
Tesla,
Inc.*
(Automobiles)
1.8%
2,892
694,312
Texas
Instruments,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.4%
951
145,227
Thermo
Fisher
Scientific,
Inc.
(Life
Sciences
Tools
&
Services)
0.5%
404
200,287
UnitedHealth
Group,
Inc.
(Health
Care
Providers
&
Services)
1.4%
971
536,934
Verizon
Communications,
Inc.
(Diversified
Telecommunication
Services)
0.4%
4,405
168,844
Visa,
Inc.,
Class
A
(Financial
Services)
1.1%
1,684
432,249
Walmart,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.6%
1,495
232,756
Walt
Disney
Co.
(The)*
(Entertainment)
0.5%
1,918
177,779
Wells
Fargo
&
Co.
(Banks)
0.4%
3,833
170,913
Other
Common
Stocks(a)
41.6%
180,047
16,051,976
Total
Common
Stocks
(Cost
$34,741,787)
38,472,470
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
EX-ENERGY
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
70
SPXE
::
Principal
Amount
Value
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(b)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$54,001
(Cost
$53,992)
$
53,992
$
53,992
Total
Investments
—
99.9%
(Cost
$34,795,779)
38,526,462
Other
assets
less
liabilities
—
0.1%
51,804
Net
assets
—
100.0%
$
38,578,266
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$7,242,
collateralized
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
5.25%,
and
maturity
dates
ranging
from
January
15,
2024
–
February
15,
2051.
The
total
value
of
collateral
is
$7,526.
(b)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
CME
Chicago
Mercantile
Exchange
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
6,149,857
Aggregate
gross
unrealized
depreciation
(2,493,725)
Net
unrealized
appreciation
$
3,656,132
Federal
income
tax
cost
$
34,870,330
S&P
500®
Ex-Energy
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1.7%
Air
Freight
&
Logistics
0.5%
Automobile
Components
0.1%
Automobiles
2.0%
Banks
3.2%
Beverages
1.6%
Biotechnology
2.0%
Broadline
Retail
3.7%
Building
Products
0.4%
Capital
Markets
3.0%
Chemicals
1.7%
Commercial
Services
&
Supplies
0.6%
Communications
Equipment
0.9%
Construction
&
Engineering
0.1%
Construction
Materials
0.2%
Consumer
Finance
0.5%
Consumer
Staples
Distribution
&
Retail
1.9%
Containers
&
Packaging
0.2%
Distributors
0.1%
Diversified
Telecommunication
Services
0.8%
Electric
Utilities
1.6%
Electrical
Equipment
0.6%
Electronic
Equipment,
Instruments
&
Components
0.6%
Entertainment
1.3%
Financial
Services
4.5%
Food
Products
0.9%
Gas
Utilities
0.0%*
Ground
Transportation
0.8%
Health
Care
Equipment
&
Supplies
2.6%
Health
Care
Providers
&
Services
3.1%
Health
Care
REITs
0.2%
Hotel
&
Resort
REITs
0.0%*
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
EX-ENERGY
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
71
SPXE
::
Hotels,
Restaurants
&
Leisure
2.2%
Household
Durables
0.4%
Household
Products
1.4%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
0.9%
Industrial
REITs
0.3%
Insurance
2.3%
Interactive
Media
&
Services
6.0%
IT
Services
1.3%
Leisure
Products
0.0%*
Life
Sciences
Tools
&
Services
1.4%
Machinery
1.8%
Media
0.7%
Metals
&
Mining
0.4%
Multi-Utilities
0.7%
Office
REITs
0.1%
Passenger
Airlines
0.2%
Personal
Care
Products
0.2%
Pharmaceuticals
4.0%
Professional
Services
0.8%
Real
Estate
Management
&
Development
0.2%
Residential
REITs
0.3%
Retail
REITs
0.3%
Semiconductors
&
Semiconductor
Equipment
7.9%
Software
11.7%
Specialized
REITs
1.2%
Specialty
Retail
2.1%
Technology
Hardware,
Storage
&
Peripherals
7.8%
Textiles,
Apparel
&
Luxury
Goods
0.6%
Tobacco
0.6%
Trading
Companies
&
Distributors
0.3%
Water
Utilities
0.1%
Wireless
Telecommunication
Services
0.2%
Other
a
0.2%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
S&P
500
®
EX-FINANCIALS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
72
SPXN
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
99.8%
Abbott
Laboratories
(Health
Care
Equipment
&
Supplies)
0.6%
2,502
$
260,934
AbbVie,
Inc.
(Biotechnology)
0.8%
2,544
362,240
Accenture
plc,
Class
A
(IT
Services)
0.6%
909
302,824
Adobe,
Inc.*
(Software)
0.9%
657
401,434
Advanced
Micro
Devices,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.6%
2,329
282,182
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.4%
8,550
1,133,132
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
2.1%
7,273
974,000
Amazon.com,
Inc.*
(Broadline
Retail)
4.1%
13,084
1,911,441
Amgen,
Inc.
(Biotechnology)
0.4%
770
207,623
Apple,
Inc.
(Technology
Hardware,
Storage
&
Peripherals)
8.6%
21,179
4,022,950
Broadcom,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
1.3%
632
585,061
Chevron
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.8%
2,557
367,185
Cisco
Systems,
Inc.
(Communications
Equipment)
0.6%
5,874
284,184
Coca-Cola
Co.
(The)
(Beverages)
0.7%
5,609
327,790
Comcast
Corp.,
Class
A
(Media)
0.5%
5,932
248,492
ConocoPhillips
(Oil,
Gas
&
Consumable
Fuels)
0.4%
1,725
199,358
Costco
Wholesale
Corp.
(Consumer
Staples
Distribution
&
Retail)
0.8%
638
378,168
Danaher
Corp.
(Life
Sciences
Tools
&
Services)
0.5%
947
211,475
Eli
Lilly
&
Co.
(Pharmaceuticals)
1.5%
1,149
679,105
Exxon
Mobil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
1.3%
5,827
598,666
General
Electric
Co.
(Industrial
Conglomerates)
0.4%
1,569
191,104
Home
Depot,
Inc.
(The)
(Specialty
Retail)
1.0%
1,449
454,247
Intel
Corp.
(Semiconductors
&
Semiconductor
Equipment)
0.6%
6,036
269,809
International
Business
Machines
Corp.
(IT
Services)
0.4%
1,313
208,189
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Intuit,
Inc.
(Software)
0.5%
404
$
230,870
Johnson
&
Johnson
(Pharmaceuticals)
1.1%
3,470
536,670
Linde
plc
(Chemicals)
0.6%
703
290,880
McDonald's
Corp.
(Hotels,
Restaurants
&
Leisure)
0.6%
1,050
295,932
Merck
&
Co.,
Inc.
(Pharmaceuticals)
0.8%
3,657
374,769
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.2%
3,202
1,047,534
Microsoft
Corp.
(Software)
8.7%
10,708
4,057,368
Netflix,
Inc.*
(Entertainment)
0.6%
638
302,393
NIKE,
Inc.,
Class
B
(Textiles,
Apparel
&
Luxury
Goods)
0.4%
1,765
194,627
NVIDIA
Corp.
(Semiconductors
&
Semiconductor
Equipment)
3.6%
3,559
1,664,544
Oracle
Corp.
(Software)
0.6%
2,269
263,680
PepsiCo,
Inc.
(Beverages)
0.7%
1,984
333,887
Pfizer,
Inc.
(Pharmaceuticals)
0.5%
8,137
247,935
Philip
Morris
International,
Inc.
(Tobacco)
0.4%
2,238
208,940
Procter
&
Gamble
Co.
(The)
(Household
Products)
1.1%
3,397
521,507
QUALCOMM,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.4%
1,608
207,513
Salesforce,
Inc.*
(Software)
0.8%
1,404
353,668
ServiceNow,
Inc.*
(Software)
0.4%
294
201,607
Tesla,
Inc.*
(Automobiles)
2.1%
3,980
955,519
Texas
Instruments,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.4%
1,309
199,897
Thermo
Fisher
Scientific,
Inc.
(Life
Sciences
Tools
&
Services)
0.6%
556
275,642
Union
Pacific
Corp.
(Ground
Transportation)
0.4%
878
197,787
UnitedHealth
Group,
Inc.
(Health
Care
Providers
&
Services)
1.6%
1,335
738,215
Verizon
Communications,
Inc.
(Diversified
Telecommunication
Services)
0.5%
6,060
232,280
Walmart,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.7%
2,056
320,099
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
EX-FINANCIALS
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
73
SPXN
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Walt
Disney
Co.
(The)*
(Entertainment)
0.5%
2,638
$
244,516
Other
Common
Stocks(a)
37.1%
203,170
17,344,632
Total
Common
Stocks
(Cost
$43,407,289)
46,704,504
Securities
Lending
Reinvestments
(b)
—
0.0%
(c)
Investment
Companies
—
0.0%
(c)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%(d)
(Cost
$15)
0.0%
15
15
Principal
Amount
Short-Term
Investments
—
0.0%
(c)
Repurchase
Agreements
(e)
—
0.0%
(c)
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$18,727
(Cost
$18,725)
$
18,725
18,725
Total
Investments
—
99.8%
(Cost
$43,426,029)
46,723,244
Other
assets
less
liabilities
—
0.2%
72,881
Net
assets
—
100.0%
$
46,796,125
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$9,987,
collateralized
in
the
form
of
cash
with
a
value
of
$15
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$10,363
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
5.25%,
and
maturity
dates
ranging
from
January
15,
2024
–
February
15,
2051.
The
total
value
of
collateral
is
$10,378.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$15.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
4,741,677
Aggregate
gross
unrealized
depreciation
(1,500,714)
Net
unrealized
appreciation
$
3,240,963
Federal
income
tax
cost
$
43,482,281
S&P
500®
Ex-Financials
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1.9%
Air
Freight
&
Logistics
0.6%
Automobile
Components
0.1%
Automobiles
2.3%
Beverages
1.8%
Biotechnology
2.3%
Broadline
Retail
4.2%
Building
Products
0.5%
Chemicals
1.9%
Commercial
Services
&
Supplies
0.7%
Communications
Equipment
1.0%
Construction
&
Engineering
0.1%
Construction
Materials
0.2%
Consumer
Staples
Distribution
&
Retail
2.1%
Containers
&
Packaging
0.3%
Distributors
0.1%
Diversified
Telecommunication
Services
0.9%
Electric
Utilities
1.9%
Electrical
Equipment
0.7%
Electronic
Equipment,
Instruments
&
Components
0.7%
Energy
Equipment
&
Services
0.4%
Entertainment
1.5%
Food
Products
1.1%
Gas
Utilities
0.0%*
Ground
Transportation
0.9%
Health
Care
Equipment
&
Supplies
3.0%
Health
Care
Providers
&
Services
3.5%
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
EX-FINANCIALS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
74
SPXN
::
Hotels,
Restaurants
&
Leisure
2.5%
Household
Durables
0.4%
Household
Products
1.6%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
1.0%
Interactive
Media
&
Services
6.8%
IT
Services
1.5%
Leisure
Products
0.0%*
Life
Sciences
Tools
&
Services
1.6%
Machinery
2.0%
Media
0.8%
Metals
&
Mining
0.5%
Multi-Utilities
0.8%
Oil,
Gas
&
Consumable
Fuels
4.4%
Passenger
Airlines
0.2%
Personal
Care
Products
0.2%
Pharmaceuticals
4.5%
Professional
Services
0.9%
Semiconductors
&
Semiconductor
Equipment
9.0%
Software
13.3%
Specialty
Retail
2.3%
Technology
Hardware,
Storage
&
Peripherals
8.9%
Textiles,
Apparel
&
Luxury
Goods
0.6%
Tobacco
0.7%
Trading
Companies
&
Distributors
0.3%
Water
Utilities
0.1%
Wireless
Telecommunication
Services
0.2%
Other
a
0.2%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
EX-HEALTH
CARE
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
75
SPXV
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
99.7%
Accenture
plc,
Class
A
(IT
Services)
0.6%
336
$
111,935
Adobe,
Inc.*
(Software)
0.8%
243
148,475
Advanced
Micro
Devices,
Inc.*
(Semiconductors
&
Semiconductor
Equipment)
0.6%
861
104,319
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.4%
3,165
419,457
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
2.0%
2,693
360,647
Amazon.com,
Inc.*
(Broadline
Retail)
4.0%
4,844
707,660
Apple,
Inc.
(Technology
Hardware,
Storage
&
Peripherals)
8.3%
7,839
1,489,018
Bank
of
America
Corp.
(Banks)
0.6%
3,689
112,478
Berkshire
Hathaway,
Inc.,
Class
B*
(Financial
Services)
2.0%
973
350,280
Boeing
Co.
(The)*
(Aerospace
&
Defense)
0.4%
302
69,952
Broadcom,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
1.2%
234
216,621
Caterpillar,
Inc.
(Machinery)
0.4%
272
68,196
Chevron
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.8%
947
135,989
Cisco
Systems,
Inc.
(Communications
Equipment)
0.6%
2,175
105,227
Coca-Cola
Co.
(The)
(Beverages)
0.7%
2,077
121,380
Comcast
Corp.,
Class
A
(Media)
0.5%
2,196
91,990
ConocoPhillips
(Oil,
Gas
&
Consumable
Fuels)
0.4%
638
73,734
Costco
Wholesale
Corp.
(Consumer
Staples
Distribution
&
Retail)
0.8%
236
139,887
Exxon
Mobil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
1.2%
2,157
221,610
General
Electric
Co.
(Industrial
Conglomerates)
0.4%
580
70,644
Home
Depot,
Inc.
(The)
(Specialty
Retail)
0.9%
536
168,031
Honeywell
International,
Inc.
(Industrial
Conglomerates)
0.4%
354
69,356
Intel
Corp.
(Semiconductors
&
Semiconductor
Equipment)
0.6%
2,235
99,905
International
Business
Machines
Corp.
(IT
Services)
0.4%
486
77,060
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Intuit,
Inc.
(Software)
0.5%
149
$
85,148
JPMorgan
Chase
&
Co.
(Banks)
1.4%
1,550
241,924
Linde
plc
(Chemicals)
0.6%
260
107,580
Mastercard,
Inc.,
Class
A
(Financial
Services)
1.0%
444
183,741
McDonald's
Corp.
(Hotels,
Restaurants
&
Leisure)
0.6%
389
109,636
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.2%
1,186
388,000
Microsoft
Corp.
(Software)
8.4%
3,963
1,501,620
Netflix,
Inc.*
(Entertainment)
0.6%
236
111,857
NIKE,
Inc.,
Class
B
(Textiles,
Apparel
&
Luxury
Goods)
0.4%
653
72,006
NVIDIA
Corp.
(Semiconductors
&
Semiconductor
Equipment)
3.4%
1,318
616,429
Oracle
Corp.
(Software)
0.5%
839
97,500
PepsiCo,
Inc.
(Beverages)
0.7%
734
123,525
Philip
Morris
International,
Inc.
(Tobacco)
0.5%
829
77,395
Procter
&
Gamble
Co.
(The)
(Household
Products)
1.1%
1,258
193,128
QUALCOMM,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.4%
595
76,785
S&P
Global,
Inc.
(Capital
Markets)
0.4%
173
71,939
Salesforce,
Inc.*
(Software)
0.7%
519
130,736
ServiceNow,
Inc.*
(Software)
0.4%
109
74,746
Tesla,
Inc.*
(Automobiles)
2.0%
1,473
353,638
Texas
Instruments,
Inc.
(Semiconductors
&
Semiconductor
Equipment)
0.4%
484
73,912
Union
Pacific
Corp.
(Ground
Transportation)
0.4%
325
73,213
Verizon
Communications,
Inc.
(Diversified
Telecommunication
Services)
0.5%
2,244
86,012
Visa,
Inc.,
Class
A
(Financial
Services)
1.2%
857
219,975
Walmart,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.6%
761
118,480
Walt
Disney
Co.
(The)*
(Entertainment)
0.5%
977
90,558
Wells
Fargo
&
Co.
(Banks)
0.5%
1,953
87,084
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
EX-HEALTH
CARE
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
76
SPXV
::
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Other
Common
Stocks(a)
38.8%
86,505
$
6,945,732
Total
Common
Stocks
(Cost
$16,271,594)
17,846,150
Securities
Lending
Reinvestments
(b)
—
0.0%
(c)
Investment
Companies
—
0.0%
(c)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$15)
0.0%
15
15
Principal
Amount
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(e)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$10,971
(Cost
$10,971)
$
10,971
10,971
Total
Investments
—
99.8%
(Cost
$16,282,580)
17,857,136
Other
assets
less
liabilities
—
0.2%
27,570
Net
assets
—
100.0%
$
17,884,706
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$3,319,
collateralized
in
the
form
of
cash
with
a
value
of
$15
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$3,434
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
5.25%,
and
maturity
dates
ranging
from
January
15,
2024
–
February
15,
2051.
The
total
value
of
collateral
is
$3,449.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$15.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
CME
Chicago
Mercantile
Exchange
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,112,642
Aggregate
gross
unrealized
depreciation
(568,180)
Net
unrealized
appreciation
$
1,544,462
Federal
income
tax
cost
$
16,312,674
S&P
500®
Ex-Health
Care
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
1.9%
Air
Freight
&
Logistics
0.6%
Automobile
Components
0.1%
Automobiles
2.2%
Banks
3.5%
Beverages
1.8%
Broadline
Retail
4.1%
Building
Products
0.5%
Capital
Markets
3.3%
Chemicals
1.9%
Commercial
Services
&
Supplies
0.7%
Communications
Equipment
1.0%
Construction
&
Engineering
0.1%
Construction
Materials
0.2%
Consumer
Finance
0.5%
Consumer
Staples
Distribution
&
Retail
2.0%
Containers
&
Packaging
0.3%
Distributors
0.1%
Diversified
Telecommunication
Services
0.8%
Electric
Utilities
1.8%
Electrical
Equipment
0.7%
Electronic
Equipment,
Instruments
&
Components
0.6%
Energy
Equipment
&
Services
0.4%
Entertainment
1.4%
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
EX-HEALTH
CARE
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
77
SPXV
::
Financial
Services
4.9%
Food
Products
1.0%
Gas
Utilities
0.1%
Ground
Transportation
0.9%
Health
Care
REITs
0.2%
Hotel
&
Resort
REITs
0.0%*
Hotels,
Restaurants
&
Leisure
2.4%
Household
Durables
0.4%
Household
Products
1.5%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
1.0%
Industrial
REITs
0.3%
Insurance
2.5%
Interactive
Media
&
Services
6.6%
IT
Services
1.4%
Leisure
Products
0.0%*
Machinery
1.9%
Media
0.8%
Metals
&
Mining
0.5%
Multi-Utilities
0.8%
Office
REITs
0.1%
Oil,
Gas
&
Consumable
Fuels
4.3%
Passenger
Airlines
0.2%
Personal
Care
Products
0.2%
Professional
Services
0.8%
Real
Estate
Management
&
Development
0.2%
Residential
REITs
0.3%
Retail
REITs
0.3%
Semiconductors
&
Semiconductor
Equipment
8.7%
Software
12.8%
Specialized
REITs
1.3%
Specialty
Retail
2.3%
Technology
Hardware,
Storage
&
Peripherals
8.6%
Textiles,
Apparel
&
Luxury
Goods
0.6%
Tobacco
0.7%
Trading
Companies
&
Distributors
0.3%
Water
Utilities
0.1%
Wireless
Telecommunication
Services
0.2%
Other
a
0.3%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
S&P
500
®
EX-TECHNOLOGY
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
78
SPXT
::
See
accompanying
notes
to
the
financial
statements.
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
—
99.7%
Abbott
Laboratories
(Health
Care
Equipment
&
Supplies)
0.7%
2,455
$
256,032
AbbVie,
Inc.
(Biotechnology)
0.9%
2,497
355,548
Alphabet,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.9%
8,395
1,112,589
Alphabet,
Inc.,
Class
C*
(Interactive
Media
&
Services)
2.5%
7,141
956,323
Amazon.com,
Inc.*
(Broadline
Retail)
4.9%
12,847
1,876,818
Amgen,
Inc.
(Biotechnology)
0.5%
757
204,117
AT&T,
Inc.
(Diversified
Telecommunication
Services)
0.4%
10,115
167,605
Bank
of
America
Corp.
(Banks)
0.8%
9,782
298,253
Berkshire
Hathaway,
Inc.,
Class
B*
(Financial
Services)
2.4%
2,580
928,800
Boeing
Co.
(The)*
(Aerospace
&
Defense)
0.5%
802
185,767
Caterpillar,
Inc.
(Machinery)
0.5%
722
181,020
Chevron
Corp.
(Oil,
Gas
&
Consumable
Fuels)
0.9%
2,510
360,436
Coca-Cola
Co.
(The)
(Beverages)
0.8%
5,507
321,829
Comcast
Corp.,
Class
A
(Media)
0.6%
5,823
243,926
ConocoPhillips
(Oil,
Gas
&
Consumable
Fuels)
0.5%
1,694
195,776
Costco
Wholesale
Corp.
(Consumer
Staples
Distribution
&
Retail)
1.0%
627
371,648
Danaher
Corp.
(Life
Sciences
Tools
&
Services)
0.5%
930
207,678
Elevance
Health,
Inc.
(Health
Care
Providers
&
Services)
0.4%
333
159,670
Eli
Lilly
&
Co.
(Pharmaceuticals)
1.7%
1,128
666,693
Exxon
Mobil
Corp.
(Oil,
Gas
&
Consumable
Fuels)
1.5%
5,722
587,878
General
Electric
Co.
(Industrial
Conglomerates)
0.5%
1,540
187,572
Home
Depot,
Inc.
(The)
(Specialty
Retail)
1.2%
1,422
445,783
Honeywell
International,
Inc.
(Industrial
Conglomerates)
0.5%
939
183,969
Johnson
&
Johnson
(Pharmaceuticals)
1.4%
3,407
526,927
JPMorgan
Chase
&
Co.
(Banks)
1.7%
4,111
641,645
Linde
plc
(Chemicals)
0.7%
690
285,501
Percentage
of
Net
Assets
Shares
Value
Common
Stocks
(continued)
Lowe's
Cos.,
Inc.
(Specialty
Retail)
0.4%
829
$
164,830
Mastercard,
Inc.,
Class
A
(Financial
Services)
1.3%
1,177
487,078
McDonald's
Corp.
(Hotels,
Restaurants
&
Leisure)
0.8%
1,031
290,577
Merck
&
Co.,
Inc.
(Pharmaceuticals)
1.0%
3,590
367,903
Meta
Platforms,
Inc.,
Class
A*
(Interactive
Media
&
Services)
2.7%
3,145
1,028,887
Netflix,
Inc.*
(Entertainment)
0.8%
627
297,179
NextEra
Energy,
Inc.
(Electric
Utilities)
0.4%
2,863
167,514
NIKE,
Inc.,
Class
B
(Textiles,
Apparel
&
Luxury
Goods)
0.5%
1,733
191,098
PepsiCo,
Inc.
(Beverages)
0.9%
1,947
327,660
Pfizer,
Inc.
(Pharmaceuticals)
0.6%
7,988
243,394
Philip
Morris
International,
Inc.
(Tobacco)
0.5%
2,196
205,019
Procter
&
Gamble
Co.
(The)
(Household
Products)
1.3%
3,335
511,989
RTX
Corp.
(Aerospace
&
Defense)
0.4%
2,059
167,767
S&P
Global,
Inc.
(Capital
Markets)
0.5%
460
191,282
Starbucks
Corp.
(Hotels,
Restaurants
&
Leisure)
0.4%
1,621
160,965
Tesla,
Inc.*
(Automobiles)
2.4%
3,906
937,753
Thermo
Fisher
Scientific,
Inc.
(Life
Sciences
Tools
&
Services)
0.7%
546
270,685
Union
Pacific
Corp.
(Ground
Transportation)
0.5%
862
194,183
UnitedHealth
Group,
Inc.
(Health
Care
Providers
&
Services)
1.9%
1,311
724,944
Verizon
Communications,
Inc.
(Diversified
Telecommunication
Services)
0.6%
5,948
227,987
Visa,
Inc.,
Class
A
(Financial
Services)
1.5%
2,273
583,434
Walmart,
Inc.
(Consumer
Staples
Distribution
&
Retail)
0.8%
2,019
314,338
Walt
Disney
Co.
(The)*
(Entertainment)
0.6%
2,589
239,974
Wells
Fargo
&
Co.
(Banks)
0.6%
5,177
230,842
Other
Common
Stocks(a)
46.7%
216,829
18,012,690
Total
Common
Stocks
(Cost
$37,783,438)
38,449,775
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
500
®
EX-TECHNOLOGY
ETF
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
79
SPXT
::
Percentage
of
Net
Assets
Shares
Value
Securities
Lending
Reinvestments
(b)
—
0.0%
(c)
Investment
Companies
—
0.0%
(c)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$5,915)
0.0%
5,915
$
5,915
Principal
Amount
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(e)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$49,125
(Cost
$49,119)
$
49,119
49,119
Total
Investments
—
99.8%
(Cost
$37,838,472)
38,504,809
Other
assets
less
liabilities
—
0.2%
65,152
Net
assets
—
100.0%
$
38,569,961
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$8,967,
collateralized
in
the
form
of
cash
with
a
value
of
$5,915
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$3,330
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
5.25%,
and
maturity
dates
ranging
from
January
15,
2024
–
February
15,
2051.
The
total
value
of
collateral
is
$9,245.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$5,915.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(e)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
CME
Chicago
Mercantile
Exchange
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
2,358,679
Aggregate
gross
unrealized
depreciation
(1,755,742)
Net
unrealized
appreciation
$
602,937
Federal
income
tax
cost
$
37,901,872
S&P
500®
Ex-Technology
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
industries,
as
of
November
30,
2023:
Aerospace
&
Defense
2.3%
Air
Freight
&
Logistics
0.7%
Automobile
Components
0.1%
Automobiles
2.7%
Banks
4.3%
Beverages
2.2%
Biotechnology
2.7%
Broadline
Retail
5.0%
Building
Products
0.6%
Capital
Markets
4.0%
Chemicals
2.3%
Commercial
Services
&
Supplies
0.8%
Construction
&
Engineering
0.1%
Construction
Materials
0.2%
Consumer
Finance
0.7%
Consumer
Staples
Distribution
&
Retail
2.5%
Containers
&
Packaging
0.3%
Distributors
0.2%
Diversified
Telecommunication
Services
1.0%
Electric
Utilities
2.2%
Electrical
Equipment
0.9%
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
EX-TECHNOLOGY
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SUMMARY
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
80
SPXT
::
Energy
Equipment
&
Services
0.5%
Entertainment
1.7%
Financial
Services
6.1%
Food
Products
1.3%
Gas
Utilities
0.1%
Ground
Transportation
1.1%
Health
Care
Equipment
&
Supplies
3.5%
Health
Care
Providers
&
Services
4.2%
Health
Care
REITs
0.3%
Hotel
&
Resort
REITs
0.0%*
Hotels,
Restaurants
&
Leisure
3.0%
Household
Durables
0.5%
Household
Products
1.9%
Independent
Power
and
Renewable
Electricity
Producers
0.0%*
Industrial
Conglomerates
1.2%
Industrial
REITs
0.4%
Insurance
3.1%
Interactive
Media
&
Services
8.1%
Leisure
Products
0.0%*
Life
Sciences
Tools
&
Services
2.0%
Machinery
2.4%
Media
1.0%
Metals
&
Mining
0.6%
Multi-Utilities
1.0%
Office
REITs
0.1%
Oil,
Gas
&
Consumable
Fuels
5.2%
Passenger
Airlines
0.2%
Personal
Care
Products
0.2%
Pharmaceuticals
5.4%
Professional
Services
1.0%
Real
Estate
Management
&
Development
0.2%
Residential
REITs
0.4%
Retail
REITs
0.4%
Specialized
REITs
1.6%
Specialty
Retail
2.8%
Textiles,
Apparel
&
Luxury
Goods
0.8%
Tobacco
0.8%
Trading
Companies
&
Distributors
0.4%
Water
Utilities
0.1%
Wireless
Telecommunication
Services
0.3%
Other
a
0.3%
100.0%
*
Amount
represents
less
than
0.05%.
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
GLOBAL
CORE
BATTERY
METALS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
81
ION
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.3%
Chemicals
—
19.8%
Albemarle
Corp.
566
$
68,639
Ganfeng
Lithium
Group
Co.
Ltd.,
Class
H(a)
17,568
56,226
Livent
Corp.*(b)
5,491
75,556
Qinghai
Salt
Lake
Industry
Co.
Ltd.,
Class
A*
30,400
67,571
Tianqi
Lithium
Corp.,
Class
A
10,700
75,145
Zangge
Mining
Co.
Ltd.,
Class
A
26,900
90,234
433,371
Construction
&
Engineering
—
0.2%
Metallurgical
Corp.
of
China
Ltd.,
Class
H
24,734
4,686
Electrical
Equipment
—
3.8%
Sociedad
Quimica
y
Minera
de
Chile
SA,
ADR
1,639
82,343
Metals
&
Mining
—
68.3%
African
Rainbow
Minerals
Ltd.
2,094
20,185
Allkem
Ltd.*
14,547
82,663
AMG
Critical
Materials
NV
2,889
68,617
Aneka
Tambang
Tbk.
292,122
32,772
Anglo
American
Platinum
Ltd.
549
23,229
Anglo
American
plc
1,765
47,729
BHP
Group
Ltd.
1,431
43,778
Boliden
AB
818
21,797
China
Nonferrous
Mining
Corp.
Ltd.
91,957
55,683
CMOC
Group
Ltd.,
Class
H
43,542
24,861
Eramet
SA
1,021
78,462
First
Quantum
Minerals
Ltd.
2,480
20,305
Franco-Nevada
Corp.
264
29,568
Glencore
plc
7,664
42,746
IGO
Ltd.
14,945
84,727
Impala
Platinum
Holdings
Ltd.
2,140
8,699
Jervois
Global
Ltd.*(b)
1,298,314
35,172
Jinchuan
Group
International
Resources
Co.
Ltd.
899,129
52,949
Karora
Resources,
Inc.*
18,767
66,524
Lundin
Mining
Corp.
9,974
69,093
Mineral
Resources
Ltd.
2,234
90,294
Northam
Platinum
Holdings
Ltd.
1,229
7,932
Pacific
Metals
Co.
Ltd.*
9,728
80,968
Pilbara
Minerals
Ltd.
39,094
94,026
POSCO
Holdings,
Inc.,
ADR
153
14,260
Sibanye
Stillwater
Ltd.
8,980
9,908
South32
Ltd.
27,764
56,503
Tibet
Mineral
Development
Co.,
Class
A
27,200
88,227
Vale
Indonesia
Tbk.
PT
221,049
64,134
Vale
SA,
Class
B,
ADR
2,287
34,305
Zhejiang
Huayou
Cobalt
Co.
Ltd.,
Class
A
8,800
39,613
Zijin
Mining
Group
Co.
Ltd.,
Class
H
1,656
2,625
1,492,354
Investments
Shares
Value
Common
Stocks
(continued)
Trading
Companies
&
Distributors
—
7.2%
Sojitz
Corp.
1,770
$
39,314
Sumitomo
Corp.
3,263
68,227
Toyota
Tsusho
Corp.
890
49,164
156,705
Total
Common
Stocks
(Cost
$2,924,635)
2,169,459
Securities
Lending
Reinvestments
(c)
—
3.2%
Investment
Companies
—
3.2%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$69,174)
69,174
69,174
Total
Investments
—
102.5%
(Cost
$2,993,809)
2,238,633
Liabilities
in
excess
of
other
assets
—
(2.5%)
(55,107)
Net
Assets
—
100.0%
$
2,183,526
*
Non-income
producing
security.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$80,856,
collateralized
in
the
form
of
cash
with
a
value
of
$69,174
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$14,306
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.13%
–
4.00%,
and
maturity
dates
ranging
from
July
15,
2025
–
May
15,
2049.
The
total
value
of
collateral
is
$83,480.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
(c)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$69,174.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
45,703
Aggregate
gross
unrealized
depreciation
(811,392)
Net
unrealized
depreciation
$
(765,689)
Federal
income
tax
cost
$
3,004,322
See
accompanying
notes
to
the
financial
statements.
S&P
GLOBAL
CORE
BATTERY
METALS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
82
ION
::
S&P
Global
Core
Battery
Metals
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
China
25.5%
Australia
22.7%
Japan
10.9%
Chile
6.9%
United
States
6.6%
South
Africa
5.4%
Indonesia
4.4%
Canada
4.4%
France
3.6%
Netherlands
3.1%
Finland
1.6%
Brazil
1.6%
Sweden
1.0%
Zambia
0.9%
South
Korea
0.7%
Other
a
0.7%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
KENSHO
CLEANTECH
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
83
CTEX
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.4%
Automobiles
—
3.4%
Tesla,
Inc.*
648
$
155,572
Construction
&
Engineering
—
7.1%
Arcosa
,
Inc.
2,079
154,262
Emeren
Group
Ltd.,
ADR*(a)
21,864
52,911
Valmont
Industries,
Inc.
539
118,348
325,521
Diversified
Consumer
Services
—
3.2%
ADT,
Inc.
25,087
147,261
Electrical
Equipment
—
42.3%
American
Superconductor
Corp.*
12,314
116,491
Array
Technologies,
Inc.*
9,663
149,487
Ballard
Power
Systems,
Inc.*
42,204
148,136
Bloom
Energy
Corp.,
Class
A*(a)
11,880
171,547
Eos
Energy
Enterprises,
Inc.*(a)
132,850
146,135
FuelCell
Energy,
Inc.*(a)
123,208
150,314
Generac
Holdings,
Inc.*
1,341
156,991
NEXTracker,
Inc.,
Class
A*
3,849
156,423
Plug
Power,
Inc.*(a)
39,477
159,487
Shoals
Technologies
Group,
Inc.,
Class
A*
10,212
141,436
SunPower
Corp.*(a)
34,102
141,523
Sunrun,
Inc.*(a)
12,828
165,481
TPI
Composites,
Inc.*
59,216
124,946
1,928,397
Electronic
Equipment,
Instruments
&
Components
—
2.5%
Corning,
Inc.
4,074
116,068
Independent
Power
and
Renewable
Electricity
Producers
—
7.0%
Ormat
Technologies,
Inc.
2,314
155,779
Sunnova
Energy
International,
Inc.*(a)
13,889
161,112
316,891
Industrial
Conglomerates
—
3.4%
General
Electric
Co.
1,272
154,929
Machinery
—
6.0%
Cummins,
Inc.
682
152,877
Hyster-Yale
Materials
Handling,
Inc.
2,524
120,319
273,196
Semiconductors
&
Semiconductor
Equipment
—
24.5%
Applied
Materials,
Inc.
755
113,084
Canadian
Solar,
Inc.*(a)
7,342
154,402
Daqo
New
Energy
Corp.,
ADR*
5,625
133,088
Enphase
Energy,
Inc.*
1,551
156,682
First
Solar,
Inc.*
959
151,311
JinkoSolar
Holding
Co.
Ltd.,
ADR
4,371
137,249
Investments
Shares
Value
Common
Stocks
(continued)
Maxeon
Solar
Technologies
Ltd.*(a)
29,781
$
122,996
SolarEdge
Technologies,
Inc.*
1,885
149,631
1,118,443
Total
Common
Stocks
(Cost
$6,985,176)
4,536,278
Securities
Lending
Reinvestments
(b)
—
8.8%
Investment
Companies
—
8.8%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$402,599)
402,599
402,599
Total
Investments
—
108.2%
(Cost
$7,387,775)
4,938,877
Liabilities
in
excess
of
other
assets
—
(8.2%)
(374,879)
Net
Assets
—
100.0%
$
4,563,998
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$718,982,
collateralized
in
the
form
of
cash
with
a
value
of
$402,599
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$361,457
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.25%,
and
maturity
dates
ranging
from
December
5,
2023
–
November
15,
2053.
The
total
value
of
collateral
is
$764,056.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$402,599.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
305,101
Aggregate
gross
unrealized
depreciation
(2,765,609)
Net
unrealized
depreciation
$
(2,460,508)
Federal
income
tax
cost
$
7,399,385
See
accompanying
notes
to
the
financial
statements.
S&P
KENSHO
CLEANTECH
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
84
CTEX
::
S&P
Kensho
Cleantech
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
85.7%
China
7.1%
Canada
6.6%
Other
a
0.6%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(
UNAUDITED
)
::
S&P
KENSHO
SMART
FACTORIES
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
85
MAKX
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.6%
Electrical
Equipment
—
11.4%
Allient,
Inc.
578
$
15,074
Emerson
Electric
Co.
458
40,716
Rockwell
Automation,
Inc.
151
41,592
97,382
Electronic
Equipment,
Instruments
&
Components
—
22.1%
Cognex
Corp.
1,062
40,037
FARO
Technologies,
Inc.*
1,282
23,550
Hollysys
Automation
Technologies
Ltd.*
1,765
40,242
Ouster,
Inc.*
6,286
32,184
Sanmina
Corp.*
496
24,855
Zebra
Technologies
Corp.,
Class
A*
113
26,779
187,647
IT
Services
—
3.3%
Globant
SA*
126
27,821
Machinery
—
8.6%
3D
Systems
Corp.*
8,968
47,889
Dover
Corp.
178
25,127
73,016
Metals
&
Mining
—
2.9%
POSCO
Holdings,
Inc.,
ADR
267
24,884
Semiconductors
&
Semiconductor
Equipment
—
15.0%
Advanced
Micro
Devices,
Inc.*
204
24,717
Ambarella,
Inc.*
468
27,476
Applied
Materials,
Inc.
162
24,264
ON
Semiconductor
Corp.*
350
24,966
Tower
Semiconductor
Ltd.*
952
26,066
127,489
Software
—
24.0%
Aspen
Technology,
Inc.*
233
43,865
Autodesk,
Inc.*
188
41,065
C3.ai,
Inc.,
Class
A*(a)
1,438
41,874
PTC,
Inc.*
156
24,548
SAP
SE,
ADR(a)
164
26,096
UiPath,
Inc.,
Class
A*
1,364
26,953
204,401
Technology
Hardware,
Storage
&
Peripherals
—
2.8%
Stratasys
Ltd.*
2,155
23,791
Trading
Companies
&
Distributors
—
2.8%
Applied
Industrial
Technologies,
Inc.
147
23,530
Wireless
Telecommunication
Services
—
6.7%
SK
Telecom
Co.
Ltd.,
ADR
1,873
42,142
Turkcell
Iletisim
Hizmetleri
A/S,
ADR*
3,069
15,284
57,426
Investments
Shares
Value
Common
Stocks
(continued)
Total
Common
Stocks
(Cost
$858,561)
$
847,387
Securities
Lending
Reinvestments
(b)
—
2.8%
Investment
Companies
—
2.8%
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(c)
(Cost
$23,630)
23,630
23,630
Total
Investments
—
102.4%
(Cost
$882,191)
871,017
Liabilities
in
excess
of
other
assets
—
(2.4%)
(20,466)
Net
Assets
—
100.0%
$
850,551
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$65,077,
collateralized
in
the
form
of
cash
with
a
value
of
$23,630
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments
and
$44,275
of
collateral
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.13%,
and
maturity
dates
ranging
from
December
7,
2023
–
November
15,
2052.
The
total
value
of
collateral
is
$67,905.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$23,630.
(c)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
93,049
Aggregate
gross
unrealized
depreciation
(107,335)
Net
unrealized
depreciation
$
(14,286)
Federal
income
tax
cost
$
885,303
See
accompanying
notes
to
the
financial
statements.
S&P
KENSHO
SMART
FACTORIES
ETF
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
86
MAKX
::
S&P
Kensho
Smart
Factories
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
79.1%
South
Korea
7.9%
China
4.7%
Germany
3.1%
Israel
3.0%
Turkey
1.8%
Other
a
0.4%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
MIDCAP
400
®
DIVIDEND
ARISTOCRATS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
87
REGL
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.7%
Banks
—
14.3%
Bank
OZK
830,370
$
34,759,288
Commerce
Bancshares,
Inc.
669,515
33,857,373
Cullen/Frost
Bankers,
Inc.
350,502
34,450,842
Prosperity
Bancshares,
Inc.
592,987
35,763,046
UMB
Financial
Corp.
484,698
34,733,459
United
Bankshares
,
Inc.
1,143,803
37,871,317
211,435,325
Building
Products
—
2.3%
Carlisle
Cos.,
Inc.
123,062
34,507,815
Capital
Markets
—
4.4%
Evercore,
Inc.,
Class
A
226,912
33,480,865
SEI
Investments
Co.
545,358
31,996,154
65,477,019
Chemicals
—
4.5%
RPM
International,
Inc.
324,550
33,405,931
Westlake
Corp.
257,851
33,105,490
66,511,421
Commercial
Services
&
Supplies
—
2.4%
MSA
Safety,
Inc.
200,033
34,833,747
Consumer
Staples
Distribution
&
Retail
—
2.1%
Casey's
General
Stores,
Inc.
111,744
30,774,298
Containers
&
Packaging
—
6.3%
AptarGroup,
Inc.
241,025
30,583,662
Silgan
Holdings,
Inc.
721,176
30,087,463
Sonoco
Products
Co.
587,846
32,425,585
93,096,710
Electric
Utilities
—
4.2%
OGE
Energy
Corp.
875,366
30,681,578
Portland
General
Electric
Co.
747,099
30,675,885
61,357,463
Electrical
Equipment
—
2.0%
Regal
Rexnord
Corp.
251,072
30,078,426
Food
Products
—
4.0%
Flowers
Foods,
Inc.
1,417,604
29,500,339
Lancaster
Colony
Corp.
181,492
30,109,523
59,609,862
Gas
Utilities
—
12.2%
National
Fuel
Gas
Co.
563,105
28,600,103
New
Jersey
Resources
Corp.
712,878
30,083,452
ONE
Gas,
Inc.
461,596
26,601,777
Southwest
Gas
Holdings,
Inc.
519,710
30,720,058
Spire,
Inc.(a)
535,710
32,683,667
UGI
Corp.
1,433,302
31,518,311
180,207,368
Investments
Shares
Value
Common
Stocks
(continued)
Ground
Transportation
—
2.2%
Ryder
System,
Inc.
303,384
$
32,504,562
Household
Durables
—
2.0%
Leggett
&
Platt,
Inc.
1,277,493
29,216,265
Insurance
—
10.5%
American
Financial
Group,
Inc.
273,973
31,339,771
Hanover
Insurance
Group,
Inc.
(The)
254,111
31,585,997
Old
Republic
International
Corp.
1,104,270
32,366,154
RenaissanceRe
Holdings
Ltd.
136,378
29,233,988
RLI
Corp.
217,226
29,455,846
153,981,756
Leisure
Products
—
1.9%
Polaris,
Inc.
332,110
27,389,112
Machinery
—
8.8%
Donaldson
Co.,
Inc.
507,530
30,878,125
Graco,
Inc.
420,272
33,949,572
Lincoln
Electric
Holdings,
Inc.
176,951
35,046,915
Toro
Co.
(The)
365,595
30,344,385
130,218,997
Metals
&
Mining
—
2.3%
Royal
Gold,
Inc.
272,959
33,246,406
Multi-Utilities
—
4.3%
Black
Hills
Corp.
616,347
31,797,342
Northwestern
Energy
Group,
Inc.
626,504
31,519,416
63,316,758
Pharmaceuticals
—
2.1%
Perrigo
Co.
plc
1,015,269
30,925,094
Retail
REITs
—
2.3%
NNN
REIT,
Inc.,
REIT
836,201
33,966,485
Specialty
Retail
—
2.4%
Williams-Sonoma,
Inc.
190,191
35,668,420
Water
Utilities
—
2.2%
Essential
Utilities,
Inc.
894,324
31,846,878
Total
Common
Stocks
(Cost
$1,441,567,471)
1,470,170,187
See
accompanying
notes
to
the
financial
statements.
S&P
MIDCAP
400
®
DIVIDEND
ARISTOCRATS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
88
REGL
::
.
Investments
Principal
Amount
Value
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(b)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$1,213,542
(Cost
$1,213,362)
$
1,213,362
$
1,213,362
Total
Investments
—
99.8%
(Cost
$1,442,780,833)
1,471,383,549
Other
assets
less
liabilities
—
0.2%
2,576,663
Net
Assets
—
100.0%
$
1,473,960,212
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$392,843,
collateralized
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
7.63%,
and
maturity
dates
ranging
from
December
26,
2023
–
May
15,
2053.
The
total
value
of
collateral
is
$400,304.
(b)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
Abbreviations
REIT
Real
Estate
Investment
Trust
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
135,510,478
Aggregate
gross
unrealized
depreciation
(110,025,070)
Net
unrealized
appreciation
$
25,485,408
Federal
income
tax
cost
$
1,445,898,141
NOVEMBER
30,
2023
(UNAUDITED)
::
S&P
TECHNOLOGY
DIVIDEND
ARISTOCRATS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
89
TDV
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.7%
Communications
Equipment
—
5.1%
Cisco
Systems,
Inc.
117,370
$
5,678,361
Motorola
Solutions,
Inc.
22,074
7,127,032
12,805,393
Electronic
Equipment,
Instruments
&
Components
—
23.4%
Amphenol
Corp.,
Class
a
A
77,786
7,077,748
Avnet,
Inc.
133,297
6,232,968
Badger
Meter,
Inc.
45,370
6,686,177
CDW
Corp.
31,014
6,540,232
Cognex
Corp.
170,192
6,416,238
Corning,
Inc.
228,644
6,514,068
Littelfuse
,
Inc.
27,317
6,359,398
TE
Connectivity
Ltd.
52,816
6,918,896
Vishay
Intertechnology
,
Inc.
270,109
6,004,523
58,750,248
Financial
Services
—
11.0%
Cass
Information
Systems,
Inc.
170,066
7,032,229
Jack
Henry
&
Associates,
Inc.
43,415
6,889,526
Mastercard,
Inc.,
Class
a
A
16,161
6,687,907
Visa,
Inc.,
Class
a
A
(a)
26,613
6,831,025
27,440,687
IT
Services
—
5.6%
Accenture
plc,
Class
a
A
20,904
6,963,958
International
Business
Machines
Corp.
45,305
7,183,561
14,147,519
Professional
Services
—
7.3%
Broadridge
Financial
Solutions,
Inc.
35,862
6,950,773
CSG
Systems
International,
Inc.
121,534
5,978,257
TTEC
Holdings,
Inc.
279,946
5,240,589
18,169,619
Semiconductors
&
Semiconductor
Equipment
—
24.8%
Analog
Devices,
Inc.
37,310
6,841,908
Broadcom,
Inc.
7,281
6,740,240
KLA
Corp.
13,438
7,318,604
Lam
Research
Corp.
10,352
7,411,204
Microchip
Technology,
Inc.
82,428
6,877,792
Power
Integrations,
Inc.
87,996
6,723,774
QUALCOMM,
Inc.
57,204
7,382,176
Skyworks
Solutions,
Inc.
67,383
6,531,434
Texas
Instruments,
Inc.
42,022
6,417,180
62,244,312
Software
—
13.9%
Dolby
Laboratories,
Inc.,
Class
a
A
77,769
6,698,244
Intuit,
Inc.
12,264
7,008,385
Microsoft
Corp.
19,002
7,200,048
Oracle
Corp.
60,976
7,086,021
Roper
Technologies,
Inc.
12,867
6,925,663
34,918,361
Investments
Shares
Value
Common
Stocks
(continued)
Technology
Hardware,
Storage
&
Peripherals
—
8.6%
Apple,
Inc.
35,920
$
6,823,004
HP,
Inc.
238,822
7,007,038
NetApp,
Inc.
83,613
7,641,392
21,471,434
Total
Common
Stocks
(Cost
$236,477,018)
249,947,573
Principal
Amount
Short-Term
Investments
—
0.1%
Repurchase
Agreements
(b)
—
0.1%
Repurchase
Agreements
with
various
counterparties,
rates
5.10%
-
5.31%,
dated
11/30/2023,
due
12/1/2023,
total
to
be
received
$366,567
(Cost
$366,513)
$
366,513
366,513
Total
Investments
—
99.8%
(Cost
$236,843,531)
250,314,086
Other
assets
less
liabilities
—
0.2%
419,098
Net
Assets
—
100.0%
$
250,733,184
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$3,033,188,
collateralized
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.00%
–
6.13%,
and
maturity
dates
ranging
from
December
7,
2023
–
November
15,
2052.
The
total
value
of
collateral
is
$3,065,011.
(b)
The
Fund
invests
in
Repurchase
Agreements
jointly
with
other
funds
in
the
Trust.
See
"Repurchase
Agreements"
in
the
Notes
to
Financial
Statements
to
view
the
details
of
each
individual
agreement
and
counterparty
as
well
as
a
description
of
the
securities
subject
to
repurchase.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
23,811,312
Aggregate
gross
unrealized
depreciation
(10,899,668)
Net
unrealized
appreciation
$
12,911,644
Federal
income
tax
cost
$
237,402,442
SMART
MATERIALS
ETF
::
NOVEMBER
30,
2023
(
UNAUDITED
)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
90
TINT
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.5%
Aerospace
&
Defense
—
4.6%
Hexcel
Corp.
1,048
$
72,637
Chemicals
—
54.9%
Akzo
Nobel
NV
937
71,864
Arkema
SA
697
70,755
Axalta
Coating
Systems
Ltd.*
2,458
77,353
Cabot
Corp.
952
72,257
Chemours
Co.
(The)
2,591
71,071
Hansol
Chemical
Co.
Ltd.
198
30,848
Huntsman
Corp.
2,706
66,568
Ingevity
Corp.*
634
24,593
Nissan
Chemical
Corp.
1,542
56,091
OCI
Holdings
Co.
Ltd.
347
26,573
PPG
Industries,
Inc.
518
73,551
Sherwin-Williams
Co.
(The)
265
73,882
Sika
AG
(Registered)
263
71,238
Solvay
SA
612
70,713
857,357
Electrical
Equipment
—
4.0%
NIDEC
Corp.
1,661
62,783
Electronic
Equipment,
Instruments
&
Components
—
5.3%
LG
Display
Co.
Ltd.*
6,260
60,749
SAES
Getters
SpA
294
10,481
Solus
Advanced
Materials
Co.
Ltd.
614
11,469
82,699
Industrial
Conglomerates
—
4.5%
3M
Co.
714
70,736
Metals
&
Mining
—
2.8%
Constellium
SE,
Class
A*
2,525
43,935
Pharmaceuticals
—
8.3%
Merck
&
Co.,
Inc.
608
62,308
Sanofi
SA
725
67,442
129,750
Semiconductors
&
Semiconductor
Equipment
—
15.1%
Applied
Materials,
Inc.
476
71,295
Himax
Technologies,
Inc.,
ADR(a)
6,103
34,848
Innox
Advanced
Materials
Co.
Ltd.
353
9,002
Jusung
Engineering
Co.
Ltd.
844
23,060
LX
Semicon
Co.
Ltd.
285
18,998
Magnachip
Semiconductor
Corp.*
704
4,639
Universal
Display
Corp.
434
73,433
235,275
Total
Common
Stocks
(Cost
$1,721,174)
1,555,172
Investments
Shares
Value
Securities
Lending
Reinvestments
(b)
—
0.0%
(c)
Investment
Companies
—
0.0%
(c)
Invesco
Government
&
Agency
Portfolio,
Institutional
Class
5.28%
(d)
(Cost
$600)
600
$
600
Total
Investments
—
99.5%
(Cost
$1,721,774)
1,555,772
Other
assets
less
liabilities
—
0.5%
7,201
Net
Assets
—
100.0%
$
1,562,973
*
Non-income
producing
security.
(a)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$571,
collateralized
in
the
form
of
cash
with
a
value
of
$600
that
was
reinvested
in
the
securities
shown
in
the
Securities
Lending
Reinvestment
section
of
the
Schedule
of
Portfolio
Investments.
(b)
The
security
was
purchased
with
cash
collateral
held
from
securities
on
loan
at
November
30,
2023.
The
total
value
of
securities
purchased
was
$600.
(c)
Represents
less
than
0.05%
of
net
assets.
(d)
Rate
shown
is
the
7-day
yield
as
of
November
30,
2023.
Abbreviations
ADR
American
Depositary
Receipt
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
71,185
Aggregate
gross
unrealized
depreciation
(239,995)
Net
unrealized
depreciation
$
(168,810)
Federal
income
tax
cost
$
1,724,582
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(
UNAUDITED
)
::
SMART
MATERIALS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
91
TINT
::
Smart
Materials
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
58.9%
South
Korea
11.9%
Japan
7.6%
Netherlands
4.6%
Switzerland
4.6%
France
4.5%
Belgium
4.5%
Taiwan
2.2%
Italy
0.7%
Other
a
0.5%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
SUPPLY
CHAIN
LOGISTICS
ETF
::
NOVEMBER
30,
2023
(UNAUDITED)
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
92
SUPL
::
See
accompanying
notes
to
the
financial
statements.
Investments
Shares
Value
Common
Stocks
—
99.4%
Air
Freight
&
Logistics
—
32.4%
CH
Robinson
Worldwide,
Inc.
739
$
60,635
Deutsche
Post
AG
1,822
85,359
Expeditors
International
of
Washington,
Inc.
737
88,691
FedEx
Corp.
379
98,096
Forward
Air
Corp.
167
10,609
GXO
Logistics,
Inc.*
747
42,026
JD
Logistics,
Inc.*(a)
15,470
18,993
Mainfreight
Ltd.
536
22,280
Nippon
Express
Holdings,
Inc.
432
23,518
SG
Holdings
Co.
Ltd.
1,884
27,162
United
Parcel
Service,
Inc.,
Class
B
493
74,744
Yamato
Holdings
Co.
Ltd.
1,634
28,969
ZTO
Express
Cayman,
Inc.
1,551
34,708
615,790
Commercial
Services
&
Supplies
—
4.1%
Brambles
Ltd.
8,901
78,457
Ground
Transportation
—
41.6%
Aurizon
Holdings
Ltd.
11,155
26,018
Canadian
Pacific
Kansas
City
Ltd.
1,067
76,816
Container
Corp.
of
India
Ltd.
1,760
16,377
CSX
Corp.
2,629
84,917
Full
Truck
Alliance
Co.
Ltd.,
ADR*
5,576
41,764
Knight-Swift
Transportation
Holdings,
Inc.,
Class
A
963
51,790
Landstar
System,
Inc.
228
39,364
Old
Dominion
Freight
Line,
Inc.
263
102,323
Rumo
SA
7,808
36,327
RXO,
Inc.*
747
15,657
Saia,
Inc.*
169
65,976
TFI
International,
Inc.
496
58,689
Union
Pacific
Corp.
422
95,064
Werner
Enterprises,
Inc.
370
14,804
XPO,
Inc.*
726
62,639
788,525
Hotels,
Restaurants
&
Leisure
—
4.1%
Amadeus
IT
Group
SA
1,144
78,226
Marine
Transportation
—
17.2%
AP
Moller
-
Maersk
A/S,
Class
B
27
42,578
COSCO
SHIPPING
Holdings
Co.
Ltd.,
Class
H
19,434
17,913
Evergreen
Marine
Corp.
Taiwan
Ltd.
11,648
41,760
HMM
Co.
Ltd.
2,169
26,042
Kawasaki
Kisen
Kaisha
Ltd.(b)
1,367
47,844
Kuehne
+
Nagel
International
AG
(Registered)
288
83,272
Matson,
Inc.
227
21,740
SITC
International
Holdings
Co.
Ltd.
8,325
12,576
Investments
Shares
Value
Common
Stocks
(continued)
Wan
Hai
Lines
Ltd.
9,792
$
14,638
Yang
Ming
Marine
Transport
Corp.
14,992
20,155
328,518
Total
Common
Stocks
(Cost
$1,944,365)
1,889,516
Total
Investments
—
99.4%
(Cost
$1,944,365)
1,889,516
Other
assets
less
liabilities
—
0.6%
11,900
Net
Assets
—
100.0%
$
1,901,416
*
Non-income
producing
security.
(a)
Security
exempt
from
registration
pursuant
to
Regulation
S
under
the
Securities
Act
of
1933.
Regulation
S
applies
to
securities
offerings
that
are
made
outside
of
the
United
States
and
do
not
involve
direct
selling
efforts
in
the
United
States
and
as
such
may
have
restrictions
on
resale.
(b)
The
security
or
a
portion
of
this
security
is
on
loan
at
November
30,
2023.
The
total
value
of
securities
on
loan
at
November
30,
2023
was
$630,
collateralized
in
the
form
of
U.S.
Government
Treasury
Securities,
interest
rates
ranging
from
0.13%
–
5.38%,
and
maturity
dates
ranging
from
December
31,
2023
–
May
15,
2052.
The
total
value
of
collateral
is
$688.
As
of
November
30,
2023,
the
gross
unrealized
appreciation
(depreciation)
of
investments
based
on
the
aggregate
cost
of
investment
securities
and
derivative
instruments,
if
applicable,
for
federal
income
tax
purposes
was
as
follows:
Aggregate
gross
unrealized
appreciation
$
228,869
Aggregate
gross
unrealized
depreciation
(287,779)
Net
unrealized
depreciation
$
(58,910)
Federal
income
tax
cost
$
1,948,426
See
accompanying
notes
to
the
financial
statements.
NOVEMBER
30,
2023
(UNAUDITED)
::
SUPPLY
CHAIN
LOGISTICS
ETF
SCHEDULE
OF
PORTFOLIO
INVESTMENTS
PROSHARES
TRUST
93
SUPL
::
Supply
Chain
Logistics
ETF
invested,
as
a
percentage
of
net
assets,
in
the
following
countries
as
of
November
30,
2023:
United
States
48.9%
Canada
7.1%
Japan
6.7%
China
6.6%
Australia
5.5%
Germany
4.5%
Switzerland
4.4%
Spain
4.1%
Taiwan
4.0%
Denmark
2.2%
Brazil
1.9%
South
Korea
1.4%
New
Zealand
1.2%
India
0.9%
Other
a
0.6%
100.0%
a
Includes
any
non-equity
securities
and
net
other
assets
(liabilities).
94
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
STATEMENTS
OF
ASSETS
AND
LIABILITIES
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
95
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Big
Data
Refiners
ETF
Decline
of
the
Retail
Store
ETF
DJ
Brookfield
Global
Infrastructure
ETF
Equities
for
Rising
Rates
ETF
Global
Listed
Private
Equity
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
3,973,309
$
10,105,399
$
157,627,086
$
26,606,055
$
9,003,897
Securities,
at
value
(a)
4,085,151
—
149,637,407
26,428,706
7,871,773
Repurchase
Agreements,
at
value
—
10,105,399
523,718
18,785
69,675
Cash
193
—
—
—
—
Foreign
cash
(b)
746
—
41,523
—
751
Segregated
cash
balances
with
custodian
for
swap
agreements
—
1,061,331
—
—
—
Dividends
and
interest
receivable
—
1,472
483,707
71,927
17,950
Receivable
for
security
lending
income
46
—
11,640
—
—
Receivable
for
investments
sold
—
—
111,632
—
—
Receivable
from
Advisor
—
—
—
—
9,615
Reclaims
receivable
—
—
22,931
—
36,691
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
—
53,190
—
—
—
Prepaid
expenses
—
—
—
—
1,647
Total
Assets
4,086,136
11,221,392
150,832,558
26,519,418
8,008,102
LIABILITIES:
Cash
overdraft
—
—
568
—
1
Payable
for
investments
purchased
—
—
201,934
—
—
Payable
for
capital
shares
redeemed
—
484,894
—
—
—
Payable
for
cash
collateral
received
from
securities
loaned
253,453
—
64,371
—
—
Payable
to
Advisor
1,708
5,504
51,804
7,471
—
Custodian
fees
payable
—
—
—
—
1,146
Administration
fees
payable
—
—
—
—
12,534
Trustee
fees
payable
28
79
1,136
272
69
Compliance
services
fees
payable
15
53
705
213
46
Listing,
Data
and
related
fees
payable
—
—
—
—
9,944
Professional
fees
payable
—
—
—
—
19,520
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
—
709,761
—
—
—
Other
liabilities
—
—
—
—
2,452
Total
Liabilities
255,204
1,200,291
320,518
7,956
45,712
NET
ASSETS
$
3,830,932
$
10,021,101
$
150,512,040
$
26,511,462
$
7,962,390
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
4,704,012
$
41,115,918
$
155,518,181
$
37,100,974
$
15,450,762
Distributable
earnings
(loss)
(873,080)
(31,094,817)
(5,006,141)
(10,589,512)
(7,488,372)
NET
ASSETS
$
3,830,932
$
10,021,101
$
150,512,040
$
26,511,462
$
7,962,390
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
125,001
620,001
3,350,001
520,001
290,001
Net
Asset
Value
$
30.65
$
16.16
$
44.93
$
50.98
$
27.46
(a)
Includes
securities
on
loan
valued
at:
$
244,167
$
—
$
61,016
$
—
$
—
(b)
Cost
of
foreign
cash:
$
748
$
—
$
41,219
$
—
$
724
96
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Hedge
Replication
ETF
High
Yield-Interest
Rate
Hedged
Inflation
Expectations
ETF
Investment
Grade-
Interest
Rate
Hedged
K-1
Free
Crude
Oil
Strategy
ETF
(b)
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
30,980,148
$
126,496,546
$
29,141,841
$
286,182,456
$
116,733,741
Securities,
at
value
(a)
26,654,686
115,146,589
—
279,441,233
—
Repurchase
Agreements,
at
value
4,834,304
1,631,829
29,141,841
2,399,072
116,733,741
Cash
370
25,902
1
21,523
7,239,027
Segregated
cash
balances
with
brokers
for
futures
contracts
54,285
1,495,858
—
8,827,480
12,027,819
Segregated
cash
balances
with
custodian
for
swap
agreements
607,000
—
3,439,707
—
—
Dividends
and
interest
receivable
7,066
1,878,786
4,246
3,539,473
17,008
Receivable
for
security
lending
income
—
616
—
3,155
—
Receivable
for
investments
sold
2,013
3,468,398
—
—
—
Receivable
from
Advisor
2,366
—
—
—
—
Receivable
for
variation
margin
on
futures
contracts
29,232
347,601
—
2,053,671
—
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
578,643
—
2,138,587
—
—
Prepaid
expenses
1,831
—
1,851
—
—
Total
Assets
32,771,796
123,995,579
34,726,233
296,285,607
136,017,595
LIABILITIES:
Payable
for
investments
purchased
2,023
2,754,202
—
—
—
Payable
for
cash
collateral
received
from
securities
loaned
44
1,307,818
—
3,537,140
—
Payable
to
Advisor
—
48,405
990
71,388
71,537
Management
Services
fees
payable
—
—
3,433
—
—
Custodian
fees
payable
24,976
—
290
—
—
Administration
fees
payable
12,851
—
7,123
—
—
Trustee
fees
payable
267
960
289
2,426
985
Compliance
services
fees
payable
169
579
202
1,625
520
Listing,
Data
and
related
fees
payable
16,098
—
2,666
—
—
Professional
fees
payable
91,374
—
11,304
—
—
Payable
for
variation
margin
on
futures
contracts
—
—
—
—
3,217,252
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
231,048
—
3,840,963
—
—
Other
liabilities
3,298
—
3,750
—
—
Total
Liabilities
382,148
4,111,964
3,871,010
3,612,579
3,290,294
NET
ASSETS
$
32,389,648
$
119,883,615
$
30,855,223
$
292,673,028
$
132,727,301
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
33,045,761
$
163,025,484
$
36,780,567
$
322,051,462
$
60,458,699
Distributable
earnings
(loss)
(656,113)
(43,141,869)
(5,925,344)
(29,378,434)
72,268,602
NET
ASSETS
$
32,389,648
$
119,883,615
$
30,855,223
$
292,673,028
$
132,727,301
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
675,000
1,925,001
920,001
3,850,001
2,984,034
Net
Asset
Value
$
47.98
$
62.28
$
33.54
$
76.02
$
44.48
(a)
Includes
securities
on
loan
valued
at:
$
—
$
1,269,679
$
—
$
3,389,007
$
—
(b)
Consolidated
Statement
of
Assets
and
Liabilities.
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
97
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Large
Cap
Core
Plus
Long
Online
/Short
Stores
ETF
Merger
ETF
Metaverse
ETF
MSCI
EAFE
Dividend
Growers
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
313,890,547
$
20,959,586
$
11,146,049
$
6,784,905
$
87,025,496
Securities,
at
value
(a)
368,523,935
21,296,554
5,272,381
6,798,253
87,932,345
Repurchase
Agreements,
at
value
6,214,278
4,908
6,008,814
—
319,781
Cash
—
—
205,340
6,925
—
Foreign
cash
(b)
—
—
555
—
43,327
Segregated
cash
balances
with
custodian
for
swap
agreements
7,925,943
1,068,438
373,044
—
—
Dividends
and
interest
receivable
674,279
9,921
6,833
3,755
221,878
Receivable
for
security
lending
income
3
240
2,234
1,527
110
Receivable
for
investments
sold
—
1,579,589
301,524
—
18,172,650
Reclaims
receivable
1,456
—
1,318
—
499,098
Unrealized
appreciation
on
non-
exchange
traded
swap
agreements
9,748,871
178,663
254,324
—
—
Unrealized
appreciation
on
forward
foreign
currency
contracts
–
–
24,336
–
–
Prepaid
expenses
—
—
1,659
—
—
Total
Assets
393,088,765
24,138,313
12,452,362
6,810,460
107,189,189
LIABILITIES:
Payable
for
investments
purchased
—
1,476,390
—
—
18,468,254
Payable
for
cash
collateral
received
from
securities
loaned
—
463,380
348,516
290,380
9,650
Payable
to
Advisor
141,180
11,510
4,069
2,988
35,206
Management
Services
fees
payable
—
—
1,871
—
—
Custodian
fees
payable
—
—
269
—
—
Administration
fees
payable
—
—
12,534
—
—
Trustee
fees
payable
3,184
185
162
51
728
Compliance
services
fees
payable
1,970
104
96
29
444
Listing,
Data
and
related
fees
payable
—
—
3,995
—
—
Professional
fees
payable
—
—
11,202
—
—
Unrealized
depreciation
on
non-
exchange
traded
swap
agreements
453,749
584,831
1,271
—
—
Unrealized
depreciation
on
forward  foreign
currency
contracts
—
—
76,387
—
—
Other
liabilities
—
—
2,555
—
—
Total
Liabilities
600,083
2,536,400
462,927
293,448
18,514,282
NET
ASSETS
$
392,488,682
$
21,601,913
$
11,989,435
$
6,517,012
$
88,674,907
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
293,427,299
$
88,122,156
$
11,809,173
$
7,208,653
$
97,855,378
Distributable
earnings
(loss)
99,061,383
(66,520,243)
180,262
(691,641)
(9,180,471)
NET
ASSETS
$
392,488,682
$
21,601,913
$
11,989,435
$
6,517,012
$
88,674,907
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
7,540,000
595,001
300,001
170,001
2,430,001
Net
Asset
Value
$
52.05
$
36.31
$
39.96
$
38.34
$
36.49
(a)
Includes
securities
on
loan
valued
at:
$
32,542
$
347,320
$
622,327
$
269,263
$
9,165
(b)
Cost
of
foreign
cash:
$
—
$
—
$
550
$
—
$
42,910
98
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
MSCI
Emerging
Markets
Dividend
Growers
ETF
MSCI
Europe
Dividend
Growers
ETF
MSCI
Transformational
Changes
ETF
Nanotechnology
ETF
Nasdaq-100
Dorsey
Wright
Momentum
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
15,634,692
$
8,823,836
$
8,728,220
$
2,912,659
$
9,088,678
Securities,
at
value
(a)
15,535,878
8,611,625
8,090,561
2,901,891
11,271,924
Repurchase
Agreements,
at
value
—
23,907
22,008
—
18,709
Cash
—
—
—
6,225
—
Foreign
cash
(b)
5,523
2,867
1,006
426
—
Dividends
and
interest
receivable
6,968
5,980
5,578
3,170
2,809
Receivable
for
security
lending
income
—
43
—
773
—
Receivable
for
investments
sold
6,263,067
1,493,479
1,565,682
—
—
Reclaims
receivable
—
60,064
17,219
—
—
Total
Assets
21,811,436
10,197,965
9,702,054
2,912,485
11,293,442
LIABILITIES:
Cash
overdraft
579,136
—
1,169
—
—
Payable
for
investments
purchased
6,099,572
1,485,061
1,573,659
—
—
Payable
for
cash
collateral
received
from
securities
loaned
—
—
—
36,308
—
Payable
to
Advisor
7,318
3,774
2,915
1,299
5,069
Trustee
fees
payable
128
69
68
22
87
Compliance
services
fees
payable
78
43
55
12
54
Other
liabilities
91,858
(c)
—
—
—
—
Total
Liabilities
6,778,090
1,488,947
1,577,866
37,641
5,210
NET
ASSETS
$
15,033,346
$
8,709,018
$
8,124,188
$
2,874,844
$
11,288,232
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
21,538,876
$
10,312,055
$
17,027,350
$
3,156,788
$
16,476,331
Distributable
earnings
(loss)
(6,505,530)
(1,603,037)
(8,903,162)
(281,944)
(5,188,099)
NET
ASSETS
$
15,033,346
$
8,709,018
$
8,124,188
$
2,874,844
$
11,288,232
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
345,001
195,001
225,001
75,001
300,001
Net
Asset
Value
$
43.57
$
44.66
$
36.11
$
38.33
$
37.63
(a)
Includes
securities
on
loan
valued
at:
$
—
$
—
$
—
$
47,534
$
—
(b)
Cost
of
foreign
cash:
$
5,529
$
2,858
$
988
$
425
$
—
(c)
Relates
to
payable
for
deferred
India
capital
gains
tax
of
$91,858.
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
99
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
On-Demand
ETF
Online
Retail
ETF
Pet
Care
ETF
Russell
2000
Dividend
Growers
ETF
Russell
U.S.
Dividend
Growers
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
1,053,801
$
131,059,922
$
115,711,126
$
766,057,692
$
9,548,333
Securities,
at
value
(a)
611,124
100,189,572
78,521,430
759,990,589
8,934,800
Repurchase
Agreements,
at
value
—
70,643
207,609
577,096
8,139
Cash
3,261
—
—
206,673
—
Foreign
cash
(b)
70
—
5,356
—
—
Dividends
and
interest
receivable
213
46,885
45,512
1,654,972
29,673
Receivable
for
security
lending
income
—
1,078
22
22,477
—
Receivable
for
investments
sold
—
7,222,181
—
—
—
Reclaims
receivable
—
—
184,511
—
—
Total
Assets
614,668
107,530,359
78,964,440
762,451,807
8,972,612
LIABILITIES:
Payable
for
investments
purchased
—
7,215,177
—
—
5,003
Payable
for
cash
collateral
received
from
securities
loaned
—
1,236,116
—
5,883,863
—
Payable
to
Advisor
283
45,232
31,463
245,269
2,512
Trustee
fees
payable
5
801
698
6,412
80
Compliance
services
fees
payable
3
574
473
3,912
52
Other
liabilities
2,508
(c)
—
600
(d)
—
—
Total
Liabilities
2,799
8,497,900
33,234
6,139,456
7,647
NET
ASSETS
$
611,869
$
99,032,459
$
78,931,206
$
756,312,351
$
8,964,965
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
1,770,253
$
489,444,730
$
180,145,271
$
834,614,106
$
9,409,697
Distributable
earnings
(loss)
(1,158,384)
(390,412,271)
(101,214,065)
(78,301,755)
(444,732)
NET
ASSETS
$
611,869
$
99,032,459
$
78,931,206
$
756,312,351
$
8,964,965
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
25,001
3,040,001
1,675,001
12,940,001
200,001
Net
Asset
Value
$
24.47
$
32.58
$
47.12
$
58.45
$
44.82
(a)
Includes
securities
on
loan
valued
at:
$
—
$
754,283
$
178,587
$
5,877,057
$
—
(b)
Cost
of
foreign
cash:
$
68
$
—
$
5,361
$
—
$
—
(c)
Relates
to
payable
for
deferred
India
capital
gains
tax
of
$2,508.
(d)
Relates
to
payable
for
deferred
Thailand
capital
gains
tax
of
$600.
100
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
Bond
ETF
S&P
500
®
Dividend
Aristocrats
ETF
S&P
500
®
Ex-
Energy
ETF
S&P
500
®
Ex-
Financials
ETF
S&P
500
®
Ex-Health
Care
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
11,809,724
$
10,657,954,312
$
34,795,779
$
43,426,029
$
16,282,580
Securities,
at
value
(a)
10,955,741
11,243,748,614
38,472,470
46,704,519
17,846,165
Repurchase
Agreements,
at
value
90,015
6,893,435
53,992
18,725
10,971
Cash
—
1,986
—
—
—
Dividends
and
interest
receivable
118,015
37,736,586
54,735
76,489
28,964
Receivable
for
security
lending
income
9
—
1
2
2
Total
Assets
11,163,780
11,288,380,621
38,581,198
46,799,735
17,886,102
LIABILITIES:
Payable
for
investments
purchased
—
6,014,223
—
—
—
Payable
for
cash
collateral
received
from
securities
loaned
46,395
—
—
15
15
Payable
to
Advisor
1,332
3,140,599
2,471
3,104
1,175
Trustee
fees
payable
89
91,393
294
330
137
Compliance
services
fees
payable
56
54,210
167
161
69
Total
Liabilities
47,872
9,300,425
2,932
3,610
1,396
NET
ASSETS
$
11,115,908
$
11,279,080,196
$
38,578,266
$
46,796,125
$
17,884,706
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
14,303,948
$
10,740,669,102
$
35,086,871
$
37,791,641
$
15,877,259
Distributable
earnings
(loss)
(3,188,040)
538,411,094
3,491,395
9,004,484
2,007,447
NET
ASSETS
$
11,115,908
$
11,279,080,196
$
38,578,266
$
46,796,125
$
17,884,706
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
150,001
123,800,001
395,001
475,001
185,001
Net
Asset
Value
$
74.11
$
91.11
$
97.67
$
98.52
$
96.67
(a)
Includes
securities
on
loan
valued
at:
$
44,515
$
—
$
7,242
$
9,987
$
3,319
STATEMENTS
OF
ASSETS
AND
LIABILITIES
::
NOVEMBER
30,
2023
(UNAUDITED)
::
101
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
Ex-
Technology
ETF
S&P
Global
Core
Battery
Metals
ETF
S&P
Kensho
Cleantech
ETF
S&P
Kensho
Smart
Factories
ETF
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
37,838,472
$
2,993,809
$
7,387,775
$
882,191
$
1,442,780,833
Securities,
at
value
(a)
38,455,690
2,238,633
4,938,877
871,017
1,470,170,187
Repurchase
Agreements,
at
value
49,119
—
—
—
1,213,362
Cash
—
9,198
14,416
2,608
—
Foreign
cash
(b)
—
1,056
—
—
—
Dividends
and
interest
receivable
74,042
3,800
11,704
795
4,071,857
Receivable
for
security
lending
income
2
46
1,028
157
39
Receivable
for
investments
sold
—
—
723,884
—
—
Reclaims
receivable
—
1,042
—
—
—
Total
Assets
38,578,853
2,253,775
5,689,909
874,577
1,475,455,445
LIABILITIES:
Cash
overdraft
1
—
—
—
1
Payable
for
investments
purchased
—
—
721,132
—
1,000,469
Payable
for
cash
collateral
received
from
securities
loaned
5,915
69,174
402,599
23,630
—
Payable
to
Advisor
2,537
1,044
2,108
385
474,966
Trustee
fees
payable
295
19
44
7
12,440
Compliance
services
fees
payable
144
12
28
4
7,357
Total
Liabilities
8,892
70,249
1,125,911
24,026
1,495,233
NET
ASSETS
$
38,569,961
$
2,183,526
$
4,563,998
$
850,551
$
1,473,960,212
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
37,436,482
$
3,107,636
$
7,874,204
$
1,482,290
$
1,402,926,041
Distributable
earnings
(loss)
1,133,479
(924,110)
(3,310,206)
(631,739)
71,034,171
NET
ASSETS
$
38,569,961
$
2,183,526
$
4,563,998
$
850,551
$
1,473,960,212
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
520,001
75,001
200,001
25,001
21,290,001
Net
Asset
Value
$
74.17
$
29.11
$
22.82
$
34.02
$
69.23
(a)
Includes
securities
on
loan
valued
at:
$
8,967
$
80,856
$
718,982
$
65,077
$
392,843
(b)
Cost
of
foreign
cash:
$
—
$
1,048
$
—
$
—
$
—
102
::
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
ASSETS
AND
LIABILITIES
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
S&P
Technology
Dividend
Aristocrats
ETF
Smart
Materials
ETF
Supply
Chain
Logistics
ETF
ASSETS:
Securities
and
Repurchase
Agreements,
at
cost
$
236,843,531
$
1,721,774
$
1,944,365
Securities,
at
value
(a)
249,947,573
1,555,772
1,889,516
Repurchase
Agreements,
at
value
366,513
—
—
Cash
—
4,547
4,066
Foreign
cash
(b)
—
367
804
Dividends
and
interest
receivable
439,502
3,047
3,735
Receivable
for
security
lending
income
300
—
—
Receivable
for
capital
shares
issued
5,883,820
—
—
Reclaims
receivable
—
582
4,400
Total
Assets
256,637,708
1,564,315
1,902,521
LIABILITIES:
Payable
for
investments
purchased
5,818,713
—
—
Payable
for
cash
collateral
received
from
securities
loaned
—
600
—
Payable
to
Advisor
83,257
721
880
Trustee
fees
payable
1,675
13
16
Compliance
services
fees
payable
879
8
9
Other
liabilities
—
—
200
(c)
Total
Liabilities
5,904,524
1,342
1,105
NET
ASSETS
$
250,733,184
$
1,562,973
$
1,901,416
NET
ASSETS
CONSIST
OF:
Paid
in
Capital
$
231,431,620
$
2,112,472
$
2,004,475
Distributable
earnings
(loss)
19,301,564
(549,499)
(103,059)
NET
ASSETS
$
250,733,184
$
1,562,973
$
1,901,416
Shares
(unlimited
number
of
shares
authorized,
no
par
value)
3,820,001
50,001
50,001
Net
Asset
Value
$
65.64
$
31.26
$
38.03
(a)
Includes
securities
on
loan
valued
at:
$
3,033,188
$
571
$
630
(b)
Cost
of
foreign
cash:
$
—
$
364
$
792
(c)
Relates
to
payable
for
deferred
India
capital
gains
tax
of
$200.
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
103
PROSHARES
TRUST
STATEMENTS
OF
OPERATIONS
104
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Big
Data
Refiners
ETF
Decline
of
the
Retail
Store
ETF
DJ
Brookfield
Global
Infrastructure
ETF
Equities
for
Rising
Rates
ETF
Global
Listed
Private
Equity
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
2,223
$
—
$
2,946,829
$
427,497
$
331,434
Interest
—
223,223
14,105
1,487
2,297
Securities
lending
income
(Note
2)
246
—
28,736
11
843
Foreign
withholding
tax
on
income
(
241
)
—
(
177,978
)
—
(
3,758
)
Total
Investment
Income
2,228
223,223
2,811,692
428,995
330,816
EXPENSES:
Advisory
fees
(Note
4)
10,014
31,435
317,130
58,252
21,854
Management
Services
fees
(Note
4)
—
—
—
—
4,371
Professional
fees
—
—
—
—
12,646
Administration
fees
(Note
5)
—
—
—
—
37,493
Custodian
fees
(Note
6)
—
—
—
—
3,123
Printing
and
Shareholder
reports
—
—
—
—
1,651
Listing,
Data
and
related
fees
(Note
7)
—
—
—
—
14,667
Trustees
fees
(Note
8)
41
121
1,756
417
110
Compliance
services
fees
(Note
4)
17
63
866
309
62
Other
fees
—
—
—
—
2,493
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
10,072
31,619
319,752
58,978
98,470
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
—
—
—
—
(
72,248
)
Total
Net
Expenses  
10,072
31,619
319,752
58,978
26,222
Net
Investment
Income
(Loss)
(
7,844
)
191,604
2,491,940
370,017
304,594
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
166,824
)
—
(
374,957
)
(
1,062,542
)
(
701,928
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
—
(
293,318
)
—
—
—
In-kind
redemptions
of
investments
—
—
812,833
158,695
(
12,909
)
Foreign
currency
transactions
38
—
(
2,412
)
—
345
Net
realized
gain
(loss)
(
166,786
)
(
293,318
)
435,464
(
903,847
)
(
714,492
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
590,758
—
3,219,095
5,607,657
1,020,435
Non-exchange
traded
swap
agreements
—
(
189,559
)
—
—
—
Foreign
currency
translations
5
—
4,722
—
821
Change
in
net
unrealized
appreciation/depreciation
590,763
(
189,559
)
3,223,817
5,607,657
1,021,256
Net
realized
and
unrealized
gain
(loss)
423,977
(
482,877
)
3,659,281
4,703,810
306,764
Change
in
Net
Assets
Resulting
from
Operations
$
416,133
$
(
291,273
)
$
6,151,221
$
5,073,827
$
611,358
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
105
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Hedge
Replication
ETF
High
Yield-
Interest
Rate
Hedged
Inflation
Expectations
ETF
Investment
Grade-Interest
Rate
Hedged
K-1
Free
Crude
Oil
Strategy
ETF
(a)
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
38,569
$
—
$
—
$
—
$
—
Interest
723,005
4,024,769
829,724
8,265,761
2,511,127
Securities
lending
income
(Note
2)
—
13,521
—
5,038
—
Foreign
withholding
tax
on
income
(
82
)
—
—
—
—
Total
Investment
Income
761,492
4,038,290
829,724
8,270,799
2,511,127
EXPENSES:
Advisory
fees
(Note
4)
122,082
291,526
96,369
446,837
367,293
Management
Services
fees
(Note
4)
16,277
—
17,521
—
—
Professional
fees
37,394
—
9,074
—
—
Administration
fees
(Note
5)
38,443
—
20,564
—
—
Custodian
fees
(Note
6)
78,486
—
778
—
—
Printing
and
Shareholder
reports
1,626
—
582
—
—
Listing,
Data
and
related
fees
(Note
7)
51,696
—
12,173
—
—
Trustees
fees
(Note
8)
401
1,434
437
3,682
1,357
Compliance
services
fees
(Note
4)
213
724
249
2,227
615
Other
fees
2,895
—
3,014
—
20,786
(b)
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
349,513
293,684
160,761
452,746
390,051
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
194,876
)
—
(
108,193
)
—
—
Total
Net
Expenses  
154,637
293,684
52,568
452,746
390,051
Net
Investment
Income
(Loss)
606,855
3,744,606
777,156
7,818,053
2,121,076
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
121,294
(
467,013
)
—
(
4,466,771
)
—
Expiration
or
closing
of
futures
contracts
(
14,291
)
3,240,571
—
19,573,970
7,696,033
Expiration
or
closing
of
non-exchange
traded
swap
agreements
(
549,040
)
—
2,814,213
—
—
In-kind
redemptions
of
investments
—
(
162,436
)
—
(
188,378
)
—
Net
realized
gain
(loss)
(
442,037
)
2,611,122
2,814,213
14,918,821
7,696,033
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
46,908
3,287,905
—
(
678,942
)
—
Futures
contracts
(
28,676
)
251,040
—
4,202,960
3,682,970
Non-exchange
traded
swap
agreements
466,339
—
(
2,332,946
)
—
—
Change
in
net
unrealized
appreciation/depreciation
484,571
3,538,945
(
2,332,946
)
3,524,018
3,682,970
Net
realized
and
unrealized
gain
(loss)
42,534
6,150,067
481,267
18,442,839
11,379,003
Change
in
Net
Assets
Resulting
from
Operations
$
649,389
$
9,894,673
$
1,258,423
$
26,260,892
$
13,500,079
(a)
Consolidated
Statement
of
Operations.
(b)
Includes
futures
account
fees
in
the
amount
of
$20,786.
A
106
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
Large
Cap
Core
Plus
Long
Online
/
Short
Stores
ETF
Merger
ETF
Metaverse
ETF
MSCI
EAFE
Dividend
Growers
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
3,247,825
$
45,256
$
83,943
$
33,972
$
1,076,015
Interest
130,216
8,244
192,043
—
4,323
Securities
lending
income
(Note
2)
2,517
7,897
2,234
18,912
3,649
Foreign
withholding
tax
on
income
(
3,532
)
—
(
1,459
)
(
98
)
(
53,327
)
Total
Investment
Income
3,377,026
61,397
276,761
52,786
1,030,660
EXPENSES:
Advisory
fees
(Note
4)
884,576
75,091
65,993
18,424
226,527
Management
Services
fees
(Note
4)
—
—
8,799
—
—
Professional
fees
—
—
8,995
—
—
Administration
fees
(Note
5)
—
—
37,493
—
—
Custodian
fees
(Note
6)
—
—
512
—
—
Listing,
Data
and
related
fees
(Note
7)
—
—
16,204
—
—
Trustees
fees
(Note
8)
4,796
283
221
77
1,111
Compliance
services
fees
(Note
4)
2,444
125
149
38
552
Other
fees
—
—
1,349
—
—
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
891,816
75,499
139,715
18,539
228,190
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
—
—
(
73,710
)
—
—
Total
Net
Expenses  
891,816
75,499
66,005
18,539
228,190
Net
Investment
Income
(Loss)
2,485,210
(
14,102
)
210,756
34,247
802,470
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
1,345,380
(
2,331,480
)
(
208,218
)
166,007
(
2,422,305
)
Expiration
or
closing
of
non-exchange
traded
swap
agreements
5,375,591
1,681,413
798
—
—
In-kind
redemptions
of
investments
12,329,255
317,023
—
—
282,886
Foreign
currency
transactions
—
—
48
—
(
22,598
)
Settlement
of
forward
foreign
currency
contracts
—
—
37,034
—
—
Net
realized
gain
(loss)
19,050,226
(
333,044
)
(
170,338
)
166,007
(
2,162,017
)
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
16,432,867
4,084,882
648,364
155,993
1,357,915
Non-exchange
traded
swap
agreements
(
489,435
)
(
1,463,499
)
49,093
—
—
Forward
foreign
currency
contracts
—
—
(
72,680
)
—
—
Foreign
currency
translations
—
—
40
—
38,210
Change
in
net
unrealized
appreciation/depreciation
15,943,432
2,621,383
624,817
155,993
1,396,125
Net
realized
and
unrealized
gain
(loss)
34,993,658
2,288,339
454,479
322,000
(
765,892
)
Change
in
Net
Assets
Resulting
from
Operations
$
37,478,868
$
2,274,237
$
665,235
$
356,247
$
36,578
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
107
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
MSCI
Emerging
Markets
Dividend
Growers
ETF
MSCI
Europe
Dividend
Growers
ETF
MSCI
Transformational
Changes
ETF
Nanotechnology
ETF
Nasdaq-100
Dorsey
Wright
Momentum
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
324,112
$
73,927
$
43,135
$
11,977
$
17,454
Interest
4,247
747
—
—
448
Securities
lending
income
(Note
2)
6
1,423
—
3,692
—
Foreign
withholding
tax
on
income
(
29,124
)
(
5,739
)
(
1,475
)
(
897
)
(
170
)
Total
Investment
Income
299,241
70,358
41,660
14,772
17,732
EXPENSES:
Advisory
fees
(Note
4)
47,238
23,420
18,959
8,086
31,105
Trustees
fees
(Note
8)
193
104
104
34
131
Compliance
services
fees
(Note
4)
96
55
80
15
73
Total
Expenses
47,527
23,579
19,143
8,135
31,309
Net
Investment
Income
(Loss)
251,714
46,779
22,517
6,637
(
13,577
)
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
1,000,469
)
(a)
(
217,995
)
(
373,695
)
(b)
(
71,841
)
114,697
In-kind
redemptions
of
investments
3,439
—
—
—
165,107
Foreign
currency
transactions
(
214
)
(
716
)
96
139
—
Net
realized
gain
(loss)
(
997,244
)
(
218,711
)
(
373,599
)
(
71,702
)
279,804
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
182,769
(c)
426,861
818,281
141,354
984,817
Foreign
currency
translations
975
2,849
(
39
)
20
—
Change
in
net
unrealized
appreciation/depreciation
183,744
429,710
818,242
141,374
984,817
Net
realized
and
unrealized
gain
(loss)
(
813,500
)
210,999
444,643
69,672
1,264,621
Change
in
Net
Assets
Resulting
from
Operations
$
(
561,786
)
$
257,778
$
467,160
$
76,309
$
1,251,044
(a)
Net
of
India
capital
gains
tax
of
$30,554.
(b)
Net
of
India
capital
gains
tax
of
$(9).
(c)
Net
of
deferred
India
capital
gain
tax
of
$9,697.
108
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
On-Demand
ETF
Online
Retail
ETF
Pet
Care
ETF
Russell
2000
Dividend
Growers
ETF
Russell
U.S.
Dividend
Growers
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
1,040
$
202,467
$
412,933
$
14,076,571
$
145,011
Interest
—
1,866
5,655
35,220
418
Securities
lending
income
(Note
2)
8
41,547
3,000
118,431
259
Total
Investment
Income
1,048
245,880
421,588
14,230,222
145,688
EXPENSES:
Advisory
fees
(Note
4)
1,671
283,605
219,248
1,582,556
17,542
Trustees
fees
(Note
8)
7
1,200
1,083
9,681
124
Compliance
services
fees
(Note
4)
5
887
641
4,811
65
Total
Expenses
1,683
285,692
220,972
1,597,048
17,731
Net
Investment
Income
(Loss)
(
635
)
(
39,812
)
200,616
12,633,174
127,957
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
23,204
)
(
35,088,200
)
(
13,495,924
)
(a)
(
11,006,665
)
(
36,541
)
In-kind
redemptions
of
investments
—
1,599,475
(
271,157
)
7,248,098
161,034
Foreign
currency
transactions
(
2
)
—
(
1,323
)
—
—
Net
realized
gain
(loss)
(
23,206
)
(
33,488,725
)
(
13,768,404
)
(
3,758,567
)
124,493
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
84,456
(b)
44,173,759
12,512,334
(c)
23,837,649
(
26,159
)
Foreign
currency
translations
20
—
8,080
—
—
Change
in
net
unrealized
appreciation/depreciation
84,476
44,173,759
12,520,414
23,837,649
(
26,159
)
Net
realized
and
unrealized
gain
(loss)
61,270
10,685,034
(
1,247,990
)
20,079,082
98,334
Change
in
Net
Assets
Resulting
from
Operations
$
60,635
$
10,645,222
$
(
1,047,374
)
$
32,712,256
$
226,291
(a)
Net
of
Thailand
capital
gains
tax
of
$5.
(b)
Net
of
deferred
India
capital
gain
tax
of
$(2,321).
(c)
Net
of
deferred
Thailand
capital
gains
tax
of
$(600).
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
109
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
S&P
500
®
Bond
ETF
S&P
500
®
Dividend
Aristocrats
ETF
S&P
500
®
Ex-
Energy
ETF
S&P
500
®
Ex-
Financials
ETF
S&P
500
®
Ex-
Health
Care
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
—
$
151,244,205
$
280,127
$
316,388
$
136,719
Interest
255,512
410,294
1,619
1,874
760
Securities
lending
income
(Note
2)
159
144,186
432
579
11
Foreign
withholding
tax
on
income
—
—
(
118
)
(
148
)
(
61
)
Total
Investment
Income
255,671
151,798,685
282,060
318,693
137,429
EXPENSES:
Advisory
fees
(Note
4)
8,204
19,723,163
23,808
26,925
11,168
Trustees
fees
(Note
8)
135
137,964
443
507
213
Compliance
services
fees
(Note
4)
74
64,881
193
171
73
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
8,413
19,926,008
24,444
27,603
11,454
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
—
—
(
7,954
)
(
8,953
)
(
3,718
)
Total
Net
Expenses  
8,413
19,926,008
16,490
18,650
7,736
Net
Investment
Income
(Loss)
247,258
131,872,677
265,570
300,043
129,693
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
424,225
)
(
12,597,235
)
(
84,173
)
(
51,523
)
(
29,547
)
In-kind
redemptions
of
investments
—
87,109,939
227,363
1,459,950
484,381
Net
realized
gain
(loss)
(
424,225
)
74,512,704
143,190
1,408,427
454,834
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
316,401
334,202,801
3,098,757
2,210,889
1,167,149
Change
in
net
unrealized
appreciation/depreciation
316,401
334,202,801
3,098,757
2,210,889
1,167,149
Net
realized
and
unrealized
gain
(loss)
(
107,824
)
408,715,505
3,241,947
3,619,316
1,621,983
Change
in
Net
Assets
Resulting
from
Operations
$
139,434
$
540,588,182
$
3,507,517
$
3,919,359
$
1,751,676
110
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
STATEMENTS
OF
OPERATIONS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
S&P
500
®
Ex-
Technology
ETF
S&P
Global
Core
Battery
Metals
ETF
S&P
Kensho
Cleantech
ETF
S&P
Kensho
Smart
Factories
ETF
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
350,232
$
48,893
$
20,133
$
3,094
$
22,937,684
Interest
1,540
—
—
—
62,610
Securities
lending
income
(Note
2)
594
116
8,447
1,919
5,832
Foreign
withholding
tax
on
income
(
49
)
(
4,177
)
—
(
42
)
—
Total
Investment
Income
352,317
44,832
28,580
4,971
23,006,126
EXPENSES:
Advisory
fees
(Note
4)
23,544
7,432
16,274
2,502
3,067,681
Trustees
fees
(Note
8)
441
32
69
10
18,705
Compliance
services
fees
(Note
4)
153
14
32
6
8,696
Total
Gross
Expenses
before
fees
waived
and/or
reimbursed
24,138
7,478
16,375
2,518
3,095,082
LESS:
Expenses
waived
and/or
reimbursed
by
Advisor
(Note
4)
(
7,833
)
—
—
—
—
Total
Net
Expenses  
16,305
7,478
16,375
2,518
3,095,082
Net
Investment
Income
(Loss)
336,012
37,354
12,205
2,453
19,911,044
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
(
342,520
)
(
135,254
)
(
219,727
)
(
10,410
)
(
967,667
)
In-kind
redemptions
of
investments
946,370
—
—
—
21,232,190
Foreign
currency
transactions
—
(
1,282
)
—
—
—
Net
realized
gain
(loss)
603,850
(
136,536
)
(
219,727
)
(
10,410
)
20,264,523
CHANGE
IN
NET
UNREALIZED
APPRECIATION/
DEPRECIATION
FROM:
Investments
1,582,219
(
342,111
)
(
1,378,435
)
(
4,770
)
25,217,873
Foreign
currency
translations
—
126
—
—
—
Change
in
net
unrealized
appreciation/depreciation
1,582,219
(
341,985
)
(
1,378,435
)
(
4,770
)
25,217,873
Net
realized
and
unrealized
gain
(loss)
2,186,069
(
478,521
)
(
1,598,162
)
(
15,180
)
45,482,396
Change
in
Net
Assets
Resulting
from
Operations
$
2,522,081
$
(
441,167
)
$
(
1,585,957
)
$
(
12,727
)
$
65,393,440
STATEMENTS
OF
OPERATIONS
::
FOR
THE
PERIODS
ENDED
NOVEMBER
30,
2023
(UNAUDITED)
::
111
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements
S&P
Technology
Dividend
Aristocrats
ETF
Smart
Materials
ETF
Supply
Chain
Logistics
ETF
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
Six
Months
Ended
November
30,
2023
INVESTMENT
INCOME:
Dividends
$
1,870,767
$
11,507
$
51,518
Interest
10,379
—
—
Securities
lending
income
(Note
2)
1,822
113
32
Foreign
withholding
tax
on
income
—
(
206
)
(
8,575
)
Total
Investment
Income
1,882,968
11,414
42,975
EXPENSES:
Advisory
fees
(Note
4)
459,741
4,596
5,585
Trustees
fees
(Note
8)
2,468
19
23
Compliance
services
fees
(Note
4)
992
9
12
Total
Expenses
463,201
4,624
5,620
Net
Investment
Income
(Loss)
1,419,767
6,790
37,355
NET
REALIZED
GAIN
(LOSS)
FROM:
Transactions
in
investment
securities
563,178
(
34,952
)
18,079
In-kind
redemptions
of
investments
1,736,550
—
—
Foreign
currency
transactions
—
(
477
)
(
671
)
Net
realized
gain
(loss)
2,299,728
(
35,429
)
17,408
CHANGE
IN
NET
UNREALIZED
APPRECIATION/DEPRECIATION
FROM:
Investments
9,896,371
53,636
50,772
(a)
Foreign
currency
translations
—
37
291
Change
in
net
unrealized
appreciation/depreciation
9,896,371
53,673
51,063
Net
realized
and
unrealized
gain
(loss)
12,196,099
18,244
68,471
Change
in
Net
Assets
Resulting
from
Operations
$
13,615,866
$
25,034
$
105,826
(a)
Net
of
deferred
India
capital
gain
tax
of
$(200).
112
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
113
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Big
Data
Refiners
ETF
Decline
of
the
Retail
Store
ETF
DJ
Brookfield
Global
Infrastructure
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
(7,844)
$
(3,102)
$
191,604
$
332,569
$
2,491,940
$
4,167,856
Net
realized
gain
(loss)
(166,786)
(789,056)
(293,318)
5,184
435,464
8,199,702
Change
in
net
unrealized
appreciation/depreciation
590,763
1,051,707
(189,559)
(1,121,640)
3,223,817
(23,189,801)
Change
in
net
assets
resulting
from
operations
416,133
259,549
(291,273)
(783,887)
6,151,221
(10,822,243)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
—
(176,077)
(187,532)
(3,003,610)
(4,680,554)
Total
distributions
—
—
(176,077)
(187,532)
(3,003,610)
(4,680,554)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
723,822
612,992
3,380,130
19,500,440
12,244,044
72,305,501
Cost
of
shares
redeemed
—
(598,980)
(3,745,698)
(17,754,425)
(9,752,019)
(64,912,191)
Change
in
net
assets
resulting
from
capital
transactions
723,822
14,012
(365,568)
1,746,015
2,492,025
7,393,310
Change
in
net
assets
1,139,955
273,561
(832,918)
774,596
5,639,636
(8,109,487)
NET
ASSETS:
Beginning
of
period
$
2,690,977
$
2,417,416
$
10,854,019
$
10,079,423
$
144,872,404
$
152,981,891
End
of
period
$
3,830,932
$
2,690,977
$
10,021,101
$
10,854,019
$
150,512,040
$
144,872,404
SHARE
TRANSACTIONS:
Beginning
of
period
100,001
100,001
650,001
625,001
3,290,001
3,050,001
Issued
—
—
210,000
1,225,000
—
—
Issued
in-kind
25,000
25,000
—
—
280,000
1,640,000
Redeemed
—
(25,000)
(240,000)
(1,200,000)
—
—
Redemption
in-kind
—
—
—
—
(220,000)
(1,400,000)
Shares
outstanding,
end
of
period
125,001
100,001
620,001
650,001
3,350,001
3,290,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
114
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Equities
for
Rising
Rates
ETF
Global
Listed
Private
Equity
ETF
Hedge
Replication
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
370,017
$
1,861,277
$
304,594
$
641,007
$
606,855
$
886,116
Net
realized
gain
(loss)
(903,847)
(9,758,484)
(714,492)
(789,929)
(442,037)
(3,247,715)
Change
in
net
unrealized
appreciation/depreciation
5,607,657
(5,988,481)
1,021,256
(415,578)
484,571
2,628,467
Change
in
net
assets
resulting
from
operations
5,073,827
(13,885,688)
611,358
(564,500)
649,389
266,868
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(472,452)
(2,031,654)
(699,542)
(384,382)
(623,985)
(368,969)
Total
distributions
(472,452)
(2,031,654)
(699,542)
(384,382)
(623,985)
(368,969)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
—
13,955,232
—
—
—
5,696,634
Cost
of
shares
redeemed
(17,192,546)
(63,865,822)
(1,631,904)
(3,562,196)
(482,179)
(16,609,967)
Change
in
net
assets
resulting
from
capital
transactions
(17,192,546)
(49,910,590)
(1,631,904)
(3,562,196)
(482,179)
(10,913,333)
Change
in
net
assets
(12,591,171)
(65,827,932)
(1,720,088)
(4,511,078)
(456,775)
(11,015,434)
NET
ASSETS:
Beginning
of
period
$
39,102,633
$
104,930,565
$
9,682,478
$
14,193,556
$
32,846,423
$
43,861,857
End
of
period
$
26,511,462
$
39,102,633
$
7,962,390
$
9,682,478
$
32,389,648
$
32,846,423
SHARE
TRANSACTIONS:
Beginning
of
period
860,001
1,930,001
350,001
480,001
685,000
915,000
Issued
—
—
—
—
—
120,000
Issued
in-kind
—
260,000
—
—
—
—
Redeemed
(230,000)
(160,000)
—
—
(10,000)
(340,000)
Redemption
in-kind
(110,000)
(1,170,000)
(60,000)
(130,000)
—
(10,000)
Shares
outstanding,
end
of
period
520,001
860,001
290,001
350,001
675,000
685,000
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
115
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
High
Yield-Interest
Rate
Hedged
Inflation
Expectations
ETF
Investment
Grade-Interest
Rate
Hedged
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
3,744,606
$
7,171,498
$
777,156
$
1,592,291
$
7,818,053
$
17,964,744
Net
realized
gain
(loss)
2,611,122
(1,611,527)
2,814,213
(4,822,401)
14,918,821
(107,887,726)
Change
in
net
unrealized
appreciation/depreciation
3,538,945
(2,733,003)
(2,332,946)
2,796,236
3,524,018
103,796,289
Change
in
net
assets
resulting
from
operations
9,894,673
2,826,968
1,258,423
(433,874)
26,260,892
13,873,307
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(3,754,627)
(7,364,727)
(787,208)
(852,034)
(7,922,343)
(18,091,774)
Total
distributions
(3,754,627)
(7,364,727)
(787,208)
(852,034)
(7,922,343)
(18,091,774)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
7,644,788
19,386,122
15,618,140
28,622,853
16,740,963
35,921,175
Cost
of
shares
redeemed
(4,614,289)
(49,971,280)
(22,736,251)
(53,120,905)
(60,418,109)
(378,815,548)
Change
in
net
assets
resulting
from
capital
transactions
3,030,499
(30,585,158)
(7,118,111)
(24,498,052)
(43,677,146)
(342,894,373)
Change
in
net
assets
9,170,545
(35,122,917)
(6,646,896)
(25,783,960)
(25,338,597)
(347,112,840)
NET
ASSETS:
Beginning
of
period
$
110,713,070
$
145,835,987
$
37,502,119
$
63,286,079
$
318,011,625
$
665,124,465
End
of
period
$
119,883,615
$
110,713,070
$
30,855,223
$
37,502,119
$
292,673,028
$
318,011,625
SHARE
TRANSACTIONS:
Beginning
of
period
1,875,001
2,400,001
1,150,001
1,930,001
4,450,001
9,350,001
Issued
25,000
—
450,000
860,000
75,000
75,000
Issued
in-kind
100,000
325,000
—
—
150,000
425,000
Redeemed
—
—
(680,000)
(1,640,000)
(725,000)
(925,000)
Redemption
in-kind
(75,000)
(850,000)
—
—
(100,000)
(4,475,000)
Shares
outstanding,
end
of
period
1,925,001
1,875,001
920,001
1,150,001
3,850,001
4,450,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
116
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
K-1
Free
Crude
Oil
Strategy
ETF
(a)
Large
Cap
Core
Plus
Long
Online
/Short
Stores
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
2,121,076
$
630,788
$
2,485,210
$
6,093,430
$
(14,102)
$
(29,821)
Net
realized
gain
(loss)
7,696,033
(6,028,301)
19,050,226
(8,761,505)
(333,044)
(18,829,606)
Change
in
net
unrealized
appreciation/depreciation
3,682,970
(25,455,035)
15,943,432
(14,363,858)
2,621,383
16,954,049
Change
in
net
assets
resulting
from
operations
13,500,079
(30,852,548)
37,478,868
(17,031,933)
2,274,237
(1,905,378)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(5,417,936)
(8,306,944)
(2,288,920)
(5,817,785)
—
—
Tax
return
of
capital
—
(768,229)
—
—
—
—
Total
distributions
(5,417,936)
(9,075,173)
(2,288,920)
(5,817,785)
—
—
CAPITAL
TRANSACTIONS
(b):
Proceeds
from
shares
issued
81,941,677
72,187,678
1,471,562
28,965,198
—
10,144,358
Cost
of
shares
redeemed
(43,360,849)
(48,010,056)
(48,747,610)
(76,913,919)
(2,461,629)
(8,230,270)
Change
in
net
assets
resulting
from
capital
transactions
38,580,828
24,177,622
(47,276,048)
(47,948,721)
(2,461,629)
1,914,088
Change
in
net
assets
46,662,971
(15,750,099)
(12,086,100)
(70,798,439)
(187,392)
8,710
NET
ASSETS:
Beginning
of
period
$
86,064,330
$
101,814,429
$
404,574,782
$
475,373,221
$
21,789,305
$
21,780,595
End
of
period
$
132,727,301
$
86,064,330
$
392,488,682
$
404,574,782
$
21,601,913
$
21,789,305
SHARE
TRANSACTIONS:
Beginning
of
period
2,209,034
1,734,034
8,480,000
9,530,000
665,001
585,001
Issued
1,750,000
1,550,000
—
—
—
—
Issued
in-kind
—
—
30,000
620,000
—
320,000
Redeemed
(975,000)
(1,075,000)
—
—
—
—
Redemption
in-kind
—
—
(970,000)
(1,670,000)
(70,000)
(240,000)
Shares
outstanding,
end
of
period
2,984,034
2,209,034
7,540,000
8,480,000
595,001
665,001
(a)
Consolidated
Statement
of
Changes
in
Net
Assets.
(b)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
117
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Merger
ETF
Metaverse
ETF
MSCI
EAFE
Dividend
Growers
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
210,756
$
240,709
$
34,247
$
33,602
$
802,470
$
1,810,689
Net
realized
gain
(loss)
(170,338)
1,618,079
166,007
(842,016)
(2,162,017)
(6,875,075)
Change
in
net
unrealized
appreciation/depreciation
624,817
(3,398,310)
155,993
784,169
1,396,125
4,689,440
Change
in
net
assets
resulting
from
operations
665,235
(1,539,522)
356,247
(24,245)
36,578
(374,946)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(77,551)
(120,656)
(34,354)
(24,393)
(1,530,003)
(1,649,231)
Tax
return
of
capital
—
—
—
(3,575)
—
—
Total
distributions
(77,551)
(120,656)
(34,354)
(27,968)
(1,530,003)
(1,649,231)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
12,953,727
8,000,167
—
364,906
—
1,505,660
Cost
of
shares
redeemed
(14,971,764)
(63,335,765)
—
(1,939,128)
(3,017,730)
(13,697,515)
Change
in
net
assets
resulting
from
capital
transactions
(2,018,037)
(55,335,598)
—
(1,574,222)
(3,017,730)
(12,191,855)
Change
in
net
assets
(1,430,353)
(56,995,776)
321,893
(1,626,435)
(4,511,155)
(14,216,032)
NET
ASSETS:
Beginning
of
period
$
13,419,788
$
70,415,564
$
6,195,119
$
7,821,554
$
93,186,062
$
107,402,094
End
of
period
$
11,989,435
$
13,419,788
$
6,517,012
$
6,195,119
$
88,674,907
$
93,186,062
SHARE
TRANSACTIONS:
Beginning
of
period
350,001
1,750,001
170,001
220,001
2,520,001
2,880,001
Issued
in-kind
325,000
200,000
—
10,000
—
40,000
Redeemed
(375,000)
—
—
—
—
—
Redemption
in-kind
—
(1,600,000)
—
(60,000)
(90,000)
(400,000)
Shares
outstanding,
end
of
period
300,001
350,001
170,001
170,001
2,430,001
2,520,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
118
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
MSCI
Emerging
Markets
Dividend
Growers
ETF
MSCI
Europe
Dividend
Growers
ETF
MSCI
Transformational
Changes
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
251,714
$
385,306
$
46,779
$
178,316
$
22,517
$
96,829
Net
realized
gain
(loss)
(997,244)
(2,126,477)
(218,711)
(82,425)
(373,599)
(4,333,910)
Change
in
net
unrealized
appreciation/depreciation
183,744
669,488
429,710
(178,139)
818,242
3,281,781
Change
in
net
assets
resulting
from
operations
(561,786)
(1,071,683)
257,778
(82,248)
467,160
(955,300)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(101,752)
(574,797)
(148,297)
(209,744)
(42,951)
(167,596)
Total
distributions
(101,752)
(574,797)
(148,297)
(209,744)
(42,951)
(167,596)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
—
834,133
—
—
—
—
Cost
of
shares
redeemed
(446,134)
(468,495)
—
(4,847,643)
(2,759,560)
(18,093,991)
Change
in
net
assets
resulting
from
capital
transactions
(446,134)
365,638
—
(4,847,643)
(2,759,560)
(18,093,991)
Change
in
net
assets
(1,109,672)
(1,280,842)
109,481
(5,139,635)
(2,335,351)
(19,216,887)
NET
ASSETS:
Beginning
of
period
$
16,143,018
$
17,423,860
$
8,599,537
$
13,739,172
$
10,459,539
$
29,676,426
End
of
period
$
15,033,346
$
16,143,018
$
8,709,018
$
8,599,537
$
8,124,188
$
10,459,539
SHARE
TRANSACTIONS:
Beginning
of
period
355,001
345,001
195,001
315,001
300,001
850,001
Issued
in-kind
—
20,000
—
—
—
—
Redeemed
—
—
—
—
(75,000)
—
Redemption
in-kind
(10,000)
(10,000)
—
(120,000)
—
(550,000)
Shares
outstanding,
end
of
period
345,001
355,001
195,001
195,001
225,001
300,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
119
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Nanotechnology
ETF
Nasdaq-100
Dorsey
Wright
Momentum
ETF
On-Demand
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
6,637
$
10,471
$
(13,577)
$
32,884
$
(635)
$
(3,157)
Net
realized
gain
(loss)
(71,702)
(76,030)
279,804
(3,239,294)
(23,206)
(413,805)
Change
in
net
unrealized
appreciation/depreciation
141,374
331,631
984,817
2,288,019
84,476
422,833
Change
in
net
assets
resulting
from
operations
76,309
266,072
1,251,044
(918,391)
60,635
5,871
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(4,076)
(10,279)
—
(45,101)
—
—
Tax
return
of
capital
—
—
—
(2,911)
—
—
Total
distributions
(4,076)
(10,279)
—
(48,012)
—
—
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
—
—
689,360
999,860
—
—
Cost
of
shares
redeemed
—
—
(1,066,248)
(8,096,165)
—
(541,263)
Change
in
net
assets
resulting
from
capital
transactions
—
—
(376,888)
(7,096,305)
—
(541,263)
Change
in
net
assets
72,233
255,793
874,156
(8,062,708)
60,635
(535,392)
NET
ASSETS:
Beginning
of
period
$
2,802,611
$
2,546,818
$
10,414,076
$
18,476,784
$
551,234
$
1,086,626
End
of
period
$
2,874,844
$
2,802,611
$
11,288,232
$
10,414,076
$
611,869
$
551,234
SHARE
TRANSACTIONS:
Beginning
of
period
75,001
75,001
310,001
540,001
25,001
50,001
Issued
in-kind
—
—
20,000
30,000
—
—
Redeemed
—
—
—
(50,000)
—
—
Redemption
in-kind
—
—
(30,000)
(210,000)
—
(25,000)
Shares
outstanding,
end
of
period
75,001
75,001
300,001
310,001
25,001
25,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
120
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Online
Retail
ETF
Pet
Care
ETF
Russell
2000
Dividend
Growers
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
(39,812)
$
(369,681)
$
200,616
$
507,991
$
12,633,174
$
21,618,122
Net
realized
gain
(loss)
(33,488,725)
(290,076,876)
(13,768,404)
(46,892,346)
(3,758,567)
(5,873,784)
Change
in
net
unrealized
appreciation/depreciation
44,173,759
252,120,952
12,520,414
22,751,401
23,837,649
(79,258,110)
Change
in
net
assets
resulting
from
operations
10,645,222
(38,325,605)
(1,047,374)
(23,632,954)
32,712,256
(63,513,772)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
—
—
(256,861)
(609,533)
(10,898,190)
(21,036,742)
Total
distributions
—
—
(256,861)
(609,533)
(10,898,190)
(21,036,742)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
7,179,271
71,190,880
—
1,291,293
15,594,321
117,056,558
Cost
of
shares
redeemed
(12,569,772)
(260,190,392)
(10,467,015)
(59,734,610)
(57,927,119)
(120,587,898)
Change
in
net
assets
resulting
from
capital
transactions
(5,390,501)
(188,999,512)
(10,467,015)
(58,443,317)
(42,332,798)
(3,531,340)
Change
in
net
assets
5,254,721
(227,325,117)
(11,771,250)
(82,685,804)
(20,518,732)
(88,081,854)
NET
ASSETS:
Beginning
of
period
$
93,777,738
$
321,102,855
$
90,702,456
$
173,388,260
$
776,831,083
$
864,912,937
End
of
period
$
99,032,459
$
93,777,738
$
78,931,206
$
90,702,456
$
756,312,351
$
776,831,083
SHARE
TRANSACTIONS:
Beginning
of
period
3,190,001
9,210,001
1,900,001
3,050,001
13,690,001
13,860,001
Issued
in-kind
220,000
2,080,000
—
25,000
260,000
1,890,000
Redeemed
—
(250,000)
—
—
—
—
Redemption
in-kind
(370,000)
(7,850,000)
(225,000)
(1,175,000)
(1,010,000)
(2,060,000)
Shares
outstanding,
end
of
period
3,040,001
3,190,001
1,675,001
1,900,001
12,940,001
13,690,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
121
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Russell
U.S.
Dividend
Growers
ETF
S&P
500
®
Bond
ETF
S&P
500
®
Dividend
Aristocrats
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
127,957
$
274,938
$
247,258
$
447,402
$
131,872,677
$
225,279,390
Net
realized
gain
(loss)
124,493
278,754
(424,225)
(2,407,270)
74,512,704
(73,667,112)
Change
in
net
unrealized
appreciation/depreciation
(26,159)
(825,470)
316,401
1,489,795
334,202,801
(433,873,050)
Change
in
net
assets
resulting
from
operations
226,291
(271,778)
139,434
(470,073)
540,588,182
(282,260,772)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(116,957)
(277,603)
(241,375)
(451,442)
(120,854,062)
(206,801,197)
Total
distributions
(116,957)
(277,603)
(241,375)
(451,442)
(120,854,062)
(206,801,197)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
—
1,804,842
—
—
451,789,412
1,453,070,129
Cost
of
shares
redeemed
(1,772,548)
(4,319,426)
—
(7,573,019)
(323,888,230)
(476,092,873)
Change
in
net
assets
resulting
from
capital
transactions
(1,772,548)
(2,514,584)
—
(7,573,019)
127,901,182
976,977,256
Change
in
net
assets
(1,663,214)
(3,063,965)
(101,941)
(8,494,534)
547,635,302
487,915,287
NET
ASSETS:
Beginning
of
period
$
10,628,179
$
13,692,144
$
11,217,849
$
19,712,383
$
10,731,444,894
$
10,243,529,607
End
of
period
$
8,964,965
$
10,628,179
$
11,115,908
$
11,217,849
$
11,279,080,196
$
10,731,444,894
SHARE
TRANSACTIONS:
Beginning
of
period
240,001
290,001
150,001
250,001
122,450,001
111,400,001
Issued
in-kind
—
40,000
—
—
4,900,000
16,350,000
Redemption
in-kind
(40,000)
(90,000)
—
(100,000)
(3,550,000)
(5,300,000)
Shares
outstanding,
end
of
period
200,001
240,001
150,001
150,001
123,800,001
122,450,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
122
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
Ex-Energy
ETF
S&P
500
®
Ex-Financials
ETF
S&P
500
®
Ex-Health
Care
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
265,570
$
423,179
$
300,043
$
191,220
$
129,693
$
100,334
Net
realized
gain
(loss)
143,190
(181,364)
1,408,427
(112,573)
454,834
28,935
Change
in
net
unrealized
appreciation/depreciation
3,098,757
1,516,509
2,210,889
1,097,565
1,167,149
452,700
Change
in
net
assets
resulting
from
operations
3,507,517
1,758,324
3,919,359
1,176,212
1,751,676
581,969
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(246,994)
(386,369)
(225,514)
(131,457)
(102,821)
(77,399)
Total
distributions
(246,994)
(386,369)
(225,514)
(131,457)
(102,821)
(77,399)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
969,434
10,470,377
11,423,317
29,027,110
1,928,995
12,666,956
Cost
of
shares
redeemed
(944,335)
(2,441,509)
(5,811,123)
(861,105)
(1,883,872)
(845,635)
Change
in
net
assets
resulting
from
capital
transactions
25,099
8,028,868
5,612,194
28,166,005
45,123
11,821,321
Change
in
net
assets
3,285,622
9,400,823
9,306,039
29,210,760
1,693,978
12,325,891
NET
ASSETS:
Beginning
of
period
$
35,292,644
$
25,891,821
$
37,490,086
$
8,279,326
$
16,190,728
$
3,864,837
End
of
period
$
38,578,266
$
35,292,644
$
46,796,125
$
37,490,086
$
17,884,706
$
16,190,728
SHARE
TRANSACTIONS:
Beginning
of
period
395,001
295,001
415,001
95,001
185,001
45,001
Issued
in-kind
10,000
130,000
120,000
330,000
20,000
150,000
Redemption
in-kind
(10,000)
(30,000)
(60,000)
(10,000)
(20,000)
(10,000)
Shares
outstanding,
end
of
period
395,001
395,001
475,001
415,001
185,001
185,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
123
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
S&P
500
®
Ex-Technology
ETF
S&P
Global
Core
Battery
Metals
ETF
S&P
Kensho
Cleantech
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
November
29,
2022*  
through  May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
336,012
$
218,305
$
37,354
$
35,904
$
12,205
$
(13,380)
Net
realized
gain
(loss)
603,850
(203,905)
(136,536)
(58,090)
(219,727)
(223,985)
Change
in
net
unrealized
appreciation/depreciation
1,582,219
(354,947)
(341,985)
(413,171)
(1,378,435)
(387,417)
Change
in
net
assets
resulting
from
operations
2,522,081
(340,547)
(441,167)
(435,357)
(1,585,957)
(624,782)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(249,984)
(173,598)
(42,616)
(4,970)
—
—
Total
distributions
(249,984)
(173,598)
(42,616)
(4,970)
—
—
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
11,201,098
22,066,015
—
4,009,254
—
4,601,065
Cost
of
shares
redeemed
(5,112,718)
(681,901)
—
(901,618)
—
(882,108)
Change
in
net
assets
resulting
from
capital
transactions
6,088,380
21,384,114
—
3,107,636
—
3,718,957
Change
in
net
assets
8,360,477
20,869,969
(483,783)
2,667,309
(1,585,957)
3,094,175
NET
ASSETS:
Beginning
of
period
$
30,209,484
$
9,339,515
$
2,667,309
$
—
$
6,149,955
$
3,055,780
End
of
period
$
38,569,961
$
30,209,484
$
2,183,526
$
2,667,309
$
4,563,998
$
6,149,955
SHARE
TRANSACTIONS:
Beginning
of
period
440,001
130,001
75,001
—
200,001
100,001
Issued
—
—
—
100,001
—
—
Issued
in-kind
150,000
320,000
—
—
—
125,000
Redemption
in-kind
(70,000)
(10,000)
—
(25,000)
—
(25,000)
Shares
outstanding,
end
of
period
520,001
440,001
75,001
75,001
200,001
200,001
*
Commencement
of
investment
operations.
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
124
::
FOR
THE
PERIODS
INDICATED
::
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
S&P
Kensho
Smart
Factories
ETF
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
S&P
Technology
Dividend
Aristocrats
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
2,453
$
1,608
$
19,911,044
$
34,927,201
$
1,419,767
$
1,939,062
Net
realized
gain
(loss)
(10,410)
(685,361)
20,264,523
47,432,948
2,299,728
3,682,373
Change
in
net
unrealized
appreciation/depreciation
(4,770)
643,987
25,217,873
(156,613,306)
9,896,371
3,233,200
Change
in
net
assets
resulting
from
operations
(12,727)
(39,766)
65,393,440
(74,253,157)
13,615,866
8,854,635
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(2,431)
(3,905)
(16,771,827)
(33,473,129)
(1,185,201)
(1,844,774)
Tax
return
of
capital
—
(494)
—
—
—
—
Total
distributions
(2,431)
(4,399)
(16,771,827)
(33,473,129)
(1,185,201)
(1,844,774)
CAPITAL
TRANSACTIONS
(a):
Proceeds
from
shares
issued
—
—
31,651,820
783,558,585
76,068,121
99,181,739
Cost
of
shares
redeemed
—
(1,513,019)
(121,444,590)
(265,927,220)
(9,721,131)
(43,796,181)
Change
in
net
assets
resulting
from
capital
transactions
—
(1,513,019)
(89,792,770)
517,631,365
66,346,990
55,385,558
Change
in
net
assets
(15,158)
(1,557,184)
(41,171,157)
409,905,079
78,777,655
62,395,419
NET
ASSETS:
Beginning
of
period
$
865,709
$
2,422,893
$
1,515,131,369
$
1,105,226,290
$
171,955,529
$
109,560,110
End
of
period
$
850,551
$
865,709
$
1,473,960,212
$
1,515,131,369
$
250,733,184
$
171,955,529
SHARE
TRANSACTIONS:
Beginning
of
period
25,001
75,001
22,650,001
15,360,001
2,800,001
1,860,001
Issued
in-kind
—
—
450,000
11,200,000
1,170,000
1,690,000
Redeemed
—
(50,000)
—
—
—
—
Redemption
in-kind
—
—
(1,810,000)
(3,910,000)
(150,000)
(750,000)
Shares
outstanding,
end
of
period
25,001
25,001
21,290,001
22,650,001
3,820,001
2,800,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
STATEMENTS
OF
CHANGES
IN
NET
ASSETS
::
FOR
THE
PERIODS
INDICATED
::
125
PROSHARES
TRUST
See
accompanying
notes
to
the
financial
statements.
Smart
Materials
ETF
Supply
Chain
Logistics
ETF
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
Six
Months
Ended
November
30,
2023
(Unaudited)
Year
Ended
May
31,
2023
FROM
INVESTMENT
ACTIVITIES:
OPERATIONS:
Net
investment
income
(loss)
$
6,790
$
19,405
$
37,355
$
79,299
Net
realized
gain
(loss)
(35,429)
(219,118)
17,408
(67,847)
Change
in
net
unrealized
appreciation/depreciation
53,673
(4,662)
51,063
(103,227)
Change
in
net
assets
resulting
from
operations
25,034
(204,375)
105,826
(91,775)
DISTRIBUTIONS
TO
SHAREHOLDERS
FROM:
Distributable
earnings
(9,548)
(16,168)
(64,698)
(53,681)
Total
distributions
(9,548)
(16,168)
(64,698)
(53,681)
CAPITAL
TRANSACTIONS
(a):
Change
in
net
assets
15,486
(220,543)
41,128
(145,456)
NET
ASSETS:
Beginning
of
period
$
1,547,487
$
1,768,030
$
1,860,288
$
2,005,744
End
of
period
$
1,562,973
$
1,547,487
$
1,901,416
$
1,860,288
SHARE
TRANSACTIONS:
Beginning
of
period
50,001
50,001
50,001
50,001
Shares
outstanding,
end
of
period
50,001
50,001
50,001
50,001
(a)
Capital
share
transactions
may
include
transaction
fees
associated
with
Creation
and
Redemption
transactions
which
occurred
during
the
period.
See
Note
10
to
the
Financial
Statements.
126
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
FINANCIAL
HIGHLIGHTS
127
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Big
Data
Refiners
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
26.91‌
$
(0.06‌)
$
3.80‌
$
—‌
$
3.74‌
$
—‌
$
—‌
$
—‌
$
—‌
$
30.65‌
13.89‌
%
14.10‌
%
0.58‌
%
0.58‌
%
(0.45‌)
%
(0.45‌)
%
$
3,831‌
16‌
%
Year
ended
May
31,
2023
24.17‌
(0.04‌)
2.78‌
—‌
(h)
2.74‌
—‌
—‌
—‌
—‌
26.91‌
11.32‌
11.23‌
0.58‌
0.58‌
(0.16‌)
(0.16‌)
2,691‌
33‌
September
29,
2021
*
through
May
31,
2022
40.00‌
(0.12‌)
(15.71‌)
—‌
(15.83‌)
—‌
—‌
—‌
—‌
24.17‌
(39.57‌)
(39.43‌)
0.58‌
0.58‌
(0.51‌)
(0.51‌)
2,417‌
25‌
Decline
of
the
Retail
Store
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
16.70‌
0.32‌
(0.57‌)
—‌
(0.25‌)
(0.29‌)
—‌
—‌
(0.29‌)
16.16‌
(1.47‌)
(1.32‌)
0.65‌
0.65‌
3.96‌
3.96‌
10,021‌
—‌
Year
ended
May
31,
2023
16.13‌
0.31‌
0.46‌
(i)
—‌
0.77‌
(0.20‌)
—‌
—‌
(0.20‌)
16.70‌
4.95‌
4.68‌
0.65‌
0.65‌
2.06‌
2.06‌
10,854‌
—‌
Year
ended
May
31,
2022
16.50‌
(0.09‌)
(0.28‌)
—‌
(0.37‌)
—‌
—‌
—‌
—‌
16.13‌
(2.25‌)
(2.12‌)
0.65‌
0.65‌
(0.58‌)
(0.58‌)
10,079‌
—‌
Year
ended
May
31,
2021
34.39‌
(0.16‌)
(17.73‌)
—‌
(17.89‌)
—‌
—‌
—‌
—‌
16.50‌
(52.02‌)
(51.88‌)
0.65‌
0.65‌
(0.64‌)
(0.64‌)
7,424‌
—‌
Year
ended
May
31,
2020
39.55‌
0.03‌
(4.96‌)
—‌
(4.93‌)
(0.21‌)
—‌
(0.02‌)#
(0.23‌)
34.39‌
(12.50‌)
(12.75‌)
0.66‌
0.66‌
0.07‌
0.07‌
36,107‌
—‌
Year
ended
May
31,
2019
33.98‌
0.25‌
5.57‌
(i)
—‌
5.82‌
(0.25‌)
—‌
—‌
(0.25‌)
39.55‌
17.29‌
17.27‌
0.65‌
0.65‌
0.77‌
0.77‌
5,933‌
—‌
*
Commencement
of
investment
operations.
128
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
DJ
Brookfield
Global
Infrastructure
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
44.03‌
$
0.77‌
$
1.05‌
$
—‌
$
1.82‌
$
(0.92‌)
$
—‌
$
—‌
$
(0.92‌)
$
44.93‌
4.16‌
%
4.25‌
%
0.45‌
%
0.45‌
%
3.54‌
%
3.54‌
%
$
150,512‌
7‌
%
Year
ended
May
31,
2023
50.16‌
1.22‌
(5.97‌)
—‌
(4.75‌)
(1.38‌)
—‌
—‌
(1.38‌)
44.03‌
(9.44‌)
(9.64‌)
0.45‌
0.45‌
2.68‌
2.68‌
144,872‌
13‌
Year
ended
May
31,
2022
46.63‌
1.16‌
3.94‌
—‌
5.10‌
(1.57‌)
—‌
—‌
(1.57‌)
50.16‌
11.21‌
11.36‌
0.45‌
0.45‌
2.45‌
2.45‌
152,982‌
9‌
Year
ended
May
31,
2021
40.64‌
1.07‌
6.19‌
—‌
7.26‌
(1.27‌)
—‌
—‌
(1.27‌)
46.63‌
18.50‌
18.44‌
0.45‌
0.45‌
2.58‌
2.58‌
177,659‌
10‌
Year
ended
May
31,
2020
43.97‌
0.97‌
(2.91‌)
—‌
(1.94‌)
(1.39‌)
—‌
—‌
(1.39‌)
40.64‌
(4.55‌)
(4.74‌)
0.46‌
0.46‌
2.24‌
2.24‌
143,446‌
8‌
Year
ended
May
31,
2019
41.45‌
1.19‌
2.75‌
—‌
3.94‌
(1.42‌)
—‌
—‌
(1.42‌)
43.97‌
9.80‌
9.82‌
0.45‌
0.45‌
2.81‌
2.81‌
99,368‌
14‌
Equities
for
Rising
Rates
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
45.47‌
0.56‌
5.64‌
—‌
6.20‌
(0.69‌)
—‌
—‌
(0.69‌)
50.98‌
13.70‌
13.64‌
0.35‌
0.35‌
2.22‌
2.22‌
26,511‌
67‌
Year
ended
May
31,
2023
54.37‌
1.32‌
(8.88‌)
—‌
(7.56‌)
(1.34‌)
—‌
—‌
(1.34‌)
45.47‌
(13.98‌)
(12.59‌)
0.35‌
0.35‌
2.64‌
2.64‌
39,103‌
92‌
Year
ended
May
31,
2022
50.02‌
1.21‌
4.02‌
—‌
5.23‌
(0.88‌)
—‌
—‌
(0.88‌)
54.37‌
10.65‌
9.03‌
0.35‌
0.35‌
2.31‌
2.31‌
104,931‌
102‌
Year
ended
May
31,
2021
29.05‌
0.94‌
20.75‌
—‌
21.69‌
(0.72‌)
—‌
—‌
(0.72‌)
50.02‌
75.88‌
78.30‌
0.35‌
0.35‌
2.31‌
2.31‌
7,002‌
105‌
Year
ended
May
31,
2020
37.88‌
0.88‌
(8.81‌)
—‌
(7.93‌)
(0.90‌)
—‌
—‌
(0.90‌)
29.05‌
(21.31‌)
(22.29‌)
0.35‌
0.35‌
2.31‌
2.31‌
1,162‌
147‌
Year
ended
May
31,
2019
49.54‌
0.81‌
(11.49‌)
—‌
(10.68‌)
(0.98‌)
—‌
—‌
(0.98‌)
37.88‌
(21.81‌)
(22.25‌)
0.35‌
0.35‌
1.75‌
1.75‌
3,788‌
89‌
129
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Global
Listed
Private
Equity
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
27.66‌
$
0.95‌
$
1.00‌
$
—‌
$
1.95‌
$
(2.15‌)
$
—‌
$
—‌
$
(2.15‌)
$
27.46‌
7.30‌
%
7.10‌
%
2.25‌
%
0.60‌
%
5.32‌
%
6.97‌
%
$
7,962‌
11‌
%
Year
ended
May
31,
2023
29.57‌
1.51‌
(2.46‌)
—‌
(0.95‌)
(0.96‌)
—‌
—‌
(0.96‌)
27.66‌
(2.95‌)
(2.80‌)
1.95‌
0.60‌
4.23‌
5.59‌
9,682‌
13‌
Year
ended
May
31,
2022
38.13‌
1.59‌
(5.83‌)
—‌
(4.24‌)
(3.79‌)
—‌
(0.53‌)##
(4.32‌)
29.57‌
(12.80‌)
(12.87‌)
1.28‌
0.60‌
3.85‌
4.53‌
14,194‌
31‌
Year
ended
May
31,
2021
25.82‌
1.60‌
12.97‌
—‌
14.57‌
(2.26‌)
—‌
—‌
(2.26‌)
38.13‌
59.40‌
58.58‌
1.40‌
0.60‌
4.39‌
5.19‌
20,974‌
21‌
Year
ended
May
31,
2020
33.60‌
1.62‌
(6.54‌)
—‌
(4.92‌)
(2.86‌)
—‌
—‌
(2.86‌)
25.82‌
(16.27‌)
(15.67‌)
1.38‌
0.60‌
4.32‌
5.11‌
16,266‌
20‌
Year
ended
May
31,
2019
36.04‌
1.67‌
(2.67‌)
—‌
(1.00‌)
(1.44‌)
—‌
—‌
(1.44‌)
33.60‌
(2.70‌)
(2.88‌)
1.22‌
0.60‌
4.25‌
4.87‌
18,818‌
25‌
Hedge
Replication
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
47.95‌
0.90‌
0.05‌
—‌
0.95‌
(0.92‌)
—‌
—‌
(0.92‌)
47.98‌
2.00‌
1.99‌
2.15‌
0.95‌
2.53‌
3.73‌
32,390‌
25‌
Year
ended
May
31,
2023
47.94‌
1.04‌
(0.59‌)
—‌
0.45‌
(0.44‌)
—‌
—‌
(0.44‌)
47.95‌
0.97‌
0.68‌
2.11‌
0.95‌
1.03‌
2.19‌
32,846‌
98‌
Year
ended
May
31,
2022
52.16‌
(0.28‌)
(3.94‌)
—‌
(4.22‌)
—‌
—‌
—‌
—‌
47.94‌
(8.10‌)
(8.17‌)
1.82‌
0.95‌
(1.43‌)
(0.56‌)
43,862‌
52‌
Year
ended
May
31,
2021
45.13‌
(0.34‌)
7.37‌
—‌
7.03‌
—‌
—‌
—‌
—‌
52.16‌
15.57‌
16.26‌
1.88‌
0.95‌
(1.62‌)
(0.68‌)
44,071‌
72‌
Year
ended
May
31,
2020
44.53‌
0.24‌
0.77‌
—‌
1.01‌
(0.39‌)
—‌
(0.02‌)#
(0.41‌)
45.13‌
2.27‌
1.84‌
1.62‌
0.95‌
(0.16‌)
0.52‌
26,854‌
89‌
Year
ended
May
31,
2019
45.44‌
0.51‌
(1.06‌)
—‌
(0.55‌)
(0.36‌)
—‌
—‌
(0.36‌)
44.53‌
(1.21‌)
(1.39‌)
1.53‌
0.95‌
0.55‌
1.13‌
31,842‌
106‌
130
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
High
Yield-Interest
Rate
Hedged
Six
Months
ended
November
30,
2023
(Unaudited)
$
59.05‌
$
1.96‌
$
3.24‌
$
—‌
(h)
$
5.20‌
$
(1.97‌)
$
—‌
$
—‌
$
(1.97‌)
$
62.28‌
8.95‌
%
8.49‌
%
0.50‌
%
0.50‌
%
6.42‌
%
6.42‌
%
$
119,884‌
21‌
%
Year
ended
May
31,
2023
60.76‌
3.39‌
(1.64‌)
—‌
1.75‌
(3.46‌)
—‌
—‌
(3.46‌)
59.05‌
3.03‌
3.05‌
0.50‌
0.50‌
5.74‌
5.74‌
110,713‌
27‌
Year
ended
May
31,
2022
62.62‌
2.73‌
(1.79‌)
0.02‌
0.96‌
(2.82‌)
—‌
—‌
(2.82‌)
60.76‌
1.56‌
1.67‌
0.50‌
0.50‌
4.41‌
4.41‌
145,836‌
45‌
Year
ended
May
31,
2021
58.74‌
2.96‌
4.05‌
—‌
(h)
7.01‌
(3.13‌)
—‌
—‌
(3.13‌)
62.62‌
12.22‌
12.22‌
0.50‌
0.50‌
4.83‌
4.83‌
108,019‌
55‌
Year
ended
May
31,
2020
64.39‌
3.53‌
(5.52‌)
—‌
(1.99‌)
(3.66‌)
—‌
—‌
(3.66‌)
58.74‌
(3.32‌)
(3.03‌)
0.51‌
0.51‌
5.62‌
5.62‌
76,360‌
52‌
Year
ended
May
31,
2019
66.82‌
4.04‌
(2.41‌)
0.02‌
1.65‌
(4.08‌)
—‌
—‌
(4.08‌)
64.39‌
2.50‌
2.29‌
0.50‌
0.50‌
6.10‌
6.10‌
125,561‌
49‌
Inflation
Expectations
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
32.61‌
0.74‌
0.94‌
0.01‌
1.69‌
(0.76‌)
—‌
—‌
(0.76‌)
33.54‌
5.25‌
5.10‌
0.92‌
0.30‌
3.82‌
4.44‌
30,855‌
—‌
Year
ended
May
31,
2023
32.79‌
0.86‌
(0.54‌)
0.01‌
0.33‌
(0.51‌)
—‌
—‌
(0.51‌)
32.61‌
1.05‌
0.77‌
0.86‌
0.30‌
2.06‌
2.62‌
37,502‌
—‌
Year
ended
May
31,
2022
30.10‌
0.82‌
2.85‌
0.01‌
3.68‌
(0.99‌)
—‌
—‌
(0.99‌)
32.79‌
12.65‌
12.00‌
0.98‌
0.31‌
2.00‌
2.67‌
63,286‌
—‌
Year
ended
May
31,
2021
24.12‌
0.51‌
5.66‌
0.01‌
6.18‌
(0.20‌)
—‌
—‌
(0.20‌)
30.10‌
25.70‌
25.40‌
1.70‌
0.30‌
0.44‌
1.84‌
44,247‌
60‌
Year
ended
May
31,
2020
27.12‌
0.40‌
(2.86‌)
0.01‌
(2.45‌)
(0.55‌)
—‌
—‌
(0.55‌)
24.12‌
(9.16‌)
(8.73‌)
1.13‌
0.30‌
0.72‌
1.56‌
7,719‌
21‌
Year
ended
May
31,
2019
28.66‌
0.59‌
(1.53‌)
0.01‌
(0.93‌)
(0.61‌)
—‌
—‌
(0.61‌)
27.12‌
(3.35‌)
(2.69‌)
1.75‌
0.30‌
0.63‌
2.08‌
7,593‌
120‌
131
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Investment
Grade-Interest
Rate
Hedged
Six
Months
ended
November
30,
2023
(Unaudited)
$
71.46‌
$
1.93‌
$
4.55‌
$
0.01‌
$
6.49‌
$
(1.93‌)
$
—‌
$
—‌
$
(1.93‌)
$
76.02‌
9.21‌
%
9.13‌
%
0.30‌
%
0.30‌
%
5.25‌
%
5.25‌
%
$
292,673‌
35‌
%
Year
ended
May
31,
2023
71.14‌
2.96‌
0.34‌
0.01‌
3.31‌
(2.99‌)
—‌
—‌
(2.99‌)
71.46‌
4.81‌
3.99‌
0.30‌
0.30‌
4.21‌
4.21‌
318,012‌
141‌
Year
ended
May
31,
2022
76.25‌
1.93‌
(5.10‌)
—‌
(h)
(3.17‌)
(1.94‌)
—‌
—‌
(1.94‌)
71.14‌
(4.21‌)
(3.51‌)
0.30‌
0.30‌
2.60‌
2.60‌
665,124‌
24‌
Year
ended
May
31,
2021
69.63‌
1.93‌
6.58‌
0.03‌
8.54‌
(1.92‌)
—‌
—‌
(1.92‌)
76.25‌
12.40‌
12.19‌
0.30‌
0.30‌
2.59‌
2.59‌
724,383‌
22‌
Year
ended
May
31,
2020
73.37‌
2.49‌
(3.66‌)
—‌
(h)
(1.17‌)
(2.57‌)
—‌
—‌
(2.57‌)
69.63‌
(1.73‌)
(1.26‌)
0.30‌
0.30‌
3.40‌
3.40‌
234,995‌
21‌
Year
ended
May
31,
2019
74.89‌
2.87‌
(1.43‌)
0.01‌
1.45‌
(2.97‌)
—‌
—‌
(2.97‌)
73.37‌
1.99‌
1.51‌
0.30‌
0.30‌
3.87‌
3.87‌
295,317‌
22‌
K-1
Free
Crude
Oil
Strategy
ETF
†
Six
Months
ended
November
30,
2023
(Unaudited)
38.96‌
0.86‌
6.64‌
—‌
7.50‌
(1.98‌)
—‌
—‌
(1.98‌)
44.48‌
19.10‌
18.41‌
0.69‌
0.69‌
3.75‌
3.75‌
132,727‌
—‌
Year
ended
May
31,
2023
58.72‌
0.31‌
(15.20‌)
—‌
(14.89‌)
(4.50‌)
—‌
(0.37‌)
(4.87‌)
38.96‌
(27.17‌)
(27.88‌)
0.73‌
(p)
0.73‌
(p)
0.67‌
0.67‌
86,064‌
—‌
Year
ended
May
31,
2022
59.06‌
(0.39‌)
31.17‌
—‌
30.78‌
(31.12‌)
—‌
—‌
(31.12‌)
58.72‌
81.99‌
82.32‌
0.71‌
(n)
0.71‌
(n)
(0.71‌)
(0.71‌)
101,814‌
—‌
Year
ended
May
31,
2021
33.68‌
(0.29‌)
25.67‌
—‌
25.38‌
—‌
—‌
—‌
—‌
59.06‌
75.34‌
77.78‌
0.67‌
(m)
0.67‌
(m)
(0.67‌)
(0.67‌)
103,884‌
—‌
Year
ended
May
31,
2020(j)
97.38‌
0.08‌
(62.88‌)
—‌
(62.80‌)
(0.90‌)
—‌
—‌
(0.90‌)
33.68‌
(65.09‌)
(65.24‌)
0.66‌
0.65‌
0.15‌
0.16‌
76,091‌
206‌
(k)
Year
ended
May
31,
2019(j)
121.60‌
1.36‌
(24.89‌)
—‌
(23.53‌)
(0.69‌)
—‌
—‌
(0.69‌)
97.38‌
(19.30‌)
(19.85‌)
0.65‌
0.65‌
1.24‌
1.24‌
11,198‌
—‌
†
Consolidated
Financial
Highlights.
132
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Large
Cap
Core
Plus
Six
Months
ended
November
30,
2023
(Unaudited)
$
47.71‌
$
0.32‌
$
4.31‌
$
—‌
$
4.63‌
$
(0.29‌)
$
—‌
$
—‌
$
(0.29‌)
$
52.05‌
9.74‌
%
9.44‌
%
0.45‌
%
0.45‌
%
1.26‌
%
1.26‌
%
$
392,489‌
30‌
%
Year
ended
May
31,
2023
49.88‌
0.66‌
(2.21‌)
—‌
(1.55‌)
(0.62‌)
—‌
—‌
(0.62‌)
47.71‌
(3.02‌)
(2.90‌)
0.45‌
0.45‌
1.41‌
1.41‌
404,575‌
54‌
Year
ended
May
31,
2022(o)
48.48‌
0.50‌
1.36‌
—‌
1.86‌
(0.46‌)
—‌
—‌
(0.46‌)
49.88‌
3.79‌
3.87‌
0.45‌
0.45‌
0.96‌
0.96‌
475,373‌
53‌
Year
ended
May
31,
2021(o)
35.06‌
0.45‌
13.45‌
—‌
13.90‌
(0.48‌)
—‌
—‌
(0.48‌)
48.48‌
39.97‌
39.77‌
0.45‌
0.45‌
1.10‌
1.10‌
481,904‌
58‌
Year
ended
May
31,
2020(o)
33.26‌
0.53‌
1.86‌
—‌
2.39‌
(0.59‌)
—‌
—‌
(0.59‌)
35.06‌
7.26‌
7.49‌
0.46‌
0.46‌
1.49‌
1.49‌
412,340‌
57‌
Year
ended
May
31,
2019(o)
33.77‌
0.51‌
(0.53‌)
—‌
(0.02‌)
(0.49‌)
—‌
—‌
(0.49‌)
33.26‌
(0.08‌)
(0.25‌)
0.45‌
0.45‌
1.51‌
1.51‌
756,295‌
52‌
Long
Online
/Short
Stores
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
32.77‌
(0.02‌)
3.56‌
—‌
3.54‌
—‌
—‌
—‌
—‌
36.31‌
10.80‌
10.86‌
0.65‌
0.65‌
(0.12‌)
(0.12‌)
21,602‌
46‌
Year
ended
May
31,
2023
37.23‌
(0.06‌)
(4.40‌)
—‌
(4.46‌)
—‌
—‌
—‌
—‌
32.77‌
(11.99‌)
(11.60‌)
0.65‌
0.65‌
(0.19‌)
(0.19‌)
21,789‌
107‌
Year
ended
May
31,
2022
78.80‌
0.08‌
(41.65‌)
—‌
(41.57‌)
—‌
—‌
—‌
—‌
37.23‌
(52.75‌)
(52.96‌)
0.65‌
0.65‌
0.13‌
0.13‌
21,781‌
124‌
Year
ended
May
31,
2021
68.72‌
1.17‌(l)
10.14‌
—‌
11.31‌
(1.23‌)
—‌
—‌
(1.23‌)
78.80‌
16.23‌
16.41‌
0.65‌
0.65‌
1.36‌
(l)
1.36‌
(l)
100,467‌
77‌
Year
ended
May
31,
2020
51.09‌
(0.17‌)
17.80‌
—‌
17.63‌
—‌
—‌
—‌
—‌
68.72‌
34.52‌
34.29‌
0.65‌
0.65‌
(0.31‌)
(0.31‌)
183,132‌
89‌
Year
ended
May
31,
2019
48.31‌
(0.15‌)
2.93‌
—‌
2.78‌
—‌
—‌
—‌
—‌
51.09‌
5.74‌
5.56‌
0.65‌
0.65‌
(0.31‌)
(0.31‌)
48,787‌
53‌
133
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Merger
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
38.34‌
$
0.47‌
$
1.37‌
$
—‌
$
1.84‌
$
(0.22‌)
$
—‌
$
—‌
$
(0.22‌)
$
39.96‌
4.83‌
%
5.17‌
%
1.59‌
%
0.75‌
%
1.56‌
%
2.39‌
%
$
11,989‌
118‌
%
Year
ended
May
31,
2023
40.24‌
0.37‌
(1.98‌)
—‌
(1.61‌)
(0.29‌)
—‌
—‌
(0.29‌)
38.34‌
(4.01‌)
(4.60‌)
1.45‌
0.75‌
0.23‌
0.93‌
13,420‌
235‌
Year
ended
May
31,
2022
40.82‌
0.05‌
(0.48‌)
—‌
(0.43‌)
(0.15‌)
—‌
—‌
(0.15‌)
40.24‌
(1.07‌)
(0.90‌)
1.19‌
0.75‌
(0.31‌)
0.13‌
70,416‌
262‌
Year
ended
May
31,
2021
37.64‌
0.26‌
3.01‌
—‌
3.27‌
(0.09‌)
—‌
—‌
(0.09‌)
40.82‌
8.72‌
8.91‌
1.68‌
0.75‌
(0.27‌)
0.65‌
42,863‌
315‌
Year
ended
May
31,
2020
37.24‌
0.01‌
0.69‌
—‌
0.70‌
(0.30‌)
—‌
—‌
(0.30‌)
37.64‌
1.86‌
1.52‌
3.49‌
0.75‌
(2.73‌)
0.02‌
7,527‌
249‌
Year
ended
May
31,
2019
35.58‌
0.32‌
1.85‌
—‌
2.17‌
(0.51‌)
—‌
—‌
(0.51‌)
37.24‌
6.16‌
7.58‌
3.49‌
0.75‌
(1.87‌)
0.87‌
5,586‌
314‌
Metaverse
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
36.44‌
0.20‌
1.90‌
—‌
2.10‌
(0.20‌)
—‌
—‌
(0.20‌)
38.34‌
5.79‌
5.81‌
0.58‌
0.58‌
1.08‌
1.08‌
6,517‌
26‌
Year
ended
May
31,
2023
35.55‌
0.18‌
0.86‌
(i)
—‌
1.04‌
(0.13‌)
—‌
(0.02‌)
(0.15‌)
36.44‌
2.97‌
2.94‌
0.58‌
0.58‌
0.55‌
0.55‌
6,195‌
67‌
March
15,
2022
*
through
May
31,
2022
40.00‌
(0.03‌)
(4.42‌)
—‌
(4.45‌)
—‌
—‌
—‌
—‌
35.55‌
(11.12‌)
(11.10‌)
0.58‌
0.58‌
(0.32‌)
(0.32‌)
7,822‌
20‌
*
Commencement
of
investment
operations.
134
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
MSCI
EAFE
Dividend
Growers
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
36.98‌
$
0.32‌
$
(0.20‌)
$
—‌
$
0.12‌
$
(0.61‌)
$
—‌
$
—‌
$
(0.61‌)
$
36.49‌
0.31‌
%
(0.24‌)
%
0.50‌
%
0.50‌
%
1.77‌
%
1.77‌
%
$
88,675‌
26‌
%
Year
ended
May
31,
2023
37.29‌
0.71‌
(0.39‌)
—‌
0.32‌
(0.63‌)
—‌
—‌
(0.63‌)
36.98‌
1.00‌
1.46‌
0.50‌
0.50‌
1.99‌
1.99‌
93,186‌
27‌
Year
ended
May
31,
2022
46.06‌
0.69‌
(8.12‌)
—‌
(7.43‌)
(1.34‌)
—‌
—‌
(1.34‌)
37.29‌
(16.64‌)
(16.70‌)
0.50‌
0.50‌
1.57‌
1.57‌
107,402‌
44‌
Year
ended
May
31,
2021
36.18‌
0.79‌
9.73‌
—‌
10.52‌
(0.64‌)
—‌
—‌
(0.64‌)
46.06‌
29.37‌
29.46‌
0.50‌
0.50‌
1.90‌
1.90‌
138,649‌
57‌
Year
ended
May
31,
2020
35.92‌
0.66‌
0.38‌
(i)
—‌
1.04‌
(0.78‌)
—‌
—‌
(0.78‌)
36.18‌
2.82‌
2.65‌
0.51‌
0.51‌
1.78‌
1.78‌
116,855‌
81‌
Year
ended
May
31,
2019
38.53‌
0.80‌
(2.59‌)
—‌
(1.79‌)
(0.82‌)
—‌
—‌
(0.82‌)
35.92‌
(4.72‌)
(4.92‌)
0.50‌
0.50‌
2.19‌
2.19‌
109,559‌
31‌
MSCI
Emerging
Markets
Dividend
Growers
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
45.47‌
0.72‌
(2.33‌)
—‌
(1.61‌)
(0.29‌)
—‌
—‌
(0.29‌)
43.57‌
(3.55‌)
(3.52‌)
0.60‌
0.60‌
3.20‌
3.20‌
15,033‌
59‌
Year
ended
May
31,
2023
50.50‌
1.08‌
(4.52‌)
—‌
(3.44‌)
(1.59‌)
—‌
—‌
(1.59‌)
45.47‌
(6.75‌)
(6.11‌)
0.60‌
0.60‌
2.32‌
2.32‌
16,143‌
68‌
Year
ended
May
31,
2022
62.02‌
1.17‌
(11.39‌)
—‌
(10.22‌)
(1.30‌)
—‌
—‌
(1.30‌)
50.50‌
(16.72‌)
(18.25‌)
0.60‌
0.60‌
2.06‌
2.06‌
17,424‌
67‌
Year
ended
May
31,
2021
45.70‌
1.73‌
16.35‌
—‌
18.08‌
(1.76‌)
—‌
—‌
(1.76‌)
62.02‌
40.52‌
41.04‌
0.60‌
0.60‌
3.16‌
3.16‌
22,637‌
78‌
Year
ended
May
31,
2020
56.45‌
1.23‌
(10.58‌)
—‌
(9.35‌)
(1.40‌)
—‌
—‌
(1.40‌)
45.70‌
(16.99‌)
(16.96‌)
0.61‌
0.61‌
2.29‌
2.29‌
22,165‌
51‌
Year
ended
May
31,
2019
57.61‌
1.20‌
(1.67‌)
—‌
(0.47‌)
(0.69‌)
—‌
—‌
(0.69‌)
56.45‌
(0.84‌)
(0.43‌)
0.60‌
0.60‌
2.15‌
2.15‌
20,602‌
79‌
135
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
MSCI
Europe
Dividend
Growers
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
44.10‌
$
0.24‌
$
1.08‌
$
—‌
$
1.32‌
$
(0.76‌)
$
—‌
$
—‌
$
(0.76‌)
$
44.66‌
3.01‌
%
2.00‌
%
0.55‌
%
0.55‌
%
1.10‌
%
1.10‌
%
$
8,709‌
22‌
%
Year
ended
May
31,
2023
43.62‌
0.79‌
0.41‌
(i)
—‌
1.20‌
(0.72‌)
—‌
—‌
(0.72‌)
44.10‌
2.96‌
3.43‌
0.55‌
0.55‌
1.91‌
1.91‌
8,600‌
20‌
Year
ended
May
31,
2022
51.67‌
0.85‌
(7.66‌)
—‌
(6.81‌)
(1.24‌)
—‌
—‌
(1.24‌)
43.62‌
(13.59‌)
(13.73‌)
0.55‌
0.55‌
1.67‌
1.67‌
13,739‌
40‌
Year
ended
May
31,
2021
39.41‌
0.85‌
11.96‌
—‌
12.81‌
(0.55‌)
—‌
—‌
(0.55‌)
51.67‌
32.81‌
33.22‌
0.55‌
0.55‌
1.88‌
1.88‌
9,559‌
57‌
Year
ended
May
31,
2020
38.72‌
0.68‌
0.95‌
—‌
1.63‌
(0.94‌)
—‌
—‌
(0.94‌)
39.41‌
4.18‌
4.35‌
0.56‌
0.56‌
1.68‌
1.68‌
7,686‌
92‌
Year
ended
May
31,
2019
41.97‌
0.86‌
(3.24‌)
—‌
(2.38‌)
(0.87‌)
—‌
—‌
(0.87‌)
38.72‌
(5.79‌)
(5.77‌)
0.55‌
0.55‌
2.15‌
2.15‌
9,099‌
28‌
MSCI
Transformational
Changes
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
34.87‌
0.10‌
1.32‌
—‌
(h)
1.42‌
(0.18‌)
—‌
—‌
(0.18‌)
36.11‌
4.09‌
4.04‌
0.45‌
0.45‌
0.53‌
0.53‌
8,124‌
21‌
Year
ended
May
31,
2023
34.91‌
0.17‌
0.18‌
(i)
—‌
(h)
0.35‌
(0.39‌)
—‌
—‌
(0.39‌)
34.87‌
1.09‌
1.07‌
0.45‌
0.45‌
0.51‌
0.51‌
10,460‌
28‌
Year
ended
May
31,
2022
43.76‌
0.13‌
(8.87‌)
—‌
(8.74‌)
(0.11‌)
—‌
—‌
(0.11‌)
34.91‌
(20.03‌)
(20.15‌)
0.45‌
0.45‌
0.31‌
0.31‌
29,676‌
33‌
October
14,
2020
*
through
May
31,
2021
40.00‌
0.12‌
3.66‌
—‌
(h)
3.78‌
(0.02‌)
—‌
—‌
(0.02‌)
43.76‌
9.47‌
9.42‌
0.45‌
0.45‌
0.46‌
0.46‌
47,047‌
44‌
*
Commencement
of
investment
operations.
136
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Nanotechnology
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
37.37‌
$
0.09‌
$
0.92‌
$
—‌
$
1.01‌
$
(0.05‌)
$
—‌
$
—‌
$
(0.05‌)
$
38.33‌
2.74‌
%
2.83‌
%
0.58‌
%
0.58‌
%
0.48‌
%
0.48‌
%
$
2,875‌
22‌
%
Year
ended
May
31,
2023
33.96‌
0.14‌
3.41‌
—‌
3.55‌
(0.14‌)
—‌
—‌
(0.14‌)
37.37‌
10.57‌
10.69‌
0.58‌
0.58‌
0.45‌
0.45‌
2,803‌
42‌
October
26,
2021
*
through
May
31,
2022
40.00‌
0.04‌
(6.06‌)
0.01‌
(6.01‌)
(0.03‌)
—‌
—‌
(0.03‌)
33.96‌
(15.05‌)
(15.09‌)
0.58‌
0.58‌
0.18‌
0.18‌
2,547‌
32‌
Nasdaq-100
Dorsey
Wright
Momentum
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
33.59‌
(0.04‌)
4.08‌
—‌
4.04‌
—‌
—‌
—‌
—‌
37.63‌
12.01‌
12.16‌
0.58‌
0.58‌
(0.25‌)
(0.25‌)
11,288‌
72‌
Year
ended
May
31,
2023
34.22‌
0.08‌
(0.58‌)
—‌
(0.50‌)
(0.12‌)
—‌
(0.01‌)
(0.13‌)
33.59‌
(1.44‌)
(1.52‌)
0.58‌
0.58‌
0.25‌
0.25‌
10,414‌
144‌
Year
ended
May
31,
2022
42.08‌
0.01‌
(7.82‌)
—‌
(7.81‌)
(0.05‌)
—‌
—‌
(0.05‌)
34.22‌
(18.60‌)
(18.68‌)
0.58‌
0.58‌
0.03‌
0.03‌
18,477‌
168‌
May
18,
2021
*
through
May
31,
2021
40.00‌
0.04‌
2.04‌
—‌
2.08‌
—‌
—‌
—‌
—‌
42.08‌
5.20‌
5.25‌
0.58‌
0.58‌
2.90‌
2.90‌
4,208‌
—‌
*
Commencement
of
investment
operations.
137
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
On-Demand
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
22.05‌
$
(0.03‌)
$
2.45‌
$
—‌
$
2.42‌
$
—‌
$
—‌
$
—‌
$
—‌
$
24.47‌
11.00‌
%
11.03‌
%
0.58‌
%
0.58‌
%
(0.22‌)
%
(0.22‌)
%
$
612‌
20‌
%
Year
ended
May
31,
2023
21.73‌
(0.07‌)
0.39‌
—‌
0.32‌
—‌
—‌
—‌
—‌
22.05‌
1.46‌
1.67‌
0.58‌
0.58‌
(0.35‌)
(0.35‌)
551‌
42‌
October
26,
2021
*
through
May
31,
2022
40.00‌
(0.05‌)
(18.22‌)
0.01‌
(18.26‌)
(0.01‌)
—‌
—‌
(0.01‌)
21.73‌
(45.66‌)
(46.02‌)
0.58‌
0.58‌
(0.30‌)
(0.30‌)
1,087‌
35‌
Online
Retail
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
29.40‌
(0.01‌)
3.19‌
—‌
3.18‌
—‌
—‌
—‌
—‌
32.58‌
10.81‌
10.78‌
0.58‌
0.58‌
(0.08‌)
(0.08‌)
99,032‌
48‌
Year
ended
May
31,
2023
34.86‌
(0.07‌)
(5.39‌)
—‌
(5.46‌)
—‌
—‌
—‌
—‌
29.40‌
(15.68‌)
(15.69‌)
0.58‌
0.58‌
(0.21‌)
(0.21‌)
93,778‌
97‌
Year
ended
May
31,
2022
75.70‌
0.17‌
(41.01‌)
—‌
(40.84‌)
—‌
—‌
—‌
—‌
34.86‌
(53.95‌)
(53.95‌)
0.58‌
0.58‌
0.27‌
0.27‌
321,103‌
113‌
Year
ended
May
31,
2021
47.31‌
0.63‌
28.70‌
—‌
29.33‌
(0.94‌)
—‌
—‌
(0.94‌)
75.70‌
62.18‌
62.54‌
0.58‌
0.58‌
0.84‌
0.84‌
1,052,262‌
91‌
Year
ended
May
31,
2020
35.24‌
(0.09‌)
12.16‌
—‌
12.07‌
—‌
—‌
—‌
—‌
47.31‌
34.25‌
34.08‌
0.58‌
0.58‌
(0.23‌)
(0.23‌)
131,516‌
81‌
July
13,
2018
*
through
May
31,
2019
40.00‌
(0.09‌)
(4.67‌)
—‌
(4.76‌)
—‌
—‌
—‌
—‌
35.24‌
(11.90‌)
(11.98‌)
0.58‌
0.58‌
(0.30‌)
(0.30‌)
21,144‌
46‌
*
Commencement
of
investment
operations.
138
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Pet
Care
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
47.74‌
$
0.11‌
$
(0.59‌)
$
—‌
$
(0.48‌)
$
(0.14‌)
$
—‌
$
—‌
$
(0.14‌)
$
47.12‌
(1.00‌)
%
(1.53‌)
%
0.50‌
%
0.50‌
%
0.46‌
%
0.46‌
%
$
78,931‌
21‌
%
Year
ended
May
31,
2023
56.85‌
0.21‌
(9.07‌)
—‌
(8.86‌)
(0.25‌)
—‌
—‌
(0.25‌)
47.74‌
(15.58‌)
(15.40‌)
0.50‌
0.50‌
0.42‌
0.42‌
90,702‌
38‌
Year
ended
May
31,
2022
77.76‌
0.17‌
(20.92‌)
—‌
(20.75‌)
(0.16‌)
—‌
—‌
(0.16‌)
56.85‌
(26.74‌)
(26.76‌)
0.50‌
0.50‌
0.23‌
0.23‌
173,388‌
49‌
Year
ended
May
31,
2021
47.27‌
0.16‌
30.44‌
—‌
30.60‌
(0.11‌)
—‌
—‌
(0.11‌)
77.76‌
64.79‌
64.24‌
0.50‌
0.50‌
0.23‌
0.23‌
303,265‌
45‌
Year
ended
May
31,
2020
39.94‌
0.14‌
7.34‌
—‌
7.48‌
(0.15‌)
—‌
—‌
(0.15‌)
47.27‌
18.79‌
19.21‌
0.50‌
0.50‌
0.33‌
0.33‌
60,275‌
66‌
November
5,
2018
*
through
May
31,
2019
40.00‌
0.08‌
(0.10‌)
(i)
—‌
(0.02‌)
(0.04‌)
—‌
—‌
(0.04‌)
39.94‌
(0.04‌)
(0.08‌)
0.50‌
0.50‌
0.36‌
0.36‌
26,958‌
42‌
Russell
2000
Dividend
Growers
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
56.74‌
0.94‌
1.57‌
—‌
2.51‌
(0.80‌)
—‌
—‌
(0.80‌)
58.45‌
4.42‌
4.38‌
0.40‌
0.40‌
3.19‌
3.19‌
756,312‌
31‌
Year
ended
May
31,
2023
62.40‌
1.61‌
(5.72‌)
—‌
(4.11‌)
(1.55‌)
—‌
—‌
(1.55‌)
56.74‌
(6.67‌)
(6.58‌)
0.40‌
0.40‌
2.63‌
2.63‌
776,831‌
33‌
Year
ended
May
31,
2022
67.03‌
1.45‌
(4.66‌)
—‌
(3.21‌)
(1.42‌)
—‌
—‌
(1.42‌)
62.40‌
(4.80‌)
(4.94‌)
0.40‌
0.40‌
2.27‌
2.27‌
864,913‌
58‌
Year
ended
May
31,
2021
49.66‌
1.27‌
17.27‌
—‌
18.54‌
(1.17‌)
—‌
—‌
(1.17‌)
67.03‌
38.00‌
38.03‌
0.40‌
0.40‌
2.23‌
2.23‌
924,290‌
60‌
Year
ended
May
31,
2020
57.13‌
1.31‌
(7.44‌)
—‌
(6.13‌)
(1.34‌)
—‌
—‌
(1.34‌)
49.66‌
(10.96‌)
(10.99‌)
0.41‌
0.41‌
2.30‌
2.30‌
588,955‌
33‌
Year
ended
May
31,
2019
56.29‌
1.26‌
0.67‌
—‌
1.93‌
(1.09‌)
—‌
—‌
(1.09‌)
57.13‌
3.48‌
3.55‌
0.40‌
0.40‌
2.17‌
2.17‌
630,109‌
26‌
*
Commencement
of
investment
operations.
139
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Russell
U.S.
Dividend
Growers
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
44.28‌
$
0.58‌
$
0.47‌
$
—‌
$
1.05‌
$
(0.51‌)
$
—‌
$
—‌
$
(0.51‌)
$
44.82‌
2.36‌
%
2.34‌
%
0.35‌
%
0.35‌
%
2.55‌
%
2.55‌
%
$
8,965‌
13‌
%
Year
ended
May
31,
2023
47.21‌
1.07‌
(2.90‌)
—‌
(1.83‌)
(1.10‌)
—‌
—‌
(1.10‌)
44.28‌
(3.90‌)
(3.98‌)
0.35‌
0.35‌
2.32‌
2.32‌
10,628‌
22‌
Year
ended
May
31,
2022
48.73‌
1.00‌
(1.39‌)
—‌
(0.39‌)
(1.13‌)
—‌
—‌
(1.13‌)
47.21‌
(0.79‌)
(0.82‌)
0.35‌
0.35‌
2.07‌
2.07‌
13,692‌
21‌
Year
ended
May
31,
2021
36.25‌
0.98‌
12.49‌
—‌
13.47‌
(0.99‌)
—‌
—‌
(0.99‌)
48.73‌
37.80‌
37.79‌
0.35‌
0.35‌
2.36‌
2.36‌
28,262‌
22‌
November
5,
2019
*
through
May
31,
2020
40.00‌
0.49‌
(3.98‌)
—‌
(3.49‌)
(0.26‌)
—‌
—‌
(0.26‌)
36.25‌
(8.62‌)
(8.53‌)
0.36‌
0.36‌
2.35‌
2.35‌
21,390‌
8‌
S&P
500
®
Bond
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
74.79‌
1.65‌
(0.72‌)
—‌
0.93‌
(1.61‌)
—‌
—‌
(1.61‌)
74.11‌
1.30‌
1.22‌
0.15‌
0.15‌
4.52‌
4.52‌
11,116‌
60‌
Year
ended
May
31,
2023
78.85‌
2.53‌
(4.05‌)
—‌
(1.52‌)
(2.54‌)
—‌
—‌
(2.54‌)
74.79‌
(1.89‌)
(1.94‌)
0.15‌
0.15‌
3.37‌
3.37‌
11,218‌
86‌
Year
ended
May
31,
2022
90.20‌
1.88‌
(11.31‌)
—‌
(9.43‌)
(1.92‌)
—‌
—‌
(1.92‌)
78.85‌
(10.65‌)
(10.38‌)
0.15‌
0.15‌
2.11‌
2.11‌
19,712‌
78‌
Year
ended
May
31,
2021
90.47‌
1.98‌
(0.13‌)
—‌
1.85‌
(2.12‌)
—‌
—‌
(2.12‌)
90.20‌
2.01‌
1.52‌
0.15‌
0.15‌
2.16‌
2.16‌
36,081‌
73‌
Year
ended
May
31,
2020
83.60‌
2.88‌
6.92‌
0.04‌
9.84‌
(2.97‌)
—‌
—‌
(2.97‌)
90.47‌
11.97‌
12.38‌
0.15‌
0.15‌
3.30‌
3.30‌
29,403‌
55‌
Year
ended
May
31,
2019
80.84‌
3.07‌
2.70‌
0.02‌
5.79‌
(3.03‌)
—‌
—‌
(3.03‌)
83.60‌
7.40‌
7.21‌
0.15‌
0.15‌
3.82‌
3.82‌
27,169‌
29‌
*
Commencement
of
investment
operations.
140
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
S&P
500
®
Dividend
Aristocrats
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
87.64‌
$
1.07‌
$
3.38‌
$
—‌
$
4.45‌
$
(0.98‌)
$
—‌
$
—‌
$
(0.98‌)
$
91.11‌
5.07‌
%
5.02‌
%
0.35‌
%
0.35‌
%
2.34‌
%
2.34‌
%
$
11,279,080‌
9‌
%
Year
ended
May
31,
2023
91.95‌
1.90‌
(4.46‌)
—‌
(2.56‌)
(1.75‌)
—‌
—‌
(1.75‌)
87.64‌
(2.76‌)
(2.71‌)
0.35‌
0.35‌
2.12‌
2.12‌
10,731,445‌
22‌
Year
ended
May
31,
2022
92.20‌
1.87‌
(0.28‌)
—‌
1.59‌
(1.84‌)
—‌
—‌
(1.84‌)
91.95‌
1.72‌
1.67‌
0.35‌
0.35‌
2.01‌
2.01‌
10,243,530‌
18‌
Year
ended
May
31,
2021
67.00‌
1.78‌
25.16‌
—‌
26.94‌
(1.74‌)
—‌
—‌
(1.74‌)
92.20‌
40.88‌
41.10‌
0.35‌
0.35‌
2.26‌
2.26‌
8,639,244‌
21‌
Year
ended
May
31,
2020
65.14‌
1.58‌
1.81‌
(i)
—‌
3.39‌
(1.53‌)
—‌
—‌
(1.53‌)
67.00‌
5.22‌
5.11‌
0.35‌
0.35‌
2.28‌
2.28‌
5,755,149‌
29‌
Year
ended
May
31,
2019
62.21‌
1.42‌
2.94‌
—‌
4.36‌
(1.43‌)
—‌
—‌
(1.43‌)
65.14‌
7.10‌
7.07‌
0.35‌
0.35‌
2.17‌
2.17‌
4,520,918‌
20‌
S&P
500
®
Ex-Energy
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
89.35‌
0.68‌
8.27‌
—‌
8.95‌
(0.63‌)
—‌
—‌
(0.63‌)
97.67‌
10.05‌
10.01‌
0.13‌
0.09‌
1.41‌
1.45‌
38,578‌
2‌
Year
ended
May
31,
2023
87.77‌
1.29‌
1.52‌
—‌
2.81‌
(1.23‌)
—‌
—‌
(1.23‌)
89.35‌
3.35‌
3.47‌
0.13‌
0.09‌
1.48‌
1.52‌
35,293‌
4‌
Year
ended
May
31,
2022
91.08‌
1.05‌
(3.34‌)
—‌
(2.29‌)
(1.02‌)
—‌
—‌
(1.02‌)
87.77‌
(2.61‌)
(2.71‌)
0.23‌
0.21‌
1.08‌
1.09‌
25,892‌
2‌
Year
ended
May
31,
2021
65.94‌
0.96‌
25.12‌
—‌
26.08‌
(0.94‌)
—‌
—‌
(0.94‌)
91.08‌
39.88‌
39.84‌
0.27‌
0.27‌
1.21‌
1.21‌
25,047‌
8‌
Year
ended
May
31,
2020
58.41‌
1.04‌
7.43‌
—‌
8.47‌
(0.94‌)
—‌
—‌
(0.94‌)
65.94‌
14.62‌
14.67‌
0.27‌
0.27‌
1.63‌
1.63‌
16,814‌
4‌
Year
ended
May
31,
2019
56.44‌
0.93‌
1.92‌
—‌
2.85‌
(0.88‌)
—‌
—‌
(0.88‌)
58.41‌
5.10‌
5.03‌
0.27‌
0.27‌
1.60‌
1.60‌
6,717‌
6‌
141
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
S&P
500
®
Ex-Financials
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
90.34‌
$
0.69‌
$
8.03‌
$
—‌
$
8.72‌
$
(0.54‌)
$
—‌
$
—‌
$
(0.54‌)
$
98.52‌
9.68‌
%
9.64‌
%
0.13‌
%
0.09‌
%
1.40‌
%
1.45‌
%
$
46,796‌
2‌
%
Year
ended
May
31,
2023
87.15‌
1.36‌
2.96‌
—‌
4.32‌
(1.13‌)
—‌
—‌
(1.13‌)
90.34‌
5.11‌
4.99‌
0.13‌
0.09‌
1.56‌
1.60‌
37,490‌
8‌
Year
ended
May
31,
2022
88.10‌
1.04‌
(1.00‌)
—‌
0.04‌
(0.99‌)
—‌
—‌
(0.99‌)
87.15‌
(0.03‌)
0.00‌
(j)
0.23‌
0.21‌
1.10‌
1.12‌
8,279‌
3‌
Year
ended
May
31,
2021
64.97‌
0.96‌
23.05‌
—‌
24.01‌
(0.88‌)
—‌
—‌
(0.88‌)
88.10‌
37.22‌
37.03‌
0.27‌
0.27‌
1.23‌
1.23‌
7,488‌
5‌
Year
ended
May
31,
2020
56.85‌
1.02‌
8.09‌
—‌
9.11‌
(0.99‌)
—‌
—‌
(0.99‌)
64.97‌
16.19‌
16.50‌
0.27‌
0.27‌
1.65‌
1.65‌
4,223‌
4‌
Year
ended
May
31,
2019
55.43‌
0.96‌
1.33‌
—‌
2.29‌
(0.87‌)
—‌
—‌
(0.87‌)
56.85‌
4.14‌
5.98‌
0.27‌
0.27‌
1.67‌
1.67‌
1,990‌
6‌
S&P
500
®
Ex-Health
Care
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
87.52‌
0.70‌
9.01‌
—‌
9.71‌
(0.56‌)
—‌
—‌
(0.56‌)
96.67‌
11.13‌
11.10‌
0.13‌
0.09‌
1.47‌
1.51‌
17,885‌
2‌
Year
ended
May
31,
2023
85.88‌
1.39‌
1.59‌
—‌
2.98‌
(1.34‌)
—‌
—‌
(1.34‌)
87.52‌
3.65‌
3.68‌
0.13‌
0.09‌
1.64‌
1.68‌
16,191‌
5‌
Year
ended
May
31,
2022
88.56‌
1.08‌
(2.61‌)
—‌
(1.53‌)
(1.15‌)
—‌
—‌
(1.15‌)
85.88‌
(1.83‌)
(1.88‌)
0.23‌
0.21‌
1.15‌
1.16‌
3,865‌
3‌
Year
ended
May
31,
2021
62.87‌
1.09‌
25.70‌
—‌
26.79‌
(1.10‌)
—‌
—‌
(1.10‌)
88.56‌
43.08‌
43.07‌
0.27‌
0.27‌
1.39‌
1.39‌
3,985‌
29‌
Year
ended
May
31,
2020
57.57‌
1.11‌
5.28‌
—‌
6.39‌
(1.09‌)
—‌
—‌
(1.09‌)
62.87‌
11.21‌
11.27‌
0.27‌
0.27‌
1.79‌
1.79‌
2,201‌
5‌
Year
ended
May
31,
2019
56.95‌
0.99‌
0.62‌
—‌
1.61‌
(0.99‌)
—‌
—‌
(0.99‌)
57.57‌
2.88‌
2.13‌
0.27‌
0.27‌
1.72‌
1.72‌
1,439‌
6‌
142
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
S&P
500
®
Ex-Technology
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
68.66‌
$
0.67‌
$
5.34‌
$
—‌
$
6.01‌
$
(0.50‌)
$
—‌
$
—‌
$
(0.50‌)
$
74.17‌
8.78‌
%
8.77‌
%
0.13‌
%
0.09‌
%
1.81‌
%
1.85‌
%
$
38,570‌
7‌
%
Year
ended
May
31,
2023
71.84‌
1.33‌
(3.27‌)
—‌
(1.94‌)
(1.24‌)
—‌
—‌
(1.24‌)
68.66‌
(2.63‌)
(2.68‌)
0.13‌
0.09‌
1.89‌
1.93‌
30,209‌
6‌
Year
ended
May
31,
2022
73.72‌
1.07‌
(1.94‌)
—‌
(0.87‌)
(1.01‌)
—‌
—‌
(1.01‌)
71.84‌
(1.25‌)
(1.32‌)
0.22‌
0.21‌
1.39‌
1.41‌
9,340‌
4‌
Year
ended
May
31,
2021
53.97‌
0.96‌
19.79‌
—‌
20.75‌
(1.00‌)
—‌
—‌
(1.00‌)
73.72‌
38.92‌
38.98‌
0.27‌
0.27‌
1.48‌
1.48‌
7,372‌
15‌
Year
ended
May
31,
2020
52.09‌
1.04‌
1.87‌
(i)
—‌
2.91‌
(1.03‌)
—‌
—‌
(1.03‌)
53.97‌
5.64‌
5.67‌
0.27‌
0.27‌
1.89‌
1.89‌
2,699‌
5‌
Year
ended
May
31,
2019
51.48‌
0.96‌
0.62‌
—‌
1.58‌
(0.97‌)
—‌
—‌
(0.97‌)
52.09‌
3.10‌
2.07‌
0.27‌
0.27‌
1.83‌
1.83‌
3,126‌
22‌
S&P
Global
Core
Battery
Metals
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
35.56‌
0.50‌
(6.38‌)
—‌
(5.88‌)
(0.57‌)
—‌
—‌
(0.57‌)
29.11‌
(16.82‌)
(16.79‌)
0.58‌
0.58‌
2.92‌
2.92‌
2,184‌
41‌
November
29,
2022
*
through
May
31,
2023
40.00‌
0.39‌
(4.82‌)
0.04‌
(4.39‌)
(0.05‌)
—‌
—‌
(0.05‌)
35.56‌
(10.98‌)
(11.26‌)
0.58‌
0.58‌
2.00‌
2.00‌
2,667‌
16‌
*
Commencement
of
investment
operations.
143
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
S&P
Kensho
Cleantech
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
30.75‌
$
0.06‌
$
(7.99‌)
$
—‌
$
(7.93‌)
$
—‌
$
—‌
$
—‌
$
—‌
$
22.82‌
(25.79‌)
%
(25.71‌)
%
0.58‌
%
0.58‌
%
0.44‌
%
0.44‌
%
$
4,564‌
13‌
%
Year
ended
May
31,
2023
30.56‌
(0.08‌)
0.27‌
(i)
—‌
0.19‌
—‌
—‌
—‌
—‌
30.75‌
0.63‌
0.56‌
0.58‌
0.58‌
(0.24‌)
(0.24‌)
6,150‌
39‌
September
29,
2021
*
through
May
31,
2022
40.00‌
(0.07‌)
(9.37‌)
—‌
(h)
(9.44‌)
—‌
—‌
—‌
—‌
30.56‌
(23.61‌)
(23.60‌)
0.58‌
0.58‌
(0.27‌)
(0.27‌)
3,056‌
40‌
S&P
Kensho
Smart
Factories
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
34.63‌
0.10‌
(0.61‌)
—‌
(0.51‌)
(0.10‌)
—‌
—‌
(0.10‌)
34.02‌
(1.47‌)
(1.45‌)
0.58‌
0.58‌
0.57‌
0.57‌
851‌
13‌
Year
ended
May
31,
2023
32.30‌
0.05‌
2.38‌
(i)
—‌
2.43‌
(0.08‌)
—‌
(0.02‌)
(0.10‌)
34.63‌
7.53‌
7.56‌
0.58‌
0.58‌
0.16‌
0.16‌
866‌
26‌
September
29,
2021
*
through
May
31,
2022
40.00‌
0.04‌
(7.74‌)
—‌
(h)
(7.70‌)
—‌
—‌
—‌
—‌
32.30‌
(19.24‌)
(19.28‌)
0.58‌
0.58‌
0.16‌
0.16‌
2,423‌
42‌
*
Commencement
of
investment
operations.
144
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
66.89‌
$
0.89‌
$
2.19‌
$
—‌
$
3.08‌
$
(0.74‌)
$
—‌
$
—‌
$
(0.74‌)
$
69.23‌
4.62‌
%
4.65‌
%
0.40‌
%
0.40‌
%
2.60‌
%
2.60‌
%
$
1,473,960‌
20‌
%
Year
ended
May
31,
2023
71.95‌
1.74‌
(5.13‌)
—‌
(3.39‌)
(1.67‌)
—‌
—‌
(1.67‌)
66.89‌
(4.75‌)
(4.79‌)
0.40‌
0.40‌
2.46‌
2.46‌
1,515,131‌
29‌
Year
ended
May
31,
2022
73.38‌
1.93‌
(1.47‌)
—‌
0.46‌
(1.89‌)
—‌
—‌
(1.89‌)
71.95‌
0.71‌
0.62‌
0.40‌
0.40‌
2.70‌
2.70‌
1,105,226‌
34‌
Year
ended
May
31,
2021
52.54‌
1.51‌
20.78‌
—‌
22.29‌
(1.45‌)
—‌
—‌
(1.45‌)
73.38‌
43.17‌
43.37‌
0.40‌
0.40‌
2.45‌
2.45‌
1,040,520‌
31‌
Year
ended
May
31,
2020
55.48‌
1.36‌
(2.90‌)
—‌
(1.54‌)
(1.40‌)
—‌
—‌
(1.40‌)
52.54‌
(2.77‌)
(2.83‌)
0.41‌
0.41‌
2.43‌
2.43‌
680,406‌
37‌
Year
ended
May
31,
2019
53.89‌
1.06‌
1.53‌
—‌
2.59‌
(1.00‌)
—‌
—‌
(1.00‌)
55.48‌
4.84‌
4.81‌
0.40‌
0.40‌
1.89‌
1.89‌
615,828‌
32‌
S&P
Technology
Dividend
Aristocrats
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
61.41‌
0.45‌
4.16‌
—‌
4.61‌
(0.38‌)
—‌
—‌
(0.38‌)
65.64‌
7.52‌
7.63‌
0.45‌
0.45‌
1.39‌
1.39‌
250,733‌
12‌
Year
ended
May
31,
2023
58.90‌
0.92‌
2.50‌
—‌
3.42‌
(0.91‌)
—‌
—‌
(0.91‌)
61.41‌
6.01‌
5.98‌
0.45‌
0.45‌
1.60‌
1.60‌
171,956‌
32‌
Year
ended
May
31,
2022
58.17‌
0.84‌
0.64‌
—‌
1.48‌
(0.75‌)
—‌
—‌
(0.75‌)
58.90‌
2.48‌
2.46‌
0.45‌
0.45‌
1.37‌
1.37‌
109,560‌
24‌
Year
ended
May
31,
2021
40.17‌
0.67‌
17.93‌
—‌
18.60‌
(0.60‌)
—‌
—‌
(0.60‌)
58.17‌
46.67‌
46.59‌
0.45‌
0.45‌
1.33‌
1.33‌
97,734‌
43‌
November
5,
2019
*
through
May
31,
2020
40.00‌
0.36‌
0.00‌
(h)
—‌
0.36‌
(0.19‌)
—‌
—‌
(0.19‌)
40.17‌
0.98‌
1.06‌
0.46‌
0.46‌
1.66‌
1.66‌
40,571‌
31‌
*
Commencement
of
investment
operations.
145
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Financial
Highlights
FOR
THE
PERIODS
INDICATED
See
accompanying
notes
to
the
financial
statements.
SELECTED
DATA
FOR
A
SHARE
OUTSTANDING
THROUGHOUT
THE
PERIODS
INDICATED
A
PER
SHARE
OPERATING
PERFORMANCE
RATIOS/SUPPLEMENTAL
DATA
INVESTMENT
OPERATIONS
DISTRIBUTIONS
TOTAL
RETURN
(c)
RATIOS
TO
AVERAGE
NET
ASSETS
(f)
SUPPLEMENTAL
DATA
Net
asset
value,
beginning
of
period
Net
investment
income
(loss)
(a)
Net
realized
and
unrealized
gains
(losses)
on
investments
Transaction
fees
(b)
Total
from
investment
operations
Net
investment
income
Net
realized
gains
Tax
return
of
capital
Total
distributions
Net
asset
value,
end
of
period
Net
asset
value
(d)
Market
value
(e)
Expenses
before
expense
reductions
Expenses
net
of
waivers,
if
any
Net
investment
income
(loss)
before
expense
reductions
Net
investment
income
(loss)
net
of
waivers,
if
any
Net
assets,
end
of
period
(000)
Portfolio
turnover
rate
(c)(g)
Smart
Materials
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
$
30.95‌
$
0.14‌
$
0.36‌
$
—‌
$
0.50‌
$
(0.19‌)
$
—‌
$
—‌
$
(0.19‌)
$
31.26‌
1.60‌
%
1.18‌
%
0.58‌
%
0.58‌
%
0.86‌
%
0.86‌
%
$
1,563‌
25‌
%
Year
ended
May
31,
2023
35.36‌
0.39‌
(4.48‌)
—‌
(4.09‌)
(0.32‌)
—‌
—‌
(0.32‌)
30.95‌
(11.50‌)
(11.02‌)
0.58‌
0.58‌
1.27‌
1.27‌
1,547‌
45‌
October
26,
2021
*
through
May
31,
2022
40.00‌
0.21‌
(4.69‌)
0.01‌
(4.47‌)
(0.17‌)
—‌
—‌
(0.17‌)
35.36‌
(11.20‌)
(11.48‌)
0.58‌
0.58‌
0.93‌
0.93‌
1,768‌
50‌
Supply
Chain
Logistics
ETF
Six
Months
ended
November
30,
2023
(Unaudited)
37.21‌
0.75‌
1.36‌
—‌
2.11‌
(1.29‌)
—‌
—‌
(1.29‌)
38.03‌
5.71‌
5.73‌
0.58‌
0.58‌
3.88‌
3.88‌
1,901‌
14‌
Year
ended
May
31,
2023
40.11‌
1.59‌
(3.42‌)
—‌
(1.83‌)
(1.07‌)
—‌
—‌
(1.07‌)
37.21‌
(4.27‌)
(4.15‌)
0.58‌
0.58‌
4.37‌
4.37‌
1,860‌
20‌
April
6,
2022
*
through
May
31,
2022
40.00‌
0.14‌
(0.05‌)
0.02‌
0.11‌
—‌
—‌
—‌
—‌
40.11‌
0.29‌
(0.18‌)
0.58‌
0.58‌
2.36‌
2.36‌
2,006‌
10‌
*
Commencement
of
investment
operations.
146
::
FINANCIAL
HIGHLIGHTS
PROSHARES
TRUST
ProShares
Trust
Notes
to
Financial
Highlights:
See
accompanying
notes
to
the
financial
statements.
(a)
Per
share
net
investment
income
(loss)
has
been
calculated
using
the
average
daily
shares
method.
(b)
Includes
transaction
fees
associated
with
the
issuance
and
redemption
of
Creation
Units.
(c)
Not
annualized
for
periods
less
than
one
year.
(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,
if
any,
and
redemption
on
the
last
day
of
the
period
at
net
asset
value.
This
percentage
is
not
an
indication
of
the
performance
of
a
shareholder’s
investment
in
the
Fund
based
on
market
value
due
to
differences
between
the
market
price
of
the
shares
and
the
net
asset
value
per
share
of
the
Fund.
(e)
Market
value
total
return
is
calculated
assuming
an
initial
investment
made
at
the
market
value
at
the
beginning
of
the
period,
reinvestment
of
all
dividends
and
distributions
at
net
asset
value
during
the
period,
if
any,
and
redemption
on
the
last
day
of
the
period
at
market
value.
Market
value
is
determined
by
the
composite
closing
price.
Composite
closing
security
price
is
defined
as
the
last
reported
sale
price
from
any
primary
listing
market
(e.g.,
NYSE
and
Nasdaq)
or
participating
regional
exchanges
or
markets.
The
composite
closing
price
is
the
last
reported
sale
price
from
any
of
the
eligible
sources,
regardless
of
volume
and
not
an
average
price
and
may
have
occurred
on
a
date
prior
to
the
close
of
the
reporting
period.
Market
value
may
be
greater
or
less
than
net
asset
value,
depending
on
the
Fund's
closing
price
on
the
listing
market.
(f)
Annualized
for
periods
less
than
one
year.
(g)
Portfolio
turnover
rate
is
calculated
without
regard
to
instruments
having
a
maturity
of
less
than
one
year
from
acquisition
or
derivative
instruments
(including
swap
agreements
and
futures
contracts).
The
portfolio
turnover
rate
can
be
high
and
volatile
due
to
the
sales
and
purchases
of
fund
shares
during
the
period.
In-Kind
transactions
are
not
included
in
the
portfolio
turnover
calculations.
(h)
Per
share
amount
is
less
than
$0.005.
(
i
)
The
amount
shown
for
a
share
outstanding
throughout
the
period
is
not
in
accordance
with
the
aggregate
net
realized
and
unrealized
gain
(loss)
for
that
period
because
of
the
timing
of
sales
and
repurchases
of
the
Fund
shares
in
relation
to
fluctuating
market
value
of
the
investments
in
the
Fund.
(j)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
1:5
reverse
stock
split
effective
April
21,
2020.
(k)
During
the
year,
the
Fund
invested
in
certain
exchange
traded
funds
for
a
limited
period
of
time.
The
portfolio
turnover
rate
shown
above
reflects
the
impact
of
that
investment
over
the
period
of
time
during
which
the
Fund
held
those
exchange
traded
funds.
If
the
calculation
of
the
portfolio
turnover
included
periods
in
which
the
Fund
did
not
hold
these
exchange
traded
funds,
the
portfolio
turnover
rate
would
have
been
1,324%.
(l)
Reflects
special
dividends
paid
out
during
the
period
by
one
of
the
Fund's
holdings.
Had
the
Fund
not
received
the
special
dividends,
the
net
investment
income
(loss)
per
share
would
have
been
$(0.38)
and
the
net
investment
income
(loss)
net
of
waivers
ratio
would
have
been
(0.45)%.
(m)
Includes
net
futures
account
fees
amounting
to
0.02%.
Excluding
these
fees,
the
ratio
of
expenses
to
average
net
assets
would
have
been
0.65%.
(n)
Includes
net
futures
account
fees
amounting
to
0.06%.
Excluding
these
fees,
the
ratio
of
expenses
to
average
net
assets
would
have
been
0.65%.
(o)
Per
share
amounts
have
been
restated
on
a
retroactive
basis
to
reflect
a
2:1
stock
split
effective
January
13,
2022.
(p)
Includes
net
futures
account
fees
amounting
to
0.03%.
Excluding
these
fees,
the
ratio
of
expenses
to
average
net
assets
would
have
been
0.70%.
#
Amount
has
been
reclassified
based
on
the
tax
character
of
the
distributions
for
the
tax
year
ended
October
31,
2020.
##
Amount
has
been
reclassified
based
on
the
tax
character
of
the
distributions
for
the
tax
year
ended
October
31,
2022.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
147
PROSHARES
TRUST
NOTES
TO
FINANCIAL
STATEMENTS
148
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
1.
Organization 
ProShares
Trust
(the
“Trust”)
is
registered
as
an
open-end
man-
agement
investment
company
under
the
Investment
Company
Act
of
1940
(“1940
Act”).
The
Trust
was
formed
as
a
Delaware
statutory
trust
on
May
29,
2002,
has
authorized
capital
of
an
unlimited
number
of
shares
at
no
par
value
and
is
comprised
of
125
operational
funds.
These
accompanying
Notes
to
Finan-
cial
Statements
relate
to
the
portfolios
of
the
Trust
includ-
ed
in
this
report
(collectively,
the
“Funds”
and
individually,
a
“Fund”).
Each
Fund
qualifies
as
an
investment
company
as
defined
in
the
Financial
Accounting
Standards
Codification
Topic
946
–
Financial
Services
–
Investment
Companies.
Each
Fund
is
considered
to
be
“non-diversified”
under
the
1940
Act,
except
for
ProShares
DJ
Brookfield
Global
Infrastructure
ETF,
ProShares
Equities
for
Rising
Rates
ETF,
ProShares
High
Yield-Interest
Rate
Hedged,
ProShares
Investment
Grade-Inter-
est
Rate
Hedged,
ProShares
Metaverse
ETF,
ProShares
MSCI
EAFE
Dividend
Growers
ETF,
ProShares
MSCI
Emerging
Mar-
kets
Dividend
Growers
ETF,
ProShares
MSCI
Europe
Dividend
Growers
ETF,
ProShares
MSCI
Transformational
Changes
ETF,
ProShares
Russell
2000
Dividend
Growers
ETF,
ProShares
Rus-
sell
U.S.
Dividend
Growers
ETF,
ProShares
S&P
500
®
Bond
ETF,
ProShares
S&P
500
®
Dividend
Aristocrats
ETF,
ProShares
S&P
500
®
Ex-Energy
ETF,
ProShares S&P
500
®
Ex-Financials
ETF,
ProShares
S&P
500
®
Ex-Health
Care
ETF,
ProShares
S&P
500
®
Ex-Technology
ETF
and
ProShares
S&P
MidCap
400
®
Dividend
Aristocrats
ETF.
2.
Significant
Accounting
Policies 
The
net
asset
value
per
share
(“NAV”)
of
each
Fund,
except
as
detailed
below,
is
generally
determined
as
of
the
close
of
the
regular
trading
session
of
the
exchange
on
which
it
is
listed
(is
typically
calculated
as
of
4:00
p.m.
Eastern
Time)
on
each
business
day.
The
NAV
of
ProShares
High
Yield
–
Interest
Rate
Hedged,
ProShares
Inflation
Expectations
ETF,
ProShares
In-
vestment
Grade
–
Interest
Rate
Hedged
and
ProShares S&P
500®
Bond
ETF
is
typically
calculated
as
of
3:00
p.m.
(Eastern
Time)
on
each
business
day.
The
NAV
of
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
is
typically
calculated
as
of
2:30
p.m.
(Eastern
Time)
on
each
business
day
when
the
Cboe
BZX
Ex-
change
Inc.
(“BZX
Exchange”)
is
open
for
trading.
The
NAV
of
each
of
ProShares
MSCI
EAFE
Dividend
Growers
ETF
and
Pro-
Shares
MSCI
Europe
Dividend
Growers
ETF
is
typically
calcu-
lated
as
of
11:30
a.m.
Eastern
Time
(this
time
may
vary
due
to
differences
in
when
daylight
savings
time
is
effective
between
London
and
New
York.
The
actual
valuation
time
is
4:30
p.m.,
London
Time).
The
following
is
a
summary
of
significant
accounting
policies
followed
by
each
Fund
in
preparation
of
its
financial
state-
ments.
These
policies
are
in
conformity
with
U.S.
generally
accepted
accounting
principles
(“GAAP”).
The
preparation
of
financial
statements
in
accordance
with
GAAP
requires
man-
agement
to
make
estimates
and
assumptions
that
affect
the
reported
amounts.
The
actual
results
could
differ
from
those
estimates.
Investment
Valuation 
The
Funds
record
their
investments
at
fair
value.  Fair
value
is
defined
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.  The
securities
in
the
portfolio
of
a
Fund
that
are
listed
or
traded
on
a
stock
exchange
or
the
Nasdaq
Stock
Market,
except
as
otherwise
noted,
are
generally
valued
at
the
closing
price,
if
available,
or
the
last
sale
price
on
the
exchange
or
system
where
the
securi-
ty
is
principally
traded,
generally
using
information
provided
by
a
third
party
pricing
service,
or
market
quotations.
These
valuations
are
typically
categorized
as
Level
1
in
the
fair
value
hierarchy
described
below.
If
there
have
been
no
sales
for
that
day
on
the
exchange
or
system
where
the
security
is
principally
traded,
then
fair
value
may
be
determined
with
reference
to
the
mean
of
the
latest
bid
and
asked
quotes,
if
applicable,
on
the
exchange
or
system.
If
there
have
been
no
sales
or
quotes
of
the
security
for
that
day
on
the
exchange
or
system,
the
security
will
be
valued
in
accordance
with
procedures
approved
by
the
Trust’s
Board
of
Trustees
(the
“Board”). 
Exchange
traded
funds
held
by
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
are
valued
at
the
last
traded
price
at
the
time
the
Fund
NAV
is
determined,
and
will
typically
be
categorized
as
a
Level
1
in
the
fair
value
hierarchy.
Exchange
traded
funds
held
by
other
Funds
are
generally
valued
at
the
closing
price,
if
avail-
able,
or
the
last
sale
price
as
described
above,
and
are
typically
categorized
as
Level
1
in
the
fair
value
hierarchy.
Securities
regularly
traded
in
the
over-the-counter
(“OTC”)
markets,
including
securities
listed
on
an
exchange
but
that
are
primarily
traded
OTC,
other
than
those
traded
on
the
Nas-
daq
Stock
Market,
are
valued
on
the
basis
of
the
mean
between
the
bid
and
asked
quotes
furnished
by
primary
market
mak-
ers
for
those
instruments.
Fixed-income
securities
are
valued
according
to
prices
as
furnished
by
an
independent
pricing
service,
generally
at
the
mean
of
the
bid
and
asked
quotes
for
U.S.
Treasury
securities
and
at
the
bid
or
evaluated
bid
price
for
corporate
bonds.
Centrally
cleared
index-based
swaps
are
generally
valued
at
the
mean
between
the
bid
and
asked
pric-
es
as
furnished
by
an
independent
pricing
service.
In
each
of
these
situations,
valuations
are
typically
categorized
as
Level
2
in
the
fair
value
hierarchy.
Exchange
traded
bond,
commodity
and
currency
futures
con-
tracts
are
generally
valued
at
the
official
futures
settlement
price,
except
for
currency
futures
contracts
held
by
Hedge
Rep-
lication
ETF
which
are
generally
valued
at
their
last
sale
price
prior
to
the
time
at
which
the
NAV
of
the
Fund
is
determined.
These
valuations
are
typically
categorized
as
Level
1
in
the
fair
value
hierarchy.
If
there
was
no
sale
on
that
day,
fair
valuation
procedures
as
described
below
may
be
applied.
Non-exchange
traded
derivatives
(e.g.
non-exchange
traded
swap
agreements)
are
generally
valued
using
independent
sources
and/or
agree-
ment
with
counterparties
or
other
procedures
approved
by
the
Board
and
are
typically
categorized
as
Level
2
in
the
fair
value
hierarchy.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
149
PROSHARES
TRUST
When
ProShare
Advisors
LLC
(the
“Advisor”),
as Valuation
Designee, determines
that
the
price
of
a
security
is
not
read-
ily
available
or
deemed
unreliable
(e.g.,
an
approved
pricing
service
does
not
provide
a
price,
a
furnished
price
is
in
error,
certain
prices
become
stale,
or
an
event
occurs
that
material-
ly
affects
the
furnished
price),
the
Advisor
may,
in
good
faith,
establish
a
fair
value
for
that
security
in
accordance
with
pro-
cedures
established
by
and
under
the
general
supervision
and
responsibility
of
the
Board.
Fair
value
pricing
may
require
sub-
jective
determinations
about
the
value
of
a
security.
While
the
Trust’s
policy
is
intended
to
result
in
a
calculation
of
a
Fund’s
NAV
that
fairly
reflects
security
values
as
of
the
time
of
pric-
ing,
the
Trust
cannot
ensure
that
fair
values
determined
by
the
Advisor
or
persons
acting
at
their
direction
would
accurately
reflect
the
price
that
a
Fund
could
obtain
for
a
security
if
it
were
to
dispose
of
that
security
as
of
the
time
of
pricing
(for
instance,
in
a
forced
or
distressed
sale).
The
prices
used
by
a
Fund
may
differ
from
the
value
that
would
be
realized
if
the
se-
curities
were
sold
and
the
differences
could
be
material
to
the
financial
statements.
Depending
on
the
source
and
relevant
significance
of
valuation
inputs,
these
instruments
may
be
classified
as
Level
2
or
Level
3
in
the
fair
value
hierarchy.
The
Funds
disclose
the
fair
value
of
their
investments
in
a
hi-
erarchy
that
distinguishes
between:
(1)
market
participant
as-
sumptions
which
are
developed
based
on
market
data
obtained
from
sources
independent
of
the
Funds
(observable
inputs)
and
(2)
the
Funds’
own
assumptions
about
market
participant
as-
sumptions
which
are
developed
based
on
the
best
information
available
under
the
circumstances
(unobservable
inputs).
The
three
levels
defined
by
the
hierarchy
are
as
follows:
Level
1
—
Quoted
prices
in
active
markets
for
identical
assets.
Level
2
—
Other
significant
observable
inputs
(including
quoted
prices
for
similar
securities,
interest
rates,
prepay-
ment
speeds,
credit
risk,
etc.).
Level
3
—
Significant
unobservable
inputs
(including
as-
sumptions
in
determining
the
fair
value
of
investments).
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risk
associated
with
investing
in
those
securities.
For
example,
short-term
debt
securities
maturing
in
sixty
days
or
less
may
be
valued
at
amortized
cost.
Generally,
amortized
cost
approximates
the
current
fair
value
of
a
security,
but
since
the
valuation
is
not
obtained
from
a
quoted
price
in
an
active
market,
such
securities
are
typically
reflected
as
Level
2.
Fair
value
measurements
may
also
require
additional
disclosure
when
the
volume
and
level
of
activity
for
the
asset
or
liability
have
significantly
decreased,
as
well
as
when
circumstances
indi-
cate
that
a
transaction
is
not
orderly.
The
following
is
a
summary
of
the
valuations
as
of
November
30,
2023,
for
each
Fund
based
upon
the
three
levels
defined
above: 
Please
refer
to
the
Schedules
of
Portfolio
Investments
to
view
equity
and
debt
securities
segregated
by
industry
type. 
LEVEL
1
-
Quoted
Prices
A
LEVEL
2
-
Other
Significant
Observable
Inputs
A
LEVEL
3
-
Significant
Unobservable
Inputs
A
Total
A
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Securities
Lending
Reinvestments
A
Futures
Contracts*
A
Common
Stocks/Shares
of
Beneficial
Interest
A
U.S.
Treasury
Obligations
A
Corporate
Bonds/Asset
Backed
Securities
A
Repurchase
Agreements
A
Swap
Agreements*
A
Forward
Currency
Contracts
*
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Investment
Securities,
including
Repurchase
Agreements
A
Other
Financial
Instruments,
including
Futures
Contracts,
Swap
Agreements,
and
Forward
Currency
Contracts*
A
Big
Data
Refiners
ETF
$
3,831,698
$
253,453
$
—
$
—
$
—
$
—
$
—
$
–
$
—
$
—
$
4,085,151
$
–
Decline
of
the
Retail
Store
ETF
...
—
—
—
—
—
—
10,105,399
(656,571)
—
—
10,105,399
(656,571)
DJ
Brookfield
Global
Infrastructure
ETF
149,573,036
64,371
—
—
—
—
523,718
–
—
—
150,161,125
–
Equities
for
Rising
Rates
ETF
...
26,428,706
—
—
—
—
—
18,785
–
—
—
26,447,491
–
Global
Listed
Private
Equity
ETF
...
7,871,773
—
—
—
—
—
69,675
–
—
—
7,941,448
–
Hedge
Replication
ETF
......
5,113,296
44
(34,163)
191
21,541,155
—
4,834,304
347,595
—
—
31,488,990
313,432
High
Yield-Interest
Rate
Hedged
..
—
1,307,818
(402,208)
—
—
113,838,771
1,631,829
–
—
—
116,778,418
(402,208)
Inflation
Expectations
ETF
......
—
—
—
—
—
—
29,141,841
(1,702,376)
—
—
29,141,841
(1,702,376)
Investment
Grade-
Interest
Rate
Hedged
....
—
3,537,140
(817,950)
—
—
275,904,093
2,399,072
–
—
—
281,840,305
(817,950)
K-1
Free
Crude
Oil
Strategy
ETF
..
—
—
(4,219,116)
—
—
—
116,733,741
–
—
—
116,733,741
(4,219,116)
Large
Cap
Core
Plus
368,523,935
—
—
—
—
—
6,214,278
9,295,122
—
—
374,738,213
9,295,122
Long
Online
/Short
Stores
ETF
...
20,833,174
463,380
—
—
—
—
4,908
(406,168)
—
—
(a)
21,301,462
(406,168)
Merger
ETF
....
4,923,865
348,516
—
—
—
—
6,008,814
253,053
(52,051)
—
11,281,195
201,002
Metaverse
ETF
..
6,507,873
290,380
—
—
—
—
—
–
—
—
6,798,253
–
MSCI
EAFE
Dividend
Growers
ETF
..
87,922,695
9,650
—
—
—
—
319,781
–
—
—
88,252,126
–
150
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
There
were
no
other
Level
3
securities
held
at
period
end,
except
those
securities
classified
as
Level
3
in
the
Schedules
of
Portfolio
Investments
of
ProShares
Long
Online/Short
Stores
ETF,
ProShares
MSCI
Emerging
Markets
Dividend
Growers
ETF
and
Pro-
Shares
Online
Retails
ETF,
which
are
considered
quantitatively
insignificant
for
additional
disclosure. 
Foreign
Currency
Translation
Each
Fund’s
accounting
records
are
maintained
in
U.S.
dollars.
Assets
and
liabilities
denominated
in
foreign
currencies
and
com-
mitments
under
forward
foreign
currency
exchange
contracts
are
translated
into
U.S.
dollars
as
of
the
close
of
London
world
markets,
except
that
such
translations
with
respect
to
the
ProShares
Big
Data
Refiners
ETF,
ProShares
DJ
Brookfield
Global
Infrastructure
ETF,
ProShares
Global
Listed
Private
Equity
ETF,
ProShares
Merger
ETF,
ProShares
Metaverse
ETF,
ProShares
MSCI
Emerging
Markets
Dividend
Growers
ETF,
ProShares
MSCI
Transformational
Changes
ETF,
ProShares
Nanotechnology
ETF,
ProShares
On-Demand
ETF,
ProShares
Pet
Care
ETF,
ProShares S&P
Global
Core
Battery
Metals
ETF,
ProShares
S&P
Ken-
sho
Cleantech
ETF,
ProShares
S&P
Kensho
Smart
Factories
ETF,
ProShares
Smart
Materials
ETF
and
ProShares
Supply
Chain
Logistics
ETF
each
utilize
the
last
quoted
New
York
rates
prior
to
4:00
p.m.
The
Funds
do
not
isolate
that
portion
of
the
results
of
LEVEL
1
-
Quoted
Prices
A
LEVEL
2
-
Other
Significant
Observable
Inputs
A
LEVEL
3
-
Significant
Unobservable
Inputs
A
Total
A
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Securities
Lending
Reinvestments
A
Futures
Contracts*
A
Common
Stocks/Shares
of
Beneficial
Interest
A
U.S.
Treasury
Obligations
A
Corporate
Bonds/Asset
Backed
Securities
A
Repurchase
Agreements
A
Swap
Agreements*
A
Forward
Currency
Contracts
*
A
Common
Stocks/
Shares
of
Beneficial
Interest
A
Investment
Securities,
including
Repurchase
Agreements
A
Other
Financial
Instruments,
including
Futures
Contracts,
Swap
Agreements,
and
Forward
Currency
Contracts*
A
MSCI
Emerging
Markets
Dividend
Growers
ETF
..
$
15,532,812
$
—
$
—
$
—
$
—
$
3,066
$
—
$
–
$
—
$
—
(a)
$
15,535,878
$
–
MSCI
Europe
Dividend
Growers
ETF
......
8,611,625
—
—
—
—
—
23,907
–
—
—
8,635,532
–
MSCI
Transformational
Changes
ETF
..
8,090,561
—
—
—
—
—
22,008
–
—
—
8,112,569
–
Nanotechnology
ETF
2,865,583
36,308
—
—
—
—
—
–
—
—
2,901,891
–
Nasdaq-100
Dorsey
Wright
Momentum
ETF
......
11,271,924
—
—
—
—
—
18,709
–
—
—
11,290,633
–
On-Demand
ETF
..
611,124
—
—
—
—
—
—
–
—
—
611,124
–
Online
Retail
ETF
.
98,953,456
1,236,116
—
—
—
—
70,643
–
—
—
(a)
100,260,215
–
Pet
Care
ETF
...
78,521,430
—
—
—
—
—
207,609
–
—
—
78,729,039
–
Russell
2000
Dividend
Growers
ETF
..
754,106,726
5,883,863
—
—
—
—
577,096
–
—
—
760,567,685
–
Russell
U.S.
Dividend
Growers
ETF
..
8,934,800
—
—
—
—
—
8,139
–
—
—
8,942,939
–
S&P
500
®
Bond
ETF
—
46,395
—
—
—
10,909,346
90,015
–
—
—
11,045,756
–
S&P
500
®
Dividend
Aristocrats
ETF
.
11,243,748,614
—
—
—
—
—
6,893,435
–
—
—
11,250,642,049
–
S&P
500
®
Ex-Energy
ETF
......
38,472,470
—
—
—
—
—
53,992
–
—
—
38,526,462
–
S&P
500
®
Ex-
Financials
ETF
.
46,704,504
15
—
—
—
—
18,725
–
—
—
46,723,244
–
S&P
500
®
Ex-Health
Care
ETF
....
17,846,150
15
—
—
—
—
10,971
–
—
—
17,857,136
–
S&P
500
®
Ex-
Technology
ETF
38,449,775
5,915
—
—
—
—
49,119
–
—
—
38,504,809
–
S&P
Global
Core
Battery
Metals
ETF
2,169,459
69,174
—
—
—
—
—
–
—
—
2,238,633
–
S&P
Kensho
Cleantech
ETF
.
4,536,278
402,599
—
—
—
—
—
–
—
—
4,938,877
–
S&P
Kensho
Smart
Factories
ETF
.
847,387
23,630
—
—
—
—
—
–
—
—
871,017
–
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
.
1,470,170,187
—
—
—
—
—
1,213,362
–
—
—
1,471,383,549
–
S&P
Technology
Dividend
Aristocrats
ETF
.
249,947,573
—
—
—
—
—
366,513
–
—
—
250,314,086
–
Smart
Materials
ETF
1,555,172
600
—
—
—
—
—
–
—
—
1,555,772
–
Supply
Chain
Logistics
ETF
..
1,889,516
—
—
—
—
—
—
–
—
—
1,889,516
–
*
These
investments
are
recorded
in
the
financial
statements
at
the
unrealized
gain
or
loss
on
the
investment.
(a)
Security
has
zero
value
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
151
PROSHARES
TRUST
operations
resulting
from
changes
in
foreign
exchange
rates
on
investments
from
the
fluctuations
arising
from
changes
in
mar-
ket
prices
of
securities
held.
Such
fluctuations
are
included
with
the
net
realized
and
unrealized
gain
or
loss
from
investments.
Repurchase
Agreements 
Each
of
the
Funds
may
enter
into
repurchase
agreements.
Repurchase
agreements
are
primarily
used
by
the
Funds
as
short-term
investments
for
cash
positions.
Under
a
repurchase
agreement,
a
Fund
purchases
one
or
more
debt
securities
and
simultaneously
agrees
to
sell
those
securities
back
to
the
seller
at
a
mutually
agreed-upon
future
price
and
date,
normally
one
day
or
a
few
days
later.
The
resale
price
is
greater
than
the
purchase
price,
reflecting
an
agreed-upon
market
interest
rate
during
the
purchaser’s
holding
period.
While
the
maturities
of
the
underlying
securities
in
repurchase
transactions
may
be
more
than
one
year,
the
term
of
each
repurchase
agreement
will
always
be
less
than
one
year.
The
Funds
follow
certain
procedures
designed
to
minimize
the
risks
inherent
in
such
agreements.
These
procedures
include
affecting
repurchase
transactions
generally
with
major
global
financial
institutions
whose
creditworthiness
is
monitored
by
the
Advisor.
In
addition,
the
value
of
the
collateral
underlying
the
repurchase
agreement
is
required
to
be
at
least
equal
to
the
repurchase
price,
including
any
accrued
interest
income
earned
on
the
repurchase
agreement.
The
Funds
may
invest
in
repurchase
agreements
through
joint
account
arrangements;
in
such
cases,
each
Fund
holds
a
pro
rata
share
of
the
collateral
and
interest
income
based
upon
the
dollar
amount
of
the
repurchase
agreements
entered
into
by
each
Fund.
The
collateral
underlying
the
repurchase
agreement
is
held
by
the
Fund’s
custodian.
A
repurchase
agreement
is
subject
to
the
risk
that
the
counterparty
to
the
repurchase
agreement
that
sells
the
securities
may
default
on
its
obligation
to
repurchase
them.
In
this
circumstance,
a
Fund
may
lose
money
because
it
may
not
be
able
to
sell
the
securities
at
the
agreed
upon
time
and
price,
the
securities
may
lose
value
before
they
can
be
sold,
the
selling
institution
may
declare
bankruptcy
or
the
Fund
may
have
difficulty
exercising
rights
to
the
collateral.
During
periods
of
high
demand
for
repurchase
agreements,
the
Funds
may
be
unable
to
invest
available
cash
in
these
instruments
to
the
extent
desired
by
the
Advisor. Repurchase
agreements
usually
are
for
short
periods,
such
as
one
week
or
less,
but
may
be
longer.
It
is
the
current
policy
of
each
Fund
not
to
invest
in
re-
purchase
agreements
that
do
not
mature
within
seven
days
if
any
such
investment,
together
with
any
other
illiquid
assets
held
by
the
Fund,
amounts
to
more
than
15%
of
Fund’s
total
net
assets.
The
investments
of
each
Fund
in
repurchase
agreements
at
times
may
be
substantial
when,
in
the
view
of
the
Advisor,
liquidity,
investment,
regulatory,
or
other
considerations
so
warrant.
On
November
30,
2023,
the
Funds
had
an
undivided interest
in
joint
repurchase
agreements
with
the
following
counterparties,
for
the
time
periods
and
rates
indicated.
Amounts
shown
in
the
table
below
represent
Principal
Amount,
Cost
and
Value
for
each
respective
repurchase
agreement. 
Fund
Name
A
Bank
of
America
Securities,
Inc.,
5.30%,
dated
11/30/2023
due
12/01/2023
(a)
Barclays
Capital,
Inc.,
5.10%,
dated
11/30/2023
due
12/01/2023
(b)
Barclays
Capital,
Inc.,
5.20%,
dated
11/30/2023
due
12/01/2023
(c)
Barclays
Capital,
Inc.,
5.28%,
dated
11/30/2023
due
12/01/2023
(d)
BNP
Paribas
Securities
Corp.,
5.30%,
dated
11/30/2023
due
12/01/2023
(e)
BNP
Paribas
Securities
Corp.,
5.31%,
dated
11/30/2023
due
12/01/2023
(f)
ING
Financial
Markets
LLC,
5.30%,
dated
11/30/2023
due
12/01/2023
(g)
Total
Decline
of
the
Retail
Store
ETF
......
$
1,243,022
$
130,845
$
523,378
$
933,199
$
523,378
$
4,710,403
$
2,041,174
$
10,105,399
DJ
Brookfield
Global
Infrastructure
ETF
......
64,421
6,781
27,124
48,363
27,124
244,120
105,785
523,718
Equities
for
Rising
Rates
ETF
......
2,310
243
973
1,735
973
8,757
3,794
18,785
Global
Listed
Private
Equity
ETF
......
8,571
902
3,609
6,434
3,609
32,477
14,073
69,675
Hedge
Replication
ETF
......
594,648
62,594
250,378
446,431
250,378
2,253,401
976,474
4,834,304
High
Yield-
Interest
Rate
Hedged
....
200,724
21,129
84,516
150,694
84,516
760,640
329,610
1,631,829
Inflation
Expectations
ETF
......
3,584,616
377,328
1,509,312
2,691,147
1,509,312
13,583,809
5,886,317
29,141,841
Investment
Grade-Interest
Rate
Hedged
295,100
31,063
124,253
221,546
124,253
1,118,272
484,585
2,399,072
K-1
Free
Crude
Oil
Strategy
ETF
......
14,358,930
1,511,466
6,045,865
10,779,954
6,045,865
54,412,786
23,578,875
116,733,741
Large
Cap
Core
Plus
......
764,392
80,462
321,850
573,867
321,849
2,896,644
1,255,214
6,214,278
152
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Fund
Name
A
Bank
of
America
Securities,
Inc.,
5.30%,
dated
11/30/2023
due
12/01/2023
(a)
Barclays
Capital,
Inc.,
5.10%,
dated
11/30/2023
due
12/01/2023
(b)
Barclays
Capital,
Inc.,
5.20%,
dated
11/30/2023
due
12/01/2023
(c)
Barclays
Capital,
Inc.,
5.28%,
dated
11/30/2023
due
12/01/2023
(d)
BNP
Paribas
Securities
Corp.,
5.30%,
dated
11/30/2023
due
12/01/2023
(e)
BNP
Paribas
Securities
Corp.,
5.31%,
dated
11/30/2023
due
12/01/2023
(f)
ING
Financial
Markets
LLC,
5.30%,
dated
11/30/2023
due
12/01/2023
(g)
Total
Long
Online
/
Short
Stores
ETF
......
$
603
$
64
$
254
$
454
$
254
$
2,287
$
992
$
4,908
Merger
ETF
...
739,119
77,802
311,208
554,893
311,208
2,800,873
1,213,711
6,008,814
MSCI
EAFE
Dividend
Growers
ETF
39,335
4,141
16,562
29,531
16,561
149,059
64,592
319,781
MSCI
Europe
Dividend
Growers
ETF
2,940
310
1,238
2,208
1,238
11,144
4,829
23,907
MSCI
2,707
285
1,140
2,033
1,140
10,257
4,446
22,008
Nasdaq-100
Dorsey
Wright
Momentum
ETF
......
2,301
242
969
1,728
969
8,721
3,779
18,709
Online
Retail
ETF
8,689
915
3,659
6,524
3,659
32,928
14,269
70,643
Pet
Care
ETF
..
25,537
2,688
10,752
19,172
10,752
96,772
41,936
207,609
Russell
2000
Dividend
Growers
ETF
70,986
7,472
29,889
53,293
29,889
269,000
116,567
577,096
Russell
U.S.
Dividend
Growers
ETF
1,001
105
422
751
422
3,794
1,644
8,139
S&P
500
®
Bond
ETF
......
11,071
1,166
4,662
8,313
4,662
41,959
18,182
90,015
S&P
500
®
Dividend
Aristocrats
ETF
......
847,932
89,256
357,025
636,584
357,024
3,213,218
1,392,396
6,893,435
S&P
500
®
Ex-
Energy
ETF
.
6,641
699
2,796
4,986
2,797
25,167
10,906
53,992
S&P
500
®
Ex-
Financials
ETF
2,304
242
970
1,729
970
8,728
3,782
18,725
S&P
500
®
Ex-
Health
Care
ETF
......
1,349
142
568
1,013
568
5,115
2,216
10,971
S&P
500
®
Ex-
Technology
ETF
......
6,042
636
2,544
4,536
2,544
22,895
9,922
49,119
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
......
149,251
15,711
62,842
112,050
62,842
565,581
245,085
1,213,362
S&P
Technology
Dividend
Aristocrats
ETF
......
45,084
4,746
18,982
33,846
18,982
170,842
74,031
366,513
$
23,079,626
$
2,429,435
$
9,717,740
$
17,327,014
$
9,717,738
$
87,459,649
$
37,899,186
$
187,630,388
Each
Repurchase
Agreement
was
fully
collateralized
by
U.S.
government
and/or
agency
securities
at
November
30,
2023
as
follows:
(a)
U.S.
Treasury
Bonds,
0%
to
4.38%,
due
1/15/2028
to
2/15/2053;
U.S.
Treasury
Notes,
4.63%,
due
11/15/2026,
which
had
an
aggregate
value
at
the
Trust
level
of
$484,500,006.
(b)
U.S.
Treasury
Notes,
0.38%,
due
7/31/2027,
which
had
an
aggregate
value
at
the
Trust
level
of
$51,000,001.
(c)
U.S.
Treasury
Bills,
0%,
due
11/29/2024;
U.S.
Treasury
Notes,
3.88%,
due
3/31/2025,
which
had
an
aggregate
value
at
the
Trust
level
of
$204,000,012.
(d)
U.S.
Treasury
Notes,
0.38%
to
3.88%,
due
3/31/2025
to
12/31/2025,
which
had
an
aggregate
value
at
the
Trust
level
of
$363,738,034.
(e)
U.S.
Treasury
Bonds,
2.75%
to
4.75%,
due
11/15/2042
to
5/15/2052;
U.S.
Treasury
Notes,
1.13%
to
4.63%,
due
7/31/2028
to
2/15/2033,
which
had
an
aggregate
value
at
the
Trust
level
of
$204,000,001.
(f)
U.S.
Treasury
Bonds,
0%
to
3.88%,
due
1/15/2027
to
8/15/2047;
U.S.
Treasury
Notes,
0.13%
to
4.63%,
due
7/15/2025
to
8/15/2033,
which
had
an
aggregate
value
at
the
Trust
level
of
$1,836,000,001.
(g)
Federal
Home
Loan
Bank,
0%
to
5.13%,
due
2/7/2024
to
3/14/2036;
Federal
Home
Loan
Mortgage
Corp.,
5%,
due
10/30/2024;
U.S.
Treasury
Bills,
0%,
due
12/21/2023
to
11/29/2024;
U.S.
Treasury
Bonds,
1.63%
to
5.38%,
due
2/15/2031
to
8/15/2052;
U.S.
Treasury
Notes,
0.13%
to
5%,
due
2/15/2024
to
9/30/2030,
which
had
an
aggregate
value
at
the
Trust
level
of
$795,600,025.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
153
PROSHARES
TRUST
Equity
Securities 
Certain
Funds
may
invest
in
equity
securities,
including
in
shares
of
foreign
or
U.S.
common
stock,
Real
Estate
Investment
Trusts,
Depositary
Receipts,
and
shares
of
other
Investment
Companies,
including
other
exchange
traded
funds
(“ETFs”). 
Real
Estate
Investment
Trusts
(“REITs”)
and
Business
Development
Companies
(“BDCs”)
REITs
and
BDCs
report
information
on
the
source
of
their
dis-
tributions
annually.
A
portion
of
distributions
received
from
REITs
and
BDCs
during
the
period
is
estimated
to
be
dividend
income,
realized
gain
or
return
of
capital.
These
estimates
are
adjusted
when
the
actual
source
of
distributions
is
disclosed
by
the
REITs
and
BDCs. 
Debt
Instruments 
Certain
Funds
may
invest
in
debt
instruments,
including
U.S.
government
securities;
Foreign
and
U.S.
investment
grade
cor-
porate
debt
securities.
Additionally,
certain
Funds
may
invest
in
(lower
rated)
debt
instruments
(also
known
as
“junk
bonds”)
that
are
rated
below
“investment
grade”
by
Moody’s,
Standard
and
Poor’s
and/or
Fitch,
Inc. 
Securities
Lending 
Certain
Funds
may
lend
securities
to
brokers,
dealers
and
fi-
nancial
organizations
in
exchange
for
collateral
in
the
amount
of
at
least
102%
of
the
value
of
U.S.
dollar-denominated
securi-
ties
loaned
or
at
least
105%
of
the
value
of
non-U.S.
dollar-de-
nominated
securities
loaned,
marked
to
market
daily.
Each
security
loaned
will
be
secured
continuously
by
collateral
in
the
form
of
cash,
Money
Market
Instruments
or
U.S.
Govern-
ment
securities.
When
a
Fund
lends
its
securities,
it
continues
to
receive
payments
equal
to
the
dividends
and
interest
paid
on
the
securities
loaned
and
simultaneously
may
earn
interest
on
the
reinvestment
of
the
cash
collateral.
Any
cash
collater-
al
received
by
the
Fund
in
connection
with
these
loans
may
be
reinvested
in
a
variety
of
short-term
investments.
Any
securi-
ties
collateral
received
by
the
Fund
in
connection
with
these
loans
may
not
be
sold
or
pledged
by
the
Fund
and,
accordingly,
are
not
reflected
in
the
Fund’s
assets
and
liabilities.
The
Funds
may
incur
fees
and
expenses
in
connection
with
the
reinvest-
ment
of
cash
collateral.
For
security
loans
collateralized
by
cash,
borrowers
may
be
entitled
to
receive
a
fee
based
on
the
amount
of
collateral.
The
Funds
are
typically
compensated
by
the
difference
between
the
amount
earned
on
the
reinvestment
of
cash
collateral
and
any
fees
paid
to
the
borrower.
Although
voting
and
other
rights
attendant
to
securities
loaned
pass
to
the
borrower,
such
loans
may
be
recalled
so
that
the
securities
may
be
voted
on
by
the
Fund
if
a
material
event
affecting
the
Fund’s
investment
in
the
securities
on
loan
is
to
occur.
Security
loans
are
subject
to
termination
by
the
Fund
or
the
borrower
at
any
time.
Not
all
Funds
may
participate
in
securities
lending
at
any
given
time.
No
securities
loan
shall
be
made
on
behalf
of
a
Fund
if,
as
a
result,
the
aggregate
value
of
all
securities
loaned
by
the
particular
Fund
exceeds
one-third
of
the
value
of
such
Fund’s
total
assets
(including
the
value
of
the
collateral
received). 
Securities
lending
involves
exposure
to
certain
risks,
including
“gap”
risk
(i.e.,
the
risk
of
a
mismatch
between
the
return
on
cash
collateral
reinvestments
and
any
fees
a
Fund
has
agreed
to
pay
a
borrower),
operational
risk
(i.e.,
the
risk
of
losses
re-
sulting
from
problems
in
the
settlement
and
the
accounting
process),
legal,
counterparty
and
credit
risk.
If
a
securities
lending
counterparty
were
to
default,
a
Fund
would
be
subject
to
the
risk
of
a
possible
delay
in
receiving
collateral
or
in
re-
covering
the
loaned
securities,
or
to
a
possible
loss
of
rights
in
the
collateral.
In
the
event
a
borrower
does
not
return
a
Fund’s
securities
as
agreed,
the
Fund
may
experience
losses
if
the
pro-
ceeds
received
from
liquidating
the
collateral
do
not
at
least
equal
the
value
of
the
loaned
security
at
the
time
the
collateral
is
liquidated,
plus
the
transaction
costs
incurred
in
purchas-
ing
replacement
securities.
This
event
could
trigger
adverse
tax
consequences
for
a
Fund.
The
investment
of
cash
collateral
deposited
by
the
borrower
is
subject
to
inherent
market
risks
such
as
interest
rate
risk,
credit
risk,
liquidity
risk,
and
other
risks
that
are
present
in
the
market.
A
Fund
could
lose
money
if
its
short-term
reinvestment
of
the
collateral
declines
in
val-
ue
over
the
period
of
the
loan.
The
market
value
of
the
loaned
securities
is
determined
at
the
close
of
each
business
day
of
the
Fund
and
any
additional
required
collateral
is
delivered
to
the
Fund,
or
excess
collateral
returned
by
the
Fund,
on
the
next
business
day.
U.S.
Treasury
Inflation-Protected
Securities 
U.S.
Treasury
Inflation-Protected
Securities
(“TIPs”)
are
in-
flation-protected
public
obligations
of
the
U.S.
Treasury.
In-
flation-protected
bonds
are
fixed-income
securities
whose
interest
and
principal
payments
are
periodically
adjusted
for
inflation.
As
the
index
measuring
inflation
changes,
the
inter-
est
and
principal
payments
of
inflation-protected
bonds
will
be
adjusted
accordingly.
Because
of
the
inflation-adjustment
fea-
ture,
inflation-protected
bonds
typically
have
lower
yields
than
conventional
fixed
rate
bonds.
Accounting
for
Derivatives
Instruments 
In
seeking
to
achieve
the
investment
objectives
of
Funds
whose
objective
is
tied
to
an
index
or
benchmark,
the
Advisor
uses
a
passive
approach
to
investing
that
is
designed
to
track
the
per-
formance
of
the
Fund’s
underlying
index
or
benchmark.
Each
such
Fund
attempts
to
achieve
its
investment
objective
by
in-
vesting
all,
or
substantially
all,
of
its
assets
in
investments
that
make
up
its
index
or
in
financial
instruments
that
provide
sim-
ilar
exposure.
In
connection
with
its
management
of
certain
series
of
the
Trust
included
in
this
report
(i.e.
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
(the
"Commodity
Pools")),
the
Advisor
has
regis-
tered
as
a
commodity
pool
operator
(a
"CPO")
and
the
Commod-
ity
Pools
are
commodity
pools
under
the
Commodity
Exchange
Act
(the
"CEA").
Accordingly,
the
Advisor
is
subject
to
registra-
tion
and
regulation
as
a
CPO
under
the
CEA,
and
must
com-
ply
with
various
regulatory
requirements
under
the
CEA
and
154
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
the
rules
and
regulations
of
the
Commodity
Futures
Trading
Commission
("CFTC")
and
the
National
Futures
Association
("NFA"),
including
investor
protection
requirements,
antifraud
provisions,
disclosure
requirements
and
reporting
and
record
keeping
requirements.
The
Advisor
is
also
subject
to
periodic
inspections
and
audits
by
the
CFTC
and
NFA.
Compliance
with
these
regulatory
requirements
could
adversely
affect
the
Com-
modity
Pools'
total
return.
In
this
regard,
any
further
amend-
ment
to
the
CEA
or
its
related
regulations
that
subject
the
Advisor
or
the
Commodity
Pools
to
additional
regulation
may
have
adverse
impacts
on
the
Commodity
Pools'
operations
and
expenses.
All
open
derivative
positions
at
period
end
are
reflected
on
each
respective
Fund’s
Schedule
of
Portfolio
Investments.
Certain
Funds
utilized
a
varying
level
of
derivative
instruments
in
con-
junction
with
investment
securities
in
seeking
to
meet
their
in-
vestment
objective
during
the
period.
While
the
volume
of
open
positions
may
vary
on
a
daily
basis
as
each
Fund
transacts
de-
rivative
contracts
in
order
to
achieve
the
appropriate
exposure
to
meet
its
investment
objective,
the
volume
of
these
open
po-
sitions
relative
to
the
net
assets
of
each
respective
Fund
at
the
date
of
this
report
is
generally
representative
of
open
positions
throughout
the
reporting
period. 
For
financial
reporting
purposes,
the
Trust
can
offset
finan-
cial
assets
and
financial
liabilities
that
are
subject
to
master
netting
arrangements
or
similar
agreements
in
the
Statement
of
Assets
and
Liabilities.
Funds
holding
non-exchange
traded
swap
agreements
present
the
gross
amounts
of
these
assets
and
liabilities
on
their
Schedule
of
Portfolio
Investments.
In-
formation
concerning
the
value
of
and
amounts
due
under
Re-
purchase
Agreement
transactions
may
be
found
on
each
Fund’s
Schedule
of
Portfolio
Investments.
Information
concerning
the
counterparties
to
each
Repurchase
Agreement
and
levels
of
collateralization
may
be
found
above,
under
the
caption
“Re-
purchase
Agreements.” 
Following
is
a
description
of
the
Funds’
use
of
derivative
instru-
ments,
the
types
of
derivatives
utilized
by
the
Funds
during
the
reporting
period,
as
well
as
the
primary
underlying
risk
expo-
sures
related
to
each
instrument
type. 
Futures
Contracts 
The
Funds
seek
to
invest
in
cash-settled,
front-month
crypto
fu-
tures.
The
Funds
may
also
invest
in
back-month
crypto
futures
contracts.
Front-month
crypto
futures
contracts
are
those
con-
tracts
with
the
shortest
time
to
maturity.
Back-month
crypto
futures
contracts
are
those
with
longer
times
to
maturity.
Each
Fund
may
purchase
or
sell
futures
contracts
and
options
thereon
as
a
substitute
for
a
comparable
market
position
in
the
underlying
securities
or
to
satisfy
regulatory
requirements.
A
physical-settlement
futures
contract
generally
obligates
the
seller
to
deliver
(and
the
purchaser
to
take
delivery
of)
the
spec-
ified
asset
on
the
expiration
date
of
the
contract.
A
cash-settled
futures
contract
obligates
the
seller
to
deliver
(and
the
pur-
chaser
to
accept)
an
amount
of
cash
equal
to
a
specific
dollar
amount
(the
contract
multiplier)
multiplied
by
the
difference
between
the
final
settlement
price
of
a
specific
futures
con-
tract
and
the
price
at
which
the
agreement
is
made.
No
physical
delivery
of
the
underlying
asset
is
made.
The
Funds
generally
engage
in
closing
or
offsetting
transac-
tions
before
final
settlement
of
a
futures
contract,
wherein
a
second
identical
futures
contract
is
sold
to
offset
a
long
posi-
tion
(or
bought
to
offset
a
short
position).
In
such
cases,
the
obligation
is
to
deliver
(or
take
delivery
of)
cash
equal
to
a
spe-
cific
dollar
amount
(the
contract
multiplier)
multiplied
by
the
difference
between
the
price
of
the
offsetting
transaction
and
the
price
at
which
the
original
contract
was
entered
into.
If
the
original
position
entered
into
is
a
long
position
(futures
con-
tract
purchased)
there
will
be
a
gain
(loss)
if
the
offsetting
sell
transaction
is
carried
out
at
a
higher
(lower)
price,
inclusive
of
commissions.
If
the
original
position
entered
into
is
a
short
po-
sition
(futures
contract
sold)
there
will
be
a
gain
(loss)
if
the
off-
setting
buy
transaction
is
carried
out
at
a
lower
(higher)
price,
inclusive
of
commissions.
Whether
a
Fund
realizes
a
gain
or
loss
from
futures
activities
depends
generally
upon
movements
in
the
underlying
curren-
cy,
commodity,
security
or
index.
The
extent
of
the
Fund’s
loss
from
an
unhedged
short
position
in
futures
contracts
or
from
writing
options
on
futures
contracts
is
potentially
unlimited.
Each
Fund
will
engage
in
transactions
in
futures
contracts
and
related
options
that
are
traded
on
a
U.S.
exchange
or
board
of
trade
or
that
have
been
approved
for
sale
in
the
U.S.
by
the
CFTC.
Upon
entering
into
a
futures
contract,
each
Fund
will
be
re-
quired
to
deposit
with
the
broker
an
amount
of
cash
or
cash
equivalents
in
the
range
of
approximately
5%
to
10%
of
the
con-
tract
amount
for
equity,
index
and
commodity
futures
and
in
the
range
of
approximately
1%
to
3%
of
the
contract
amount
for
bond
and
currency
futures
(these
amounts
are
subject
to
change
by
the
exchange
on
which
the
contract
is
traded).
This
amount,
known
as
“initial
margin,”
is
in
the
nature
of
a
per-
formance
bond
or
good
faith
deposit
on
the
contract
and
is
re-
turned
to
the
Fund
upon
termination
of
the
futures
contract,
assuming
all
contractual
obligations
have
been
satisfied.
Sub-
sequent
payments,
known
as
“variation
margin,”
to
and
from
the
broker
will
be
made
as
the
price
of
the
security,
currency,
commodity
or
index
underlying
the
futures
contract
fluctuates,
making
the
long
and
short
positions
in
the
futures
contract
more
or
less
valuable,
a
process
known
as
“marking-to-market.”
At
any
time
prior
to
expiration
of
a
futures
contract,
a
Fund
may
elect
to
close
its
position
by
taking
an
opposite
position,
which
will
operate
to
terminate
the
Fund’s
existing
position
in
the
contract.
The
primary
risks
associated
with
the
use
of
futures
contracts
are
imperfect
correlation
between
movements
in
the
price
of
the
futures
and
the
market
value
of
the
underlying
assets,
and
the
possibility
of
an
illiquid
market
for
a
futures
contract.
Al-
though
each
Fund
intends
to
sell
futures
contracts
only
if
there
is
an
active
market
for
such
contracts,
no
assurance
can
be
giv-
en
that
a
liquid
market
will
exist
for
any
particular
contract
at
any
particular
time.
Many
futures
exchanges
and
boards
of
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
155
PROSHARES
TRUST
trade
limit
the
amount
of
fluctuation
permitted
in
futures
con-
tract
prices
during
a
single
trading
day.
Once
the
daily
limit
has
been
reached
in
a
particular
contract,
no
trades
may
be
made
that
day
at
a
price
beyond
that
limit,
or
trading
may
be
sus-
pended
for
specified
periods
during
the
day.
Futures
contract
prices
could
move
to
the
limit
for
several
consecutive
trading
days
with
little
or
no
trading,
thereby
preventing
prompt
liqui-
dation
of
futures
positions
and
potentially
subjecting
a
Fund
to
substantial
losses.
If
trading
is
not
possible,
or
if
a
Fund
deter-
mines
not
to
close
a
futures
position
in
anticipation
of
adverse
price
movements,
the
Fund
will
be
required
to
make
daily
cash
payments
of
variation
margin.
The
risk
that
the
Fund
will
be
unable
to
close
out
a
futures
position
will
be
minimized
by
en-
tering
into
such
transactions
on
a
national
exchange
with
an
active
and
liquid
secondary
market.
In
addition,
although
the
counterparty
to
a
futures
contract
is
often
a
clearing
organiza-
tion,
backed
by
a
group
of
financial
institutions,
there
may
be
instances
in
which
the
counterparty
could
fail
to
perform
its
obligations,
causing
significant
losses
to
a
Fund. 
Forward
Currency
Contracts 
Certain
Funds
may
invest
in
forward
currency
contracts
for
investment
or
risk
management
purposes.
A
forward
currency
contract
is
an
obligation
to
buy
or
sell
a
specific
currency
at
a
future
date,
which
may
be
any
fixed
number
of
days
from
the
date
of
the
contract
agreed
upon
by
the
parties,
at
a
price
set
at
the
time
of
the
contract.
These
contracts
are
entered
into
on
the
interbank
market
conducted
directly
between
currency
traders
(usually
large
commercial
banks)
and
their
customers. 
At
or
before
the
maturity
of
a
forward
currency
contract,
a
Fund
may
either
sell
a
portfolio
security
and
make
delivery
of
the
currency,
or
retain
the
security
and
terminate
its
contractu-
al
obligation
to
deliver
the
currency
by
buying
an
“offsetting”
contract
obligating
it
to
buy,
on
the
same
maturity
date,
the
same
amount
of
the
currency.
If
the
Fund
engages
in
an
offset-
ting
transaction,
it
may
later
enter
into
a
new
forward
currency
contract
to
sell
the
currency.
If
a
Fund
engages
in
offsetting
transactions,
the
Fund
will
in-
cur
a
gain
or
loss,
to
the
extent
that
there
has
been
movement
in
forward
currency
contract
prices.
If
forward
prices
go
down
during
the
period
between
the
date
a
Fund
enters
into
a
forward
currency
contract
for
the
sale
of
a
currency
and
the
date
it
en-
ters
into
an
offsetting
contract
for
the
purchase
of
the
curren-
cy,
the
Fund
will
realize
a
gain
to
the
extent
that
the
price
of
the
currency
it
has
agreed
to
sell
exceeds
the
price
of
the
currency
it
has
agreed
to
buy.
If
forward
prices
go
up,
the
Fund
will
suffer
a
loss
to
the
extent
the
price
of
the
currency
it
has
agreed
to
buy
exceeds
the
price
of
the
currency
it
has
agreed
to
sell.
Non-deliverable
forward
foreign
currency
exchange
contracts
are
settled
with
the
counterparty
in
U.S.
dollars
without
the
de-
livery
of
foreign
currency.
Swap
Agreements 
Certain
Funds
may
enter
into
swap
agreements
to
gain
expo-
sure
to
an
underlying
asset
without
actually
purchasing
such
asset
(or
shorting
such
asset),
or
to
hedge
a
position,
including
in
circumstances
in
which
direct
investment
is
restricted
for
legal
reasons
or
is
otherwise
impracticable.
Swap
agreements
are
two-party
contracts
entered
into
primarily
by
institutional
investors
for
periods
ranging
from
a
day
to
more
than
one
year.
In
a
standard
“swap”
transaction,
two
parties
agree
to
exchange
the
return
(or
differentials
in
rates
of
return)
earned
or
realized
on
a
particular
pre-determined
investment
or
instrument.
The
gross
return
to
be
exchanged
or
“swapped”
between
the
parties
is
calculated
with
respect
to
a
“notional
amount,”
e.g.,
the
re-
turn
on
or
change
in
value
of
a
particular
dollar
amount
invest-
ed
in
a
“basket”
of
securities
or
an
ETF
representing
a
particu-
lar
index
or
group
of
securities.
Most
swap
agreements
entered
into
by
a
Fund
calculate
and
settle
the
obligations
of
the
parties
to
the
agreement
on
a
“net
basis”
with
a
single
payment.
Consequently,
a
Fund’s
current
obligations
(or
rights)
under
a
swap
agreement
will
generally
be
equal
only
to
the
net
amount
to
be
paid
or
received
under
the
agreement
based
on
the
relative
values
of
the
positions
held
by
each
party
to
the
agreement
(the
“net
amount”).
When
investing
in
swap
agreements,
the
Funds
may
hold
or
gain
exposure
to
only
a
representative
sample
of
the
securities
in
an
index,
or
to
a
component
of
the
index.
On
a
typical
long
swap,
the
counterparty
will
generally
agree
to
pay
the
Fund
the
amount,
if
any,
by
which
the
notional
amount
of
the
swap
agreement
would
have
increased
in
value
had
it
been
invested
in
the
particular
underlying
assets
(e.g.,
an
ETF,
or
securities
comprising
an
index),
plus
any
dividends
or
interest
that
would
have
been
received
on
those
assets.
The
Fund
will
agree
to
pay
to
the
counterparty
a
floating
rate
of
interest
on
the
notional
amount
of
the
swap
agreement
plus
the
amount,
if
any,
by
which
the
notional
amount
would
have
decreased
in
value
had
it
been
invested
in
such
assets
plus,
in
certain
circumstances,
commissions
or
trading
spreads
on
the
notional
amount.
Therefore,
the
return
to
the
Fund
on
a
long
swap
should
be
the
gain
or
loss
on
the
notional
amount
plus
dividends
or
interest
on
the
assets
less
the
interest
paid
by
the
Fund
on
the
notional
amount.
As
a
trading
technique,
the
Advi-
sor
may
substitute
physical
securities
with
a
swap
agreement
having
investment
characteristics
substantially
similar
to
the
underlying
securities.
Some
Funds
may
also
enter
into
swap
agreements
that
provide
the
opposite
return
of
their
index
or
a
security.
These
swaps
are
similar
to
the
long
swaps
disclosed
above
except
that
the
coun-
terparty
pays
interest
to
each
Fund
on
the
notional
amount
outstanding
and
that
dividends
or
interest
on
the
underlying
instruments
reduce
the
value
of
the
swap.
In
addition,
in
cer-
tain
instances,
each
Fund
will
agree
to
pay
to
the
counterparty
commissions
or
trading
spreads
on
the
notional
amount.
These
amounts
are
netted
with
any
unrealized
gain
or
loss
to
deter-
mine
the
value
of
the
swap.
156
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
A
Fund’s
current
obligations
under
most
swap
agreements
(to-
tal
return
swaps,
equity/index
swaps,
interest
rate
swaps)
will
be
accrued
daily
(offset
against
any
amounts
owed
to
the
Fund)
and
any
accrued
but
unpaid
net
amounts
owed
to
a
swap
coun-
terparty
will
be
covered
by
segregating
or
earmarking
cash
and/or
securities
determined
to
be
liquid,
but
typically
no
pay-
ments
will
be
made
until
the
settlement
date.
A
Fund
will
not
enter
into
uncleared
swap
agreements
(i.e.,
not
cleared
by
a
central
counterparty)
unless
the
Advisor
believes
that
the
counterparty
to
the
transaction
is
creditworthy.
The
counterparty
to
an
uncleared
swap
agreement
will
typically
be
a
major
global
financial
institution.
A
Fund
bears
the
risk
of
loss
of
the
amount
expected
to
be
received
under
a
swap
agree-
ment
in
the
event
of
the
default
or
bankruptcy
of
a
swap
agree-
ment
counterparty.
If
such
a
default
occurs,
a
Fund
will
have
contractual
remedies
pursuant
to
the
swap
agreements,
but
such
remedies
may
be
subject
to
bankruptcy
and
insolvency
laws
that
could
affect
the
Fund’s
rights
as
a
creditor.
In
the
normal
course
of
business,
a
Fund
enters
into
Interna-
tional
Swaps
and
Derivatives
Association
(“ISDA”)
agreements
with
certain
counterparties
for
derivative
transactions.
These
agreements
contain,
among
other
conditions,
events
of
default
and
termination
events,
and
various
covenants
and
represen-
tations.
Certain
of
the
Fund’s
ISDA
agreements
contain
provi-
sions
that
require
the
Fund
to
maintain
a
pre-determined
level
of
net
assets,
and/or
provide
limits
regarding
the
decline
of
the
Fund’s
NAV
over
specific
periods
of
time,
which
may
or
may
not
be
exclusive
of
redemptions.
If
the
Fund
were
to
trigger
such
provisions
and
have
open
derivative
positions
at
that
time,
counterparties
to
the
ISDA
agreements
could
elect
to
terminate
such
ISDA
agreements
and
request
immediate
payment
in
an
amount
equal
to
the
net
liability
positions,
if
any,
under
the
rel-
evant
ISDA
agreement.
Pursuant
to
the
terms
of
its
ISDA
agree-
ments,
the
Fund
will
have
already
collateralized
its
liability
under
such
agreements,
in
some
cases
only
in
excess
of
certain
threshold
amounts.
The
Funds
seek
to
mitigate
risks
by
gener-
ally
requiring
that
the
counterparties
for
each
Fund
agree
to
post
collateral
for
the
benefit
of
the
Fund,
marked
to
market
daily,
in
an
amount
approximately
equal
to
what
the
counter-
party
owes
the
Fund,
subject
to
certain
minimum
thresholds,
although
the
Funds
may
not
always
be
successful.
To
the
extent
any
such
collateral
is
insufficient
or
there
are
delays
in
access-
ing
the
collateral,
the
Funds
will
be
exposed
to
risks,
including
possible
delays
in
recovering
amounts
as
a
result
of
bankrupt-
cy
proceedings.
The
use
of
swaps
is
a
highly
specialized
activity
which
involves
investment
techniques
and
risks
in
addition
to,
and
in
some
cases
different
from,
those
associated
with
ordinary
portfolio
securities
transactions.
The
primary
risks
associated
with
the
use
of
swap
agreements
are
mispricing
or
improper
valuation,
imperfect
correlation
between
movements
in
the
notional
amount
and
the
price
of
the
underlying
investments,
and
the
inability
of
counterparties
or
clearing
organizations
to
per-
form.
A
Fund
may
use
a
combination
of
swaps
on
an
underlying
index
and
swaps
on
an
ETF
that
is
designed
to
track
the
per-
formance
of
that
index,
or
it
may
solely
use
swaps
on
an
ETF
to
achieve
its
desired
investment
exposure.
The
performance
of
an
ETF
may
not
track
the
performance
of
its
underlying
index
due
to
embedded
costs
and
other
factors.
Thus,
to
the
extent
a
Fund
invests
in
swaps
that
use
an
ETF
as
the
reference
asset,
that
Fund
may
be
subject
to
greater
correlation
risk
and
may
not
achieve
as
high
a
degree
of
correlation
with
its
index
as
it
would
if
the
Fund
used
only
swaps
on
the
underlying
index.
The
Advisor,
under
supervision
from
the
Board,
is
responsible
for
determining
and
monitoring
the
liquidity
of
the
Funds’
trans-
actions
in
swap
agreements. 
All
of
the
outstanding
swap
agreements
held
by
the
Funds
on
November
30,
2023
contractually
terminate
within
24
months
but
may
be
terminated
without
penalty
by
either
party
daily.
Upon
termination,
the
Fund
is
entitled
to
receive
or
pay
the
“unrealized
appreciation
or
depreciation”
amount
existing
at
the
date
of
termination.
The
Financial
Accounting
Standards
Board,
pursuant
to
Ac-
counting
Standards
Codification
815-10
(“ASC
815-10”),
re-
quires
companies
(including
the
Trust)
to
disclose
information
intended
to
enable
financial
statement
users
to
understand
how
derivative
instruments
affect
the
Statements
of
Assets
and
Liabilities
as
well
as
the
effect
of
derivative
instruments
on
the
Statements
of
Operations
during
the
reporting
period,
in
the
context
of
each
entity’s
risk
exposure.
ASC
815-10
pro-
vides
examples
of
risk
exposure,
including
interest
rate,
for-
eign
exchange,
equity,
commodity
and
credit.
As
the
Funds'
investment
objective
is
to
provide
investment
re-
sults,
before
fees
and
expenses,
that
correspond
to
the
return
of
its
underlying
index
on
a
daily
basis,
the
derivatives
utilized
are
aligned
to
the
same
primary
risk.
 The
primary
risk
expo-
sure
for
those
Funds
benchmarked
to
an
equity
index
is
equi-
ty
risk,
for
Funds
benchmarked
to
a
fixed-income
index
the
primary
risk
is
interest
rate
risk and
for
the
foreign
currency
contracts
held
by
ProShares
Merger
ETF
and
for
the
currency
futures
contracts
held
by
ProShares
Hedge
Replication
ETF,
the
primary
risk
is
foreign
currency
risk.
The
primary
risk
for
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
is
commodity
mar-
ket
risk.
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
157
PROSHARES
TRUST
The
following
tables
indicate
the
location
of
derivative-related
items
on
the
Statements
of
Assets
and
Liabilities
as
well
as
the
effect
of
derivative
instruments
on
the
Statements
of
Operations
during
the
reporting
period. 
Fair
Value
of
Derivative
Instruments
as
of
November
30,
2023
A
                      Asset
Derivatives                                                                                
Liabilities
Derivatives
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Appreciation*
A
Statements
of
Assets
and
Liabilities
Location
A
Fund
A
Unrealized
Depreciation*
A
Commodity
futures,
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
/
Forward
currency
contracts
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*
;
Assets:
Unrealized
appreciation
on
non-exchange
traded
swap
agreements
and
forward
foreign
currency
contracts
Net
assets
consist
of:
Net
unrealized
appreciation
(depreciation)
on:
futures
contracts*
;
Liabilities:
Unrealized
depreciation
on
non-exchange
traded
swap
agreements
and
forward
foreign
currency
contracts
Decline
of
the
Retail
Store
ETF
Decline
of
the
Retail
Store
ETF
$
53,190
Decline
of
the
Retail
Store
ETF
$
709,761
Hedge
Replication
ETF
Hedge
Replication
ETF
578,643
Hedge
Replication
ETF
265,211
High
Yield-Interest
Rate
Hedged
High
Yield-Interest
Rate
Hedged
—
High
Yield-Interest
Rate
Hedged
402,208
Inflation
Expectations
ETF
Inflation
Expectations
ETF
2,138,587
Inflation
Expectations
ETF
3,840,963
Investment
Grade-Interest
Rate
Hedged
Investment
Grade-Interest
Rate
Hedged
54
Investment
Grade-Interest
Rate
Hedged
818,004
K-1
Free
Crude
Oil
Strategy
ETF
K-1
Free
Crude
Oil
Strategy
ETF
759,477
K-1
Free
Crude
Oil
Strategy
ETF
4,978,593
Large
Cap
Core
Plus
Large
Cap
Core
Plus
9,748,871
Large
Cap
Core
Plus
453,749
Long
Online
/Short
Stores
ETF
Long
Online
/Short
Stores
ETF
178,663
Long
Online
/Short
Stores
ETF
584,831
Merger
ETF
Merger
ETF
278,660
Merger
ETF
77,658
*
Includes
cumulative
appreciation
(depreciation)
of
futures
contracts
as
reported
in
the
Schedule
of
Portfolio
Investments.
For
these
securities,
only
the
variation
margin
is
reported
within
the
asset
and
liability
sections
of
the
Statements
of
Assets
and
Liabilities.
The
Effect
of
Derivative
Instruments
on
the
Consolidated
Statements
of
Operations
for
the
Period
Ended
November
30,
2023
A
Derivatives
not
accounted
for
as
hedging
instruments
under
ASC
815
A
Location
of
Gain
or
(Loss)
on
Derivatives
on
the
Statements
of
Operations
A
Fund
A
Realized
Gain
or
(Loss)
on
Derivatives
A
Change
in
Unrealized
Appreciation
or
(Depreciation)
on
Derivatives
A
Commodity
futures,
Equity
and
Bond
index
futures
contracts/
Non-
exchange
traded
swap
agreements
/
Forward
currency
contracts
Net
realized
gain
(loss)
on
Expiration
or
closing
of:
futures
contracts,
non-
exchange
traded
swap
agreements
and
Settlement
of
forward
foreign
currency
contracts;
Change
in
net
unrealized
appreciation
(depreciation)
on:
Futures
contracts,
Non-exchange
traded
swap
agreements
and
Forward
foreign
currency
contracts
Decline
of
the
Retail
Store
ETF
Decline
of
the
Retail
Store
ETF
$
(293,318)
$
(189,559)
Hedge
Replication
ETF
Hedge
Replication
ETF
(563,331)
437,663
High
Yield-Interest
Rate
Hedged
High
Yield-Interest
Rate
Hedged
3,240,571
251,040
Inflation
Expectations
ETF
Inflation
Expectations
ETF
2,814,213
(2,332,946)
Investment
Grade-Interest
Rate
Hedged
Investment
Grade-Interest
Rate
Hedged
19,573,970
4,202,960
K-1
Free
Crude
Oil
Strategy
ETF
K-1
Free
Crude
Oil
Strategy
ETF
7,696,033
3,682,970
Large
Cap
Core
Plus
Large
Cap
Core
Plus
5,375,591
(489,435)
Long
Online
/Short
Stores
ETF
Long
Online
/Short
Stores
ETF
1,681,413
(1,463,499)
Merger
ETF
Merger
ETF
37,832
(23,587)
158
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Taxes
and
Distributions 
Each
of
the
Funds
intends
to
qualify
or
continue
to
qualify
as
a
regulated
investment
company
and
distribute
substantially
all
of
its
net
investment
income
and
capital
gains
to
shareholders.
Accordingly,
no
provision
for
Federal
income
taxes
is
required
in
the
financial
statements.
As
of
November
30,
2023,
management
of
the
Funds
has
reviewed
all
open
tax
years
and
major
jurisdictions
(the
last
four
tax
year
ends
including
the
interim
tax
periods
since
then,
as
applicable)
and
concluded
that
there
is
no
tax
liability
resulting
from
un-
recognized
tax
benefits
relating
to
uncertain
income
tax
positions
taken
or
expected
to
be
taken
in
future
tax
returns.
The
Funds
are
also
not
aware
of
any
tax
positions
for
which
it
is
reasonably
possible
that
the
total
amounts
of
unrecognized
tax
benefits
will
significantly
change
in
the
next
12
months.
Distributions
to
shareholders
from
net
investment
income
and
net
capital
gain,
if
any,
are
declared
and
paid
at
least
annually.
The
amount
of
distributions
from
net
investment
income
and
net
realized
gains
are
determined
in
accordance
with
federal
in-
come
tax
regulations,
which
may
differ
from
GAAP.
These
“book/tax”
differences
are
either
considered
temporary
or
permanent
in
nature.
To
the
extent
these
differences
are
permanent
in
nature,
such
amounts
are
reclassified
within
the
composition
of
net
assets
based
on
their
federal
tax-basis
treatment;
temporary
differences
(e.g.,
wash
sales,
1256
mark-to-market,
partnerships,
passive
foreign
investment
companies
mark-to-market,
constructive
sales
adjustments
and
qualified
late-year
loss
deferrals)
do
not
require
a
reclassification.
Under
current
law,
the
Funds
are
permitted
to
treat
on
its
tax
return
as
dividends
paid
the
portion
of
redemption
proceeds
paid
to
redeeming
shareholders
that
represents
the
redeeming
shareholders'
portion
of
the
Funds'
accu-
mulated
earnings
and
profits.
This
practice,
called
tax
“equalization,”
reduces
the
amount
of
income
and/or
gains
that
the
Funds
are
required
to
distribute
as
dividends
to
non-redeeming
shareholders.  While
subject
to
management’s
discretion,
any
available
tax
equalization
is
typically
applied
first
to
short
term
capital
gains,
next
to
long
term
capital
gains
and
then
to
ordinary
income.
To
the
extent
distributions
exceed
net
investment
income
and
net
realized
capital
gains
for
tax
purposes,
they
are
reported
as
a
tax
return
of
capital. 
The
Funds’
tax
year
end
is
October
31st
and
the
tax
character
of
current
year
distributions
and
current
components
of
accumu-
lated
earnings
(deficit)
will
be
determined
at
the
end
of
the
current
tax
year. The
wholly-owned
subsidiary
of
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
organized
under
the
laws
of
the
Cayman
Islands
has
a
September
30th
tax
year-end.
The
tax
character
of
distributions
paid
for
the
most
recent
tax
years
ended
October
31,
2023
and
October
31,
2022,
were
as
follows: 
Year
Ended
October
31,
2023
A
Year
Ended
October
31,
2022
A
Fund
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Decline
of
the
Retail
Store
ETF
........
$
363,609
$
—
$
—
$
363,609
$
—
$
—
$
—
$
—
DJ
Brookfield
Global
Infrastructure
ETF
..
5,223,028
—
—
5,223,028
4,067,379
—
—
4,067,379
Equities
for
Rising
Rates
ETF
.............
1,338,038
—
—
1,338,038
1,431,771
—
—
1,431,771
Global
Listed
Private
Equity
ETF
........
1,083,924
—
—
1,083,924
834,404
—
369,588
1,203,992
Hedge
Replication
ETF
992,955
—
—
992,955
—
—
—
—
High
Yield-Interest
Rate
Hedged
..........
7,274,641
—
—
7,274,641
7,126,790
—
—
7,126,790
Inflation
Expectations
ETF
.............
1,625,131
—
—
1,625,131
468,713
—
—
468,713
Investment
Grade-
Interest
Rate
Hedged
16,972,214
—
—
16,972,214
22,756,161
—
—
22,756,161
K-1
Free
Crude
Oil
Strategy
ETF
......
4,398,751
—
—
4,398,751
37,325,405
—
768,229
38,093,634
Large
Cap
Core
Plus
..
5,483,302
—
—
5,483,302
5,260,561
—
—
5,260,561
Merger
ETF
.........
198,208
—
—
198,208
47,200
—
—
47,200
Metaverse
ETF
......
40,107
—
—
40,107
17,481
—
4,734
22,215
MSCI
EAFE
Dividend
Growers
ETF
......
1,766,172
—
—
1,766,172
3,725,962
—
—
3,725,962
MSCI
Emerging
Markets
Dividend
Growers
ETF
570,153
—
—
570,153
274,684
—
—
274,684
MSCI
Europe
Dividend
Growers
ETF
......
164,486
—
—
164,486
350,659
—
—
350,659
MSCI
Transformational
Changes
ETF
......
210,547
—
—
210,547
34,835
—
—
34,835
Nanotechnology
ETF
..
9,287
—
—
9,287
8,135
—
—
8,135
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
159
PROSHARES
TRUST
At
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
components
of
accumulated
earnings
(deficit)
on
a
tax
basis
were
as
follows: 
Year
Ended
October
31,
2023
A
Year
Ended
October
31,
2022
A
Fund
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Distributions
paid
from
ordinary
income
A
Distributions
paid
from
net
long-term
capital
gains
A
Tax
return
of
capital
A
Total
Distributions
A
Nasdaq-100
Dorsey
Wright
Momentum
ETF
$
29,222
$
—
$
—
$
29,222
$
15,879
$
—
$
2,911
$
18,790
On-Demand
ETF
.....
—
—
—
—
665
—
—
665
Pet
Care
ETF
.......
579,961
—
—
579,961
618,084
—
—
618,084
Russell
2000
Dividend
Growers
ETF
......
22,677,285
—
—
22,677,285
19,558,504
—
—
19,558,504
Russell
U.S.
Dividend
Growers
ETF
......
264,652
—
—
264,652
349,409
—
—
349,409
S&P
500
®
Bond
ETF
..
450,601
—
—
450,601
563,650
—
—
563,650
S&P
500
®
Dividend
Aristocrats
ETF
....
237,860,612
—
—
237,860,612
191,403,477
—
—
191,403,477
S&P
500
®
Ex-Energy
ETF
464,741
—
—
464,741
324,231
—
—
324,231
S&P
500
®
Ex-Financials
ETF
.............
293,282
—
—
293,282
112,323
—
—
112,323
S&P
500
®
Ex-Health
Care
ETF
.............
146,802
—
—
146,802
57,868
—
—
57,868
S&P
500
®
Ex-Technology
ETF
.............
350,685
—
—
350,685
142,697
—
—
142,697
S&P
Global
Core
Battery
Metals
ETF
.......
47,586
—
—
47,586
—
—
—
—
S&P
Kensho
Smart
Factories
ETF
......
3,362
—
—
3,362
2,974
—
494
3,468
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
.............
37,694,884
—
—
37,694,884
26,805,134
—
—
26,805,134
S&P
Technology
Dividend
Aristocrats
ETF
.............
2,184,545
—
—
2,184,545
1,568,574
—
—
1,568,574
Smart
Materials
ETF
..
22,353
—
—
22,353
17,043
—
—
17,043
Supply
Chain
Logistics
ETF
.............
79,389
—
—
79,389
38,989
—
—
38,989
Fund
A
Undistributed
Ordinary
Income
A
Undistributed
Long-Term
Capital
Gain
A
Accumulated
Capital
and
Other
Losses
A
Unrealized
Appreciation/
(Depreciation)
A
Big
Data
Refiners
ETF
..............
$
—
$
—
$
(997,758)
$
(416,058)
Decline
of
the
Retail
Store
ETF
.......
55,440
—
(30,226,079)
(178,344)
DJ
Brookfield
Global
Infrastructure
ETF
.
—
—
(6,283,895)
(19,364,390)
Equities
for
Rising
Rates
ETF
........
48,181
—
(10,573,430)
(1,712,448)
Global
Listed
Private
Equity
ETF
......
151,521
—
(5,282,913)
(2,258,512)
Hedge
Replication
ETF
.............
168,132
—
(1,069,374)
(502,602)
High
Yield-Interest
Rate
Hedged
......
731,094
—
(30,854,819)
(13,300,853)
Inflation
Expectations
ETF
...........
189,893
—
(6,731,305)
2,468,035
Investment
Grade-Interest
Rate
Hedged
1,361,340
—
(11,710,596)
(30,436,923)
K-1
Free
Crude
Oil
Strategy
ETF
......
602,232
—
—
11,655,438
Large
Cap
Core
Plus
...............
479,667
—
—
43,245,759
Long
Online
/Short
Stores
ETF
.......
—
—
(63,352,281)
(3,892,615)
Merger
ETF
......................
91,845
—
(181,566)
256,166
Metaverse
ETF
...................
2,585
—
(724,561)
(844,178)
MSCI
EAFE
Dividend
Growers
ETF
....
387,103
—
(8,485,103)
(8,523,754)
MSCI
Emerging
Markets
Dividend
Growers
ETF
...................
159,699
—
(5,366,992)
(2,007,894)
MSCI
Europe
Dividend
Growers
ETF
...
7,270
—
(1,021,900)
(1,187,067)
MSCI
Transformational
Changes
ETF
..
10,144
—
(7,119,518)
(1,556,293)
Nanotechnology
ETF
...............
1,429
—
(200,984)
(529,618)
Nasdaq-100
Dorsey
Wright
Momentum
ETF
..........................
—
—
(7,635,400)
726,280
On-Demand
ETF
..................
4,786
—
(505,426)
(549,247)
Online
Retail
ETF
.................
—
—
(339,704,278)
(51,675,692)
Pet
Care
ETF
....................
41,491
—
(50,810,784)
(50,937,857)
Russell
2000
Dividend
Growers
ETF
...
2,997,377
—
(87,962,724)
(56,266,636)
160
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Temporary
differences
are
generally
due
to
differing
book
and
tax
treatments
for
the
timing
of
the
recognition
of
gains
and
losses
on
certain
investment
transactions
and
the
timing
and
the
deductibility
of
certain
expenses.
Permanent
differences,
primarily
due
to
gain
(loss)
on
in-kind
redemptions,
reclassification
on
sale
of
derivatives,
reversal
of
gain/(loss)
on
disposition
of
subsid-
iary
units
and
nondeductible
expenses,
resulted
in
reclassifications
as
of
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
among
the
Funds’
components
of
net
assets.
As
of
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
Funds
had
capital
loss
carry
forwards
(“CLCFs”)
available
to
offset
future
realized
gains,
if
any,
to
the
extent
provided
for
by
regulations
and
to
thereby
reduce
the
amount
of
future
taxable
capital
gain
distributions.
Under
current
tax
law,
CLCFs
retain
their
character
as
either
short-term
or
long-term
capital
losses,
and
are
not
subject
to
expiration. 
At
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
following
Funds
had
available
CLCFs: 
Fund
A
Undistributed
Ordinary
Income
A
Undistributed
Long-Term
Capital
Gain
A
Accumulated
Capital
and
Other
Losses
A
Unrealized
Appreciation/
(Depreciation)
A
Russell
U.S.
Dividend
Growers
ETF
....
$
27,227
$
—
$
(481,873)
$
(1,143,651)
S&P
500
®
Bond
ETF
...............
44,236
—
(2,291,655)
(1,383,415)
S&P
500
®
Dividend
Aristocrats
ETF
....
26,430,819
—
(290,691,996)
(60,611,547)
S&P
500
®
Ex-Energy
ETF
...........
54,914
—
(515,262)
431,789
S&P
500
®
Ex-Financials
ETF
.........
54,034
—
(250,145)
(430,702)
S&P
500
®
Ex-Health
Care
ETF
........
24,821
—
(82,138)
5,140
S&P
500
®
Ex-Technology
ETF
........
72,418
—
(574,898)
(2,050,239)
S&P
Global
Core
Battery
Metals
ETF
...
8,939
—
(67,556)
(790,866)
S&P
Kensho
Cleantech
ETF
.........
—
—
(787,324)
(2,949,612)
S&P
Kensho
Smart
Factories
ETF
.....
1,448
—
(608,302)
(129,446)
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
..........................
4,621,125
—
(1,191,660)
(64,137,712)
S&P
Technology
Dividend
Aristocrats
ETF
..........................
292,895
—
(2,448,713)
(7,726,798)
Smart
Materials
ETF
...............
52
—
(347,719)
(358,880)
Supply
Chain
Logistics
ETF
..........
22,235
—
(48,495)
(211,917)
No
Expiration
Date
A
Big
Data
Refiners
ETF
..........................................................................
$
990,001
Decline
of
the
Retail
Store
ETF
...................................................................
30,226,079
DJ
Brookfield
Global
Infrastructure
ETF
.............................................................
6,283,895
Equities
for
Rising
Rates
ETF
....................................................................
10,573,430
Global
Listed
Private
Equity
ETF
..................................................................
5,282,913
Hedge
Replication
ETF
.........................................................................
1,069,374
High
Yield-Interest
Rate
Hedged
..................................................................
30,854,819
Inflation
Expectations
ETF
.......................................................................
6,731,305
Investment
Grade-Interest
Rate
Hedged
............................................................
11,710,596
Long
Online
/Short
Stores
ETF
...................................................................
63,332,954
Merger
ETF
..................................................................................
181,566
Metaverse
ETF
...............................................................................
724,561
MSCI
EAFE
Dividend
Growers
ETF
................................................................
8,485,103
MSCI
Emerging
Markets
Dividend
Growers
ETF
......................................................
5,366,992
MSCI
Europe
Dividend
Growers
ETF
...............................................................
1,021,900
MSCI
Transformational
Changes
ETF
..............................................................
7,119,518
Nanotechnology
ETF
...........................................................................
200,984
Nasdaq-100
Dorsey
Wright
Momentum
ETF
.........................................................
7,634,127
On-Demand
ETF
..............................................................................
505,426
Online
Retail
ETF
.............................................................................
339,545,917
Pet
Care
ETF
................................................................................
50,810,784
Russell
2000
Dividend
Growers
ETF
...............................................................
87,962,724
Russell
U.S.
Dividend
Growers
ETF
................................................................
481,873
S&P
500
®
Bond
ETF
...........................................................................
2,291,655
S&P
500
®
Dividend
Aristocrats
ETF
................................................................
290,691,996
S&P
500
®
Ex-Energy
ETF
.......................................................................
515,262
S&P
500
®
Ex-Financials
ETF
.....................................................................
250,145
S&P
500
®
Ex-Health
Care
ETF
....................................................................
82,138
S&P
500
®
Ex-Technology
ETF
....................................................................
574,898
S&P
Global
Core
Battery
Metals
ETF
...............................................................
67,556
S&P
Kensho
Cleantech
ETF
.....................................................................
782,865
S&P
Kensho
Smart
Factories
ETF
.................................................................
608,302
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
161
PROSHARES
TRUST
At
October
31,
2023
(the
Funds’
most
recent
tax
year
end),
the
following
Funds
utilized
CLCFs
and/or
elected
to
defer
late-year
ordinary
losses
to
November
1,
2023: 
3.
Investment
Transactions,
Income
and
Expense
Allocations 
Throughout
the
reporting
period,
investment
transactions
are
generally
accounted
for
no
later
than
one
business
day
following
the
trade
date.
For
financial
reporting
purposes,
investment
transactions
on
the
last
business
day
of
the
reporting
period
are
accounted
for
on
the
trade
date. 
Interest
income
is
recognized
on
an
accrual
basis
and
includes,
where
applicable,
the
amortization
of
premium
or
discount.
Div-
idend
income
is
recorded
on
the
ex-dividend
date
except
for
certain
foreign
dividends
that
may
be
recorded
as
soon
as
such
in-
formation
becomes
available.
Non-cash
dividend
income
received
in
the
form
of
securities
in-lieu
of
cash
are
recorded
at
the
fair
value
of
the
securities
received.
Gains
or
losses
realized
on
sales
of
securities
are
determined
using
the
specific
identification
method
by
comparing
the
identified
cost
of
the
security
lot
sold
with
the
net
sales
proceeds. 
Expenses
directly
attributable
to
a
Fund
are
charged
to
that
Fund,
while
expenses
which
are
attributable
to
more
than
one
Fund
or
jointly
with
an
affiliate,
are
allocated
among
the
respective
Funds
and/or
affiliates
based
upon
relative
net
assets
or
another
reasonable
basis. 
4.
Advisory
and
Management
Service
Fees
and
Transactions
with
Affiliates 
The
Advisor
serves
as
the
investment
adviser
to
each
Fund
subject
to
an
expense
limitation,
as
outlined
in
the
table
below
(the
“Capped
Funds”),
pursuant
to
an
Investment
Advisory
Agreement.
For
its
investment
advisory
services,
each
Capped
Fund
pays
the
Advisor
a
monthly
fee,
accrued
daily
at
an
annualized
rate
based
on
its
average
daily
net
assets.
Pursuant
to
a
separate
Man-
agement
Services
Agreement,
the
Advisor
performs
certain
administrative
services
on
behalf
of
the
Capped
Funds,
such
as
nego-
tiating,
coordinating
and
implementing
the
Trust’s
contractual
obligations
with
the
Funds’
service
providers;
monitoring,
over-
seeing
and
reviewing
the
performance
of
such
service
providers
to
ensure
adherence
to
applicable
contractual
obligations;
and
preparing
or
coordinating
reports
and
presentations
to
the
Board
of
Trustees
with
respect
to
such
service
providers.
For
these
and
other
services,
each
Capped
Fund
pays
the
Advisor
monthly
management
services
fees,
accrued
daily
at
an
annualized
rate
based
on
its
average
daily
net
assets.
The
Advisor
has
contractually
agreed
to
waive
advisory
and
management
services
fees,
and
if
necessary,
reimburse
certain
other
expenses,
in
order
to
limit
the
annual
operating
expenses
of
each
Capped
Fund.
These
expense
limitations
remain
in
effect
until
the
dates
specified
in
the
table
below,
after
which
they
may
be
terminated
or
revised.
No
Expiration
Date
A
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
.........................................................
$
1,191,660
S&P
Technology
Dividend
Aristocrats
ETF
...........................................................
2,448,713
Smart
Materials
ETF
...........................................................................
347,719
Supply
Chain
Logistics
ETF
......................................................................
48,495
Fund
A
Capital
Loss
Utilized
A
Ordinary
Late
Year
Loss
Deferrals
A
Big
Data
Refiners
ETF
.............................................................
$
—
$
7,757
Decline
of
the
Retail
Store
ETF
......................................................
5,184
—
DJ
Brookfield
Global
Infrastructure
ETF
................................................
692,179
—
High
Yield-Interest
Rate
Hedged
.....................................................
1,058,156
—
Investment
Grade-Interest
Rate
Hedged
...............................................
4,645,845
—
Long
Online
/Short
Stores
ETF
......................................................
—
19,327
Merger
ETF
.....................................................................
2,935,371
—
MSCI
Emerging
Markets
Dividend
Growers
ETF
.........................................
58,429
—
MSCI
Europe
Dividend
Growers
ETF
..................................................
20,286
—
Nanotechnology
ETF
..............................................................
42,552
—
Nasdaq-100
Dorsey
Wright
Momentum
ETF
............................................
72,478
1,273
On-Demand
ETF
.................................................................
16,580
—
Online
Retail
ETF
................................................................
—
158,361
S&P
Kensho
Cleantech
ETF
........................................................
—
4,459
S&P
Kensho
Smart
Factories
ETF
....................................................
5,853
—
162
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
For
the
period ended
November
30,
2023,
advisory
and
management
services
fees,
waivers,
reimbursements,
and
expense
limita-
tions
were
as
follows:  
For
each
Fund,
amounts
waived
or
reimbursed
by
the
Advisor
may
be
recouped
by
the
Advisor
within
five
years
of
the
end
of
the
applicable
contractual
period
to
the
extent
that
such
recoupments
would
not
cause
a
Fund’s
annualized
operating
expenses
to
exceed
the
lesser
of
(1) the
expense
limitation
in
effect
at
the
time
of
waiver,
and
(2) the
expense
limitation
in
effect
at
the
time
of
recoupment.
Any
amounts
recouped
by
the
Advisor
during
the
period
are
reflected
in
the
Statements
of
Operations
as
“Recoup-
ment
of
prior
expenses
waived
and/or
reimbursed
by
Advisor”.
As
of
November
30,
2023,
the
amounts
eligible
for
recoupment
and
the
date
of
expiration
are
as
follows: 
The
Advisor
also
serves
as
the
investment
adviser
to
each
Fund
not
subject
to
an
expense
limitation
as
outlined
below
(the
“Uni-
tary
Fee
Funds”)
pursuant
to
an
Investment
Advisory
and
Management
Agreement.
The
Unitary
Fee
Funds
pay
the
Advisor
a
monthly
fee,
accrued
daily
at
an
annualized
rate
based
on
average
daily
net
assets
for
investment
advisory
and
management
ser-
vices.
The
Advisor
is
responsible
for
substantially
all
other
expenses
of
the
Unitary
Fee
Funds
except,
generally,
interest
expenses,
taxes,
brokerage
and
other
transaction
costs,
legal
expenses
fees
and
expenses
related
to
securities
lending,
compensation
and
expenses
of
the
Independent
Trustees,
compensation
and
expenses
of
the
counsel
to
the
Independent
Trustees,
compensation
and
expenses
of
the
Trust’s
chief
compliance
officer
and
his
or
her
staff,
legal
fees
and
expenses
in
connection
with
litigation,
future
distribution
fees
or
expenses
(if
any),
and
extraordinary
expenses.
The
following
funds
have
a
unitary
fee:
ProShares
Big
Data
Refiners
ETF
(0.58%),
ProShares
Decline
of
the
Retail
Store
ETF
(0.65%),
ProShares
DJ
Brookfield
Global
Infrastructure
ETF
(0.45%),
ProShares
Equities
for
Rising
Rates
ETF
(0.35%),
ProShares
High
Yield-Interest
Rate
Hedged
(0.50%),
ProShares
Investment
Grade
—
Interest
Rate
Hedged
(0.30%),
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
(0.65%),
ProShares
Large
Cap
Core
Plus
(0.45%),
ProShares
Long
Online/Short
Stores
ETF
(0.65%),
ProShares
Metaverse
ETF
(0.58%),
ProShares
MSCI
EAFE
Dividend
Growers
ETF
(0.50%),
ProShares
MSCI
Emerging
Markets
Dividend
Growers
ETF
(0.60%),
ProShares
MSCI
Europe
Dividend
Growers
ETF
(0.55%),
ProShares
MSCI
Transformational
Changes
ETF
(0.45%),
ProShares
Nanotechnology
(0.58%),
ProShares
Nasdaq-100
Dorsey
Wright
Momentum
ETF
(0.58%),
ProShares
On-De-
mand
ETF
(0.58%),
ProShares
Online
Retail
ETF
(0.58%),
ProShares
Pet
Care
ETF
(0.50%),
ProShares
Russell
2000
Dividend
Growers
ETF
(0.40%),
ProShares
Russell
U.S.
Dividend
Growers
ETF
(0.35%),
ProShares
S&P
500
®
Bond
ETF
(0.15%),
ProShares
S&P
500
®
Dividend
Aristocrats
ETF
(0.35%),
ProShares
S&P
500
®
Ex-Energy
ETF
(0.13%),
ProShares
S&P
500
®
Ex-Financials
ETF
(0.13%),
ProShares
S&P
500
®
Ex-Health
Care
ETF
(0.13%),
ProShares
S&P
500
®
Ex-Technology
ETF
(0.13%),
ProShares
S&P
Global
Core
Battery
Metals
ETF
(0.58%),
ProShares
S&P
Kensho
Cleantech
ETF
(0.58%),
ProShares
S&P
Kensho
Smart
Factories
ETF
(0.58%),
ProShares
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
(0.40%),
ProShares
S&P
Technology
Dividend
Aristocrats
ETF
(0.45%),
ProShares
Smart
Materials
(0.58%)
and
ProShares
Supply
Chain
Logistics
ETF
(0.58%).
Fund
A
Investment
Advisory
Fee
Rate
A
Management
Services
Fee
Rate
A
Advisory
Fees
Waived
A
Management
Services
Fees
Waived
A
Expense
Reimbursements
A
Expense
Limitation
A
Expense
Limitation
Effective
Through
A
Global
Listed
Private
Equity
ETF
..................
0.50
%
0.10
%
$
21,854
$
4,371
$
46,023
0.60
%
September
30,
2024
Hedge
Replication
ETF*
....
0.75
0.10
122,082
16,277
56,517
0.95
September
30,
2024
Inflation
Expectations
ETF
..
0.55
0.10
96,369
11,824
—
0.30
September
30,
2024
Merger
ETF*
.............
0.75
0.10
65,993
7,717
—
0.75
September
30,
2024
*
In
addition
to
the
expense
limitations
disclosed
above,
the
Advisor
has
entered
into
an
Advisory
Fee
Waiver
Agreement
for
each
Fund
that
reduces
the
annualized
advisory
fee
rate
subject
to
the
following
breakpoints:
0.75%
of
the
first
$4.0
billion
of
average
daily
net
assets
of
the
Fund,
0.70%
of
the
next
$1.5
billion,
0.65%
of
the
next
$1.5
billion,
0.60%
of
the
next
$1.5
billion
and
0.55%
of
average
daily
net
assets
of
the
Fund
over
$8.5
billion.
To
the
extent
that
a
Fund
achieves
an
asset
breakpoint,
the
Advisor
will
waive
fees
in
order
to
match
the
corresponding
reduction
in
the
tiered
advisory
fee
limit.
Any
such
waivers
are
reflected
as
a
component
of
“Expenses
waived
and/or
reimbursed
by
Advisor”
on
the
Statements
of
Operations,
and
are
not
subject
to
subsequent
recoupment
by
the
Advisor.
Expires
September
30,
Fund
2024
2025
2026
2027
2028
2029
Total
Amount
Eligible
for
Recoupment
Global
Listed
Private
Equity
ETF
...
$
124,461
$
153,246
$
149,156
$
150,756
$
151,194
$
26,108
$
754,921
Hedge
Replication
ETF
..........
212,474
210,955
347,389
428,312
466,047
56,424
1,721,601
Inflation
Expectations
ETF
........
202,598
213,190
209,329
326,793
279,450
35,511
1,266,871
Merger
ETF
...................
141,587
151,118
181,794
260,386
155,469
23,216
913,570
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
163
PROSHARES
TRUST
The
Advisor
has
agreed
to
waive
investment
advisory
and
management
services
fees
for
each
of
the
ProShares
S&P
500
®
Ex-Ener-
gy
ETF,
ProShares
S&P
500
®
Ex-Financials
ETF,
ProShares
S&P
500
®
Ex-Health
Care
ETF
and
ProShares
S&P
500
®
Ex-Technology
ETF
to
the
extent
total
annual
operating
expenses
before
waivers
and
expense
reimbursements,
as
a
percentage
of
average
daily
net
assets,
exceed
0.09%
through
September
30,
2024.
These
waivers
are
non-recoupable.
After
such
date,
the
expense
limitation
may
be
terminated
or
revised
by
the
Advisor.
Employees
of
the
Advisor
serve
in
the
roles
of
Interested
Trustee,
President,
Chief
Legal
Officer
and
Secretary
of
the
Trust.
These
individuals
receive
no
compensation
directly
from
the
Trust.
Another
employee
of
the
Advisor
serves
as
Chief
Compliance
Officer
and
Anti-Money
Laundering
Officer.
This
individual’s
related
compensation,
along
with
the
compensation
of
staff
who
administer
the
Funds’
compliance
program,
and
certain
other
expenses
are
reimbursed
to
the
Advisor
by
the
Funds
and
are
reflected
on
the
Statements
of
Operations
as
“Compliance
services
fees”. 
5.
Administration
Fees 
JPMorgan
Chase
Bank,
N.A.
acts
as
the
Trust’s
administrator
(the
“Administrator”).
The
Administrator
provides
certain
admin-
istrative
services
to
the
Funds,
including
fund
accounting,
fund
administration
and
certain
compliance
services,
pursuant
to
a
Fund
Services
Agreement.
For
these
services,
each
Fund
shall
pay
the
Administrator
monthly,
a
fee
accrued
daily
and
based
on
average
net
assets.
Each
Fund
may
also
reimburse
the
Administrator
for
such
out-of-pocket
expenses
as
incurred
by
the
Adminis-
trator
in
the
performance
of
its
duties.
Such
fees
are
reflected
on
the
Statements
of
Operations
as
“Administration
Fees”.
Certain
employees
of
the
Administrator
are
also
officers
of
the
Trust. 
6.
Custodian
Fees 
JPMorgan
Chase
Bank,
N.A.
acts
as
custodian
for
the
Funds
in
accordance
with
a
Custody
Agreement.
The
custodian
holds
cash,
securities
and
other
assets
of
the
Funds
as
required
by
the
1940
Act.
Custodian
fees
are
payable
monthly
based
on
assets
held
in
custody,
investment
purchases
and
sales
activity
and
account
maintenance
fees,
plus
reimbursement
for
certain
out-of-pocket
expenses.
Such
fees
are
reflected
on
the
Statements
of
Operations
as
“Custodian
Fees”. 
7.
Listing,
Data
and
Related
Fees 
The
Funds
may
incur
costs
relating
to
their
initial
and
ongoing
listing
on
an
exchange
and
for
the
calculation
and
dissemination
of
Indicative
Optimized
Portfolio
Values
(IOPVs).
Additionally,
a
Fund
may
enter
into
a
license
agreement
for
the
right
to
use
an
Index
and
the
related
Trade
Mark(s)
and
to
receive
data
related
to
the
index
from
the
index
provider.
The
portion
of
such
costs
attributed
to
each
Fund
is
reflected
on
the
Statements
of
Operations
as
“Listing,
Data
and
related
fees”. 
8.
Trustees
Fees 
The
Trust,
together
with
other
affiliated
trusts,
pay
each
Independent
Trustee
an
aggregate
fee
consisting
of
a
$325,000
annual
retainer
(paid
in
quarterly
increments)
for
services
provided
as
a
Board
member.
Such
fees
are
allocated
between
the
Funds
and
other
affiliated
funds.
Each
Fund’s
share
of
these
fees,
together
with
reimbursable
expenses
of
the
Trustees,
is
reflected
on
the
Statements
of
Operations
as
“Trustees
Fees”. 
9.
Distribution
and
Service
Plan 
SEI
Investments
Distribution
Co.
serves
as
the
Funds’
distributor.
The
Trust
has
adopted
a
Distribution
and
Service
(12b-1)
Plan
pursuant
to
which
each
Fund
may
bear
a
12b-1
fee
not
to
exceed
0.25%
per
annum
of
the
Fund’s
average
daily
net
assets.
No
12b-1
fees
are
currently
paid
by
the
Funds,
and
there
are
currently
no
plans
to
impose
these
fees. 
10.
Issuance
and
Redemption
of
Fund
Shares 
Each
Fund
issues
and
redeems
its
shares
only
to
Authorized
Participants
(typically
broker-dealers)
in
exchange
for
the
deposit
or
delivery
of
a
basket
of
assets
(securities
and/or
cash),
in
large
blocks
known
as
Creation
Units,
each
of
which
is
comprised
of
a
specified
number
of
shares.
To
the
extent
the
Funds
permit
the
contribution
of
securities
in
exchange
for
the
purchase
of
shares
(contribution
in-kind),
shares
may
be
issued
in
advance
of
receipt
by
the
Fund
of
all
or
a
portion
of
the
applicable
Deposit
Securities.
 In
these
circumstances,
the
Fund
may
require
the
Authorized
Participant
to
maintain
with
the
Trust
an
amount
up
to
115%
and/or
125%
of
the
daily
mark-
to-market
value
of
the
missing
Deposit
Securities.
Retail
investors
may
only
purchase
and
sell
Fund
shares
on
a
national
securities
exchange
through
a
broker-dealer
and
such
transactions
may
be
subject
to
customary
commission
rates
imposed
by
the
broker-dealer. 
Authorized
Participants
may
pay
transaction
fees
to
offset
transfer
and
other
transaction
costs
associated
with
the
issuance
and
redemption
of
Creation
Units.
Transaction
fees
related
to
unsettled
Creation
Unit
transactions
are
included
in
the
receivable
for
164
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
capital
shares
issued
on
the
Statements
of
Assets
and
Liabilities.
Transaction
fees
assessed
during
the
period,
which
are
included
in
the
proceeds
from
shares
issued
on
the
Statements
of
Changes
in
Net
Assets,
were
as
follows: 
11.
Investment
Transactions 
For
the
period
ended
November
30,
2023,
the
cost
of
securities
purchased
and
proceeds
from
sales
of
securities
(U.S.
government
securities
for
the
Inflation
Expectations
ETF),
excluding
short-term
securities,
derivatives
and
in-kind
transactions,
were:
12.
In-Kind
Transactions 
During
the
period
presented
in
this
report,
certain
Funds
delivered
portfolio
securities
in
exchange
for
the
redemption
of
shares
(redemption-in-kind).
Cash
and
securities
were
transferred
for
redemptions
at
fair
value.
For
financial
reporting
purposes,
the
Funds
recorded
net
realized
gains
and
losses
in
connection
with
each
transaction.
For
the
periods
ended
A
Six
Months
Ended
November
30,
2023
A
Year
Ended
May
31,
2023
A
Big
Data
Refiners
ETF
..........................................................
$
—
$
117
High
Yield-Interest
Rate
Hedged
..................................................
1,538
—
Inflation
Expectations
ETF
.......................................................
8,455
16,687
Investment
Grade-Interest
Rate
Hedged
............................................
58,781
64,150
MSCI
Transformational
Changes
ETF
..............................................
1,094
2,707
S&P
Global
Core
Battery
Metals
ETF
...............................................
—
3,200
Fund
A
Purchases
A
Sales
A
Big
Data
Refiners
ETF
..............................................................
$
568,021
$
565,281
DJ
Brookfield
Global
Infrastructure
ETF
.................................................
9,934,540
9,714,243
Equities
for
Rising
Rates
ETF
........................................................
21,855,677
33,682,156
Global
Listed
Private
Equity
ETF
......................................................
953,092
1,366,419
Hedge
Replication
ETF
.............................................................
1,219,061
1,273,028
High
Yield-Interest
Rate
Hedged
......................................................
26,773,593
23,118,331
Investment
Grade-Interest
Rate
Hedged
................................................
97,999,735
123,342,566
Large
Cap
Core
Plus
...............................................................
114,384,886
111,246,400
Long
Online
/Short
Stores
ETF
.......................................................
11,607,884
9,843,305
Merger
ETF
......................................................................
11,276,745
24,013,317
Metaverse
ETF
...................................................................
1,672,809
1,668,228
MSCI
EAFE
Dividend
Growers
ETF
....................................................
23,623,900
23,833,935
MSCI
Emerging
Markets
Dividend
Growers
ETF
..........................................
9,600,475
9,207,629
MSCI
Europe
Dividend
Growers
ETF
...................................................
1,860,744
1,918,730
MSCI
Transformational
Changes
ETF
..................................................
1,793,862
4,560,109
Nanotechnology
ETF
...............................................................
623,105
619,676
Nasdaq-100
Dorsey
Wright
Momentum
ETF
.............................................
7,658,339
7,675,015
On-Demand
ETF
..................................................................
117,799
120,718
Online
Retail
ETF
.................................................................
47,078,511
47,159,118
Pet
Care
ETF
....................................................................
17,826,413
17,802,245
Russell
2000
Dividend
Growers
ETF
...................................................
242,476,513
241,349,119
Russell
U.S.
Dividend
Growers
ETF
....................................................
1,336,321
1,342,570
S&P
500
®
Bond
ETF
...............................................................
6,452,900
6,470,325
S&P
500
®
Dividend
Aristocrats
ETF
....................................................
1,021,933,394
1,019,176,373
S&P
500
®
Ex-Energy
ETF
...........................................................
807,505
818,577
S&P
500
®
Ex-Financials
ETF
.........................................................
1,061,227
910,256
S&P
500
®
Ex-Health
Care
ETF
........................................................
421,933
400,405
S&P
500
®
Ex-Technology
ETF
........................................................
2,646,381
2,482,084
S&P
Global
Core
Battery
Metals
ETF
...................................................
1,022,963
1,029,559
S&P
Kensho
Cleantech
ETF
.........................................................
721,132
742,310
S&P
Kensho
Smart
Factories
ETF
.....................................................
114,950
116,405
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
.............................................
301,911,324
298,707,481
S&P
Technology
Dividend
Aristocrats
ETF
...............................................
24,491,010
23,974,816
Smart
Materials
ETF
...............................................................
388,076
389,934
Supply
Chain
Logistics
ETF
..........................................................
270,101
292,341
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
165
PROSHARES
TRUST
For
the
period ended
November
30,
2023,
the
fair
value
of
the
securities
transferred
for
redemptions,
and
the
net
realized
gains
(losses)
recorded
in
connection
with
the
transactions
were
as
follows:
In
addition,
during
the
period,
certain
Funds
received
securities
in
exchange
for
subscriptions
of
shares
(subscriptions-in-kind).
For
the
period
ended
November
30,
2023,
the
fair
value
of
the
securities
received
for
subscriptions
were
as
follows: 
13.
Basis
of
Consolidation 
The
accompanying
Consolidated
Schedule
of
Portfolio
Investments,
Consolidated
Statement
of
Assets
and
Liabilities,
Consoli-
dated
Statement
of
Operations,
Consolidated
Statements
of
Changes
in
Net
Assets
and
Consolidated
Financial
Highlights
of
Pro-
Shares
K-1
Free
Crude
Oil
Strategy
ETF
includes
the
account
of
ProShares
Cayman
Crude
Oil
Strategy
Portfolio,
a
wholly-owned
subsidiary
of
ProShares
K-1
Free
Crude
Oil
Strategy
ETF,
which
primarily
invests
in
commodity-related
instruments.
The
Subsid-
iary
enables
the
Fund
to
hold
these
commodity-related
instruments
and
satisfy
regulated
investment
company
tax
requirements.
The
Fund
will
invest
a
significant
portion
of
its
total
assets
in
its
Subsidiary.
As
of
November
30,
2023,
the
net
assets
of
ProShares
Cayman
Crude
Oil
Strategy
Portfolio
were
16.2%
of
the
net
assets
of
ProShares
K-1
Free
Crude
Oil
Strategy
ETF.
Intercompany
ac-
counts
and
transactions,
if
any,
have
been
eliminated.
The
Subsidiary
is
subject
to
the
same
investment
policies
and
restrictions
that
apply
to
ProShares
K-1
Free
Crude
Oil
Strategy
ETF,
except
that
the
Subsidiary
may
invest
without
limitation
in
commodi-
ty-related
instruments. 
Fund
A
Fair
Value
A
Net
Realized
Gains
(Losses)
A
DJ
Brookfield
Global
Infrastructure
ETF
..............................................
$
9,496,766
$
812,833
Equities
for
Rising
Rates
ETF
.....................................................
5,449,913
158,695
Global
Listed
Private
Equity
ETF
...................................................
1,620,253
(12,909)
High
Yield-Interest
Rate
Hedged
...................................................
4,496,988
(162,436)
Investment
Grade-Interest
Rate
Hedged
.............................................
6,862,732
(188,378)
Large
Cap
Core
Plus
............................................................
47,608,174
12,329,255
Long
Online
/Short
Stores
ETF
....................................................
2,375,643
317,023
MSCI
EAFE
Dividend
Growers
ETF
.................................................
2,941,893
282,886
MSCI
Emerging
Markets
Dividend
Growers
ETF
.......................................
131,506
3,439
Nasdaq-100
Dorsey
Wright
Momentum
ETF
..........................................
1,055,747
165,107
Online
Retail
ETF
..............................................................
12,495,142
1,599,475
Pet
Care
ETF
.................................................................
10,419,927
(271,157)
Russell
2000
Dividend
Growers
ETF
................................................
57,431,310
7,248,098
Russell
U.S.
Dividend
Growers
ETF
.................................................
1,756,797
161,034
S&P
500
®
Dividend
Aristocrats
ETF
.................................................
323,724,871
87,109,939
S&P
500
®
Ex-Energy
ETF
........................................................
921,399
227,363
S&P
500
®
Ex-Financials
ETF
......................................................
5,725,068
1,459,950
S&P
500
®
Ex-Health
Care
ETF
.....................................................
1,860,222
484,381
S&P
500
®
Ex-Technology
ETF
.....................................................
5,004,006
946,370
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
..........................................
121,678,159
21,232,190
S&P
Technology
Dividend
Aristocrats
ETF
............................................
9,622,877
1,736,550
Fund
A
Fair
Value
A
Big
Data
Refiners
ETF
...........................................................................
$
721,802
DJ
Brookfield
Global
Infrastructure
ETF
..............................................................
11,836,409
High
Yield-Interest
Rate
Hedged
...................................................................
6,066,262
Investment
Grade-Interest
Rate
Hedged
.............................................................
10,903,789
Large
Cap
Core
Plus
............................................................................
1,440,196
Merger
ETF
...................................................................................
7,008,785
Nasdaq-100
Dorsey
Wright
Momentum
ETF
..........................................................
682,584
Online
Retail
ETF
..............................................................................
7,140,347
Russell
2000
Dividend
Growers
ETF
................................................................
15,430,519
S&P
500
®
Dividend
Aristocrats
ETF
.................................................................
451,688,486
S&P
500
®
Ex-Energy
ETF
........................................................................
950,644
S&P
500
®
Ex-Financials
ETF
......................................................................
11,256,240
S&P
500
®
Ex-Health
Care
ETF
.....................................................................
1,905,145
S&P
500
®
Ex-Technology
ETF
.....................................................................
10,972,209
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
..........................................................
31,690,842
S&P
Technology
Dividend
Aristocrats
ETF
............................................................
75,257,208
166
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
14.
Risk 
Some
risks
apply
to
all
Funds,
while
others
are
specific
to
the
investment
strategy
of
certain
Funds.
Each
Fund
may
be
subject
to
other
risks
in
addition
to
these
identified
risks.
This
section
discusses
certain
common
principal
risks
encountered
by
the
Funds. 
Risks
Associated
with
the
Use
of
Derivatives
Certain
Funds
may
obtain
investment
exposure
through
derivatives
(including
investing
in
futures
contracts,
options
on
fu-
tures
contracts,
securities
and
indexes,
forward
contracts,
swap
agreements
and
similar
instruments).
Investing
in
derivatives
may
be
considered
aggressive
and
may
expose
a
Fund
to
risks
different
from,
or
possibly
greater
than,
the
risks
associated
with
investing
directly
in
securities
underlying
the
derivative,
including:
1)
the
risk
that
there
may
be
imperfect
correlation
between
the
price
of
financial
instruments
and
movements
in
the
prices
of
the
underlying
reference
asset(s);
2)
the
risk
that
an
instrument
is
mispriced;
3)
credit
or
counterparty
risk
on
the
amount
each
Fund
expects
to
receive
from
a
counterparty;
4)
the
risk
that
securities
prices,
interest
rates
and
currency
markets
will
move
adversely
and
a
Fund
will
incur
significant
losses;
5)
the
risk
that
the
cost
of
holding
a
financial
instrument
might
exceed
its
total
return;
and
6)
the
possible
absence
of
a
liquid
secondary
market
for
a
particular
instrument
and
possible
exchange-imposed
price
fluctuation
limits,
either
of
which
may
make
it
difficult
or
impossible
to
adjust
a
Fund’s
position
in
a
particular
instrument
when
desired.
The
occurrence
of
any
of
these
factors
may
prevent
the
Fund
from
achieving
its
investment
objective.
Because
derivatives
often
require
limited
initial
investment,
the
use
of
derivatives
also
may
expose
the
Fund
to
losses
in
excess
of
those
amounts
initially
invested.
Certain
Funds
may
use
a
combination
of
swaps
on
an
underlying
index
or
swaps
on
an
ETF
that
is
designed
to
track
the
perfor-
mance
of
that
index.
The
performance
of
an
ETF
may
not
track
the
performance
of
its
underlying
index
due
to
embedded
costs
and
other
factors.
Thus,
to
the
extent
a
Fund
invests
in
swaps
that
use
an
ETF
as
the
reference
asset,
that
Fund
may
be
subject
to
greater
correlation
risk
and
may
not
achieve
as
high
a
degree
of
correlation
with
its
index
as
it
would
if
the
Fund
used
only
swaps
on
the
underlying
index.
Moreover,
with
respect
to
the
use
of
swap
agreements,
if
an
index
has
a
dramatic
intraday
move
that
causes
a
material
decline
in
a
Fund’s
net
assets,
the
terms
of
a
swap
agreement
between
the
Fund
and
its
counterparty
may
permit
the
counterparty
to
immediately
close
out
the
transaction
with
the
Fund.
In
that
event,
the
Fund
may
be
unable
to
enter
into
another
swap
agree-
ment
or
invest
in
other
derivatives
to
achieve
the
desired
exposure
consistent
with
the
Fund’s
investment
objective.
This,
in
turn,
may
prevent
the
Fund
from
achieving
its
investment
objective,
even
if
the
Index
reverses
all
or
a
portion
of
its
intraday
move
by
the
end
of
the
day.
Any
costs
associated
with
using
derivatives
will
also
have
the
effect
of
lowering
the
Fund’s
return.
Equity
and
Market
Risk
Equity
markets
are
volatile,
and
the
value
of
equity
securities
and
other
instruments
correlated
with
equity
markets
may
fluctuate
dramatically
from
day
to
day.
Equity
markets
are
subject
to
corporate,
political,
regulatory,
market
and
economic
developments,
as
well
as
developments
that
impact
specific
economic
sectors,
industries
or
segments
of
the
market. 
Long/Short
Risk
Certain
Funds
seek
long
exposure
to
certain
securities
and
short
exposure
to
certain
other
securities.
There
is
no
guarantee
that
the
returns
on
a
Fund’s
long
or
short
positions
will
produce
high,
or
even
positive,
returns.
In
addition,
Funds
subject
to
this
risk
may
gain
enhanced
long
exposure
to
certain
securities
(i.e.,
obtain
investment
exposure
that
exceeds
the
amount
directly
invested
in
those
assets,
a
form
of
leverage)
and,
under
such
circumstances,
will
lose
more
money
in
market
environ-
ments
that
are
adverse
to
its
long
positions
than
funds
that
do
not
employ
such
leverage.
Concentration
Risk
Certain
Funds
may
typically
concentrate
their
investments
in
issuers
of
one
or
more
particular
industries
to
the
same
extent
that
their
underlying
indexes
are
so
concentrated
and
to
the
extent
permitted
by
applicable
regulatory
guidance.
There
is
a
risk
that
those
issuers
(or
industry
sectors)
will
perform
poorly
and
negatively
impact
a
Fund.
Concentration
risk
results
from
maintaining
exposure
(long
or
short)
to
issuers
conducting
business
in
a
specific
industry.
The
risk
of
concentrating
invest-
ments
in
a
limited
number
of
issuers
in
a
particular
industry
is
that
a
Fund
will
be
more
susceptible
to
the
risks
associated
with
that
industry
than
a
Fund
that
does
not
concentrate
its
investments.
Correlation
Risk 
There
is
no
guarantee
that
a
Fund
whose
investment
objective,
before
fees
and
expenses,
seeks
correlation
with
an
index
will
achieve
a
high
degree
of
correlation
with
its
index
or
the
inverse
thereof.
Failure
to
achieve
a
high
degree
of
correlation
may
prevent
a
Fund
from
achieving
its
investment
objective.
The
percentage
change
of
the
Fund’s
NAV
each
day
may
differ,
perhaps
significantly
in
amount,
and
possibly
even
direction,
from
the
percentage
change
of
the
Fund’s
index
on
such
day.
A
number
of
other
factors
may
adversely
affect
a
Fund’s
correlation
with
its
index,
including
material
over-
or
under-exposure,
fees,
ex-
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
167
PROSHARES
TRUST
penses,
transaction
costs,
financing
costs
associated
with
the
use
of
derivatives,
income
items,
valuation
methodology,
infre-
quent
trading
in
the
securities
underlying
its
index,
accounting
standards
and
disruptions
or
illiquidity
in
the
markets
for
the
securities
or
financial
instruments
in
which
a
Fund
invests.
While
each
Fund
generally
attempts
to
track
the
performance
of
the
Index
by
investing
all,
or
substantially
all,
of
its
assets
in
the
securities
that
make
up
the
Index
in
approximately
the
same
proportion
as
their
weighting
in
the
Index,
at
times
a
Fund
may
not
have
investment
exposure
to
all
securities
in
its
index,
or,
with
respect
to
equity
funds,
its
weighting
of
investment
exposure
to
such
securities,
financial
investments
or
industries
may
be
different
from
that
of
the
index.
In
addition,
a
Fund
may
invest
in
securities
or
financial
investments
not
included
in
the
index
or
in
financial
instruments.
Each
Fund
may
take
or
refrain
from
taking
positions
in
order
to
improve
tax
efficiency
or
comply
with
regulatory
restrictions,
or
for
other
reasons,
each
of
which
may
negatively
affect
the
Fund’s
correlation
with
its
index.
A
Fund
may
also
be
subject
to
large
movements
of
assets
into
and
out
of
the
Fund,
which
may
cause
a
difference
between
the
changes
in
the
daily
performance
of
the
Fund
and
changes
in
the
level
of
the
Index
potentially
resulting
in
the
Fund
being
over-
or
underexposed
to
its
index
and
may
be
impacted
by
index
reconstitutions
and
index
rebalancing
events.
Additionally,
a
Fund’s
underlying
investments
may
trade
on
markets
that
may
or
may
not
be
open
on
the
same
day
as
the
Fund.
Furthermore,
a
Fund’s
currency
holdings
may
be
valued
at
a
different
time
than
the
level
of
its
index.
In
addition,
the
Funds
with
a
foreign
currency
hedging
strategy
may
also
be
unable
to
perfectly
match
the
Index
and
will
introduce
additional
costs,
both
sources
of
additional
correlation
risk.
Any
of
these
factors
could
decrease
correlation
between
the
performance
of
a
Fund
and
the
index
and
may
hinder
a
Fund’s
ability
to
meet
its
investment
objective.
Counterparty
Risk
A
Fund
will
be
subject
to
credit
risk
(i.e.,
the
risk
that
a
counterparty
is
unwilling
or
unable
to
make
timely
payments
or
other-
wise
meet
its
contractual
obligations)
with
respect
to
the
amount
the
Fund
expects
to
receive
from
counterparties
to
financial
instruments
(including
derivatives
and
repurchase
agreements)
entered
into
by
the
Fund.
The
Funds
generally
structure
the
agreements
such
that
either
party
can
terminate
the
contract
without
penalty
prior
to
the
termination
date.
If
a
counterparty
terminates
a
contract,
a
Fund
may
not
be
able
to
invest
in
other
derivatives
to
achieve
the
desired
exposure,
or
achieving
such
exposure
may
be
more
expensive.
A
Fund
may
be
negatively
impacted
if
a
counterparty
becomes
bankrupt
or
otherwise
fails
to
perform
its
obligations
under
such
an
agreement.
Industry
Concentration
Risk 
An
Index
tracked
by
a
Fund
may
have
a
significant
position
of
its
value
in
issuers
in
an
industry
or
group
of
industries.
As
such,
a
Fund
would
allocate
its
investments
to
approximately
the
same
extent
as
the
Index.
As
a
result,
a
Fund
may
be
subject
to
greater
market
fluctuations
than
a
fund
that
is
more
broadly
invested
across
industries.  
Geographic
Concentration
Risk
Certain
Funds
that
focus
their
investments
in
companies
economically
tied
to
particular
foreign
countries
or
geographic
re-
gions
may
be
particularly
susceptible
to
political,
social,
economic
or
regulatory
events
affecting
those
countries
or
regions.
The
performance
of
such
Funds
may
be
more
volatile
than
a
more
geographically
diversified
fund.
Foreign
Currency
Risk
Certain
of
the
Funds’
investments
may
be
denominated
in
foreign
currencies.
Investments
denominated
in
foreign
currencies
are
exposed
to
more
risk
than
those
investments
denominated
in
U.S.
dollars.
The
value
of
an
investment
denominated
in
a
foreign
currency
could
change
significantly
as
foreign
currencies
strengthen
or
weaken
relative
to
the
U.S.
dollar.
Foreign
cur-
rency
losses
could
offset
or
exceed
any
potential
gains,
or
add
to
losses,
in
the
related
investments.
Regulatory
fees
or
higher
custody
fees
maybe
imposed
on
foreign
currency
holdings.
Debt
Instrument
Risk
Certain
Funds
invest
in,
or
seek
exposure
to,
debt
instruments.
Debt
instruments
may
have
varying
levels
of
sensitivity
to
changes
in
interest
rates
and
other
factors.
In
addition,
changes
in
the
credit
quality
of
the
issuer
of
a
debt
instrument
(includ-
ing
a
default)
can
also
affect
the
price
of
a
debt
instrument,
as
can
an
issuer’s
default
on
its
payment
obligations.
These
factors
may
cause
the
value
of
an
investment
in
a
Fund
to
change.
Inflation
Risk
Inflation
risk
is
the
risk
that
the
value
of
assets
or
income
from
a
Fund’s
investments
will
be
worth
less
in
the
future
as
infla-
tion
decreases
the
value
of
payments
at
future
dates.
As
inflation
increases,
the
real
value
of
a
Fund’s
portfolio
could
decline.
Inflation
rates
may
change
frequently
and
drastically
as
a
result
of
various
factors
and
the
Fund’s
investments
may
not
keep
pace
with
inflation,
which
may
result
in
losses
to
Fund
investors
or
adversely
affect
the
real
value
of
shareholders’
investments
in
a
Fund.
Inflation
has
recently
increased
and
it
cannot
be
predicted
whether
it
may
decline.
168
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
Breakeven
Inflation
Investing
Risk
ProShares
Inflation
Expectations
ETF
seeks
investment
results,
before
fees
and
expenses,
that
track
the
performance
of
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index.
The
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
tracks
the
perfor-
mance
of
long
positions
in
the
most
recently
issued
30-year
Treasury
Inflation-Protected
Securities
(“TIPS”)
bond
and
dura-
tion-adjusted
short
positions
in
U.S.
Treasury
bonds
of,
in
aggregate,
approximate
equivalent
duration
dollars
to
the
TIPS.
The
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
seeks
to
achieve
an
overall
duration
dollar
amount
of
zero.
The
difference
in
yield
(or
spread)
between
these
bonds
(Treasury
yield
minus
TIPS
yield)
is
commonly
referred
to
as
a
“breakeven
rate
of
infla-
tion”
(“BEI”)
and
is
considered
to
be
a
measure
of
the
market’s
expectations
for
inflation
over
the
relevant
period.
The
level
of
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
(and
the
Fund)
will
fluctuate
based
on
changes
in
the
value
of
the
under-
lying
bonds,
which
will
likely
not
be
the
same
on
a
percentage
basis
as
changes
in
the
BEI.
The
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
is
not
designed
to
measure
or
predict
the
realized
rate
of
inflation,
nor
does
it
seek
to
replicate
the
returns
of
any
price
index
or
measure
of
actual
consumer
price
levels.
Changes
in
the
BEI
are
based
on
the
TIPS
and
U.S.
Treasury
markets,
interest
rate
and
inflation
expectations,
and
fiscal
and
monetary
policy.
There
is
no
guarantee
that
these
factors
will
combine
to
produce
any
particular
directional
changes
in
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
over
time,
or
that
the
Fund
will
retain
any
appreciation
in
value
over
extended
periods
of
time,
or
that
the
returns
of
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
or
the
Fund
will
track
or
outpace
the
realized
rate
of
inflation,
or
any
price
index
or
measure
of
actual
consumer
price
levels.
It
is
possible
that
the
returns
of
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
or
the
Fund
will
not
correlate
to
(or
may
be
the
opposite
of)
the
change
in
the
realized
rate
of
inflation,
or
any
price
index,
or
measure
of
ac-
tual
consumer
price
levels.
Furthermore,
while
the
BEI
provides
exposure
to
inflation
expectations,
it
may
also
be
influenced
by
other
factors,
including
premiums
related
to
liquidity
for
certain
bonds
as
well
as
premiums
surrounding
the
uncertainty
of
future
inflation.
These
other
factors
may
impact
the
level
of
the
FTSE
30-Year
TIPS
(Treasury
Rate-Hedged)
Index
or
the
value
of
the
Fund
in
unexpected
ways
and
may
cancel
out
or
even
reverse
the
impact
of
changes
in
inflation
expectations.
As
a
result,
an
investment
in
the
Fund
may
not
serve
as
an
effective
hedge
against
inflation.
Subsidiary
Investment
Risk
Changes
in
the
laws
of
the
United
States
and/or
the
Cayman
Islands,
under
which
the
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
and
its
Subsidiary
are
organized,
respectively,
could
result
in
the
inability
of
the
Funds
to
operate
as
intended
and
could
negatively
affect
the
Funds
and
their
shareholders.
The
Funds
comply
with
the
provisions
of
the
1940
Act
governing
invest-
ment
policies,
capital
structure
and
leverage
on
an
aggregate
basis
with
their
Subsidiaries.
Risks
Associated
with
the
Use
of
Crude
Oil
Futures
Contracts
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
obtains
investment
exposure
through
commodity
futures
and
does
not
invest
di-
rectly
in
physical
commodities.
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
does
not
invest
in
nor
seek
exposure
to
the
current
“spot”
or
cash
price
of
physical
crude
oil.
Crude
oil
futures
contracts
typically
perform
very
differently
from,
and
commonly
underperform,
the
spot
price
of
crude
oil
due
to
current
(and
futures
expectations
of)
factors
such
as
storage
costs,
supply
and
demand
and
geopolitical
risks.
Investing
in
futures
contracts
may
be
considered
aggressive
and
may
expose
the
Fund
to
greater
risks
than
investing
directly
in
securities
or
other
instruments.
These
risks
include
counterparty
risk
and
liquidity
risk
(each
as
discussed
below).
Because
futures
contracts
often
require
limited
initial
investment,
the
use
of
futures
contracts
also
may
expose
the
Fund
to
losses
in
excess
of
those
amounts
initially
invested.
Commodity
Market
Risk
The
value
of
Commodity
Futures
typically
is
based
in
great
part
upon
the
price
movements
of
a
physical
commodity
and
the
market’s
expectations
for
such
moves
in
the
future.
The
prices
of
Commodity
Futures
may
fluctuate
quickly
and
dramatically
and
may
not
correlate
to
price
movements
in
other
asset
classes.
Global
events
such
as
government
interventions,
treaties
and
trading,
inter-
or
intrastate
conflict,
weather
or
other
natural
disasters,
changes
in
supply
or
production,
changes
in
activity
of
crude
oil
commodity
producing
companies,
countries
and/or
organizations,
and
changes
in
speculators’
and/or
investor’s
demand
can
cause
extreme
levels
of
volatility.
Furthermore,
since
commodities
are
generally
denominated
in
USD,
a
strength-
ening
US
dollar
can
also
cause
significant
declines
in
commodity
prices.
An
active
trading
market
may
not
exist
for
certain
commodities.
Each
of
these
factors
and
events
could
have
a
significant
negative
impact
on
a
Fund.
Rolling
Futures
Contract
Risk
ProShares
K-1
Free
Crude
Oil
Strategy
ETF
(through
its
investment
in
the
Subsidiary)
has
exposure
to
futures
contracts
and
is
subject
to
risks
related
to
“rolling”
of
such
contracts.
The
Fund
does
not
intend
to
hold
futures
contracts
through
their
expira-
tion
date,
but
instead
intends
to
“roll”
its
futures
positions.
Rolling
occurs
when a
Fund
closes
out
of
futures
contracts
as
they
near
their
expiration
date
and
is
replaced
with
contracts
that
have
a
later
expiration
date.
When
the
market
for
these
futures
contracts
is
such
that
the
prices
are
higher
in
the
more
distant
delivery
months
than
in
the
nearer
delivery
months,
the
sale
during
the
course
of
the
rolling
process
of
the
more
nearby
contract
would
take
place
at
a
price
that
is
lower
than
the
price
of
the
more
distant
contract.
This
pattern
of
higher
futures
contract
prices
for
longer
expiration
contracts
is
often
referred
to
as
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
169
PROSHARES
TRUST
“contango.”
Alternatively,
when
the
market
for
futures
contracts
is
such
that
the
prices
are
higher
in
the
nearer
months
than
in
the
more
distant
months,
the
sale
during
the
course
of
the
rolling
process
of
the
more
nearby
contract
would
take
place
at
a
price
that
is
higher
than
the
price
of
the
more
distant
contract.
This
pattern
of
higher
futures
prices
for
shorter
expiration
futures
contracts
is
referred
to
as
“backwardation.”
Extended
periods
of
contango
or
backwardation
have
occurred
in
the
past
and
can
in
the
future
cause
significant
losses
for
a
Fund.
Risks
Specific
to
the
Crude
Oil
Markets
Several
factors
may
affect
the
price
of
crude
oil
and,
in
turn,
the
WTI
crude
oil
futures
contracts
and
other
assets,
if
any,
owned
by
the
Fund.
These
factors
include,
but
are
not
limited
to,
significant
increases
or
decreases
in
the
available
supply
or
demand
of
crude
oil,
storage
costs,
technological
factors
related
to
new
or
improved
extraction,
refining
and
processing
equipment
and/or
methods,
a
significant
change
in
the
attitude
of
speculators
and
investors
towards
crude
oil,
large
purchases
or
sales
of
crude
oil
by
governments
or
large
institutions,
other
political
factors
such
as
new
regulations
or
political
discord
in
oil
produc-
ing
countries,
as
well
as
a
significant
increase
or
decrease
in
crude
oil
hedging
activity
by
crude
oil
producers.
Contempora-
neous
with
the
onset
of
the
COVID-19
pandemic
in
the
U.S.,
crude
oil
markets
experienced
shocks
to
the
supply
of
and
demand
for
crude
oil.
This
led
to
an
oversupply
of
crude
oil,
which
impacted
the
price
of
crude
oil
and
futures
contracts
on
crude
oil
and
caused
historic
volatility
in
the
market
for
crude
oil
and
crude
oil
futures
contracts.
In
April
2020,
these
market
conditions
contributed
to
a
period
of
“extraordinary
contango”
that
resulted
in
a
negative
price
in
the
May
2020
WTI
crude
oil
futures
contract.
If
all
or
a
significant
portion
of
the
futures
contracts
held
by
the
Fund
at
a
future
date
were
to
reach
a
negative
price,
investors
in
the
Fund
could
lose
their
entire
investment.
On
February
24,
2022,
Russia
commenced
a
military
attack
on
Ukraine.
The
outbreak
of
hostilities
between
the
two
countries
could
result
in
more
widespread
conflict
and
could
have
a
severe
adverse
effect
on
the
region
and
the
markets
for
securities
and
commodities,
including
oil.
In
addition,
sanctions
imposed
on
Russia
by
the
United
States
and
other
countries,
and
any
sanctions
imposed
in
the
future
could
have
a
significant
adverse
impact
on
the
Russian
economy
and
related
markets.
The
price
and
liquidity
of
the
futures
in
which
the
Fund
invests
may
fluctuate
widely
as
a
result
of
the
conflict
and
related
events.
How
long
such
conflict
and
related
events
will
last
and
whether
it
will
escalate
further
cannot
be
predicted.
Impacts
from
the
conflict
and
related
events
could
have
significant
impact
on
the
Fund’s
performance,
and
the
value
of
an
investment
in
the
Fund
may
decline
significantly.
Exposure
to
Retailing
Industry
Risk
Retailing
Industry
Risk
is
the
risk
faced
by
companies
in
the
retailing
industry,
including:
changes
in
domestic
and
inter-
national
economies,
consumer
confidence,
disposable
household
income
and
spending,
and
consumer
tastes
and
preferenc-
es;
intense
competition;
changing
demographics;
marketing
and
public
perception;
dependence
on
third-party
suppliers
and
distribution
systems;
intellectual
property
infringement;
legislative
or
regulatory
changes
and
increased
government
super-
vision;
thin
capitalization;
dependence
on
a
relatively
few
number
of
high
volume
sales
days
to
achieve
overall
results;
and
dependence
on
outside
financing,
which
may
be
difficult
to
obtain.
Online
Retail
Companies
Risk
Companies
that
operate
in
the
online
marketplace
and
retail
segments
are
subject
to
fluctuating
consumer
demand.
Unlike
traditional
brick
and
mortar
retailers,
online
marketplaces
and
retailers
must
assume
shipping
costs
or
pass
such
costs
to
consumers.
Consumer
access
to
price
information
for
the
same
or
similar
products
may
cause
companies
that
operate
in
the
online
marketplace
and
retail
segments
to
reduce
profit
margins
in
order
to
compete.
Due
to
the
nature
of
their
business
mod-
els,
companies
that
operate
in
the
online
marketplace
and
retail
segments
may
also
be
subject
to
heightened
cybersecurity
risk,
including
the
risk
of
theft
or
damage
to
vital
hardware,
software
and
information
systems.
The
loss
or
public
dissemi-
nation
of
sensitive
customer
information
or
other
proprietary
data
may
negatively
affect
the
financial
performance
of
such
companies
to
a
greater
extent
than
traditional
brick
and
mortar
retailers.
As
a
result
of
such
companies
being
web-based
and
the
fact
that
they
process,
store,
and
transmit
large
amounts
of
data,
including
personal
information,
for
their
customers,
fail-
ure
to
prevent
or
mitigate
data
loss
or
other
security
breaches,
including
breaches
of
vendors’
technology
and
systems,
could
expose
companies
that
operate
in
the
online
marketplace
and
retail
segments
or
their
customers
to
a
risk
of
loss
or
misuse
of
such
information,
adversely
affect
their
operating
results,
result
in
litigation
or
potential
liability,
and
otherwise
harm
their
businesses.
Investing
in
Online
Retailers
may
be
attractive
to
investors
who
believe
the
trend
of
rising
online
sales
will
continue;
however,
there
is
no
guarantee
this
trend
will
continue.
Each
of
these
factors
could
have
a
negative
impact
on
the
performance
of
the
companies
in
the
Index
and
the
performance
of
the
Fund.
Metaverse
Companies
Risk
The
metaverse
is
a
developing
technology
and
is
subject
to
risks
associated
with
a
developing
technology
which
include,
but
are
not
limited
to,
small
or
limited
markets
for
their
securities,
changes
in
business
cycles,
world
economic
growth,
technolog-
ical
progress,
rapid
obsolescence,
and
government
regulation.
Companies
in
metaverse-related
businesses,
especially
smaller,
start-up
companies,
tend
to
be
more
volatile
than
securities
of
companies
that
do
not
rely
heavily
on
technology.
Rapid
change
170
::
NOVEMBER
30,
2023
(UNAUDITED)
::
NOTES
TO
FINANCIAL
STATEMENTS
PROSHARES
TRUST
to
technologies
that
affect
a
company’s
products
could
have
a
material
adverse
effect
on
such
company’s
operating
results.
These
companies
may
rely
on
a
combination
of
patents,
copyrights,
trademarks
and
trade
secret
laws
to
establish
and
protect
their
proprietary
rights
in
their
products
and
technologies.
Such
companies
typically
face
intense
competition
and
loss
or
impairment
of
intellectual
property
rights.
There
is
no
guarantee
that
the
products
or
services
produced
by
companies
in
metaverse
related
businesses
will
be
successful.
Media
and
Entertainment
Industry
Risk
Media
and
entertainment
companies
within
the
Communication
Services
industry
are
impacted
by
the
high
costs
of
research
and
development
of
new
content
and
services
in
an
effort
to
stay
relevant
in
a
highly
competitive
industry.
In
addition,
me-
dia
and
entertainment
companies
are
challenged
by
the
changing
tastes,
topical
interests
and
discretionary
income
of
their
targeted
consumers.
With
the
advancement
of
streaming
technology,
sales
of
content
through
physical
formats
(such
as
DVD
and
Blu-ray)
and
traditional
content
delivery
services
(such
as
cable
TV
providers
and
satellite
dish
operators)
are
declining
in
popularity
as
consumers
increasingly
opt
to
purchase
digital
content
that
is
customizable,
less
expensive
and
takes
up
less
physical
space.
The
media
and
entertainment
industry
is
regulated
and
changes
to
rules
regarding
advertising
and
the
content
produced
by
media
and
entertainment
companies
can
increase
overall
production
and
distribution
costs.
Semiconductors
and
Semiconductor
Equipment
Industry
Risk
The
risks
of
investments
in
the
industry
include:
intense
competition,
both
domestically
and
internationally,
including
com-
petition
from
subsidized
foreign
competitors
with
lower
production
costs;
wide
fluctuations
in
securities
prices
due
to
risks
of
rapid
obsolescence
of
products;
economic
performance
of
the
customers
of
semiconductor
companies;
their
research
costs
and
the
risks
that
their
products
may
not
prove
commercially
successful;
capital
equipment
expenditures
that
could
be
sub-
stantial
and
suffer
from
rapid
obsolescence;
and
thin
capitalization
and
limited
product
lines,
markets,
financial
resources
or
personnel.
The
semiconductors
sector
may
also
be
affected
by
risks
that
affect
the
broader
technology
sector,
including:
gov-
ernment
regulation;
dramatic
and
often
unpredictable
changes
in
growth
rates
and
competition
for
qualified
personnel;
heavy
dependence
on
patent
and
intellectual
property
rights,
the
loss
or
impairment
of
which
may
adversely
affect
profitability;
and
a
small
number
of
companies
representing
a
large
portion
of
the
technology
sector
as
a
whole.
Software
and
Services
Industry
Risk
The
risks
of
investments
in
the
industry
include:
competitive
pressures,
such
as
aggressive
pricing
(including
fixed-rate
pric-
ing),
technological
developments
(including
product-specific
technological
change),
changing
domestic
demand,
and
the
abil-
ity
to
attract
and
retain
skilled
employees;
availability
and
price
of
components;
dependence
on
intellectual
property
rights,
and
potential
loss
or
impairment
of
those
rights;
research
and
development
costs;
rapid
product
obsolescence;
cyclical
market
patterns;
evolving
industry
standards;
and
frequent
new
product
introductions
requiring
timely
and
successful
introduction
of
new
products
and
the
ability
to
service
such
products.
The
software
and
services
industry
may
also
be
affected
by
risks
that
affect
the
broader
information
technology
industry.
Battery
Metals
Investing
Risk
Companies
engaged
in
the
battery
metals
mining
industry
are
subject
to
the
risks
associated
with
mining
activities.
These
risks
include
those
related
to
changes
in
the
price
of
battery
metals,
which
may
be
the
result
of
changing
inflation
expecta-
tions,
currency
fluctuations,
speculation,
and
industrial,
government
and
global
consumer
demand,
among
other
factors.
In
addition,
such
companies
may
be
particularly
susceptible
to
disruptions
in
the
supply
chains
and
world
events
and
economic
conditions,
including
political
risks
of
the
countries
where
battery
metals
companies
are
located
or
do
business.
These
compa-
nies
may
also
face
increased
scrutiny
from
regulators
and
legislators
considering
the
environmental
impact
of
battery
metal
mining.
Finally,
mining
companies
often
engage
in
significant
amounts
of
spending
on
exploration
and
development
of
min-
eral
deposits
which
may
involve
significant
financial
risks
over
longer
periods
of
time.
Unrelated
Business
Lines
Risk
Companies
in
the
Index
may
have
significant
business
lines
that
are
unrelated
to
the
index
theme.
These
unrelated
busi-
ness
lines
may
be
a
meaningful
portion
of
a
company’s
current
business,
in
terms
of
profit
or
revenue,
for
example,
than
the
portion
represented
by
the
Index
theme.
Consequently,
these
unrelated
business
lines
may
have
a
significant
impact
on
the
performance
of
the
company,
the
Index
and
the
Fund.
In
particular,
these
unrelated
business
lines
may
cause
the
Fund
to
un-
derperform
investments
that
do
not
have
exposure
to
unrelated
business
lines.
For
example,
if
an
unrelated
business
line
of
a
company
underperforms
its
battery
metals
related
business
line,
it
may
negatively
affect
the
performance
of
the
company,
the
Index
and
the
Fund.
Natural
Disaster/Epidemic
Risk
Natural
or
environmental
disasters,
such
as
earthquakes,
fires,
floods,
hurricanes,
tsunamis
and
other
severe
weather-relat-
ed
phenomena
generally,
and
widespread
disease,
including
pandemics
and
epidemics
(for
example,
the
novel
coronavirus
COVID-19),
have
been
and
can
be
highly
disruptive
to
economies
and
markets
and
have
recently
led,
and
may
continue
to
lead,
NOTES
TO
FINANCIAL
STATEMENTS
::
NOVEMBER
30,
2023
(UNAUDITED)
::
171
PROSHARES
TRUST
to
increased
market
volatility
and
significant
market
losses.
Such
natural
disaster
and
health
crises
could
exacerbate
polit-
ical,
social,
and
economic
risks,
and
result
in
significant
breakdowns,
delays,
shutdowns,
social
isolation,
and
other
disrup-
tions
to
important
global,
local
and
regional
supply
chains
affected,
with
potential
corresponding
results
on
the
operating
per-
formance
of
the
Funds
and
their
investments.
A
climate
of
uncertainty
and
panic,
including
the
contagion
of
infectious
viruses
or
diseases,
may
adversely
affect
global,
regional,
and
local
economies
and
reduce
the
availability
of
potential
investment
opportunities,
and
increases
the
difficulty
of
performing
due
diligence
and
modeling
market
conditions,
potentially
reduc-
ing
the
accuracy
of
financial
projections.
Under
these
circumstances,
the
Fund
may
have
difficulty
achieving
its
investment
objectives
which
may
adversely
impact
Fund
performance.
Further,
such
events
can
be
highly
disruptive
to
economies
and
markets,
significantly
disrupt
the
operations
of
individual
companies
(including,
but
not
limited
to,
the
Fund’s
investment
advisor,
third
party
service
providers
and
counterparties),
sectors,
industries,
markets,
securities
and
commodity
exchanges,
currencies,
interest
and
inflation
rates,
credit
ratings,
investor
sentiment,
and
other
factors
affecting
the
value
of
the
Funds’
investments.
These
factors
can
cause
substantial
market
volatility,
exchange
trading
suspensions
and
closures,
changes
in
the
availability
of
and
the
margin
requirements
for
certain
instruments,
and
can
impact
the
ability
of
the
Fund
to
complete
re-
demptions
and
otherwise
affect
Fund
performance
and
Fund
trading
in
the
secondary
market.
A
widespread
crisis
would
also
affect
the
global
economy
in
ways
that
cannot
necessarily
be
foreseen.
How
long
such
events
will
last
and
whether
they
will
continue
or
recur
cannot
be
predicted.
Impacts
from
these
could
have
a
significant
impact
on
a
Fund’s
performance,
resulting
in
losses
to
your
investment.
Risk
of
Public
Health
Disruptions
Widespread
disease,
including
public
health
disruptions,
pandemics
and
epidemics
(for
example,
COVID-19
including
its
vari-
ants),
have
been
and
may
continue
to
be
highly
disruptive
to
economies
and
markets.
Health
crises
could
exacerbate
political,
social,
and
economic
risks,
and
result
in
breakdowns,
delays,
shutdowns,
social
isolation,
civil
unrest,
periods
of
high
unem-
ployment,
shortages
in
and
disruptions
to
the
medical
care
and
consumer
goods
and
services
industries,
and
other
disrup-
tions
to
important
global,
local
and
regional
supply
chains,
with
potential
corresponding
results
on
the
performance
of
a
Fund
and
its
investments.
Additionally,
war,
military
conflicts,
sanctions,
acts
of
terrorism,
sustained
elevated
inflation,
supply
chain
issues
or
other
events
could
have
a
significant
negative
impact
on
global
financial
markets
and
economies.
Russia’s
military
incursions
in
Ukraine
have
led
to,
and
may
lead
to
additional
sanctions
being
levied
by
the
United
States,
European
Union
and
other
coun-
tries
against
Russia.
The
ongoing
hostilities
between
the
two
countries
could
result
in
additional
widespread
conflict
and
could
have
a
severe
adverse
effect
on
the
region
and
certain
markets.
Sanctions
on
Russian
exports
could
have
a
significant
adverse
impact
on
the
Russian
economy
and
related
markets
and
could
affect
the
value
of
a
Fund’s
investments,
even
beyond
any
direct
exposure
a
Fund
may
have
to
the
region
or
to
adjoining
geographic
regions.
The
extent
and
duration
of
the
military
action,
sanctions
and
resulting
market
disruptions
are
impossible
to
predict,
but
could
have
a
severe
adverse
effect
on
the
region,
including
significant
negative
impacts
on
the
economy
and
the
markets
for
certain
securities
and
commodities,
such
as
oil
and
natural
gas.
How
long
such
tensions
and
related
events
will
last
cannot
be
predicted.
These
tensions
and
any
related
events
could
have
significant
impact
on
a
Fund
performance
and
the
value
of
an
investment
in
a
Fund.
Risks
of
Government
Regulation
The
Financial
Industry
Regulatory
Authority
(“FINRA”)
issued
a
notice
on
March
8,
2022
seeking
comment
on
measures
that
could
prevent
or
restrict
investors
from
buying
a
broad
range
of
public
securities
designated
as
“complex
products”—
which
could
include
the
leveraged
and
inverse
funds
offered
by
ProShare
Advisors.
The
ultimate
impact,
if
any,
of
these
measures
remains
unclear.
However,
if
regulations
are
adopted,
they
could,
among
other
things,
prevent
or
restrict
investors’
ability
to
buy
the
funds.
15.
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.
In
addition,
in
the
normal
course
of
business
the
Trust
enters
into
contracts
that
contain
a
variety
of
general
indemnifications.
The
Trust’s
maximum
exposure
under
these
arrangements
cannot
be
known;
however,
the
Trust
expects
risk
of
significant
loss
to
be
remote. 
16.
Subsequent
Events 
Subsequent
events
occurring
after
the
date
of
this
report
have
been
evaluated
for
potential
impact,
for
purposes
of
recognition
or
disclosure
in
the
financial
statements,
through
the
date
the
report
was
issued. 
172
::
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
PROSHARES
TRUST
Liquidity
Risk
Management
Program 
ProShares
Trust
(the
"Trust")
has
implemented
a
liquidity
risk
management
program
("Liquidity
Program")
to
identify
illiquid
investments
pursuant
to
Rule
22e-4
of
the
Investment
Company
Act
of
1940,
as
amended.
The
Board
of
Trustees
of
the
Trust
("the
Board")
has
approved
the
designation
of
ProShare
Advisors
LLC
(the
"Program
Administrator")
to
administer
the
Trust's
Liquidity
Program,
subject
to
the
oversight
of
the
Board.
On
September
11-12,
2023,
during
a
meeting
of
the
Board,
the
Chief
Compliance
Officer
of
the
Trust
provided
to
the
Board
the
annual
report
on
the
Trust's
Liquidity
Program
(the
"Annual
Liquidity
Report").
The
Annual
Liquidity
Report,
which
covered
the
period
from
July
1,
2022
through
June
30,
2023,
addressed
the
operation
of
the
Trust's
Liquidity
Program
and
assessed
the
adequa-
cy
and
effectiveness
of
the
Liquidity
Program's
implementation.
The
Annual
Liquidity
Report
affirmed
that
the
Program
Admin-
istrator
believes
that:
(1)
the
Liquidity
Program
continues
to
be
reasonably
designed
to
effectively
assess
and
manage
each
Fund's
liquidity
risk;
(2)
each
Fund's
liquidity
risk
continues
to
be
appropriate
in
light
of
the
Fund's
investment
objective
and
strategies
and
each
Fund's
investment
strategies
continue
to
be
appropriate
for
an
open-end
management
investment
company;
and
(3)
the
Liquidity
Program
has
been
adequately
and
effectively
implemented
with
respect
to
each
Fund
during
the
reporting
period.
The
Annual
Liquidity
Report
also
affirmed
that
there
have
been
no
material
changes
to
the
Liquidity
Program
since
its
initial
approval
and
that
no
material
changes
were
being
recommended
at
that
time.
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
::
173
PROSHARES
TRUST
At
a
meeting
held
on
September
12-13,
2023,
the
Board
of
Trustees
(the
“Board”)
of
ProShares
Trust
(the
“Trust”)
considered
the
renewal
of
the
Investment
Advisory
Agreement
(the
“Investment
Advisory
Agreement”)
and
the
Investment
Advisory
and
Man-
agement
Agreement
(the
"Unitary
Fee
Agreement")
(collectively,
the
“Advisory
Agreements”),
each
for
certain
series
of
ProShares
Trust
(the
“Trust”),
between
the
Trust
and
ProShare
Advisors
LLC
(the
“Advisor”),
on
behalf
of
each
of
its
operational
series
(the
“Funds”).
Certain
Funds
are
designed
to
track,
before
fees
and
expenses,
the
performance
of
an
underlying
index
(each
a
“Match-
ing
Fund”
and,
collectively,
the
"Matching
Funds").
Certain
other
Funds
are
actively
managed
and
are
designed
to
meet
a
speci-
fied
investment
objective
(each
an
"Active
Fund"
and,
collectively,
the
"Active
Funds").
All
other
Funds
are
"geared"
funds
(each,
a
"Geared
Fund"
and,
collectively,
the
"Geared
Funds")
that
are
designed
to
seek
daily
investment
results,
before
fees
and
expenses,
that
correspond
to
a
multiple
(i.e.,
3x
or
2x),
the
inverse
(i.e.,
-1x)
or
an
inverse
multiple
(i.e.,
-3x
or
-2x)
of
the
return
of
an
underly-
ing
index
for
a
single
day.
The
Board
did
not
identify
any
particular
information
that
was
most
relevant
to
its
consideration
to
approve
the
continuation
of
the
Advisory
Agreements
and
each
Trustee
may
have
afforded
different
weight
to
the
various
factors.
The
Board
received
a
memorandum
from
independent
legal
counsel
to
the
Independent
Trustees
regarding
the
Board’s
respon-
sibilities
under
state
and
federal
law
with
respect
to
the
Board’s
consideration
of
the
renewal
or
approval
of
investment
advisory
agreements.
The
Independent
Trustees
were
advised
by
their
independent
legal
counsel
throughout
the
process,
including
about
the
legal
standards
applicable
to
their
review.
In
response
to
a
request
from
Independent
Legal
Counsel
on
behalf
of
the
Independent
Trustees,
the
Advisor
provided
information
for
the
Board
to
consider
relating
to
the
continuation
of
the
Advisory
Agreements,
including
information
that
addressed,
among
other
things:
(i) the
nature,
extent
and
quality
of
the
services
that
were
provided
or
proposed
to
be
provided
by
the
Advisor;
(ii) the
costs
of
the
services
to
be
provided
and
the
profits
realized
by
the
Advisor;
(iii) the
investment
performance
of
the
Funds
and
the
Advisor;
(iv) the
extent
to
which
economies
of
scale
might
be
realized
as
the
Funds
grow
and
whether
fee
levels
reflect
economies
of
scale,
if
any,
for
the
benefit
of
Fund
shareholders;
and
(v) other
benefits
to
the
Advisor
and/or
its
affiliates
from
the
relationship
to
the
Funds.
It
was
noted
that
the
Independent
Trustees
requested
from
the
Advisor
certain
information
concerning
the
Funds
to
assist
them
in
evaluating
the
terms
of
the
Advisory
Agreements.
In
response
to
the
request
from
the
Independent
Trustees,
the
Advisor
provid-
ed
information
and
reports
relevant
to
the
continuation
of
the
Advisory
Agreements,
including,
among
other
things:
information
about
the
advisory
services
provided
by
the
Advisor
with
respect
to
the
Funds;
the
Advisor’s
Form
ADV;
biographies
of
the
employees
of
the
Advisor
who
are
primarily
responsible
for
providing
investment
advisory
services
to
the
Funds;
information
regarding
each
component
of
the
contractual
fee
rates
and
actual
fee
rates
for
the
prior
fiscal
year;
information
regarding
advisory
fees
earned
versus
advisory
fees
waived
for
previous
periods;
performance
information
for
prior
periods;
comparative
industry
fee
data;
with
respect
to
Funds
subject
to
the
Investment
Advisory
Agreement,
information
about
fees
and
other
amounts
that
were
received
by
the
Advisor
and
its
affiliates
for
non-advisory
services
with
respect
to
the
Funds;
information
regarding
the
Advisor's
trade
allocation
and
best
execution
policies
and
procedures;
information
about
the
financial
condition
of
the
Advisor;
information
regarding
how
the
Advisor
monitors
each
Fund's
compliance
with
regulatory
requirements
and
Trust
pro-
cedures;
and
the
Advisor’s
reputation,
expertise
and
resources.
The
Independent
Trustees
asked
the
Advisors
to
retain
the
services
of
an
independent
consultant
to
identify
peer
group
funds
for
each
Fund
(the
“Peer
Group”),
to
assist
the
Independent
Trustees
in
evaluating
information
with
respect
to
certain
aspects
of
their
174
::
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
PROSHARES
TRUST
review,
including
the
performance
of
the
Funds
and
the
reasonableness
of
fees
paid
by
the
Funds.
The
Board
evaluated
informa-
tion
available
to
it
on
a
Fund-by-Fund
basis,
and
its
determinations
were
made
separately
with
respect
to
each
Fund.
In
addition
to
the
information
provided
and
discussions
that
occurred
at
the
meeting
at
which
the
Board
took
action
regarding
the
renewal
of
the
Advisory
Agreements,
the
Board
also
considered
information
it
received
throughout
the
year
as
part
of
its
reg-
ular
oversight
of
the
Funds.
Nature,
Extent
and
Quality
of
the
Advisor's
Services
The
Board
reviewed
the
nature,
extent
and
quality
of
the
investment
advisory
services
performed
by
the
Advisor
with
respect
to
the
Funds.
The
Board
noted
no
significant
differences
between
the
scope
of
services
provided
by
the
Advisor
in
the
past
year
and
as
compared
those
services
to
be
provided
in
the
upcoming
year.
The
Board
focused
on
the
quality
of
the
personnel
and
operations
at
the
Advisor
and
the
systems
and
processes
required
to
manage
the
Funds
effectively.
In
particular,
the
Board
considered
the
following:
the
investment
objective
of
each
Fund,
the
Advisor’s
description
of
the
skills
needed
to
manage
each
Fund
and
the
Advi-
sor's
success
in
achieving
the
investment
objectives
of
each
Fund;
the
unique
features
of
the
Funds,
including
the
unique
asset
classes
and
investment
strategies
of
certain
Funds,
as
well
as
the
employment
of
optimization/sampling
techniques
necessary
to
manage
certain
Funds
and
develop
creation
and
redemption
baskets
for
certain
Funds,
and
the
actively
managed
strategies
utilized
by
certain
Funds;
with
respect
to
the
Geared
Funds,
the
fact
that
to
maintain
exposure
consistent
with
each
Geared
Fund's
daily
investment
objective,
each
Geared
Fund
needs
to
be
rebalanced
each
day,
an
activity
not
typical
of
traditional
ETFs
or
index
funds;
the
size
and
experience
of
the
Advisor's
portfolio
staff
and
the
Advisor's
ability
to
recruit,
train
and
retain
personnel
with
relevant
experience
and
the
specific
expertise
necessary
to
manage
the
Funds;
the
structure
of
the
Advisor’s
portfolio
staff
compensation
program
and
the
incentives
it
is
intended
to
provide;
the
collateral,
credit
and
cash
management
functions
at
the
Advisor
and
enhancements
made
in
these
areas
in
recent
years;
the
Advisor’s
development
of
investment
strategies,
including
those
involving
the
use
of
complex
financial
instruments
and
processes
that
maximize
the
Funds’
ability
to
meet
their
stated
investment
objectives
and
minimize
counterparty
risk;
the
Advisor’s
ability
to
monitor
compliance
with
the
federal
securities
laws,
including
the
Securities
and
Exchange
Com-
mission’s
liquidity
rule,
derivatives
rule
and
valuation
requirements,
among
other
applicable
regulatory
requirements;
for
certain
Bitcoin-linked
ETFs,
the
Advisor’s
familiarity
with
digital
assets
and
Bitcoin
in
particular,
as
well
as
pro-
cesses
related
to
assessing
risk
and
liquidity
with
respect
to
investments
in
Bitcoin
futures,
the
Advisor’s
familiarity
with
the
market
for
Bitcoin
futures
and
its
ability
to
manage
the
ETFs
and
obtain
appropriate
exposure
in
that
market,
the
appropriateness
of
investing
in
Bitcoin
related
instruments
by
the
ETFs
as
exchange
traded
funds
and
the
potential
benefits
of
a
futures-based
approach;
a
continued
investment
in
personnel
and
technology
by
the
Advisor
that
would
generally
improve
capacity
and
efficiency
as
well
as
improvements
related
to
remote
and
hybrid
working
conditions;
information
regarding
allocation
of
Fund
brokerage
and
the
selection
of
counterparties
for
Fund
portfolio
transactions,
as
well
as
the
Advisor’s
ability
to
negotiate
generally
favorable
terms
with
swap
counterparties
on
behalf
of
various
Funds;
and
the
Advisor's
ability
to
manage
the
Funds
in
a
tax
efficient
manner,
which
is
more
challenging
for
Geared
ETFs
and
Bit-
coin-linked
ETFs
than
for
traditional
ETFs.
The
Board
considered
that
the
Advisor
oversees
the
operations
of
the
Funds
and
provides
compliance
services
to
the
Funds.
The
Board
also
reviewed
the
Advisor’s
compliance
program,
including
specific
activities
associated
with
the
Funds.
The
Board
dis-
cussed
the
compliance
program
with
the
Funds’
Chief
Compliance
Officer
(the
"CCO").
The
Board
and
the
CCO
discussed
the
CCO's
evaluation
of
the
operation
of
the
Advisor’s
compliance
program
and
efforts
with
respect
to
the
Funds,
changes
made
to
the
Advi-
sor's
compliance
program
since
the
CCO's
last
annual
report
to
the
Board,
and
whether
the
CCO
believed
additional
enhancements
to
the
compliance
program
were
warranted.
The
Board
discussed
compliance
issues
reported
to
the
Board
during
prior
years
and
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
::
175
PROSHARES
TRUST
the
remediation
of
such
issues.
The
Board
discussed
key
risk
areas
identified
by
the
CCO
and
how
such
risks
are
addressed
by
the
compliance
program.
Based
upon
its
review,
the
Board,
including
all
of
the
Independent
Trustees,
concluded
that
(i)
the
investment
advisory
services
provided
by
the
Advisor
with
respect
to
each
Fund
were
of
high
quality,
(ii)
the
Advisor
achieved
the
investment
goals
of
the
Funds,
(iii)
the
Advisor's
services
benefited
the
Funds'
shareholders,
particularly
in
light
of
the
nature
of
the
Funds
and
the
services
re-
quired
to
support
each
such
Fund
and
(iv)
it
was
generally
satisfied
with
the
nature,
quality
and
extent
of
services
provided
by
the
Advisor
to
the
Funds.
Comparison
of
Services
and
Fees
The
Advisor
presented
information
about
the
fairness
and
reasonableness
of
the
investment
advisory
fees
payable
to
the
Advisor
in
light
of
the
investment
advisory
services
provided
to
the
Funds
at
the
expense
of
the
Advisor,
the
costs
of
these
services
and
the
comparability
to
the
fees
paid
by
other
investment
companies,
including
ETFs,
and
in
certain
cases
mutual
funds
or
other
invest-
ment
vehicles,
offering
strategies
similar
to
the
Funds.
The
Board
discussed
the
methodology
used
to
prepare
the
comparative
fee
data
for
each
Fund
and
the
potential
limitations
of
such
data.
The
Board
discussed
the
difficulty
in
compiling
the
comparative
data
and
Peer
Group
information
for
certain
Funds
because,
by
design,
many
of
the
Funds
are
unique,
because
they
are
geared
funds
or
because
they
are
based
on
“thematic”
strategies
or
newer
indices
or
newer
asset
classes,
and
few,
if
any,
funds
offering
substantially
similar
investment
objectives
and
strategies
exist.
The
Board
considered
the
Advisor’s
representation
that
it
found
the
Peer
Group
compiled
by
the
independent
consultant
to
be
appropriate
but
acknowledged
the
existence
of
certain
differences
between
certain
Funds
and
their
peers
that
may
limit
the
usefulness
of
comparisons.
The
Board
noted
that
the
methodology
used
to
compile
the
Peer
Group
and
comparative
data
was
substantially
similar
to
that
used
in
prior
years
and
is
continually
re-evalu-
ated.
Notwithstanding
the
challenge
associated
with
Peer
Group
and
data
compilation,
the
Board
found
the
comparative
informa-
tion
it
received
to
be
useful
in
its
evaluation
of
the
reasonableness
of
the
Advisor's
fees.
The
Advisor
presented
information
about
the
significant
drivers
of
cost
and
also
made
representations
regarding
the
costs
to
investors
of
seeking
to
achieve
the
objectives
of
the
Funds
on
their
own
and
noted
that
it
would
be
more
expensive
or
impractical
to
do
so.
The
Board
also
considered
the
fee
waiver
and/or
expense
reimbursement
arrangements
currently
in
place
for
each
Fund
covered
under
the
Advisory
Agreement
and
certain
Funds
covered
under
the
Unitary
Fee
Agreement
and
the
net
advisory
fees
paid
by
each
such
Fund
after
taking
waivers
and
reimbursements
into
account.
The
Board
also
recognized
that
it
is
difficult
to
make
comparisons
of
fees
across
fund
complexes
because
there
may
be
variations
in
services
that
are
included
in
the
fees
paid
by
other
ETFs.
The
Board,
including
all
of
the
Independent
Trustees,
concluded
that,
with
respect
to
the
Funds,
the
investment
advisory
fees
and
any
other
compensation
payable
to
the
Advisor
were
reasonable
in
relation
to
the
nature
and
quality
of
the
services
provided
and
that
the
continuation
of
the
Investment
Advisory
Agreement
and
the
Unitary
Fee
Agreement
was
in
the
best
interests
of
the
shareholders
of
the
Funds.
Investment
Performance
of
the
Funds
and
the
Advisor
The
Board
considered
total
return
information
for
each
operational
Fund
and
focused
on
the
correlation
of
returns
to
benchmark
information
for
each
Geared
Fund
for
the
3-month,
1-year,
3-year,
5-
year,
10-year
and
since
inception
periods
ended
June
30,
2023,
as
applicable.
The
Board
also
considered
performance
information
provided
at
regular
Board
meetings
throughout
the
year.
The
Board
noted
that
correlation
of
returns
for
each
Geared
Fund
remained
strong
during
the
applicable
periods
and
that
Geared
Fund
performance
versus
target
performance
was
generally
within
expected
ranges.
The
Board
further
noted
that
Matching
Fund
and
Active
Fund
performance
versus
benchmark
index
performance
was
also
generally
within
expected
ranges
during
the
applicable
periods.
The
Board
also
noted
that
given
the
nature
of
the
Matching
Funds
and
the
Geared
Funds,
the
correlation
of
performance
versus
the
benchmark
(or
relevant
inverse
or
multiple
thereof)
was
more
meaningful
than
a
Fund’s
total
return.
With
regard
to
ProShares
Bitcoin
Strategy
ETF
,
the
Board
noted
that
for
the
3-month,
1-year
and
since
inception
periods
ended
June
30,
2023,
the
Fund
closely
tracked
its
Peer
Group
average,
and
for
the
3-month
and
since
inception
periods
underperformed
its
benchmark
index,
and
for
the
1-year
period,
outperformed
its
benchmark
index.
After
reviewing
the
performance
of
the
Funds,
the
Board,
including
all
of
the
Independent
Trustees,
concluded
that
the
perfor-
mance
of
the
Funds
was
satisfactory.
Profitability
The
Board
considered
and
discussed
the
significant
drivers
of
cost
incurred
by
or
expected
to
be
incurred
by
the
Advisor
in
managing
the
Funds,
including,
but
not
limited
to,
intellectual
capital,
regulatory
compliance,
daily
portfolio
rebalancing
of
the
Geared
Funds,
and
entrepreneurial
risk,
and
considered
the
costs
that
investors
likely
would
incur
if
they
independently
sought
176
::
BOARD
APPROVAL
OF
INVESTMENT
ADVISORY
AGREEMENT
PROSHARES
TRUST
to
achieve
the
objectives
of
the
Funds.
The
Board
considered
and
discussed
with
representatives
of
the
Advisor
the
profitability
to
the
Advisor
of
its
management
of
each
of
the
Funds
with
respect
to
each
Fund
individually
and
all
Funds
collectively.
The
Board
also
discussed
the
Advisor’s
profit
margin,
including
the
expense
allocation
methodology
used
in
the
Advisor’s
profitability
anal-
ysis.
It
was
noted
that
the
methodology
for
determining
profitability
was
conducted
in
a
similar
fashion
as
the
prior
year.
The
Independent
Trustees
met
in
executive
session
to
discuss
and
evaluate
the
information
provided
by
the
Advisor.
Among
other
things,
the
Independent
Trustees
reviewed
information
regarding
the
financial
condition
and
profitability
of
the
Advisor,
includ-
ing
the
methodologies
involved
in
calculating
profitability.
Based
on
its
review,
the
Board,
including
all
of
the
Independent
Trustees,
concluded
that
the
profitability
to
the
Advisor
was
rea-
sonable
in
light
of
the
services
and
benefits
provided
to
each
Fund.
Economies
of
Scale
The
Board
discussed
with
representatives
of
the
Advisor
potential
economies
of
scale
in
connection
with
the
management
and
operation
of
each
Fund
as
well
as
the
effect
of
the
contractual
expense
limitations
undertaken
by
the
Advisor.
The
Board
consid-
ered
that
each
Fund
covered
by
the
Investment
Advisory
Agreement
pays
the
Advisor
an
annual
investment
advisory
fee
of
0.75%
of
average
daily
net
assets
(other
than
the
ProShares
Global
Listed
Private
Equity
ETF,
which
pays
0.50%,
and
the
ProShares
Inflation
Expectations
ETF,
which
pays
0.55%),
and
that,
pursuant
to
a
contractual
waiver,
the
Advisor
has
agreed
to
reduce
each
such
Fund's
annual
investment
advisory
fee
by
0.05%
on
assets
in
excess
of
$4.0
billion
up
to
$5.5
billion,
0.10%
on
assets
in
ex-
cess
of
$5.5
billion
up
to
$7.0
billion,
0.15%
on
assets
in
excess
of
$7.0
billion
up
to
$8.5
billion,
and
0.20%
on
assets
in
excess
of
$8.5
billion,
through
at
least
September
30,
2024.
The
Board
considered
that,
during
the
fiscal
period,
three
Funds
were
subject
to
investment
advisory
fee
reductions
as
a
result
of
breakpoint
fee
reductions.
The
Board
considered
that
the
Funds
covered
by
the
Unitary
Fee
Agreement
pay
a
fee
that
remains
the
same
(as
a
percentage
of
such
a
Fund’s
net
assets)
as
asset
levels
increase.
The
Board
also
noted
that
under
the
Unitary
Fee
Agreement
the
Advisor
is
contractually
obligated
to
pay
actual
costs
above
the
Unitary
Fee
(other
than
excluded
costs)
and
that
the
Unitary
Fee
Agreement
provides
an
effective
cap
on
each
subject
Fund’s
normal
operating
expenses,
which
otherwise
would
be
higher
if
a
Fund
does
not
achieve
sufficient
size.
The
Board
also
noted
the
Advisor’s
representation
that
such
an
arrangement
provides
important
dis-
tribution
benefits
for
the
Funds
and
addresses
competitive
pressures
within
the
ETF
industry,
particularly
with
“strategic”
or
“matching”
funds.
The
Board
also
considered
the
asset
levels
of
the
other
Funds
that
have
no
breakpoints
in
their
contractual
advisory
fees
and
determined
that
it
would
not
be
necessary
to
implement
breakpoints
at
this
time.
The
Board
noted
that
the
asset
levels
of
some
Funds
increase
and
decrease
sometimes
significantly
and,
therefore,
economies
of
scale
may
be
elusive.
The
Board
considered
that
certain
Funds
may
benefit
from
the
expense
limitation
arrangements
in
place
for
those
Funds.
The
Board
indicated
to
the
Advisor
that
it
will
continue
to
consider
and
evaluate
on
an
ongoing
basis
potential
economies
of
scale
and
how
Fund
shareholders
might
benefit
from
those
economies
of
scale.
Other
Benefits
The
Board
also
considered
the
Advisor's
non-advisory
services,
including
those
performed
under
a
separate
Management
Ser-
vices
Agreement
for
Funds
covered
under
the
Investment
Advisory
Agreement.
The
Board
considered
the
fact
that
the
Geared
Funds’
shareholders,
and
the
shareholders
of
certain
Matching
Funds,
tend
to
be
active
traders,
which
adds
a
level
of
complexity
to
the
management
of
those
Funds
as
the
Advisor
needs
to
account
for
significant
asset
flows
in
and
out
of
the
Funds.
The
Board
also
considered
any
indirect,
or
"fall-out,"
benefits
that
the
Advisor
or
its
affiliates
derived
from
their
relationship
to
the
Funds
but
concluded
that
such
benefits
were
relatively
insignificant.
Conclusions
Based
on,
but
not
limited
to,
the
above
considerations
and
determinations,
the
Board,
including
all
of
the
Independent
Trustees,
determined
that
the
Agreements
for
the
Funds
are
fair
and
reasonable
in
light
of
the
nature,
extent
and
quality
of
the
services
to
be
performed,
the
fee
rates
to
be
paid,
the
Advisor’s
expenses
and
such
other
matters
as
the
Board
considered
relevant
in
the
exercise
of
its
business
judgement.
Accordingly,
the
Board
concluded
that
the
continuation
of
the
Advisory
Agreements
was
in
the
best
interests
of
the
shareholders
of
the
Funds.
On
this
basis,
the
Board
unanimously
voted
in
favor
of
the
renewal
of
the
Advisory
Agreements.
MISC.
INFORMATION
(UNAUDITED)
::
177
PROSHARES
TRUST
Federal
Tax
Information 
Under
the
Jobs
and
Growth
Tax
Relief
Reconciliation
Act
of
2003
(the
“Act”),
the
percentages
of
ordinary
dividends
paid
during
the
tax
year
ended
October
31,
2023
are
designated
as
“qualified
dividend
income”
(QDI),
as
defined
in
the
Act,
subject
to
reduced
tax
rates
in
2023.
The
Funds
also
qualify
for
the
dividends
received
deduction
(DRD)
for
corporate
shareholders.
The
Funds
desig-
nated
up
to
the
maximum
amount
of
qualified
interest
income
(QII)
from
ordinary
distributions
paid
during
the
tax
year
ended
October
31,
2023.
For
the
tax
year
ended October
31,
2023,
the
Funds
federal
tax
information
is
as
follows:
Funds
with
Short-Term
Capital
Gain
Designation 
For
the
tax
year
ended
October
31,
2023,
the
Trust
does
not
have
any
ordinary
distributions
paid
during
the
Trust’s
tax
year
that
are
from
qualified
short-term
capital
gain.
The
funds
designate
up
to
the
maximum
amount
of
Qualified
Short-Term
Gains. 
Funds
with
Equalization
For
the
tax
year
ended
October
31,
2023,
the
following
Fund
utilized
equalization
to
offset
long-term
capital
gains
with
the
amounts
stated
below:
Funds
A
QDI
A
DRD
A
QII
A
Decline
of
the
Retail
Store
ETF
........................................
0.00
%
0.00
%
100
.00
%
DJ
Brookfield
Global
Infrastructure
ETF
..................................
51
.18
30
.82
0
.47
Equities
for
Rising
Rates
ETF
.........................................
100
.00
96
.30
0
.30
Global
Listed
Private
Equity
ETF
.......................................
53
.09
50
.22
0
.35
Hedge
Replication
ETF
..............................................
6
.81
6
.27
100
.00
High
Yield-Interest
Rate
Hedged
.......................................
0.00
0.00
83
.41
Inflation
Expectations
ETF
............................................
0.00
0.00
100
.00
Investment
Grade-Interest
Rate
Hedged
.................................
0.00
0.00
69
.34
K-1
Free
Crude
Oil
Strategy
ETF
.......................................
0.00
0.00
55
.94
Large
Cap
Core
Plus
................................................
100
.00
100
.00
3
.66
Merger
ETF
.......................................................
34
.96
12
.92
86
.60
Metaverse
ETF
....................................................
100
.00
71
.45
0.00
MSCI
EAFE
Dividend
Growers
ETF
.....................................
80
.03
0.00
0
.58
MSCI
Emerging
Markets
Dividend
Growers
ETF
...........................
42
.67
0.00
0
.49
MSCI
Europe
Dividend
Growers
ETF
....................................
100
.00
0.00
0
.61
MSCI
Transformational
Changes
ETF
...................................
59
.45
41
.69
2
.48
Nanotechnology
ETF
................................................
100
.00
100
.00
0.00
Nasdaq-100
Dorsey
Wright
Momentum
ETF
..............................
100
.00
100
.00
0
.61
Pet
Care
ETF
.....................................................
100
.00
80
.88
0
.97
Russell
2000
Dividend
Growers
ETF
....................................
100
.00
100
.00
0
.28
Russell
U.S.
Dividend
Growers
ETF
.....................................
100
.00
100
.00
0
.29
S&P
500
®
Bond
ETF
................................................
0.00
0.00
100
.00
S&P
500
®
Dividend
Aristocrats
ETF
.....................................
100
.00
98
.66
0
.27
S&P
500
®
Ex-Energy
ETF
............................................
100
.00
99
.03
0
.57
S&P
500
®
Ex-Financials
ETF
..........................................
100
.00
100
.00
0
.73
S&P
500
®
Ex-Health
Care
ETF
.........................................
100
.00
100
.00
0
.62
S&P
500
®
Ex-Technology
ETF
.........................................
100
.00
100
.00
0
.54
S&P
Global
Core
Battery
Metals
ETF
....................................
100
.00
1
.56
0.00
S&P
Kensho
Smart
Factories
ETF
......................................
100
.00
91
.61
0.00
S&P
MidCap
400
®
Dividend
Aristocrats
ETF
..............................
100
.00
100
.00
0
.28
S&P
Technology
Dividend
Aristocrats
ETF
................................
100
.00
100
.00
0
.51
Smart
Materials
ETF
................................................
100
.00
54
.48
0.00
Supply
Chain
Logistics
ETF
...........................................
54
.14
14
.33
0.00
Fund
Long-Term
Large
Cap
Core
Plus
.............................
$575,676
178
::
MISC.
INFORMATION
(UNAUDITED)
PROSHARES
TRUST
Proxy
Voting
Information 
A
description
of
the
Trust’s
(1)
proxy
voting
policies,
(2)
proxy
voting
procedures
and
(3)
information
regarding
how
the
Trust
voted
any
proxies
related
to
portfolio
securities
for
the
prior
twelve-month
period
ended
June
30,
is
available
by
August
31
of
each
year,
without
charge,
upon
request
by
contacting
the
Fund
directly
at
1-866-PRO-5125
or
on
the
Securities
and
Exchange
Commission
(“SEC”)
Website
(http://www.sec.gov). 
Quarterly
Portfolio
Holdings
Information 
The
Funds
will
file
their
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
The
Funds’
Form
N-PORT
will
be
available
on
the
SEC’s
Website
at
http://www.sec.gov.
The
Funds’
Form
N-PORT
may
also
be
reviewed
and
copied
at
the
SEC’s
Public
Reference
Roomin
Washington,
DC.
Information
on
the
operation
of
the
Pub-
lic
Reference
Room
may
be
obtained
by
calling
1-800-SEC-0330. 
Premium/Discount
Information 
Information
about
the
differences
between
the
daily
market
price
on
the
secondary
markets
for
shares
of
a
Fund
and
the
Fund’s
net
asset
value
may
be
found
on
the
website
at
www.ProShares.com 
©
2023
ProShare
Advisors
LLC.
All
rights
reserved.
PSSSA1123
ProShares
Trust
7272
Wisconsin
Avenue,
21st
Floor,
Bethesda,
MD
20814
866.PRO.5125
866.776.5125
ProShares.com
This
report
is
submitted
for
the
general
information
of
the
shareholders
of
ProShares.
It
is
not
authorized
for
distribution
to
prospective
investors
unless
preceded
or
accompanied
by
a
current
prospectus.
To
obtain
the
most
recent
month
end
performance
information
for
each
ETF,
visit
ProShares.com.
“S&P
Merger
Arbitrage”,
“S&P
500
®
Dividend
Aristocrats
®
”,
“S&P
Global
Core
Battery
Metals
Index”,
“S&P
Strategic
Futures
Index”,
“S&P
MidCap
400
®
Dividend
Aristocrats
®
”,
“S&P
Technology
Dividend
Aristocrats
®
”,
certain
“S&P
Select
Industry
Indices”,
“S&P
500
®
Ex-Energy
Index”,
“S&P
500
®
Ex-Financials
&
Real
Estate
Index”,
“S&P
500
®
Ex-Health
Care
Index”,
“S&P
500
®
Ex-Information
Technology
Index”
and
“Dow
Jones
Brookfield
Global
Infrastructure
Composite
Index”
are
products
of
S&P
Dow
Jones
Indices
LLC
and
its
affiliates.
The
“Russell
2000
®
Dividend
Growth
Index”
and
“Russell
3000
®
Dividend
Elite
Index”
are
a
trademark
of
Russell
Investment
Group.
“MSCI
EAFE
Dividend
Masters
Index”,
“MSCI
Europe
Dividend
Masters
Index”
and
“MSCI
Emerging
Markets
Dividend
Masters
Index”
are
service
marks
of
MSCI.
“Credit
Suisse
130/30
Large
Cap
Index
TM
”
is
a
trademark
of
Credit
Suisse
Securities
(USA)
LLC
or
one
of
its
affiliates.
“Merrill
Lynch
Factor
Model—Exchange
Series”,
“Merrill
Lynch
Factor
Model
®
”
and
“Merrill
Lynch
International
TM
”
are
intellectual
property
of
Merrill
Lynch,
Pierce,
Fenner
&
Smith
Incorporated
TM
or
its
affiliates
(“BofAML”).
“Solactive
®
”
is
a
trademark
of
Solactive
AG,
“CITI”
is
a
trademark
and
service
mark
of
Citigroup
Inc.
or
its
affiliates,
and
is
used
and
registered
throughout
the
world.
“LPX
®
Direct
Listed
Private
Equity
Index”
and
“LPX
®
”
are
registered
trademarks
of
LPX
GmbH.
“Bloomberg
®
”,
“Bloomberg
Commodity
Index
SM
”
and
the
names
identifying
each
of
the
individual
Bloomberg
Commodity
Subindexes
are
trademarks
or
service
marks
of
Bloomberg
Finance
L.P.
and
its
affiliates
(collectively,
“Bloomberg”).
“FTSE
Developed
Europe
All
Cap
Index”
is
a
trademark
of
the
FTSE
International
Limited
(“FTSE”).
All
have
been
licensed
for
use
by
ProShares.
“FTSE
®
”
is
a
trademark
of
the
London
Stock
Exchange
plc
and
The
Financial
Times
Limited
and
is
used
by
FTSE
International
Limited
(“FTSE”)
under
license.
ProShares
have
not
been
passed
on
by
these
entities
or
their
subsidiaries
or
affiliates
as
to
their
legality
or
suitability.
ProShares
are
not
sponsored,
endorsed,
sold
or
promoted
by
these
entities
or
their
subsidiaries
or
affiliates,
and
they
make
no
representation
regarding
the
advisability
of
investing
in
ProShares.
THESE
ENTITIES
AND
THEIR
SUBSIDIARIES
AND
AFFILIATES
MAKE
NO
WARRANTIES
AND
BEAR
NO
LIABILITY
WITH
RESPECT
TO
PROSHARES.