Changebridge ETFs

 

Changebridge Capital Long/Short Equity ETF (CBLS)
Changebridge Capital Sustainable Equity ETF (CBSE)

 

 

SEMI-ANNUAL REPORT

 

April 30, 2022
(Unaudited)

 

 

 

 

Changebridge ETFs

Table of Contents

(Unaudited)

 

   

Shareholder Expense Example

2

Schedules of Investments and Securities Sold Short

3

Changebridge Capital Long/Short Equity ETF

3

Changebridge Capital Sustainable Equity ETF

5

Statements of Assets and Liabilities

6

Statements of Operations

7

Statements of Changes in Net Assets

8

Statement of Cash Flows

10

Financial Highlights

11

Notes to Financial Statements

13

Supplemental Information

21

Review of Liquidity Risk Management Program

22

 

 

1

 

 

Changebridge ETFs

Shareholder Expense Example

(Unaudited)

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares; and (2) ongoing costs, including management fees and other fund expenses. The following example is intended to help you understand your ongoing costs (in dollars and cents) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested at the beginning of the period and held throughout the entire period (November 1, 2021 to April 30, 2022).

 

ACTUAL EXPENSES

 

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

 

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

 

The second line in the table provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund 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 transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line in the table is useful in comparing ongoing Fund costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

 

Beginning
Account Value
11/1/21

Ending
Account Value
4/30/22

Annualized
Expense
Ratios

Expenses
Paid During
the Period
(1)

Changebridge Capital Long/Short Equity ETF

       

Actual

$ 1,000.00

$ 804.60

2.76%

$ 12.35

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,011.11

2.76%

$ 13.76

Changebridge Capital Sustainable Equity ETF

       

Actual

$ 1,000.00

$ 765.60

0.85%

$ 3.72

Hypothetical (5% return before expenses)

$ 1,000.00

$ 1,020.58

0.85%

$ 4.26

 

(1)

Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value for the period, mul-tiplied by 181/365 (to reflect the six-month period).

 

2

 

 

Changebridge Capital Long/Short Equity ETF

Schedule of Investments

April 30, 2022 (Unaudited)

 

 

 

 

Shares

   

Value

 

COMMON STOCKS — 82.0%

Banking — 3.0%

First Republic Bank (d)

    1,047     $ 156,233  
                 

Consumer Discretionary Products — 9.9%

               

Cavco Industries, Inc. (a)

    690       163,012  

Skechers USA, Inc. - Class A (a)(d)

    4,875       186,713  

Skyline Champion Corp. (a)(d)

    3,427       174,914  
              524,639  

Consumer Discretionary Services — 6.4%

               

Arcos Dorados Holdings, Inc. - Class A (b)

    18,502       134,140  

Bowlero Corp. (a)

    18,623       202,804  
              336,944  

Consumer Staple Products — 2.1%

               

Natura & Co. Holding SA - ADR (b)

    14,411       108,371  
                 

Health Care — 14.1%

               

Caribou Biosciences, Inc. (a)(d)

    11,995       88,763  

CRISPR Therapeutics AG (a)(b)(d)

    1,919       95,221  

ModivCare, Inc. (a)(d)

    1,301       135,265  

Progyny, Inc. (a)

    3,945       151,685  

The Joint Corp. (a)

    4,029       122,965  

TransMedics Group, Inc. (a)(d)

    7,242       151,792  
              745,691  

Industrial Products — 5.6%

               

Astronics Corp. (a)

    11,881       115,127  

Chart Industries, Inc. (a)

    1,060       178,949  
              294,076  

Industrial Services — 15.8%

               

Civeo Corp. (a)(b)(d)

    10,950     284,700  

CSX Corp.

    3,948       135,574  

SP Plus Corp. (a)

    6,489       184,937  

Sterling Construction Co., Inc. (a)(d)

    9,912       226,886  
              832,097  

Media — 10.6%

               

Criteo SA - ADR (a)(b)(d)

    7,026       174,104  

EverQuote, Inc. - Class A (a)(d)

    11,405       158,302  

Expedia Group, Inc. (a)(d)

    727       127,043  

Magnite, Inc. (a)(d)

    10,500       101,325  
              560,774  

Oil & Gas — 6.0%

               

Chesapeake Energy Corp. (d)

    1,896       155,510  

New Fortress Energy, Inc.

    4,173       161,829  
              317,339  

Software & Technology Services — 5.2%

               

ICF International, Inc. (d)

    2,754       272,123  
                 

Technology Hardware & Semiconductors — 3.3%

               

Sony Group Corp. - ADR (a)(b)(d)

    2,025       174,251  

TOTAL COMMON STOCKS (Cost $4,451,379)

            4,322,538  
                 

PREFERRED STOCKS — 4.4%

               

Industrial Services — 4.4%

               

Azul SA - ADR (a)(b)

    17,263       230,978  

TOTAL PREFERRED STOCKS (Cost $268,860)

            230,978  
                 

MONEY MARKET FUNDS — 10.7%

               

First American Government Obligations Fund - Class X, 0.22% (c)

    567,074       567,074  

TOTAL MONEY MARKET FUNDS (Cost $567,074)

            567,074  
                 

TOTAL INVESTMENTS (Cost $5,287,313) — 97.1%

            5,120,590  

Other Assets and Liabilities, net — 2.9%

            152,438  

NET ASSETS — 100.0%

          $ 5,273,028  

 

Percentages are stated as a percent of net assets.

 

ADR

American Depositary Receipt

 

(a)

Non-income producing security.

 

(b)

Foreign issued security.

 

(c)

The rate shown is the seven-day yield at period end.

 

(d)

All or a portion of the security has been pledged to cover short positions. As of April 30, 2022, the value of these securities amounts to $2,251,586 or 42.7% of net assets.

 

The accompanying notes are an integral part of the financial statements.

 

3

 

 

Changebridge Capital Long/Short Equity ETF

Schedule of Securities Sold Short

April 30, 2022 (Unaudited)

 

 

 

Shares

   

Value

 

COMMON STOCKS — (32.0)%

Consumer Staple Products — (10.8)%

Campbell Soup Co.

    3,871     $ 182,789  

Hormel Foods Corp.

    2,522       132,128  

MGP Ingredients, Inc.

    1,500       136,995  

Utz Brands, Inc.

    8,400       118,608  
              570,520  

Health Care — (3.9)%

               

Abbott Laboratories

    995       112,932  

ResMed, Inc.

    466       93,186  
              206,118  

Media — (8.2)%

               

DoorDash, Inc. - Class A

    1,129       91,934  

GoDaddy, Inc. - Class A

    1,300       105,053  

Roku, Inc.

    1,353       125,694  

The Trade Desk, Inc. - Class A

    1,850       109,002  
              431,683  

Retail & Wholesale, Discretionary — (3.5)%

               

Chewy, Inc. - Class A

    2,903       84,361  

Overstock.com, Inc.

    3,029       101,653  
              186,014  

Software & Technology Services — (3.3)%

               

International Business Machines Corp.

    1,309       173,063  
                 

Technology Hardware & Semiconductors — (2.3)%

               

NVIDIA Corp.

    657       121,854  

Total Common Stocks (Proceeds $1,809,667)

            1,689,252  

Total Securities Sold Short (Proceeds $1,809,667) — (32.0)%

          $ 1,689,252  

 

Percentages are stated as a percent of net assets.

 

The accompanying notes are an integral part of the financial statements.

 

4

 

 

Changebridge Capital Sustainable Equity ETF

Schedule of Investments

April 30, 2022 (Unaudited)

 

 

 

 

Shares

   

Value

 

COMMON STOCKS — 88.9%

Banking — 3.0%

First Republic Bank

    1,519     $ 226,665  
                 

Consumer Discretionary Products — 10.2%

               

Cavco Industries, Inc. (a)

    984       232,470  

Skechers USA, Inc. - Class A (a)

    6,696       256,457  

Skyline Champion Corp. (a)

    5,357       273,421  
              762,348  

Consumer Discretionary Services — 6.4%

               

Arcos Dorados Holdings, Inc. - Class A (b)

    26,129       189,435  

Bowlero Corp. (a)

    26,132       284,578  
              474,013  

Consumer Staple Products — 4.4%

               

Natura & Co. Holding SA - ADR (b)

    20,933       157,416  

The Estee Lauder Cos., Inc. - Class A

    660       174,280  
              331,696  

Health Care — 17.0%

               

Caribou Biosciences, Inc. (a)

    17,042       126,111  

CRISPR Therapeutics AG (a)(b)

    3,268       162,158  

ModivCare, Inc. (a)

    1,986       206,484  

Progyny, Inc. (a)

    5,605       215,512  

Semler Scientific, Inc. (a)

    3,619       166,438  

The Joint Corp. (a)

    5,730       174,880  

TransMedics Group, Inc. (a)

    10,451       219,053  
              1,270,636  

Industrial Products — 5.6%

               

Astronics Corp. (a)

    16,590       160,757  

Chart Industries, Inc. (a)

    1,505       254,074  
              414,831  

Industrial Services — 16.1%

               

Civeo Corp. (a)(b)

    15,808     411,008  

CSX Corp.

    5,667       194,605  

SP Plus Corp. (a)

    9,255       263,768  

Sterling Construction Co., Inc. (a)

    14,388       329,341  
              1,198,722  

Media — 10.9%

               

Criteo SA - ADR (a)(b)

    10,418       258,158  

EverQuote, Inc. - Class A (a)

    16,266       225,772  

Expedia Group, Inc. (a)

    1,023       178,769  

Magnite, Inc. (a)

    15,762       152,104  
              814,803  

Oil & Gas — 6.1%

               

Chesapeake Energy Corp.

    2,721       223,176  

New Fortress Energy, Inc.

    5,929       229,927  
              453,103  

Software & Technology Services — 5.6%

               

ICF International, Inc.

    4,213       416,286  
                 

Technology Hardware & Semiconductors — 3.6%

               

Sony Group Corp. - ADR (a)(b)

    3,121       268,562  

TOTAL COMMON STOCKS (Cost $7,112,385)

            6,631,665  
                 

PREFERRED STOCKS — 4.4%

               

Industrial Services — 4.4%

               

Azul SA (a)(b)

    24,853       332,533  

TOTAL PREFERRED STOCKS (Cost $387,643)

            332,533  
                 

MONEY MARKET FUNDS — 6.4%

               

First American Government Obligations Fund - Class X, 0.22% (c)

    474,825       474,825  

TOTAL MONEY MARKET FUNDS (Cost $474,825)

            474,825  
                 

TOTAL INVESTMENTS (Cost $7,974,853) — 99.7%

            7,439,023  

Other Assets and Liabilities, net — 0.3%

            25,249  

NET ASSETS — 100.0%

          $ 7,464,272  

 

Percentages are stated as a percent of net assets.

 

ADR

American Depositary Receipt

 

(a)

Non-income producing security.

 

(b)

Foreign issued security.

 

(c)

The rate shown is the seven-day yield at period end.

 

The accompanying notes are an integral part of the financial statements.

 

5

 

 

Changebridge ETFs

Statements of Assets and Liabilities

April 30, 2022 (Unaudited)

 

   

Changebridge
Capital
Long/Short
Equity ETF

   

Changebridge
Capital
Sustainable
Equity ETF

 

Assets

               

Investments, at value (cost $5,287,313, and $7,974,853 respectively)

  $ 5,120,590     $ 7,439,023  

Cash held as collateral

    29,365        

Deposits with broker for securities sold short

    1,601,760        

Receivable for investment securities sold

    224,459       29,339  

Dividend and interest receivable

    1,005       1,654  

Total assets

    6,977,179       7,470,016  
                 

Liabilities

               

Securities sold short, at value (Proceeds of $1,809,667 and $—, respectively)

    1,689,252        

Payable to Adviser

    7,814       5,744  

Dividend and interest payable

    7,085        

Total liabilities

    1,704,151       5,744  

Net Assets

  $ 5,273,028     $ 7,464,272  
                 

Net Assets Consists of:

               

Paid-in capital

  $ 6,133,346     $ 8,437,353  

Total distributable earnings (accumulated losses)

    (860,318 )     (973,081 )

Net Assets

  $ 5,273,028     $ 7,464,272  
                 

Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value)

    250,000       330,000  

Net Asset Value, redemption price and offering price per share

  $ 21.09     $ 22.62  

 

 

The accompanying notes are an integral part of the financial statements.

 

6

 

 

Changebridge ETFs

Statements of Operations

For the Six Months Ended April 30, 2022 (Unaudited)

 

   

Changebridge
Capital
Long/Short
Equity ETF

   

Changebridge
Capital
Sustainable
Equity ETF

 

Investment Income

               

Dividend income (net of witholding tax and issuance fees of $878 and $1,041, respectively)

  $ 17,200     $ 25,551  

Interest income

    276       132  

Total investment income

    17,476       25,683  
                 

Expenses

               

Investment advisory fees

    56,312       37,335  

Dividend and interest expense

    35,230        

Total expenses

    91,542       37,335  

Net investment loss

    (74,066 )     (11,652 )
                 

Realized and Unrealized Gain (Loss) on Investments and Securities Sold Short

               

Net realized loss on investments

    (706,891 )     (331,788 )

Net realized gain on securities sold short

    536,446        

Net realized loss

    (170,445 )     (331,788 )

Net change in unrealized appreciation/depreciation on investments

    (1,260,673 )     (1,987,305 )

Net change in unrealized appreciation/depreciation on securities sold short

    62,968        

Net change in unrealized appreciation/depreciation

    (1,197,705 )     (1,987,305 )

Net realized and unrealized loss

    (1,368,150 )     (2,319,093 )

Net decrease in net assets from operations

  $ (1,442,216 )   $ (2,330,745 )

 

 

The accompanying notes are an integral part of the financial statements.

 

7

 

 

Changebridge Capital Long/Short Equity ETF

Statements of Changes in Net Assets

 

 

   

Six Months
Ended
April 30,
2022
(Unaudited)

   

Period Ended
October 31,
2021
(1)

 

From Operations

               

Net investment loss

  $ (74,066 )   $ (96,321 )

Net realized loss on investments and securities sold short

    (170,445 )     (313,162 )

Net change in unrealized appreciation/depreciation on investments and securities sold short

    (1,197,705 )     1,151,397  

Net increase (decrease) in net assets resulting from operations

    (1,442,216 )     741,914  
                 

From Capital Share Transactions

               

Proceeds from shares sold

          7,885,530  

Cost of shares redeemed

    (1,148,131 )     (764,069 )

Net increase (decrease) in net assets resulting from capital share transactions

    (1,148,131 )     7,121,461  
                 

Total Increase (Decrease) in Net Assets

    (2,590,347 )     7,863,375  
                 

Net Assets

               

Beginning of period

    7,863,375        

End of period

  $ 5,273,028     $ 7,863,375  
                 

Changes in Shares Outstanding

               

Shares outstanding, beginning of period

    300,000        

Shares sold

          330,000  

Shares redeemed

    (50,000 )     (30,000 )

Shares outstanding, end of period

    250,000       300,000  

 

(1)

The Fund commenced operations on November 12, 2020.

 

The accompanying notes are an integral part of the financial statements.

 

8

 

 

Changebridge Capital Sustainable Equity ETF

Statements of Changes in Net Assets

 

 

   

Six Months
Ended
April 30,
2022
(Unaudited)

   

Period Ended
October 31,
2021
(1)

 

From Operations

               

Net investment loss

  $ (11,652 )   $ (18,044 )

Net realized loss on investments

    (331,788 )     (76,167 )

Net change in unrealized appreciation/depreciation on investments

    (1,987,305 )     1,451,475  

Net increase (decrease) in net assets resulting from operations

    (2,330,745 )     1,357,264  
                 

From Capital Share Transactions

               

Proceeds from shares sold

          8,687,883  

Cost of shares redeemed

    (250,130 )      

Net increase (decrease) in net assets resulting from capital share transactions

    (250,130 )     8,687,883  
                 

Total Increase (Decrease) in Net Assets

    (2,580,875 )     10,045,147  
                 

Net Assets

               

Beginning of period

    10,045,147        

End of period

  $ 7,464,272     $ 10,045,147  
                 

Changes in Shares Outstanding

               

Shares outstanding, beginning of period

    340,000        

Shares sold

          340,000  

Shares redeemed

    (10,000 )      

Shares outstanding, end of period

    330,000       340,000  

 

(1)

The Fund commenced operations on November 12, 2020.

 

The accompanying notes are an integral part of the financial statements.

 

9

 

 

Changebridge Capital Long/Short Equity ETF

Statement of Cash Flows

For the Six Months Ended April 30, 2022 (Unaudited)

 

Cash Provided by (Used in) Operating Activites

       

Net decrease in net assets from operations

  $ (1,442,216 )

Adjustments to reconcile net decrease in net assets resulting from operations:

       

Purchases of investment securities

    (6,109,851 )

Sales of investment securities

    6,306,162  

Proceeds from securities sold short

    7,553,391  

Purchases to cover securites sold short

    (7,187,275 )

Purchase and sales of short-term investments, net

    34,666  

Net realized losses on investments and securities sold short

    170,445  

Net change in unrealized appreciation/depreciation on investments and securities sold short

    1,197,705  

(Increase) Decrease in Assets:

       

Receivables:

       

Dividends and interest receivable

    2,187  

Receivable for investment securities sold

    53,732  

Increase (Decrease) in Liabilities:

       

Payables:

       

Payable to Adviser

    (3,476 )

Dividends and interest expense

    4,984  

Net cash provided by (used in) operating activities

    580,454  
         

Cash Provided by (Used in) Financing Activities

       

Proceeds from shares sold

     

Cost of shares redeemed

    (131,655 )

Net cash provided by (used in) financing activities

    (131,655 )

Net increase (decrease) in cash and restricted cash

  $ 448,799  
         

Cash and Restricted Cash(1)

       

Beginning Balance

    1,182,326  

Ending Balance

  $ 1,631,125  
         

Supplemental information

       

Cash paid for interest

  $ 16,470  
         

Supplemental Disclosure for Non-Cash Operating Activities

       

Puchases of investment securities in-kind

  $  

Sales of investment securities in-kind

  $ 1,016,476  
         

Supplemental Disclosure for Non-Cash Financing Activities

       

Proceeds from shares sold in-kind

  $  

Payment on shares redeemed in-kind

  $ (1,016,476 )

 

(1)

Includes cash of $29,365 and deposits at broker for securities sold short of $1,601,760.

 

The accompanying notes are an integral part of the financial statements.

 

10

 

 

Changebridge Capital Long/Short Equity ETF

Financial Highlights

For a Share Outstanding Throughout Each Period

 

   

Six Months
Ended
April 30,
2022
(Unaudited)

   

Period Ended
October 31,
2021
(1)

 

Net Asset Value, Beginning of Period

  $ 26.21     $ 20.00  
                 

Income (Loss) from investment operations:

               

Net investment income (loss)(2)

    (0.26 )     (0.39 )

Net realized and unrealized gain (loss)

    (4.86 )     6.60  

Total from investment operations

    (5.12 )     6.21  
                 

Net Asset Value, End of Period

  $ 21.09     $ 26.21  
                 

Total return, at NAV(3)

    (19.54 )%(4)     31.06 %(4)

Total return, at Market(3)

    (19.67 )%(4)     31.04 %(4)
                 

Supplemental Data and Ratios:

               

Net assets, end of period (000’s)

  $ 5,273     $ 7,863  
                 

Ratio of expenses to average net assets, including dividends and interest expense on short positions

    2.76 %(5)     2.14 %(5)

Ratio of expenses to average net assets, excluding dividends and interest expense on short positions

    1.70 %(5)     1.70 %(5)

Ratio of net investment income (loss) to average net assets, including dividends and interest expense on short positions

    (2.23 )%(5)     (1.58 )%(5)

Ratio of net investment income (loss) to average net assets, excluding dividends and interest expense on short positions

    (1.17 )%(5)     (1.14 )%(5)

Portfolio turnover rate (6)

    162 %(4)     160 %(4)

 

(1)

The Fund commenced operations on November 12, 2020.

 

(2)

Per share net investment income (loss) was caclulated using average shares outstanding.

 

(3)

Total return in the table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.

 

(4)

Not annualized for periods less than one year.

 

(5)

Annualized for periods less than one year.

 

(6)

Excludes in-kind transactions associated with creations and redemptions of the Fund.

 

The accompanying notes are an integral part of the financial statements.

 

11

 

 

Changebridge Capital Sustainable Equity ETF

Financial Highlights

For a Share Outstanding Throughout Each Period

 

   

Six Months
Ended
April 30,
2022
(Unaudited)

   

Period Ended
October 31,
2021
(1)

 

Net Asset Value, Beginning of Period

  $ 29.54     $ 20.00  
                 

Income (Loss) from investment operations:

               

Net investment income (loss)(2)

    (0.03 )     (0.07 )

Net realized and unrealized gain (loss)

    (6.89 )     9.61  

Total from investment operations

    (6.92 )     9.54  
                 

Net Asset Value, End of Period

  $ 22.62     $ 29.54  
                 

Total return, at NAV(3)

    (23.44 )%(4)     47.72 %(4)

Total return, at Market(3)

    (23.53 )%(4)     47.71 %(4)
                 

Supplemental Data and Ratios:

               

Net assets, end of period (000’s)

  $ 7,464     $ 10,045  
                 

Ratio of expenses to average net assets

    0.85 %(5)     0.85 %(5)

Ratio of net investment income (loss) to average net assets

    (0.27 )%(5)     (0.25 )%(5)

Portfolio turnover rate (6)

    90 %(4)     105 %(4)

 

(1)

The Fund commenced operations on November 12, 2020.

 

(2)

Per share net investment income (loss) was caclulated using average shares outstanding.

 

(3)

Total return in the table represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends.

 

(4)

Not annualized for periods less than one year.

 

(5)

Annualized for periods less than one year.

 

(6)

Excludes in-kind transactions associated with creations and redemptions of the Fund.

 

The accompanying notes are an integral part of the financial statements.

 

12

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited)

 

1.

ORGANIZATION

 

The Changebridge Capital Long/Short Equity ETF (“CBLS”) and Changebridge Capital Sustainable Equity ETF (“CBSE”) (each a “Fund” and collectively, the “Funds”) are non-diversified series of Listed Funds Trust (the “Trust”), formerly Active Weighting Funds ETF Trust. The Trust was organized as a Delaware statutory trust on August 26, 2016, under a Declaration of Trust amended on December 21, 2018, and is registered with the U.S. Securities and Exchange Commission (the “SEC”) as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”).

 

CBLS is an actively-managed exchange-traded fund (“ETF”) that seeks to achieve its investment objective by purchasing securities Changebridge Capital, LLC (“Changebridge” or the “Adviser”), the Fund’s investment adviser, believes to be undervalued and taking short positions in securities the Adviser believes will decline in price. The Fund will generally have net long exposure of between 30%-70% of net assets.

 

CBSE is an actively-managed ETF that seeks to achieve its investment objective by purchasing securities the Adviser believes to have above-average financial characteristics and growth potential that exhibit positive environmental, social, and governance (“ESG”) attributes.

 

Costs incurred by the Funds in connection with the organization, registration and the initial public offering of shares were paid by the Adviser.

 

2.

SIGNIFICANT ACCOUNTING POLICIES

 

Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies. Each Fund prepares its financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and follows the significant accounting policies described below.

 

Use of Estimates

 

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from these estimates.

 

Share Transactions

 

The net asset value (“NAV”) per share of each Fund is equal to a Fund’s total assets minus a Fund’s total liabilities divided by the total number of shares outstanding. The NAV that is published will be rounded to the nearest cent. The NAV is determined as of the close of trading (generally, 4:00 p.m. Eastern Time) on each day the New York Stock Exchange (“NYSE”) is open for trading.

 

Fair Value Measurement

 

In calculating the NAV, each Fund’s exchange-traded equity securities will be valued at fair value, which will generally be determined using the last reported official closing or last trading price on the exchange or market on which the security is primarily traded at the time of valuation. Such valuations are typically categorized as Level 1 in the fair value hierarchy described below.

 

Securities listed on the NASDAQ Stock Market, Inc. are generally valued at the NASDAQ official closing price. Foreign securities will be priced at their local currencies as of the close of their primary exchange or market or as of the time each Fund calculates its NAV on the valuation date, whichever is earlier.

 

13

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

If market quotations are not readily available, or if it is determined that a quotation of a security does not represent fair value, then the security is valued at fair value as determined in good faith by the Adviser using procedures adopted by the Board of Trustees of the Trust (the “Board”). The circumstances in which a security may be fair valued include, among others: the occurrence of events that are significant to a particular issuer, such as mergers, restructurings or defaults; the occurrence of events that are significant to an entire market, such as natural disasters in a particular region or government actions; trading restrictions on securities; thinly traded securities; and market events such as trading halts and early market closings. Due to the inherent uncertainty of valuations, fair values may differ significantly from the values that would have been used had an active market existed. Fair valuation could result in a different NAV than a NAV determined by using market quotations. Such valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy described below.

 

Money market funds are valued at NAV. If NAV is not readily available, the securities will be valued at fair value.

 

An amortized cost method of valuation may be used with respect to debt obligations with sixty days or less remaining to maturity, unless the Adviser determines in good faith that such method does not represent fair value.

 

FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”) defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and requires disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or liability, when a transaction is not orderly, and how that information must be incorporated into fair value measurements. Under ASC 820, various inputs are used in determining the value of the Funds’ investments. These inputs are summarized in the following hierarchy:

 

 

Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 

 

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

 

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

Foreign securities, currencies and other assets denominated in foreign currencies are translated into U.S. dollars at the exchange rate of such currencies against the U.S. dollar using the applicable currency exchange rates as of the close of the NYSE, generally 4:00 p.m. Eastern Time.

 

All other securities and investments for which market values are not readily available, including restricted securities, and those securities for which it is inappropriate to determine prices in accordance with the aforementioned procedures, are valued at fair value as determined in good faith under procedures adopted by the Board, although the actual calculations may be done by others. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, or the appropriate stock exchange (for exchange-traded securities), analysis of the issuer’s financial statements or other available documents and, if necessary, available information concerning other securities in similar circumstances.

 

14

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The hierarchy classification of inputs used to value the Funds’ investments at April 30, 2022, are as follows:

 

CBLS

 

   

Level 1

   

Level 2

   

Level 3

   

Total

 

Investments - Assets:

                               

Common Stocks*

  $ 4,322,538     $     $     $ 4,322,538  

Preferred Stocks*

    230,978                   230,978  

Money Market Funds

    567,074                   567,074  

Total Investments - Assets

  $ 5,120,590     $     $     $ 5,120,590  
                                 

Securities Sold Short - Liabilities:

                               

Common Stocks*

  $ (1,689,252 )   $     $     $ (1,689,252 )

Total Securities Sold Short - Liabilities

  $ (1,689,252 )   $     $     $ (1,689,252 )

 

CBSE

 

   

Level 1

   

Level 2

   

Level 3

   

Total

 

Investments - Assets:

                               

Common Stocks*

  $ 6,631,665     $     $     $ 6,631,665  

Preferred Stocks*

    332,533                   332,533  

Money Market Funds

    474,825                   474,825  

Total Investments - Assets

  $ 7,439,023     $     $     $ 7,439,023  

 

*

See the Schedules of Investments and Securities Sold Short for industry classifications.

 

Short Sales

 

CBLS engages in short sales and CBSE may engage in short sales. Short sales are transactions in which a Fund sells an instrument it does not own in anticipation of a decline in the market value of that instrument. To complete a short sale transaction, a Fund must borrow the instrument to make delivery to the buyer. A Fund then is obligated to replace the instrument borrowed by purchasing it at the market price at the time of replacement. The price at such time may be more or less than the price at which the instrument was sold by a Fund. Until the instrument is replaced, a Fund is required to pay to the lender amounts equal to any interest or dividends which accrue during the period of the loan. To borrow the instrument, a Fund also may be required to pay a premium, which would increase the cost of the instrument sold. There will also be other costs associated with short sales.

 

Dividends declared on open short positions are recorded on ex-date and shown as an expense for financial reporting purposes. To borrow the security, a Fund also may be required to pay fees, which is shown as an expense for financial reporting purposes.

 

A Fund will incur a loss as a result of the short sale if the price of the instrument increases between the date of the short sale and the date on which a Fund replaces the borrowed instrument. Unlike taking a long position in an instrument by purchasing the instrument, where potential losses are limited to the purchase price, short sales have unlimited potential losses. A Fund will realize a gain if the instrument declines in price between the date of the short sale and the date on which a Fund replaces the borrowed instrument. This result is the opposite of what one would expect from a cash purchase of a long position in an instrument. Gains or losses from closed positions of securities sold short are presented as net realized gain or loss on securities sold short on the Statements of Operations.

 

15

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

Until a Fund replaces a borrowed instrument in connection with a short sale, a Fund will (a) designate on its records as collateral cash or liquid assets at such a level that the designated assets plus any amount deposited with the broker as collateral will equal the current value of the instrument sold short or (b) otherwise cover its short position in accordance with applicable law. The amount designated on a Fund’s records will be marked to market daily. This may limit a Fund’s investment flexibility, as well as its ability to meet redemption requests or other current obligations.

 

There is no guarantee that a Fund will be able to close out a short position at any particular time or at an acceptable price. During the time that a Fund is short an instrument, it is subject to the risk that the lender of the instrument will terminate the loan at a time when a Fund is unable to borrow the same instrument from another lender. If that occurs, a Fund may be “bought in” at the price required to purchase the instrument needed to close out the short position, which may be a disadvantageous price. Thus, there is a risk that a Fund may be unable to fully implement its investment strategy due to a lack of available instruments or for some other reason. It is possible that the market value of the instruments a Fund holds in long positions will decline at the same time that the market value of the instruments a Fund has sold short increases, thereby increasing a Fund’s potential volatility. Short sales also involve other costs. A Fund must normally repay to the lender an amount equal to any dividends or interest that accrues while the loan is outstanding. In addition, to borrow the instrument, a Fund may be required to pay a premium. A Fund also will incur transaction costs in effecting short sales. The amount of any ultimate gain for a Fund resulting from a short sale will be decreased, and the amount of any ultimate loss will be increased, by the amount of premiums, dividends, interest or expenses a Fund may be required to pay in connection with the short sale.

 

At April 30, 2022, CBLS had cash on deposit with the broker-dealer in the amount of $1,601,760 and securities held as collateral in the amount of $2,251,586.

 

Security Transactions

 

Investment transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses from the sale or disposition of securities are calculated based on the specific identification basis.

 

The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments and currency gains or losses realized between the trade and settlement dates on securities transactions from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

 

The Funds report net realized foreign exchange gains or losses that arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign currency transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on each Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains or losses arise from changes in the values of assets and liabilities, other than investments in securities at period end, resulting from changes in exchange rates.

 

Investment Income

 

Dividend income is recognized on the ex-dividend date. Interest income is accrued daily. Withholding taxes on foreign dividends has been provided for in accordance with Funds’ understanding of the applicable tax rules and regulations.

 

Tax Information, Dividends and Distributions to Shareholders and Uncertain Tax Positions

 

The Funds are treated as separate entities for Federal income tax purposes. Each Fund intends to qualify as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”). To qualify and remain eligible for the special tax treatment accorded to RICs, each Fund must meet certain annual income and quarterly asset diversification requirements and must distribute annually at least 90% of the sum of (i) its investment company taxable income (which includes dividends, interest and net short-term capital gains) and (ii) certain net tax-exempt income, if any. If so qualified, each Fund will not be subject to Federal income tax.

 

16

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

Distributions to shareholders are recorded on the ex-dividend date. The Funds generally pay out dividends from net investment income, if any, annually, and distribute its net capital gains, if any, to shareholders at least annually. The Funds may also pay a special distribution at the end of the calendar year to comply with Federal tax requirements. The amount of dividends and distributions from net investment income and net realized capital gains are determined in accordance with Federal income tax regulations, which may differ from U.S. 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 components of net assets based on their Federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions which exceed earnings and profit for tax purposes are reported as a tax return of capital.

 

Management evaluates the Funds’ tax positions to determine if the tax positions taken meet the minimum recognition threshold in connection with accounting for uncertainties in income tax positions taken or expected to be taken for the purposes of measuring and recognizing tax liabilities in the financial statements. Recognition of tax benefits of an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by taxing authorities. Interest and penalties related to income taxes would be recorded as income tax expense. The Funds’ Federal income tax returns are subject to examination by the Internal Revenue Service (the “IRS”) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. As of April 30, 2022, the Funds’ most recent fiscal period end, the Funds had no examination in progress and management is not aware of any tax positions for which it is reasonably possible that the amounts of unrecognized tax benefits will significantly change in the next twelve months.

 

The Funds recognized no interest or penalties related to uncertain tax benefits in the 2021 fiscal period. At October 31, 2021, the Funds’ most recent fiscal period end, the tax periods from commencement of operations remained open to examination in the Funds’ major tax jurisdictions.

 

Indemnification

 

In the normal course of business, the Funds expect to enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Funds’ maximum exposure under these anticipated arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

3.

INVESTMENT ADVISORY AND OTHER AGREEMENTS

 

Investment Advisory Agreement

 

The Trust has entered into an Investment Advisory Agreement (the “Advisory Agreement”) with the Adviser. Under the Advisory Agreement, the Adviser provides a continuous investment program for the Funds’ assets in accordance with their investment objectives, policies and limitations, and oversees the day-to-day operations of the Funds subject to the supervision of the Board, including the Trustees who are not “interested persons” of the Trust as defined in the 1940 Act.

 

Pursuant to the Advisory Agreement between the Trust, on behalf of the Funds, and Changebridge, each Fund pays a unified management fee to the Adviser, which is calculated daily and paid monthly, at an annual rate of 1.70% of CBLS’s average daily net assets and at an annual rate of 0.85% of CBSE’s average daily net assets. Changebridge has agreed to pay all expenses of the Funds except the fee paid to Changebridge under the Advisory Agreement, interest charges on any borrowings, dividends and other expenses on securities sold short, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (if any).

 

17

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

Distribution Agreement and 12b-1 Plan

 

Foreside Fund Services, LLC (the “Distributor”) serves as each Fund’s distributor pursuant to a Distribution Services Agreement. The Distributor receives compensation for the statutory underwriting services it provides to the Funds. The Distributor enters into agreements with certain broker-dealers and others that will allow those parties to be “Authorized Participants” and to subscribe for and redeem shares of the Funds. The Distributor will not distribute shares in less than whole Creation Units and does not maintain a secondary market in shares.

 

The Board has adopted a Distribution and Service Plan pursuant to Rule 12b-1 under the 1940 Act (“Rule 12b-1 Plan”). In accordance with the Rule 12b-1 Plan, each Fund is authorized to pay an amount up to 0.25% of each Fund’s average daily net assets each year for certain distribution-related activities. As authorized by the Board, no Rule 12b-1 fees are currently paid by the Funds and there are no plans to impose these fees. However, in the event Rule 12b-1 fees are charged in the future, they will be paid out of each Fund’s assets. The Adviser and its affiliates may, out of their own resources, pay amounts to third parties for distribution or marketing services on behalf of the Funds.

 

Administrator, Custodian and Transfer Agent

 

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or “Administrator”) serves as administrator, transfer agent and fund accounting agent of the Funds pursuant to a Fund Servicing Agreement. U.S. Bank N.A. (the “Custodian”), an affiliate of Fund Services, serves as the Funds’ custodian pursuant to a Custody Agreement. Under the terms of these agreements, the Adviser pays each Fund’s administrative, custody and transfer agency fees.

 

A Trustee and all officers of the Trust are affiliated with the Administrator and Custodian.

 

4.

CREATION AND REDEMPTION TRANSACTIONS

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. (the “Exchange”). Each Fund issues and redeems shares on a continuous basis at NAV only in large blocks of shares called “Creation Units.” Creation Units are to be issued and redeemed principally in kind for a basket of securities and a balancing cash amount. Shares generally will trade in the secondary market in amounts less than a Creation Unit at market prices that change throughout the day. Market prices for the shares may be different from their NAV. The NAV is determined as of the close of trading (generally, 4:00 p.m. Eastern Time) on each day the NYSE is open for trading. The NAV of the shares of each Fund will be equal to a Fund’s total assets minus a Fund’s total liabilities divided by the total number of shares outstanding. The NAV that is published will be rounded to the nearest cent; however, for purposes of determining the price of Creation Units, the NAV will be calculated to four decimal places.

 

Creation Unit Transaction Fee

 

Authorized Participants will be required to pay to the Custodian a fixed transaction fee (the “Creation Unit Transaction Fee”) in connection with the issuance or redemption of Creation Units. The standard Creation Unit Transaction Fee will be the same regardless of the number of Creation Units purchased or redeemed by an investor on the applicable business day. The Creation Unit Transaction Fee charged by each Fund for each creation order is $300.

 

An additional variable fee of up to a maximum of 2% of the value of the Creation Units subject to the transaction may be imposed for (i) creations effected outside the Clearing Process and (ii) creations made in an all cash amount (to offset the Trust’s brokerage and other transaction costs associated with using cash to purchase the requisite Deposit Securities). Investors are responsible for the costs of transferring the securities constituting the Deposit Securities to the account of the Trust. Each Fund may determine to not charge a variable fee on certain orders when the Adviser has determined that doing so is in the best interests of Fund shareholders. Variable fees, if any, received by the Funds are displayed in the Capital Share Transactions section on the Statements of Changes in Net Assets.

 

Only “Authorized Participants” may purchase or redeem shares directly from the Funds. An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the

 

18

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

Distributor. Most retail investors will not qualify as Authorized Participants or have the resources to buy and sell whole Creation Units. Therefore, they will be unable to purchase or redeem the shares directly from the Funds. Rather, most retail investors will purchase shares in the secondary market with the assistance of a broker and will be subject to customary brokerage commissions or fees. Securities received or delivered in connection with in-kind creates and redeems are valued as of the close of business on the effective date of the creation or redemption.

 

A Creation Unit will generally not be issued until the transfer of good title of the deposit securities to the Funds and the payment of any cash amounts have been completed. To the extent contemplated by the applicable participant agreement, Creation Units of the Funds will be issued to such authorized participant notwithstanding the fact that the Funds’ deposits have not been received in part or in whole, in reliance on the undertaking of the authorized participant to deliver the missing deposit securities as soon as possible. If the Funds or their agents do not receive all of the deposit securities, or the required cash amounts, by such time, then the order may be deemed rejected and the authorized participant shall be liable to the Funds for losses, if any.

 

5. FEDERAL INCOME TAX

 

At October 31, 2021, the Funds’ most recent fiscal period end, the components of distributable earnings (accumulated losses) and the cost of investments on a tax basis, including the adjustments for financial reporting purposes as of the most recently completed Federal income tax reporting year for the Funds were as follows:

 

   

CBLS

   

CBSE

 

Federal Tax Cost of Investments(1)

  $ 5,338,486     $ 8,637,226  

Gross Tax Unrealized Appreciation

  $ 1,313,832     $ 1,563,530  

Gross Tax Unrealized Depreciation

    (239,261 )     (152,432 )

Net Tax Unrealized Appreciation

    1,074,571       1,411,098  

Other Accumulated Loss

    (492,673 )     (53,434 )

Total Distributable Earnings

  $ 581,898     $ 1,357,664  

 

(1)

Includes proceeds from securities sold short.

 

The different between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to the tax deferral of losses on wash sales.

 

Under current tax law, net ordinary losses incurred after December 31st may be deferred and treated as occurring on the first day of the following fiscal year. The Funds’ carryforward losses and post-December losses are determined only at the end of each fiscal year. At October 31, 2021, the Funds’ most recent fiscal period end, CBLS and CBSE had short term capital losses remaining of $419,515 and $47,968, respectively, which will be carried forward indefinitely to offset future realized capital gains. At October 31, 2021, the Funds’ most recent fiscal period end, CBLS and CBSE deferred, on a tax basis, late year ordinary losses of $73,158 and $5,466, respectively.

 

6.

INVESTMENT TRANSACTIONS

 

During the six months ended April 30, 2022, the Funds realized net capital gains and losses resulting from in-kind redemptions, in which shareholders exchanged Fund shares for securities held by the Funds rather than for cash. Because such gains are not taxable to the Funds, and are not distributed to shareholders, they have been reclassified from distributable earnings (accumulated losses) to paid in-capital. The amounts of realized gains and losses from in-kind redemptions included in realized gain/(loss) on investments in the Statements of Operations is as follows:

 

   

Realized Gains

   

Realized Losses

 

CBLS

  $ 165,302     $ (36,641 )

CBSE

    48,559       (11,050 )

 

19

 

 

Changebridge ETFs

Notes to Financial Statements

April 30, 2022 (Unaudited) (Continued)

 

Purchases and sales of investments (excluding short-term investments), creations in-kind and redemptions in-kind for the period ended April 30, 2022, were as follows:

 

   

Purchases

   

Sales

   

Creations
In-Kind

   

Redemptions
In-Kind

 

CBLS

  $ 13,663,243     $ 13,493,172     $     $ 1,016,476  

CBSE

    7,569,983       8,011,838             234,676  

 

7.

PRINCIPAL RISKS

 

As with all ETFs, shareholders of the Funds are subject to the risk that their investment could lose money. Each Fund is subject to the principal risks, any of which may adversely affect a Fund’s NAV, trading price, yield, total return and ability to meet its investment objective.

 

The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The operational and financial performance of the issuers of securities in which the Funds invest depends on future developments, including the duration and spread of the outbreak, and such uncertainty may in turn adversely affect the value and liquidity of the Funds’ investments, impair the Funds’ ability to satisfy redemption requests, and negatively impact the Funds’ performance.

 

A complete description of the principal risks is included in the prospectus under the heading “Principal Investment Risks.”

 

8.

SUBSEQUENT EVENTS

 

On April 18, 2022, the Adviser further capitalized its business operations resulting in a reallocation of the equity positions of the two principal owners of the Adviser (the “Transaction”), which constituted a change in control of the Adviser under the Investment Company Act of 1940. The Transaction did not have an effect on the day-to-day management of the Funds, their respective investment objectives, or fees and expenses. On May 3, 2022, the Board convened a special meeting for the purpose of approving an interim advisory agreement between the Trust, on behalf of the Funds, and the Adviser. The interim advisory agreement is substantially similar to the prior advisory agreement and will remain effective for a maximum of 150 days from April 18, 2022. The Board expects to consider the approval of a new advisory agreement between the Trust and the Adviser that will be subject to shareholder approval at its next regularly scheduled meeting, as well as the submission of any such new advisory agreement to shareholders of the Funds for approval at a special meeting of shareholders.

 

Other than as disclosed, there were no other subsequent events requiring recognition or disclosure through the date the financial statements were issued.

 

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Changebridge ETFs

Supplemental Information

(Unaudited)

 

Investors should consider the investment objective and policies, risk considerations, charges and ongoing expenses of an investment carefully before investing. The prospectus contains this and other information relevant to an investment in the Funds. Please read the prospectus carefully before investing. A copy of the prospectus for the Funds may be obtained without charge by writing to the Funds, c/o U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, Wisconsin 53201-0701 or by calling 1-800-617-0004, or by visiting the Funds’ website at www.changebridgefunds.com.

 

QUARTERLY PORTFOLIO HOLDING INFORMATION

 

Each Fund files its complete schedule of portfolio holdings for its first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available without charge, upon request, by calling toll-free at 1-800-617-0004. Furthermore, you may obtain the Part F of Form N-PORT on the SEC’s website at www.sec.gov.

 

PROXY VOTING INFORMATION

 

Each Fund is required to file a Form N-PX, with the Fund’s complete proxy voting record for the 12 months ended June 30, no later than August 31 of each year. The Fund’s proxy voting record will be available without charge, upon request, by calling toll-free 1-800-617-0004 and on the SEC’s website at www.sec.gov.

 

FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Funds trade on an exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV of the Funds is available without charge, on the Funds’ website at www.changebridgefunds.com.

 

21

 

 

Changebridge ETFs

Review of Liquidity Risk Management Program

(Unaudited)

 

Pursuant to Rule 22e-4 under the Investment Company Act of 1940, the Trust, on behalf of the series of the Trust covered by this shareholder report (the “Series”), has adopted a liquidity risk management program to govern the Trust’s approach to managing liquidity risk. Rule 22e-4 seeks to promote effective liquidity risk management, thereby reducing the risk that a fund will be unable to meet its redemption obligations and mitigating dilution of the interests of fund shareholders. The Trust’s liquidity risk management program is tailored to reflect the Series’ particular risks, but not to eliminate all adverse impacts of liquidity risk, which would be incompatible with the nature of such Series.

 

The investment adviser to the Series has adopted and implemented its own written liquidity risk management program (the “Program”) tailored specifically to assess and manage the liquidity risk of the Series. At a recent meeting of the Board of Trustees of the Trust, the Trustees received a report pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the period ended December 31, 2021. The report concluded that the Program is reasonably designed to assess and manage the Series’ liquidity risk and has operated adequately and effectively to manage such risk. The report reflected that there were no liquidity events that impacted the Series’ ability to timely meet redemptions without dilution to existing shareholders. The report further noted that no material changes have been made to the Program since its implementation.

 

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the prospectus for more information regarding the Series’ exposure to liquidity risk and other principal risks to which an investment in the Series may be subject.

 

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Investment Adviser:

 

Changebridge Capital, LLC
180 Canal Street, Suite 600
Boston, MA 02114

 

Legal Counsel:

 

Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue, N.W.
Washington, D.C. 20004

 

Independent Registered Public Accounting Firm:

 

Cohen & Company, Ltd.
1350 Euclid Avenue, Suite 800
Cleveland, OH 44115

 

Distributor:

 

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

 

Administrator, Fund Accountant & Transfer Agent:

 

U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
615 E. Michigan St.
Milwaukee, WI 53202

 

Custodian:

 

U.S. Bank N.A.
1555 North RiverCenter Drive, Suite 302
Milwaukee, WI 53212

 

This information must be preceded or accompanied by a current prospectus for the Funds.