Burney
U.S. Factor Rotation ETF
Semi-Annual
Report
January 31,
2024
BURNEY
U.S. FACTOR ROTATION ETF
TABLE
OF CONTENTS
BURNEY
U.S. FACTOR ROTATION ETF
Tabular
Presentation of Schedule of Investments
As
of January 31, 2024 (Unaudited)
|
|
|
|
|
|
|
|
|
Sector
|
|
%
Net Assets |
Information
Technology |
|
24.3
|
%
|
Financials
|
|
16.0
|
%
|
Health
Care |
|
12.1
|
%
|
Consumer
Discretionary |
|
10.7
|
%
|
Industrials
|
|
10.5
|
%
|
Consumer
Staples |
|
6.6
|
%
|
Communication
Services |
|
6.1
|
%
|
Real
Estate |
|
5.2
|
%
|
Utilities
|
|
4.4
|
%
|
Energy
|
|
2.3
|
%
|
Materials
|
|
1.3
|
%
|
Money
Market Funds |
|
1.0
|
%
|
Other
Assets in Excess of Liabilities 1
|
|
0.4
|
%
|
Total
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
1
|
|
Cash,
cash equivalents and other assets in excess of liabilities.
|
|
|
|
BURNEY
U.S. FACTOR ROTATION ETF |
SCHEDULE
OF INVESTMENTS |
January 31,
2024 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON
STOCKS -
94.3%
|
|
Shares
|
|
Value
|
Aerospace
& Defense - 1.2% |
|
TransDigm
Group, Inc. |
|
2,715
|
|
|
$
|
2,966,626
|
|
|
|
|
|
|
Agricultural
& Farm Machinery - 0.5% |
|
Deere
& Co. |
|
3,361
|
|
|
1,322,822
|
|
|
|
|
|
|
Application
Software - 8.1% |
|
Appfolio,
Inc. - Class A(a) |
|
8,006
|
|
|
1,755,396
|
|
DocuSign,
Inc.(a) |
|
37,894
|
|
|
2,308,502
|
|
Dynatrace,
Inc.(a) |
|
29,233
|
|
|
1,666,281
|
|
HubSpot,
Inc.(a) |
|
3,806
|
|
|
2,325,466
|
|
Manhattan
Associates, Inc.(a) |
|
10,725
|
|
|
2,601,456
|
|
Salesforce,
Inc.(a) |
|
8,047
|
|
|
2,261,931
|
|
Splunk,
Inc.(a) |
|
16,498
|
|
|
2,530,298
|
|
Synopsys,
Inc.(a) |
|
8,426
|
|
|
4,494,007
|
|
|
|
|
|
19,943,337
|
|
|
|
|
|
|
Asset
Management & Custody Banks - 0.4% |
|
Invesco
Ltd. |
|
68,235
|
|
|
1,080,160
|
|
|
|
|
|
|
Automotive
Retail - 1.7% |
|
Group
1 Automotive, Inc. |
|
9,923
|
|
|
2,580,575
|
|
O'Reilly
Automotive, Inc.(a) |
|
1,520
|
|
|
1,555,036
|
|
|
|
|
|
4,135,611
|
|
|
|
|
|
|
Biotechnology
- 7.7% |
|
AbbVie,
Inc. |
|
10,978
|
|
|
1,804,783
|
|
Alnylam
Pharmaceuticals, Inc.(a) |
|
14,521
|
|
|
2,510,826
|
|
Dynavax
Technologies Corp.(a) |
|
230,023
|
|
|
2,971,897
|
|
Exact
Sciences Corp.(a) |
|
27,304
|
|
|
1,785,682
|
|
Neurocrine
Biosciences, Inc.(a) |
|
25,063
|
|
|
3,503,056
|
|
Sarepta
Therapeutics, Inc.(a) |
|
10,889
|
|
|
1,295,682
|
|
Vertex
Pharmaceuticals, Inc.(a) |
|
11,308
|
|
|
4,900,660
|
|
|
|
|
|
18,772,586
|
|
|
|
|
|
|
Broadline
Retail - 0.4% |
|
Ollie's
Bargain Outlet Holdings, Inc.(a) |
|
12,985
|
|
|
934,011
|
|
|
|
|
|
|
Building
Products - 2.1% |
|
Builders
FirstSource, Inc.(a) |
|
15,504
|
|
|
2,693,510
|
|
Lennox
International, Inc. |
|
5,648
|
|
|
2,418,248
|
|
|
|
|
|
5,111,758
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
2
|
|
|
BURNEY
U.S. FACTOR ROTATION ETF |
SCHEDULE
OF INVESTMENTS (CONTINUED) |
January
31, 2024 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON
STOCKS -
94.3%
|
|
Shares
|
|
Value
|
Casinos
& Gaming - 0.6% |
|
|
Light
& Wonder, Inc. - Class A(a) |
|
17,505
|
|
|
1,407,052
|
|
|
|
|
|
|
Commercial
& Residential Mortgage Finance - 2.3% |
|
Mr
Cooper Group, Inc.(a) |
|
85,379
|
|
|
5,751,129
|
|
|
|
|
|
|
Communications
Equipment - 2.2% |
|
Arista
Networks, Inc.(a) |
|
20,977
|
|
|
5,426,330
|
|
|
|
|
|
|
Construction
Machinery & Heavy Transportation Equipment - 3.4% |
|
Allison
Transmission Holdings, Inc. |
|
54,618
|
|
|
3,306,574
|
|
Oshkosh
Corp. |
|
45,760
|
|
|
5,038,176
|
|
|
|
|
|
8,344,750
|
|
|
|
|
|
|
Investment
Banking & Brokerage - 2.5% |
|
Moelis
& Co. - Class A |
|
23,856
|
|
|
1,311,364
|
|
|
|
|
|
|
Consumer
Finance - 2.9% |
|
Capital
One Financial Corp. |
|
10,185
|
|
|
1,378,234
|
|
Encore
Capital Group, Inc.(a) |
|
69,012
|
|
|
3,456,121
|
|
Synchrony
Financial |
|
61,456
|
|
|
2,388,795
|
|
|
|
|
|
7,223,150
|
|
|
|
|
|
|
Consumer
Staples Merchandise Retail - 1.2% |
|
Dollar
General Corp. |
|
15,284
|
|
|
2,018,558
|
|
Target
Corp. |
|
6,810
|
|
|
947,135
|
|
|
|
|
|
2,965,693
|
|
|
|
|
|
|
Diversified
Banks - 2.6% |
|
Citigroup,
Inc. |
|
49,626
|
|
|
2,787,492
|
|
Wells
Fargo & Co. |
|
72,402
|
|
|
3,633,133
|
|
|
|
|
|
6,420,625
|
|
|
|
|
|
|
Education
Services - 1.1% |
|
Grand
Canyon Education, Inc.(a) |
|
10,054
|
|
|
1,312,952
|
|
Stride,
Inc.(a) |
|
24,893
|
|
|
1,492,335
|
|
|
|
|
|
2,805,287
|
|
|
|
|
|
|
Electric
Utilities - 1.4% |
|
Eversource
Energy |
|
34,484
|
|
|
1,869,722
|
|
Portland
General Electric Co. |
|
39,262
|
|
|
1,606,994
|
|
|
|
|
|
3,476,716
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
3
|
|
|
BURNEY
U.S. FACTOR ROTATION ETF |
SCHEDULE
OF INVESTMENTS (CONTINUED) |
January
31, 2024 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON
STOCKS -
94.3%
|
|
Shares
|
|
Value
|
Electrical
Components & Equipment - 0.7% |
|
nVent
Electric PLC |
|
28,170
|
|
|
1,691,327
|
|
|
|
|
|
|
Gas
Utilities - 3.0% |
|
ONE
Gas, Inc. |
|
18,790
|
|
|
1,153,142
|
|
Southwest
Gas Holdings, Inc. |
|
29,616
|
|
|
1,737,867
|
|
UGI
Corp. |
|
205,351
|
|
|
4,546,471
|
|
|
|
|
|
7,437,480
|
|
|
|
|
|
|
Homebuilding
- 4.5% |
|
DR
Horton, Inc. |
|
18,374
|
|
|
2,625,828
|
|
Meritage
Homes Corp. |
|
12,047
|
|
|
1,995,104
|
|
Taylor
Morrison Home Corp.(a) |
|
28,576
|
|
|
1,489,953
|
|
Toll
Brothers, Inc. |
|
48,758
|
|
|
4,844,107
|
|
|
|
|
|
10,954,992
|
|
|
|
|
|
|
Hotels,
Resorts & Cruise Lines - 0.8% |
|
Marriott
International, Inc. - Class A |
|
7,727
|
|
|
1,852,394
|
|
|
|
|
|
|
Industrial
Machinery & Supplies & Components - 0.9% |
|
Parker-Hannifin
Corp. |
|
4,503
|
|
|
2,091,644
|
|
|
|
|
|
|
Insurance
Brokers - 0.4% |
|
|
Marsh
& McLennan Cos., Inc. |
|
5,082
|
|
|
985,095
|
|
|
|
|
|
|
Interactive
Media & Services - 6.1% |
|
|
Alphabet,
Inc. - Class A(a) |
|
69,624
|
|
|
9,754,323
|
|
Meta
Platforms, Inc. - Class A(a) |
|
13,058
|
|
|
5,094,448
|
|
|
|
|
|
14,848,771
|
|
|
|
|
|
|
Investment
Banking & Brokerage - 0.5% |
|
|
Virtu
Financial, Inc. - Class A |
|
78,021
|
|
|
1,309,973
|
|
|
|
|
|
|
Managed
Health Care - 2.5% |
|
|
Centene
Corp.(a) |
|
41,341
|
|
|
3,113,390
|
|
Molina
Healthcare, Inc.(a) |
|
8,704
|
|
|
3,102,454
|
|
|
|
|
|
6,215,844
|
|
|
|
|
|
|
Metal,
Glass & Plastic Containers - 0.4% |
|
|
Berry
Global Group, Inc. |
|
16,209
|
|
|
1,061,041
|
|
|
|
|
|
|
Oil
& Gas Exploration & Production - 1.8% |
|
|
Ovintiv,
Inc. |
|
105,739
|
|
|
4,485,448
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
4
|
|
|
BURNEY
U.S. FACTOR ROTATION ETF |
SCHEDULE
OF INVESTMENTS (CONTINUED) |
January
31, 2024 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON
STOCKS -
94.3%
|
|
Shares
|
|
Value
|
Oil
& Gas Storage & Transportation - 0.5% |
|
|
Targa
Resources Corp. |
|
13,509
|
|
|
1,147,725
|
|
|
|
|
|
|
Packaged
Foods & Meats - 1.2% |
|
|
Post
Holdings, Inc.(a) |
|
31,258
|
|
|
2,902,930
|
|
|
|
|
|
|
Paper
& Plastic Packaging Products & Materials - 0.4% |
|
|
Sealed
Air Corp. |
|
27,280
|
|
|
942,524
|
|
|
|
|
|
|
Passenger
Ground Transportation - 0.6% |
|
|
Avis
Budget Group, Inc. |
|
8,331
|
|
|
1,363,868
|
|
|
|
|
|
|
Pharmaceuticals
- 1.9% |
|
|
Corcept
Therapeutics, Inc.(a) |
|
47,469
|
|
|
1,001,595
|
|
Jazz
Pharmaceuticals PLC(a) |
|
21,296
|
|
|
2,613,445
|
|
Supernus
Pharmaceuticals, Inc.(a) |
|
31,642
|
|
|
875,851
|
|
|
|
|
|
4,490,891
|
|
|
|
|
|
|
Property
& Casualty Insurance - 5.7% |
|
|
Allstate
Corp. |
|
33,458
|
|
|
5,194,355
|
|
Chubb
Ltd. |
|
25,049
|
|
|
6,137,005
|
|
Travelers
Cos., Inc. |
|
6,167
|
|
|
1,303,457
|
|
W
R Berkley Corp. |
|
17,349
|
|
|
1,420,536
|
|
|
|
|
|
14,055,353
|
|
|
|
|
|
|
Research
& Consulting Services - 1.1% |
|
|
Parsons
Corp.(a) |
|
43,166
|
|
|
2,812,265
|
|
|
|
|
|
|
Restaurants
- 1.1% |
|
|
Wingstop,
Inc. |
|
9,850
|
|
|
2,768,934
|
|
|
|
|
|
|
Semiconductor
Materials & Equipment - 3.4% |
|
|
Applied
Materials, Inc. |
|
31,716
|
|
|
5,210,938
|
|
KLA
Corp. |
|
5,090
|
|
|
3,023,664
|
|
|
|
|
|
8,234,602
|
|
|
|
|
|
|
Semiconductors
- 3.0% |
|
|
NVIDIA
Corp. |
|
12,003
|
|
|
7,385,086
|
|
|
|
|
|
|
Soft
Drinks & Non-alcoholic Beverages - 4.2% |
|
|
Coca-Cola
Co. |
|
172,281
|
|
|
10,248,997
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
5
|
|
|
BURNEY
U.S. FACTOR ROTATION ETF |
SCHEDULE
OF INVESTMENTS (CONTINUED) |
January
31, 2024 (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON
STOCKS -
94.3%
|
|
Shares
|
|
Value
|
Specialized
Consumer Services - 0.5% |
|
|
Frontdoor,
Inc.(a) |
|
40,127
|
|
|
1,314,561
|
|
|
|
|
|
|
Steel
- 0.5% |
|
|
Nucor
Corp. |
|
6,362
|
|
|
1,189,249
|
|
|
|
|
|
|
Systems
Software - 7.6% |
|
|
Microsoft
Corp. |
|
32,351
|
|
|
12,862,110
|
|
Palo
Alto Networks, Inc.(a) |
|
8,264
|
|
|
2,797,446
|
|
Qualys,
Inc.(a) |
|
7,847
|
|
|
1,484,417
|
|
ServiceNow,
Inc.(a) |
|
2,017
|
|
|
1,543,812
|
|
|
|
|
|
18,687,785
|
|
Transaction
& Payment Processing Services - 1.2% |
|
|
Western
Union Co. |
|
85,356
|
|
|
1,072,925
|
|
WEX,
Inc.(a) |
|
9,512
|
|
|
1,944,158
|
|
|
|
|
|
3,017,083
|
|
TOTAL
COMMON
STOCKS (Cost
$205,261,009) |
|
231,583,505
|
|
|
|
|
|
|
REAL
ESTATE INVESTMENT TRUSTS - 5.2% |
|
|
|
|
Iron
Mountain, Inc. |
|
73,668
|
|
|
4,974,064
|
|
National
Storage Affiliates Trust |
|
52,512
|
|
|
1,961,323
|
|
Simon
Property Group, Inc. |
|
9,503
|
|
|
1,317,211
|
|
VICI
Properties, Inc. |
|
147,001
|
|
|
4,427,670
|
|
TOTAL
REAL
ESTATE INVESTMENT TRUSTS (Cost
$12,417,470) |
|
12,680,268
|
|
|
|
|
|
|
SHORT-TERM
INVESTMENTS - 0.1% |
|
|
|
|
Money
Market Funds - 0.1% |
|
|
|
|
First
American Government Obligations Fund - Class X, 5.25%(b) |
|
247,448
|
|
|
247,448
|
|
TOTAL
SHORT-TERM INVESTMENTS (Cost
$247,448) |
|
247,448
|
|
|
|
|
|
|
TOTAL
INVESTMENTS - 99.6% (Cost
$217,925,927) |
|
$
|
244,511,221
|
|
Other
Assets in Excess of Liabilities - 0.4% |
|
881,474
|
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
$
|
245,392,695
|
|
|
|
|
Percentages
are stated as a percent of net assets. |
|
(a)
Non-income producing security. |
(b)
The rate shown represents the 7-day effective yield as of January 31,
2024. |
|
The
Global Industry Classification Standard (GICS®) was developed by and/or is
the exclusive property of MSCI, Inc. and Standard & Poor’s Financial
Services LLC (“S&P”). GICS is a service mark of MSCI, Inc. and S&P
and has been licensed for use by U.S. Bank Global Fund Services.
|
The
accompanying notes are an integral part of these financial statements.
6
BURNEY
U.S. FACTOR ROTATION ETF
STATEMENT
OF ASSETS AND LIABILITIES
January 31,
2024 (Unaudited)
|
|
|
|
|
|
Assets:
|
|
Investments
in securities, at value (Note 2) |
$
|
244,511,221
|
|
Receivable
for fund shares sold |
41,664,255
|
Dividends
and interest receivable |
38,150
|
Total
assets |
286,213,626
|
|
|
Liabilities:
|
|
Payable
for investment securities purchased |
40,685,993
|
Accrued
investment advisory fees (Note 4) |
134,938
|
Total
liabilities |
40,820,931
|
Net
Assets |
$
|
245,392,695
|
|
|
|
Net
Assets Consist of: |
|
Paid-in
capital |
$
|
208,574,507
|
|
Total
distributable earnings (accumulated deficit) |
36,818,188
|
Net
Assets: |
$
|
245,392,695
|
|
|
|
Calculation
of Net Asset Value Per Share: |
|
Net
Assets |
$
|
245,392,695
|
|
Shares
Outstanding (unlimited shares of beneficial interest authorized, no par
value) |
7,480,000
|
Net
Asset Value per Share |
$
|
32.81
|
|
|
|
Cost
of Investments in Securities |
$
|
217,925,927
|
|
The
accompanying notes are an integral part of these financial statements.
7
BURNEY
U.S. FACTOR ROTATION ETF
STATEMENT
OF OPERATIONS
For
the Period Ended January 31, 2024 (Unaudited)
|
|
|
|
|
|
Investment
Income: |
|
Dividend
income |
$
|
1,155,763
|
|
Interest
income |
8,287
|
Securities
lending income, net (Note 5) |
41
|
Total
investment income |
1,164,091
|
|
|
Expenses:
|
|
Investment
advisory fees (Note 4) |
727,978
|
Net
expenses |
727,978
|
|
|
Net
Investment Income (Loss) |
436,113
|
|
|
Realized
and Unrealized Gain (Loss) on Investments: |
|
Net
realized gain (loss) on: |
|
Investments
|
15,213,249
|
|
15,213,249
|
Net
change in unrealized appreciation (depreciation) on: |
|
Investments
|
2,402,908
|
|
2,402,908
|
Net
realized and unrealized gain (loss) on investments: |
17,616,157
|
Net
Increase (Decrease) in Net Assets Resulting from Operations
|
$
|
18,052,270
|
|
The
accompanying notes are an integral part of these financial statements.
8
BURNEY
U.S. FACTOR ROTATION ETF
STATEMENT
OF CHANGES IN NET ASSETS
|
|
|
|
|
|
|
|
|
|
For
the Period Ended January 31, 2024 (Unaudited) |
For
the Period Ended July 31, 2023⁽¹⁾ |
Increase
(Decrease) in Net Assets from: |
|
|
Operations:
|
|
|
Net
investment income (loss) |
$
|
436,113
|
|
$
1,032,679 |
Net
realized gain (loss) on investments and foreign currency |
15,213,249
|
40,895,406
|
Net
change in unrealized appreciation (depreciation) on investments
|
2,402,908
|
24,182,386
|
Net
increase (decrease) in net assets resulting from operations
|
18,052,270
|
66,110,471
|
|
|
|
Distributions
to Shareholders: |
|
|
Net
investment income |
(517,525)
|
(1,097,600)
|
Total
distributions to shareholders |
(517,525)
|
(1,097,600)
|
|
|
|
Capital
Share Transactions: |
|
|
Proceeds
from shares sold |
133,545,203
|
255,635,141
|
Payments
for shares redeemed |
(85,227,930)
|
(141,107,337)
|
Transaction
fees (See Note 1) |
2
|
-
|
Net
increase in net assets derived from net change in capital share
transactions |
48,317,275
|
114,527,804
|
Net
Increase in Net Assets |
65,852,020
|
179,540,675
|
|
|
|
Net
Assets: |
|
|
Beginning
of period |
179,540,675
|
-
|
End
of period |
$
245,392,695 |
$
179,540,675 |
|
|
|
Changes
in Shares Outstanding: |
|
|
Shares
outstanding, beginning of period |
5,980,000
|
-
|
Shares
sold |
4,320,000
|
11,110,000
|
Shares
repurchased |
(2,820,000)
|
(5,130,000)
|
Shares
outstanding, end of period |
7,480,000
|
5,980,000
|
(1)
The
Fund commenced operations on October 14, 2022.
The
accompanying notes are an integral part of these financial statements.
9
BURNEY
U.S. FACTOR ROTATION ETF
FINANCIAL
HIGHLIGHTS
For
the Period Ended January 31, 2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Asset Value, Beginning of Period |
|
Net
Investment Income (Loss) (1)
|
|
Net
Realized and Unrealized Gain (Loss) on Investments |
|
Net
Increase (Decrease) in Net Asset Value Resulting from Operations
|
|
Distributions
from Net Investment Income |
|
Total
Distributions |
|
Net
Asset Value, End of Period |
|
Total
Return (2)
|
|
Net
Assets, End of Period (000's) |
|
Net
Expenses (3)(4)
|
|
Net
Investment Income (Loss) (3)
|
|
Portfolio
Turnover Rate (5)
|
For
the Period Ended January 31, 2024 (Unaudited) |
|
$30.02
|
|
0.07
|
|
2.80
|
|
2.87
|
|
(0.08)
|
|
(0.08)
|
|
$32.81
|
|
9.57%
|
|
$245,393
|
|
0.79%
|
|
0.47%
|
|
51%
|
October
14, 2022 (6)
to
July 31, 2023 |
|
$25.01
|
|
0.19
|
|
5.02
|
|
5.21
|
|
(0.20)
|
|
(0.20)
|
|
$30.02
|
|
20.92%
|
|
$179,541
|
|
0.79%
|
|
0.85%
|
|
119%
|
|
|
|
(1) Net investment income per share represents net investment
income divided by the daily average shares of beneficial interest
outstanding throughout the period. |
(2)
All returns reflect reinvested dividends, if any, but do not reflect the
impact of taxes. Total return for a period of less than one year is not
annualized. |
(3)
For periods of less than one year, these ratios are annualized.
|
(4)
Net expenses include effects of any reimbursement or recoupment.
|
(5)
Portfolio turnover is not annualized and is calculated without regard to
short-term securities having a maturity of less than one year. Excludes
impact of in-kind transactions. |
(6)
Commencement of operations. |
The
accompanying notes are an integral part of these financial statements.
10
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS
January 31, 2024 (Unaudited)
NOTE
1 – ORGANIZATION
Burney
U.S. Factor Rotation ETF (the “Fund”) is a series of the EA Series Trust (the
“Trust”), which was organized as a Delaware statutory trust on October 11, 2013.
The Trust is registered with the Securities and Exchange Commission (“SEC”)
under the Investment Company Act of 1940, as amended (the “1940 Act”), as an
open-end management investment company and the offering of the Fund’s shares
(“Shares”) is registered under the Securities Act of 1933, as amended (the
“Securities Act”). The Fund is considered diversified under the 1940 Act. The
Fund commenced operations on October 14, 2022. The Fund qualifies as an
investment company as defined in the Financial Accounting Standards Codification
Topic 946-Financial Services- Investment Companies. The Fund’s investment
objective is to seek capital appreciation.
As
part of the Fund’s commencement of operations on October 14, 2022, the Fund
received an in-kind contribution from accounts managed by the Sub-Adviser, which
consisted of $120,996,881 of securities which were recorded at their current
value to align the Fund’s performance with ongoing financial reporting. However,
as the transaction was determined to be a non-taxable transaction by management,
the Fund elected to retain the securities’ original cost basis for tax purposes.
The cost of the contributed securities as of October 14, 2022, was $86,916,004,
resulting in net unrealized appreciation on investments of $34,082,877 as of
that date. As a result of the in-kind contribution, the Fund issued 4,840,000
shares at a $25.01 per share net asset value.
Shares
of the Fund are listed and traded on the Nasdaq Stock Market. Market prices for
the shares may be different from their net asset value (“NAV”). The Fund issues
and redeems shares on a continuous basis at NAV only in blocks of 10,000 shares,
called “Creation Units.” Creation Units are issued and redeemed principally
in-kind for securities included in a specified universe. Once created, shares
generally trade in the secondary market at market prices that change throughout
the day in share amounts less than a Creation Unit. Except when aggregated in
Creation Units, shares are not redeemable securities of the Fund. Shares of the
Fund may only be purchased or redeemed by certain financial institutions
(“Authorized Participants”). An Authorized Participant is either (i) a
broker-dealer or other participant in the clearing process through the
Continuous Net Settlement System of the National Securities Clearing Corporation
or (ii) a DTC participant and, in each case, must have executed a Participant
Agreement with the Distributor. Most retail investors do not qualify as
Authorized Participants nor have the resources to buy and sell whole Creation
Units. Therefore, they are unable to purchase or redeem the shares directly from
the Fund. Rather, most retail investors may purchase shares in the secondary
market with the assistance of a broker and are subject to customary brokerage
commissions or fees.
Authorized
Participants may be required to pay a transaction fee to compensate the Trust or
its custodian for costs incurred in connection with creation and redemption
transactions. The standard transaction fee, which is payable to the Trust’s
custodian, typically applies to in-kind purchases of the Fund effected through
the clearing process on any business day, regardless of the number of Creation
Units purchased or redeemed that day (“Standard Transaction Fees”). Variable
fees are imposed to compensate the Fund for the transaction costs associated
with the cash transactions fees. Certain fund deposits consisting of
cash-in-lieu or cash value may be subject to a variable charge (“Variable
Transaction Fees”), which is payable to the Fund, of up to 2.00% of the value of
the order in addition to the Standard Transaction Fees. Variable Transaction
Fees received by the Fund, if any, are displayed in the Capital Share
Transactions sections of the Statements of Changes in Net Assets.
Because,
among other things, the Fund imposes transaction fees on purchases and
redemptions of Shares to cover the custodial and other costs incurred by the
Fund in effecting trades, the Board determined that it is not necessary to adopt
policies and procedures to detect and deter market timing of the Fund’s Shares.
NOTE
2 – SIGNIFICANT ACCOUNTING POLICIES
The
following is a summary of significant accounting policies consistently followed
by the Fund. These policies are in conformity with accounting principles
generally accepted in the United States of America (“GAAP”).
A.
Security
Valuation. Equity securities that are traded on a national securities exchange,
except those listed on the NASDAQ Global Market ®
(“NASDAQ”)
are valued at the last reported sale price on the exchange on which the security
is principally traded. Securities traded on NASDAQ will be valued at the NASDAQ
Official Closing Price (“NOCP”). If, on a particular day, an exchange-traded or
NASDAQ security does not trade, then the most recent quoted bid for
exchange-traded or the mean between the most recent quoted bid and ask price for
NASDAQ securities will be used. Equity securities that are not traded on a
listed exchange are generally valued at the last sale price in the
over-the-counter market. If a non-exchange traded security does not trade on a
particular day, then the mean between the last quoted closing bid and asked
price will be used. Prices denominated in foreign currencies are
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
converted
to U.S. dollar equivalents at the current exchange rate, which approximates fair
value. Redeemable securities issued by open-end investment companies are valued
at the investment company’s applicable net asset value, with the exception of
exchange-traded open-end investment companies which are priced as equity
securities. Fair values for long-term debt securities, including asset-backed
securities (“ABS”), collateralized loan obligations (“CLO”), collateralized
mortgage obligations (“CMO”), corporate obligations, whole loans, and
mortgage-backed securities (“MBS”) are normally determined on the basis of
valuations provided by independent pricing services. Vendors typically value
such securities based on one or more inputs, including but not limited to,
benchmark yields, transactions, bids, offers, quotations from dealers and
trading systems, new issues, spreads and other relationships observed in the
markets among comparable securities; and pricing models such as yield measurers
calculated using factors such as cash flows, financial or collateral performance
and other reference data. In addition to these inputs, MBS and ABS may utilize
cash flows, prepayment information, default rates, delinquency and loss
assumptions, collateral characteristics, credit enhancements and specific deal
information. Reverse repurchase agreements are priced at their acquisition cost,
and assessed for credit adjustments, which represents fair value. Futures
contracts are carried at fair value using the primary exchange’s closing
(settlement) price.
Subject
to its oversight, the Trust’s Board of Trustees (the “Board”) has delegated
primary responsibility for determining or causing to be determined the value of
the Fund’s investments to Empowered Funds, LLC dba EA Advisers (the “Adviser”),
pursuant to the Trust’s valuation policy and procedures, which have been adopted
by the Trust and approved by the Board. In accordance with Rule 2a-5 under
the 1940 Act, the Board designated the Adviser as the “valuation designee” of
the Fund. If the Adviser, as valuation designee, determines that reliable market
quotations are not readily available for an investment, the investment is valued
at fair value as determined in good faith by the Adviser in accordance with the
Trust’s fair valuation policy and procedures. The Adviser will provide the Board
with periodic reports, no less frequently than quarterly, that discuss the
functioning of the valuation process, if applicable, and that identify issues
and valuation problems that have arisen, if any. As appropriate, the Adviser and
the Board will review any securities valued by the Adviser in accordance with
the Trust’s valuation policies during these periodic reports. The use of fair
value pricing by the Fund may cause the net asset value of its shares to differ
significantly from the net asset value that would be calculated without regard
to such considerations. As of January 31, 2024, the Fund did not hold any
securities that required fair valuation due to unobservable inputs.
As
described above, the Fund may use various methods to measure the fair value of
their investments on a recurring basis. GAAP establishes a hierarchy that
prioritizes inputs to valuation methods. The three levels of inputs are:
Level
1 – Unadjusted quoted prices in active markets for identical assets or
liabilities that the Fund has 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 instruments, 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 Fund’s 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
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.
The
inputs used to measure fair value may fall into different levels of the fair
value hierarchy. In such cases, for disclosure purposes, the level in the fair
value hierarchy within which the fair value measurement falls in its entirety,
is determined based on the lowest level input that is significant to the fair
value measurement in its entirety.
The
following is a summary of the fair value classification of the Fund’s
investments as of January 31, 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DESCRIPTION
|
|
LEVEL
1 |
|
LEVEL
2 |
|
LEVEL
3 |
|
TOTAL
|
|
|
|
|
|
|
|
|
|
Investments*:
|
|
|
|
|
|
|
|
|
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stocks |
|
$
|
231,583,505
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
231,583,505
|
|
Real
Estate Investment Trusts |
|
12,680,268
|
|
|
—
|
|
|
—
|
|
|
12,680,268
|
|
Money
Market Funds |
|
247,448
|
|
|
—
|
|
|
—
|
|
|
247,448
|
|
Total
Investments |
|
$
|
244,511,221
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
244,511,221
|
|
|
|
|
|
|
|
|
|
|
|
*
|
Refer
to the Schedule of Investments for industry classifications.
|
During
the fiscal period ended January 31, 2024, the Fund did not invest in any
Level 3 investments and recognized no transfers to/from Level 3. Transfers
between levels are recognized at the end of the reporting period.
|
|
|
|
|
|
|
|
|
|
B.
|
Foreign
Currency. Investment
securities and other assets and liabilities denominated in foreign
currencies are translated into U.S. dollar amounts using the spot rate of
exchange at the date of valuation. Purchases and sales of investment
securities and income and expense items denominated in foreign currencies
are translated into U.S. dollar amounts on the respective dates of such
transactions. |
The
Fund isolates the portion of the results of operations resulting from changes in
foreign exchange rates on investments from the fluctuations arising from changes
in market prices of securities held. That portion of gains (losses) attributable
to the changes in market prices and the portion of gains (losses) attributable
to changes in foreign exchange rates are included on the “Statement of
Operations” under “Net realized gain (loss) – Foreign currency” and “Change in
Net Unrealized Appreciation (Depreciation) – Foreign Currency,” respectively.
The
Fund reports 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 securities transactions, and the difference between the
amounts of dividends, interest, and foreign withholding taxes recorded on the
Fund’s books and the U.S. dollar equivalent of the amounts actually received or
paid. Net unrealized foreign exchange gains and losses arise from changes in the
fair values of assets and liabilities, other than investments in securities at
fiscal period end, resulting from changes in exchange rates.
|
|
|
|
|
|
|
|
|
|
C.
|
Federal
Income Taxes. The Fund intends to continue to comply with the requirements
of subchapter M of the internal Revenue Code of 1986, as amended, as
necessary to qualify as a regulated investment company and distribute
substantially all net taxable investment income and net realized gains to
shareholders in a manner which results in no tax cost to the Fund.
Therefore, no federal income tax provision is required. As of and during
the fiscal period ended January 31, 2024, the Fund did not have any
tax positions that did not meet the “more-likely-than-not” threshold of
being sustained by the applicable tax authority. As of and during the
fiscal period ended January 31, 2024, the Fund did not have
liabilities for any unrecognized tax benefits. The Fund would/will
recognize interest and penalties, if any, related to unrecognized tax
benefits on uncertain tax positions as income tax expense in the Statement
of Operations. During the fiscal period ended January 31, 2024, the
Fund did not incur any interest or penalties. The Fund is subject to
examination by U.S. taxing authorities for the tax periods since the
Fund’s commencement of operations. |
The
Fund may be subject to taxes imposed on realized and unrealized gains on
securities of certain foreign countries in which the Fund invests. The foreign
tax expense, if any, was recorded on an accrual basis and is included in “Net
realized gain (loss) on investments” and “Net increase (decrease) in unrealized
appreciation or depreciation on investments” on the accompanying Statements of
Operations. The amount of foreign tax owed, if any, is included in “Payable for
foreign taxes” on the accompanying Statements of Assets and Liabilities and is
comprised of and taxes on unrealized gains.
|
|
|
|
|
|
|
|
|
|
D.
|
Security
Transactions and Investment Income. Investment
securities transactions are accounted for on the trade date. Gains and
losses realized on sales of securities are determined on a specific
identification basis. Dividend income is recorded on the ex-dividend date,
net of any foreign taxes withheld at source. Interest income is recorded
on an accrual basis. Withholding taxes on foreign dividends have been
provided for in accordance with the Fund’s understanding of the applicable
tax rules and regulations. |
|
|
Distributions
to shareholders from net investment income for the Fund are declared and
paid on a quarterly basis and distributions to shareholders from net
realized gains on securities normally are declared and paid on an annual
basis. Distributions are recorded on the ex-dividend date. The Fund may
distribute more frequently, if necessary, for tax purposes.
|
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
|
|
|
|
|
|
|
|
|
|
E.
|
Use
of Estimates. The
preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial statements,
as well as the reported amounts of increases and decreases in net assets
from operations during the period. Actual results could differ from those
estimates. |
|
|
|
|
|
|
|
|
|
|
F.
|
Share
Valuation. The
NAV per share of the Fund is calculated by dividing the sum of the value
of the securities held by the Fund, plus cash and other assets, minus all
liabilities (including estimated accrued expenses) by the total number of
shares outstanding for the Fund, rounded to the nearest cent. The Fund’s
shares will not be priced on the days on which the New York Stock Exchange
(“NYSE”) is closed for regular trading. The offering and redemption price
per share for the Fund is equal to the Fund’s net asset value per share.
|
|
|
|
|
|
|
|
|
|
|
G.
|
Guarantees
and Indemnifications. In
the normal course of business, the Fund enters into contracts with service
providers that contain general indemnification clauses. Additionally, as
is customary, the Trust’s organizational documents permit the Trust to
indemnify its officers and trustees against certain liabilities under
certain circumstances. The Fund’s maximum exposure under these
arrangements is unknown as this would involve future claims that may be
against the Fund that have not yet occurred. As of the date of this
Report, no claim has been made for indemnification pursuant to any such
agreement of the Fund. |
|
|
|
|
|
|
|
|
|
|
H.
|
Reclassification
of Capital Accounts. GAAP
requires that certain components of net assets relating to permanent
differences be reclassified between financial and tax reporting. These
reclassifications have no effect on net assets or net asset value per
share. In addition, the Fund’s realized net capital gains 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 Fund, and are not distributed to shareholders, they
have been reclassified from accumulated net realized losses to paid-in
capital. GAAP requires that certain components of net assets relating to
permanent differences be reclassified between financial and tax reporting.
These reclassifications have no effect on net assets or net asset value
per share. In addition, the Fund’s realized net capital gains 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 Fund, and are not distributed to shareholders, they
have been reclassified from distributable earnings to paid-in capital. For
the fiscal period ended July 31, 2023 the following table shows the
reclassifications made: |
|
|
|
|
|
|
Distributable
Earnings |
Paid-In
Capital |
$(45,729,428)
|
$45,729,428
|
NOTE
3 – RISKS
Markets
may perform poorly and the returns from the securities in which the Fund invests
may underperform returns from the general securities markets. Securities markets
may experience periods of high volatility and reduced liquidity in response to
governmental actions or intervention, economic or market developments, or other
external factors. The value of a company’s securities may rise or fall in
response to company, market, economic or other news.
Equity
Investing Risk. An
investment in the Fund involves risks similar to those of investing in any fund
holding equity securities, such as market fluctuations, changes in interest
rates and perceived trends in stock prices. The values of equity securities
could decline generally or could underperform other investments. Different types
of equity securities tend to go through cycles of outperformance and
underperformance in comparison to the general securities markets. In addition,
securities may decline in value due to factors affecting a specific issuer,
market or securities markets generally. Recent turbulence in financial markets
and reduced liquidity in credit and fixed income markets may negatively affect
many issuers worldwide, which may have an adverse effect on the Fund.
Growth
Stock Investment Risk. Growth-oriented
common stocks may involve larger price swings and greater potential for loss
than other types of investments. Growth stocks tend to trade at a premium when
analyzed using tradition valuation metrics such as price-to-earnings ratio and
price-to-book ratio. Due to this premium valuation, growth stocks tend to be
more susceptible to big price swings. In bull markets, they tend to rise at a
much faster pace than the overall market, and they tend to decline at a more
rapid rate in bear markets.
Value
Stock Investment Risk. A
value stock may not increase in price if other investors fail to recognize the
company’s value or the markets favor faster-growing companies. Investing in or
having exposure to “value” stocks presents the risk that
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
the
stocks may never reach what the Sub-Adviser believes are their full market
values, either because the market fails to recognize what the Sub-Adviser
considers to be the companies’ true business values, including its assessment of
their intangible value, or because the Sub-Adviser misjudged the company’s
value. For any particular stock, there can be no assurances that the market will
reflect the fair value of the stock, and it may remain undervalued.
Small-
and Mid-Capitalization Companies Risk. Investing
in securities of small- and mid-capitalization companies involves greater risk
than customarily is associated with investing in larger, more established
companies. These companies’ securities may be more volatile and less liquid than
those of more established companies. As a result, a company’s share price may be
affected by poorly executed trades, even if the underlying business of the
company is unchanged. These securities may have returns that vary, sometimes
significantly, from the overall securities market. Small- and mid-capitalization
companies are sometimes more dependent on key personnel or limited product lines
than larger, more diversified companies. Often small- and mid-capitalization
companies and the industries in which they focus are still evolving and, as a
result, they may be more sensitive to changing market conditions.
Large-Capitalization
Companies Risk. Large-capitalization
companies may trail the returns of the overall stock market.
Large-capitalization stocks tend to go through cycles of doing better – or worse
– than the stock market in general. These periods have, in the past, lasted for
as long as several years. These market cycles can cause the performance of
large-capitalization companies to trail the overall performance of the broader
securities markets.
Quantitative
Security Selection & Model Risk. The
Sub-Adviser uses a quantitative model, and its processes could be adversely
affected if erroneous or outdated data is utilized. In addition, securities
selected using a quantitative model could perform differently from the financial
markets as a whole as a result of the characteristics used in the analysis, the
weight placed on each characteristic and changes in the characteristic’s
historical trends. The factors used in such analyses may not be predictive of a
particular security’s value and its effectiveness can change over time. These
changes may not be reflected, or may not be reflected timely, in the relevant
quantitative model. There may also be technical issues with the construction and
implementation of quantitative models (for example, software or other technology
malfunctions, or programming inaccuracies). There can be no assurance that
quantitative security selection will enable the Fund to achieve its investment
objective.
Factor-Based
Investing Risk .
There can be no assurance that the factor-based investment selection process
employed by the Sub-Adviser will enhance the Fund’s performance. Exposure to the
Investment Cycles identified by the Sub-Adviser may detract from the Fund’s
performance in some market environments, which may continue for prolonged
periods. There is also the risk that the Sub-Adviser may incorrectly predict the
market trends that lead to the portfolio’s allocation in the various Investment
Cycles or the predicted Investment Cycles may fail to materialize, which may
cause the Fund to lose money.
Sector
Risk .
If the Fund’s portfolio is overweighted in a certain sector, any negative
development affecting that sector will have a greater impact on the Fund than on
a fund that is not overweighted in that sector. To the extent the Fund is
overweighted in the Information Technology Sector, it will be affected by
developments affecting that sector. Companies in that sector may be
significantly affected by intense competition. In addition technology products
may be subject to rapid obsolescence.
Investment
Risk. When
you sell your Shares of the Fund, they could be worth less than what you paid
for them. The Fund could lose money due to short-term market movements and over
longer periods during market downturns. Securities may decline in value due to
factors affecting securities markets generally or particular asset classes or
industries represented in the markets. The value of a security may decline due
to general market conditions, economic trends or events that are not
specifically related to the issuer of the security or to factors that affect a
particular industry or group of industries. During a general downturn in the
securities markets, multiple asset classes may be negatively affected.
Therefore, you may lose money by investing in the Fund.
Monthly
Rebalance Risk. Because
the Sub-Adviser may recommend changes to the Fund’s portfolio on a monthly
basis, (i) the Fund’s market exposure may be affected by significant market
movements promptly following the most recent reconstitution that are not
predictive of the market’s performance for the subsequent monthly period and
(ii) changes to the Fund’s market exposure may lag a significant change in the
market’s direction (up or down) by as long as one-month if such changes first
take effect promptly following a reconstitution. Such lags between market
performance and changes to the Fund’s exposure may result in significant
underperformance relative to the broader equity or fixed income market.
See
the Fund’s Prospectus and Statement of Additional Information regarding the
risks of investing in shares of the Fund.
NOTE
4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS.
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
Empowered
Funds, LLC dba EA Advisers (the “Adviser”) serves as the investment adviser to
the Fund. Pursuant to an investment advisory agreement (the “Advisory
Agreement”) between the Trust, on behalf of the Fund, and the Adviser, the
Adviser provides investment advice to the Fund and oversees the day-to-day
operations of the Fund, subject to the direction and control of the Board and
the officers of the Trust. Under the Advisory Agreement, the Adviser is also
responsible for arranging transfer agency, custody, fund administration and
accounting, and other non-distribution related services necessary for the Fund
to operate. The Adviser administers the Fund’s business affairs, provides office
facilities and equipment and certain clerical, bookkeeping and administrative
services. The Adviser agrees to pay all expenses incurred by the Fund except for
the fee paid to the Adviser pursuant to the Advisory Agreement, payments under
any distribution plan adopted pursuant to Rule 12b-1, brokerage expenses,
acquired fund fees and expenses, taxes (including tax-related services),
interest (including borrowing costs), litigation expense (including class
action-related services) and other non-routine or extraordinary expenses.
Per
the Advisory Agreement, the Fund pays an annual rate of 0.79% to the Adviser
monthly based on average daily net assets.
The
Burney Company (the “Sub-Adviser”), serves as a non-discretionary investment
sub-adviser to the Fund. Pursuant to an investment sub-advisory agreement (the
“Sub-Advisory Agreement”) among the Trust, the Adviser and the Sub-Adviser, the
Sub-Adviser is responsible for determining the investment exposures for the
Fund, subject to the overall supervision and oversight of the Adviser and the
Board.
U.S.
Bancorp Fund Services, LLC (“Fund Services” or “Administrator”), doing business
as U.S. Bank Global Fund Services, acts as the Funds’ Administrator and, in that
capacity, performs various administrative and accounting services for the Funds.
The Administrator prepares various federal and state regulatory filings, reports
and returns for the Funds, including regulatory compliance monitoring and
financial reporting; prepares reports and materials to be supplied to the
trustees; monitors the activities of the Funds’ Custodian, transfer agent and
fund accountant. Fund Services also serves as the transfer agent and fund
accountant to the Funds. U.S. Bank N.A. (the “Custodian”), an affiliate of the
Administrator, serves as the Funds’ Custodian.
The
Custodian acts as the securities lending agent (the “Securities Lending Agent”)
for the Fund.
NOTE
5 – SECURITIES LENDING
The
Fund may lend up to 33 1/3
%
of the value of the securities in its portfolio to brokers, dealers and
financial institutions (but not individuals) under terms of participation in a
securities lending program administered by the Securities Lending Agent. The
securities lending agreement requires that loans are collateralized at all times
in an amount equal to at least 102% of the value of any domestic loaned
securities at the time of the loan, plus accrued interest. The use of loans of
foreign securities, which are denominated and payable in U.S. dollars, shall be
collateralized in an amount equal to 105% of the value of any loaned securities
at the time of the loan plus accrued interest. The Fund receives compensation in
the form of fees and earns interest on the cash collateral. The amount of fees
depends on a number of factors including the type of security and length of the
loan. The Fund continues to receive interest payments or dividends on the
securities loaned during the borrowing period. Gain or loss on the value of
securities loaned that may occur during the term of the loan will be for the
account of the Fund. The Fund has the right under the terms of the securities
lending agreement to recall the securities from the borrower on demand.
The
securities lending agreement provides that, in the event of a borrower’s
material default, the Securities Lending Agent shall take all actions the
Securities Lending Agent deems appropriate to liquidate the collateral, purchase
replacement securities at the Securities Lending Agent’s expense or pay the Fund
an amount equal to the market value of the loaned securities, subject to certain
limitations which are set forth in detail in the securities lending agreement
between the Fund and the Securities Lending Agent.
As
of the end of the fiscal period, the Fund had loaned securities and received
cash collateral for the loans. The cash collateral is invested by the Securities
Lending Agent in accordance with the Trust approved investment guidelines. Those
guidelines require the cash collateral to be invested in readily marketable,
high quality, short-term obligations; however, such investments are subject to
risk of payment delays or default on the part of the issuer or counterparty or
otherwise may not generate sufficient interest to support the costs associated
with securities lending. The Fund could also experience delays in recovering its
securities and possible loss of income or value if the borrower fails to return
the borrowed securities, although the Fund is indemnified from this risk by
contract with the Securities Lending Agent. As of the end of the fiscal period,
the Fund did not have any securities on loan.
The
interest income earned by the Fund on the investment of cash collateral received
from borrowers for the securities loaned to them (“Securities Lending Income,
Net”) is reflected in the Fund’s Statement of Operations.The interest income
earned by the Fund on the investment of cash collateral received from borrowers
for the securities loaned to them (“Securities Lending Income, Net") for the
fiscal period was $41.
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
NOTE
6 – PURCHASES AND SALES OF SECURITIES
For
the fiscal period ended January 31, 2024, purchases and sales of securities
for the Fund, excluding short-term securities and in-kind transactions, were as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases
|
|
Sales
|
|
$
|
153,859,306
|
|
|
$
|
98,621,326
|
|
For
the fiscal period ended January 31, 2024, in-kind transactions associated
with creations and redemptions were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases
|
|
Sales
|
|
$
|
76,894,645
|
|
|
$
|
84,453,064
|
|
For
the fiscal period ended January 31, 2024, short-term and long-term gains on
in-kind transactions were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Short
Term |
|
Long
Term |
|
$
|
17,608,271
|
|
|
$
|
1,390,433
|
|
There
were no purchases or sales of U.S. Government securities during the fiscal
period.
NOTE
7 – TAX INFORMATION
The
components of tax basis cost of investments and net unrealized appreciation
(depreciation) for federal income tax purposes at July 31, 2023, were as
follows:
|
|
|
|
|
|
Tax cost of Investments |
$
|
155,995,131
|
|
Gross
tax unrealized appreciation |
26,270,339
|
|
Gross
tax unrealized depreciation |
(2,657,962)
|
|
Net
tax unrealized appreciation (depreciation) |
$
|
23,612,377
|
|
Undistributed
ordinary income |
—
|
|
Undistributed
long-term gain |
—
|
|
Total
distributable earnings |
—
|
|
Other
accumulated gain (loss) |
(4,328,934)
|
|
Total
accumulated gain (loss) |
$
|
19,283,443
|
|
Under
tax law, certain capital and foreign currency losses realized after October 31
and within the taxable year are deemed to arise on the first business day of the
Fund’s next taxable year.
For
the fiscal period ended July 31, 2023, the Fund did not defer any post-October
capital losses or qualified late year losses.
At
July 31, 2023, the Fund had the following capital loss carryforwards:
|
|
|
|
|
|
|
|
|
Unlimited
Short-Term |
|
Unlimited
Long-Term |
$(4,328,934)
|
|
$—
|
BURNEY
U.S. FACTOR ROTATION ETF
NOTES
TO THE FINANCIAL STATEMENTS (CONTINUED)
January 31,
2024 (Unaudited)
NOTE
8 – DISTRIBUTIONS TO SHAREHOLDERS
The
tax character of distributions paid by the Fund during the fiscal periods ended
January 31, 2024 and July 31, 2023, were as follows:
|
|
|
|
|
|
Fiscal
Period Ended January 31, 2024 |
Fiscal
Period Ended July 31, 2023 |
Ordinary
Income |
Ordinary
Income |
$517,525
|
$1,097,600
|
NOTE
8 – SUBSEQUENT EVENTS
In
preparing these financial statements, management of the Fund has evaluated
events and transactions for potential recognition or disclosure through the date
the financial statements were issued. There were no transactions that occurred
during the period subsequent to January 31, 2024, that materially impacted
the amounts or disclosures in the Fund’s financial statements.
BURNEY
U.S. FACTOR ROTATION ETF
EXPENSE
EXAMPLE
January 31,
2024 (Unaudited)
As
a shareholder of the Fund, 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. This example
is intended to help you understand your ongoing costs (in dollars) of investing
in the Fund and to compare these costs with the ongoing costs of investing in
other mutual funds.
The
example is based on an investment of $1,000 invested at the beginning of the
most recent six-month period and held the entire period as indicated below.
Actual
Expenses
The
first line of 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 under the heading entitled “Expenses Paid During the Period ” to estimate
the expenses you paid on your account during this period.
Hypothetical
Example for Comparison Purposes
The
second line of the table below provides information about hypothetical account
values and hypothetical expenses based on the 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’s 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 of the table is useful in comparing ongoing costs only and will not
help you determine the relative total costs of owning different funds. If these
transactional costs were included, your costs would have been higher. The
information assumes the reinvestment of all dividends and distributions.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Annualized
Expense Ratio |
|
Beginning
Account Value August 1, 2023 |
|
Ending
Account Value January 31, 2024 |
|
Expenses
Paid During Period |
|
|
|
|
|
|
|
|
|
Actual
1
|
|
0.79%
|
|
$
|
1,000.00
|
|
|
$
|
1,095.70
|
|
|
$
|
4.16
|
|
Hypothetical
(5% annual return before expenses) |
|
0.79%
|
|
1,000.00
|
|
1,021.17
|
|
4.01
|
|
|
|
|
|
|
|
|
|
1
|
|
The
dollar amounts shown as expenses paid during the period are equal to the
annualized six-month expense ratio multiplied by the average account value
during the period, multiplied by 184/366, to reflect the one-half year
period.
|
BURNEY
U.S. FACTOR ROTATION ETF
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 (each a “Fund”, and
collectively, the “Funds”), has adopted a liquidity risk management program
(“the 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 each Fund’s particular risks, but
not to eliminate all adverse impacts of liquidity risk, which would be
incompatible with the nature of the Fund.
The
Trust’s Board of Trustees has designated the Chief Operating Officer of the
Adviser as the Program Administrator, responsible for administering the Program
and its policies and procedures.
At
the June 9, 2023, meeting of the Board of Trustees of the Trust, the Program
Administrator provided the Trustees with a report pertaining to the operation,
adequacy, and effectiveness of implementation of the Program for the period
ended March 31, 2023. The report concluded that the Program appeared effectively
tailored to identify potential illiquid scenarios and to enable the Funds to
deliver appropriate reporting. In addition, the report concluded that the
Program is adequately operating, and its implementation has been effective. The
report reflected that there were no liquidity events that impacted the Funds’
ability to timely meet redemptions without dilution to existing shareholders.
The report further described material changes that were 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 Funds’
exposure to liquidity risk and other principal risks to which an investment in
the Funds may be subject.
BURNEY
U.S. FACTOR ROTATION ETF
FEDERAL
TAX INFORMATION (UNAUDITED)
For
the fiscal period ended July 31, 2023, certain dividends paid by the Fund may be
subject to a maximum tax rate of 23.8%, as provided for by the Tax Cuts and Jobs
Act of 2017. The percentage of dividends declared from ordinary income
designated as qualified dividend income was 100.00%.
For
corporate shareholders, the percent of ordinary income distributions qualifying
for the corporate dividends received deduction for the fiscal period ended July
31, 2023 was 100.00%.
The
percentage of taxable ordinary income distributions that are designated as
short-term capital gain distributions under the Internal Revenue Section 871
(k)(2)(C) for the Fund was 0.00% (unaudited).
BURNEY
U.S. FACTOR ROTATION ETF
MANAGEMENT
OF THE FUND
Trustees
and Officers
The
business and affairs of the Trust are managed by its officers under the
oversight of its Board. The Board sets broad policies for the Trust and may
appoint Trust officers. The Board oversees the performance of the Adviser, the
Sub-Adviser, and the Trust’s other service providers. Each Trustee serves until
his or her successor is duly elected or appointed and qualified.
The
Board is comprised of four Trustees. One Trustee and certain of the officers of
the Trust are directors, officers or employees of the Adviser. The other
Trustees (the “Independent Trustees”) are not “interested persons” (as defined
in Section 2(a)(19) of the Investment Company Act) of the Trust. The fund
complex includes all funds advised by the Adviser (“Fund Complex”).
The
Trustees, their age, term of office and length of time served, their principal
business occupations during the past five years, the number of portfolios in the
Fund Complex overseen and other directorships, if any, held by each Trustee, are
shown below. The officers, their age, term of office and length of time served
and their principal business occupations during the past five years are shown
below.
The
address of each Trustee and each Officer is: c/o EA Series Trust, 19 East Eagle
Road, Havertown, PA 19083.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name
and Year of Birth |
Position(s)
Held with Trust |
Term
of Office and Length of Time Served |
Principal
Occupation During Past 5 Years |
Number
of Funds in Fund Complex Overseen by Trustee |
Other
Directorships Held by Trustee During Past 5 Years |
Independent
Trustees |
Daniel
Dorn Born: 1975 |
Trustee
|
Indefinite
term; Since 2014 |
Associate
Professor of Finance, Drexel University, LeBow College of Business
(2003–present). |
49
|
None
|
Michael
S. Pagano, Ph.D., CFA® Born: 1962 |
Trustee
and Audit Committee Chairman |
Indefinite
term; Since 2014 |
The
Robert J. and Mary Ellen Darretta Endowed Chair in Finance, Villanova
University (1999–present); Founder, Michael S. Pagano, LLC (business
consulting firm) (2008–present). |
49
|
Citadel
Federal Credit Union (pro bono service for non-profit) |
Chukwuemeka
(Emeka) O. Oguh Born: 1983 |
Trustee
|
Indefinite
term; Since 2018 |
Co-founder
and CEO, PeopleJoy (2016–present). |
49
|
None
|
Interested
Trustee* |
Wesley
R. Gray, Ph.D. Born: 1980 |
Trustee
and Chairman |
Indefinite
term; Since 2014; President (2014 – 2023) |
Founder
and Executive Managing Member, EA Advisers (2013–present); Founder and
Executive Managing Member, Empirical Finance, LLC d/b/a Alpha Architect
(2010–present). |
49
|
None
|
*
Dr. Gray is an “interested person,” as defined by the Investment Company Act,
because of his employment with and ownership interest in the Adviser.
Additional
information about the Affiliated Trustee and Independent Trustee is available in
the Statement of Additional Information (SAI).
BURNEY
U.S. FACTOR ROTATION ETF
MANAGEMENT
OF THE FUND (CONTINUED)
Officers
|
|
|
|
|
|
|
|
|
|
|
|
Name
and Year of Birth |
Position(s)
Held with Trust |
Term
of Office and Length of Time Served |
Principal
Occupation During Past 5 Years |
Patrick
R. Cleary Born: 1982 |
President
and Chief Executive Officer |
Since
2023; Chief Compliance Officer (2015 – 2022); Secretary (2015
– 2023) |
Chief
Operating Officer and Managing Member, Alpha Architect (2014 – present);
Chief Executive Officer of EA Advisers (2021 – present). |
Alyssa
M. Bernard Born: 1988 |
Secretary
|
Since
2023 |
General
Counsel, EA Advisers (October 2023–present); Vice President—Regulatory
Administration, U.S. Bank Global Fund Services (2021–2023); Assistant Vice
President—Regulatory Administration, U.S. Bank Global Fund Services
(2018–2021). |
Sean
Hegarty Born: 1993 |
Treasurer,
Chief Financial Officer and Comptroller |
Since
2023; Assistant Treasurer (2022 – 2023) |
Chief
Operating Officer, EA Advisers (2022–present); Assistant Vice
President—Fund Administration, U.S. Bank Global Fund Services (2018–2022);
Staff Accountant, Cohen & Company (2015–2018). |
Jessica
Leighty Born: 1981 |
Chief
Compliance Officer |
Since
2022 |
Chief
Compliance Officer, EA Advisers (2021–present); Chief Compliance Officer,
Alpha Architect (2021 – present); Chief Compliance Officer, Snow Capital
(2015–2021). |
Brian
P. Massaro Born: 1997 |
Assistant
Treasurer |
Since
2023 |
Chief
Technology Officer, EA Advisers (2023 – present); Assistant Operating
Officer, EA Advisers (2022 – present); Mutual Funds Administrator, U.S.
Bank Global Fund Services (2019–2022). |
BURNEY
U.S. FACTOR ROTATION ETF
INFORMATION
ABOUT PORTFOLIO HOLDINGS (UNAUDITED)
The
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 Fund’s Form N-PORT is available without charge, upon request,
by calling (215) 882-9983. Furthermore, you may obtain the Form N-PORT on the
SEC’s website at www.sec.gov. The Fund’s portfolio holdings are posted on its
website at https://burneyetfs.com/.
INFORMATION
ABOUT PROXY VOTING (UNAUDITED)
A
description of the policies and procedures the Fund uses to determine how to
vote proxies relating to portfolio securities is provided in the Statement of
Additional Information (“SAI”). The SAI is available without charge upon request
by calling (215) 882-9983, by accessing the SEC’s website at www.sec.gov, or by
accessing the Fund’s website at https://burneyetfs.com/.
When
available, information regarding how the Fund’s voted proxies relating to
portfolio securities during the twelve months ending June 30 is (1)
available by calling (215) 882-9983 and (2) the SEC’s website at www.sec.gov.
FREQUENCY
DISTRIBUTION OF PREMIUMS AND DISCOUNTS (UNAUDITED)
Information
regarding how often shares of the Fund trades on an exchange at a price above
(i.e., at premium) or below (i.e., at a discount) the NAV of the Fund is
available, without charge, on the Fund’s website at https://burneyetfs.com/.
PRIVACY
POLICY (UNAUDITED)
EA
Series Trust (the “Trust”) is strongly committed to preserving and safeguarding
the personal financial information of any customers of the Trust.
Confidentiality is extremely important to us.
Regulation
S-P requires, among others, each investment company to “adopt written policies
and procedures that address administrative, technical, and physical safeguards
for the protection of customer records and information.” However, Pursuant to
Regulation S-P’s definition of “customer,” the Trust currently does not have,
nor does it anticipate having in the future, any customers. In addition, the
Trust does not collect any non-public personal information from any consumers.
Nonetheless,
the Trust has instituted certain technical, administrative and physical
safeguards through which the Trust would seek to protect personal financial
information about any customers from unauthorized use and access. First,
technical procedures are used in order to limit the accessibility and exposure
of Trust-maintained information contained in electronic form. If customer
information were obtained by the Trust, such technical procedures would cover
such information.
Second,
administrative procedures that are in place, would be used to control the number
and type of employees, affiliated and non-affiliated persons, to whom customer
information (if the Trust were to obtain any) would be accessible.
Third,
physical safeguards have been established, which if customer information were
obtained by the Trust, to prevent access to such information contained in
hard-copy form.
As
these procedures illustrate, the Trust realizes the importance of information
confidentiality and security and emphasizes practices which are aimed at
achieving those goals.
Adviser
Empowered
Funds, LLC dba EA Advisers
19
East Eagle Road
Havertown,
Pennsylvania 19083
Sub-Adviser
The
Burney Company
1800
Alexander Bell Drive, Suite 510
Reston,
Virginia 20191
Distributor
Quasar
Distributors, LLC
111
East Kilbourn Ave, Suite 2200
Milwaukee,
Wisconsin 53202
Custodian
and Securities Lending Agent
U.S.
Bank National Association
Custody
Operations
1555
North River Center Drive, Suite 302
Milwaukee,
Wisconsin 53212
Transfer
Agent
U.S.
Bank Global Fund Services, LLC
615
East Michigan Street
Milwaukee,
Wisconsin 53202
Independent
Registered Public Accounting Firm
Tait,
Weller & Baker LLP
Two
Liberty Place
50
South 16th Street, Suite 2900
Philadelphia,
Pennsylvania 19102
Legal
Counsel
Practus,
LLP
11300
Tomahawk Creek Parkway, Suite 310,
Leawood,
Kansas 66211
Burney
U.S. Factor Rotation ETF
Symbol
– BRNY
CUSIP
– 02072L649
This
material must be preceded or accompanied by a prospectus.