Virtus ETF Trust II

VIRTUS DUFF & PHELPS CLEAN ENERGY ETF
VIRTUS NEWFLEET ABS/MBS ETF
VIRTUS NEWFLEET HIGH YIELD BOND ETF
VIRTUS SEIX SENIOR LOAN ETF
VIRTUS TERRANOVA U.S. QUALITY MOMENTUM ETF

SEMI-ANNUAL REPORT
January 31, 2022

Table of Contents

Page (s)

Shareholder Letter

1

Shareholder Expense Examples

2

 

Schedules of Investments

Virtus Duff & Phelps Clean Energy ETF

3

Virtus Newfleet ABS/MBS ETF

4

Virtus Newfleet High Yield Bond ETF

7

Virtus Seix Senior Loan ETF

11

Virtus Terranova U.S. Quality Momentum ETF

14

Statements of Assets and Liabilities

16

Statements of Operations

17

Statements of Changes in Net Assets

18

Financial Highlights

21

Notes to Financial Statements

26

Approval of Advisory Agreements & Board Considerations

33

Supplemental Information

39

1

Shareholder Letter (unaudited)

March 2022

Dear Shareholder:

On behalf of Virtus ETF Advisers LLC (the “Adviser”), I am pleased to present the shareholder report for the Virtus ETF Trust II (the “Trust”) for the semiannual fiscal period ended January 31, 2022.

The Adviser is part of Virtus Investment Partners, a distinctive partnership of boutique investment managers singularly committed to the long-term success of individual and institutional investors.

The report provides financial statements and portfolio information for the following funds within the Trust:

Virtus Duff & Phelps Clean Energy ETF (VCLN) – This fund commenced operations on August 3, 2021 and seeks capital appreciation by investing in equity securities of clean energy companies.

Virtus Newfleet ABS/MBS ETF (VABS)

Virtus Newfleet High Yield Bond ETF (BLHY)

Virtus Seix Senior Loan ETF (SEIX)

Virtus Terranova U.S. Quality Momentum ETF (JOET)

On behalf of the Adviser and our fund Sub-Advisers, thank you for your investment. If you have questions, please contact your financial adviser, or call 1-888-383-0553. For more information about the funds, we invite you to visit our website, www.virtusetfs.com.

Sincerely,

William Smalley
President

Virtus ETF Trust II

This material must be accompanied or preceded by the prospectus.

2

Shareholder Expense Examples (unaudited)

We believe it is important for you to understand the impact of costs on your investment. All funds have operating expenses. As a shareholder of the Virtus Duff & Phelps Clean Energy ETF, Virtus Newfleet ABS/MBS ETF, Virtus Newfleet High Yield Bond ETF, Virtus Seix Senior Loan ETF and Virtus Terranova U.S. Quality Momentum ETF (each, a “Fund”) you may incur two types of costs: (1) transaction costs, which include brokerage commissions that you pay when purchasing or selling shares of the Fund; and (2) ongoing costs, which include advisory fees and other fund expenses, if any. The following example is intended to help you understand your ongoing costs (in dollars and cents) of investing in a Fund 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 (August 1, 2021 to January 31, 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 under each Fund 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 each 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 each 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 under each Fund 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 8/01/21

Ending
Account
Value 1/31/22

Annualized
Expense
Ratios
(2)

Expenses
Paid During
the Period
(3)

Virtus Duff & Phelps Clean Energy ETF

Actual

$1,000.00

$832.00

0.59%

$2.68(4)

Hypothetical(1)

$1,000.00

$1,021.87

0.59%

$3.01

 

Virtus Newfleet ABS/MBS ETF

Actual

$1,000.00

$990.90

0.39%

$1.96

Hypothetical(1)

$1,000.00

$1,023.24

0.39%

$1.99

 

Virtus Newfleet High Yield Bond ETF

Actual

$1,000.00

$992.60

0.49%

$2.46

Hypothetical(1)

$1,000.00

$1,022.74

0.49%

$2.50

 

Virtus Seix Senior Loan ETF

Actual

$1,000.00

$1,022.30

0.57%

$2.91

Hypothetical(1)

$1,000.00

$1,022.33

0.57%

$2.91

 

Virtus Terranova U.S. Quality Momentum ETF

Actual

$1,000.00

$986.90

0.29%

$1.45

Hypothetical(1)

$1,000.00

$1,023.74

0.29%

$1.48

  

(1)Assuming 5% return before expenses.

(2)Annualized expense ratios reflect expenses net of waived fees or reimbursed expenses, if applicable.

(3)Expenses are calculated using each Fund’s annualized expense ratio, multiplied by the average account value for the period, multiplied by 184/365 (to reflect the six-month period).

(4)Actual expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value for the period, multiplied by 181/365 (to reflect the period August 3, 2021 to January 31, 2022).

Schedule of Investments — Virtus Duff & Phelps Clean Energy ETF

January 31, 2022 (unaudited)

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

3

Security Description

Shares

Value

COMMON STOCKS – 99.6%

Consumer Staples – 1.7%

Darling Ingredients, Inc.*

831

$52,993

Energy – 0.9%

Enviva, Inc.

417

 29,182

Industrials – 25.4%

Aker Carbon Capture ASA (Norway)*

25,581

 56,244

Chart Industries, Inc.*

375

 45,701

Fluence Energy, Inc.*

1,785

 33,379

ITM Power PLC (United Kingdom)*

10,959

 39,854

Plug Power, Inc.*

7,030

 153,746

Prysmian SpA (Italy)

2,700

 90,180

Siemens Gamesa Renewable Energy SA (Spain)*

2,985

 64,035

Sunrun, Inc.*

2,831

 73,408

Vestas Wind Systems A/S (Denmark)

6,721

 179,568

Xinjiang Goldwind Science & Technology Co., Ltd. Class H (China)

9,000

 15,583

Xylem, Inc.

545

 57,236

Total Industrials

 808,934

Information Technology – 18.9%

Enphase Energy, Inc.*

1,600

 224,752

First Solar, Inc.*

1,360

 106,597

SolarEdge Technologies, Inc.*

636

 151,508

Xinyi Solar Holdings Ltd. (China)

76,000

 120,866

Total Information Technology

 603,723

Materials – 2.1%

MP Materials Corp.*

1,695

 67,698

Utilities – 50.6%

AES Corp. (The)

4,550

 100,919

China Longyuan Power Group Corp. Ltd.
Class H (China)

23,000

 46,430

Clearway Energy, Inc. Class C

2,685

 90,431

Dominion Energy, Inc.

1,085

 87,516

EDP - Energias de Portugal SA (Portugal)

23,852

 121,629

EDP Renovaveis SA (Spain)

2,425

 50,727

Encavis AG (Germany)

3,426

 53,384

Enel SpA (Italy)

12,748

 97,115

Security Description

Shares

Value

COMMON STOCKS (continued)

Utilities (continued)

Exelon Corp.

1,520

$ 88,084

Iberdrola SA (Spain)

13,449

 153,509

Iberdrola SA - Interim shares (Spain)*

224

 2,557

NextEra Energy, Inc.

731

 57,106

Orsted AS (Denmark)(1)

1,945

 205,278

Public Service Enterprise Group, Inc.

1,250

 83,162

RWE AG (Germany)

1,866

 78,215

SSE PLC (United Kingdom)

6,189

 131,721

Sunnova Energy International, Inc.*

1,194

 23,474

Verbund AG (Austria)

915

 96,422

Xcel Energy, Inc.

660

 45,976

Total Utilities

 1,613,655

Total Common Stocks

(Cost $3,731,993)

 3,176,185

TOTAL INVESTMENTS – 99.6%

(Cost $3,731,993)

3,176,185

Other Assets in Excess of Liabilities – 0.4%

12,823

Net Assets – 100.0%

$3,189,008

 

*Non-income producing security.

Amounts represent investments in particular sectors. No industry within these sectors represented more than 25% of the Fund’s total assets at the time of investment.

(1)Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid. At January 31, 2022, the aggregate value of these securities was $205,278, or 6.4% of net assets.

Portfolio Composition

January 31, 2022 (unaudited)

Asset Allocation as of 01/31/2022 (based on net assets)

Utilities

50.6

%

Industrials

25.4

%

Information Technology

18.9

%

Materials

2.1

%

Consumer Staples

1.7

%

Energy

0.9

%

Other Assets in Excess of Liabilities

0.4

%

Total

100.0

%

 

Amounts represent investments in particular sectors. No industry within these sectors represented more than 25% of the Fund’s total assets at the time of investment.


The following table summarizes valuation of the Fund’s investments under the fair value hierarchy levels as of January 31, 2022.

Level 1

Level 2

Level 3

Total

Asset Valuation Inputs

Common Stocks

$3,173,628

$2,557

$

$3,176,185

Total

$3,173,628

$2,557

$

$3,176,185

Schedule of Investments — Virtus Newfleet ABS/MBS ETF

January 31, 2022 (unaudited)

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

4

Security Description

Principal

Value

ASSET BACKED SECURITIES – 53.3%

ACC Auto Trust, Class C, Series 2021-A, 3.79%, 04/15/27(1)

$460,000

$453,528

ACC Trust, Class C, Series 2021-1, 2.08%, 12/20/24(1)

 150,000

 148,265

Affirm Asset Securitization Trust, Class A, Series 2021-A, 0.88%, 08/15/25(1)

 100,000

 99,787

American Credit Acceptance Receivables Trust, Class C, Series 2021-3, 0.98%, 11/15/27(1)

 450,000

 442,290

American Credit Acceptance Receivables Trust, Class E, Series 2022-1, 3.64%, 03/13/28(1)

 160,000

 160,441

Aqua Finance Trust, Class C, Series 2019-A, 4.01%, 07/16/40(1)

 120,000

 121,898

Avis Budget Rental Car Funding AESOP LLC, Class A, Series 2019-3A, 2.36%, 03/20/26(1)

 37,000

 37,515

Avis Budget Rental Car Funding AESOP LLC, Class A, Series 2020-2A, 2.02%, 02/20/27(1)

 600,000

 599,743

Avis Budget Rental Car Funding AESOP LLC, Class D, Series 2021-2A, 3.04%, 09/22/25(1)

 65,000

 63,992

Business Jet Securities LLC, Class A, Series 2021-1A, 2.16%, 04/15/36(1)

 99,961

 97,524

Cajun Global LLC, Class A2, Series 2021-1, 3.93%, 11/20/51(1)

 220,000

 217,020

Carvana Auto Receivables Trust, Class D, Series 2021-N3, 1.58%, 06/12/28

 310,000

 302,632

CFMT Issuer Trust, Class A, Series 2021-GRN1, 1.10%, 03/20/41(1)

 78,597

 77,392

CLI Funding VI LLC, Class A, Series 2020-1A, 2.08%, 09/18/45(1)

 107,125

 105,098

Consumer Loan Underlying Bond Credit Trust, Class B, Series 2019-P1, 3.28%, 07/15/26(1)

 6,442

 6,446

CPS Auto Receivables Trust, Class E, Series 2019-D, 3.86%, 10/15/25(1)

 65,000

 66,252

Dext ABS LLC, Class A, Series 2020-1, 1.46%, 02/16/27(1)

 312,006

 311,658

Exeter Automobile Receivables Trust, Class D, Series 2017-3A, 5.28%, 10/15/24(1)

 130,000

 132,070

Fair Square Issuance Trust, Class A, Series 2020-AA, 2.90%, 09/20/24(1)

 100,000

 100,071

FAT Brands Royalty LLC, Class A2, Series 2021-1A, 4.75%, 04/25/51(1)

 70,000

 69,401

Flagship Credit Auto Trust, Class C, Series 2020-1, 2.24%, 01/15/26(1)

 120,000

 120,808

Flagship Credit Auto Trust, Class C, Series 2020-4, 1.28%, 02/16/27(1)

 300,000

 298,325

Foursight Capital Automobile Receivables Trust, Class C, Series 2021-2, 1.57%, 07/15/27(1)

 40,000

 39,004

GLS Auto Receivables Issuer Trust, Class D, Series 2019-4A, 4.09%, 08/17/26(1)

 120,000

 122,417

HIN Timeshare Trust, Class C, Series 2020-A, 3.42%, 10/09/39(1)

 144,263

 146,904

Hotwire Funding LLC, Class C, Series 2021-1, 4.46%, 11/20/51(1)

 325,000

 320,821

Lendmark Funding Trust, Class A, Series 2019-1A, 3.00%, 12/20/27(1)

100,000

100,760

Mariner Finance Issuance Trust, Class A, Series 2019-AA, 2.96%, 07/20/32(1)

 100,000

 100,935

Mercury Financial Credit Card Master Trust, Class A, Series 2021-1A, 1.54%, 03/20/26(1)

 150,000

 149,513

Security Description

Principal

Value

ASSET BACKED SECURITIES (continued)

Mission Lane Credit Card Master Trust, Class A, Series 2021-A, 1.59%, 09/15/26(1)

$300,000

$296,760

Navient Private Education Refi Loan Trust, Class A, Series 2021-EA, 0.97%, 12/16/69(1)

 534,790

 518,996

NBC Funding LLC, Class A2, Series 2021-1, 2.99%, 07/30/51(1)

 298,500

 292,395

Oasis Securitization Funding LLC, Class A, Series 2021-1A, 2.58%, 02/15/33(1)

 64,484

 64,702

Octane Receivables Trust, Class B, Series 2021-1A, 1.53%, 04/20/27(1)

 50,000

 48,847

Onemain Direct Auto Receivables Trust, Class C, Series 2018-1A, 3.85%, 10/14/25(1)

 750,000

 750,872

Oportun Funding XIV LLC, Class B, Series 2021-A, 1.76%, 03/08/28(1)

 300,000

 297,664

Oscar US Funding XII LLC, Class A4, Series 2021-1A (Japan), 1.00%, 04/10/28(1)

 120,000

 117,361

Planet Fitness Master Issuer LLC, Class A2II, Series 2018-1A, 4.67%, 09/05/48(1)

 120,938

 123,124

Santander Drive Auto Receivables Trust, Class D, Series 2020-2, 2.22%, 09/15/26

 55,000

 55,518

Skopos Auto Receivables Trust, Class C, Series 2019-1A, 3.63%, 09/16/24(1)

 102,606

 103,407

Upstart Securitization Trust, Class B, Series 2021-3, 1.66%, 07/20/31(1)

 225,000

 220,941

USASF Receivables LLC, Class B, Series 2020-1A, 3.22%, 05/15/24(1)

 125,000

 125,767

Veros Auto Receivables Trust, Class B, Series 2021-1, 1.49%, 10/15/26(1)

 300,000

 295,595

Westlake Automobile Receivables Trust, Class D, Series 2019-1A, 3.67%, 03/15/24(1)

 46,566

 47,004

ZAXBY’S Funding LLC, Class A2, Series 2021-1A, 3.24%, 07/30/51(1)

 154,225

 153,578

Total Asset Backed Securities

(Cost $8,663,349)

8,525,041

MORTGAGE BACKED SECURITIES – 44.2%

Commercial Mortgage Backed Securities – 10.2%

ACRES Commercial Realty Corp., Class B, Series 2020-RSO8, 1.91%, (SOFR + 1.86%), 03/15/35(1)(2)

 100,000

 100,069

BBCMS Mortgage Trust, Class A, Series 2018-TALL, 0.83%, (1-Month USD LIBOR + 0.72%), 03/15/37(1)(2)

 125,000

 123,874

BPR Trust, Class A, Series 2021-KEN, 1.36%, (1-Month USD LIBOR + 1.25%), 02/15/29(1)(2)

 375,000

 375,263

CHC Commercial Mortgage Trust, Class A, Series 2019-CHC, 1.23%, (1-Month USD LIBOR + 1.12%), 06/15/34(1)(2)

228,333

227,943

COMM Mortgage Trust, Class D, Series 2012-CR2, 4.83%, 08/15/45(1)(2)(3)

 30,000

 29,612

GS Mortgage Securities Corp. Trust, Class A, Series 2012-ALOH, 3.55%, 04/10/34(1)

 100,000

 100,005

Motel Trust, Class B, Series 2021-MTL6, 1.31%, (1-Month USD LIBOR + 1.20%), 09/15/38(1)(2)

 600,000

 599,617

Stack Infrastructure Issuer LLC, Class A2, Series 2019-1A, 4.54%, 02/25/44(1)

 66,017

 67,991

Total Commercial Mortgage Backed Securities

 1,624,374


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

5

Schedule of Investments — Virtus Newfleet ABS/MBS ETF (continued)

January 31, 2022 (unaudited)

Security Description

Principal

Value

MORTGAGE BACKED SECURITIES (continued)

Residential Mortgage Backed Securities – 34.0%

American Homes 4 Rent Trust, Class A, Series 2015-SFR1, 3.47%, 04/17/52(1)

$100,657

$103,971

Angel Oak Mortgage Trust, Class A1, Series 2021-2, 0.99%, 04/25/66(1)(2)(3)

 31,824

 31,471

Angel Oak Mortgage Trust, Class A2, Series 2021-3, 1.31%, 05/25/66(1)(2)(3)

 96,032

 94,760

Angel Oak Mortgage Trust, Class A1, Series 2021-8, 1.82%, 11/25/66(1)(2)(3)

 527,249

 521,532

BRAVO Residential Funding Trust, Class A1, Series 2021-A, 1.99%, 01/25/24(1)(4)

 88,976

 87,913

CAFL Issuer LLC, Class A1, Series 2021-RTL1, 2.24%, 03/28/29(1)(4)

 150,000

 146,504

Cascade MH Asset Trust, Class A1, Series 2021-MH1, 1.75%, 02/25/46(1)

 111,241

 108,345

COLT Mortgage Loan Trust, Class A1, Series 2021-2R, 0.80%, 07/27/54(1)

 65,220

 65,004

COLT Mortgage Loan Trust, Class A1, Series 2020-1R, 1.26%, 09/25/65(1)(2)(3)

 81,993

 81,422

CoreVest American Finance Trust, Class A, Series 2020-3, 1.36%, 08/15/53(1)

 198,325

 191,857

CSMC Trust, Class A1, Series 2021-AFC1, 0.83%, 03/25/56(1)(2)(3)

 74,437

 73,259

CSMC Trust, Class A1, Series 2021-RPL3, 2.00%, 01/25/60(1)(2)(3)

 312,655

 312,215

Deephaven Residential Mortgage Trust, Class A1, Series 2020-2, 1.69%, 05/25/65(1)

 10,888

 10,907

Ellington Financial Mortgage Trust, Class A2, Series 2021-1, 1.00%, 02/25/66(1)(2)(3)

 78,880

 83,304

FirstKey Homes Trust, Class D, Series 2021-SFR1, 2.19%, 08/17/38(1)

 130,000

 125,811

LHOME Mortgage Trust, Class A1, Series 2021-RTL2, 2.09%, 06/25/26(1)(4)

 100,000

 99,667

MetLife Securitization Trust, Class A1A, Series 2019-1A, 3.75%, 04/25/58(1)(2)(3)

 93,493

 95,427

New Residential Mortgage Loan Trust, Class B1, Series 2018-4A, 1.16%, (1-Month USD LIBOR + 1.05%), 01/25/48(1)(2)

 572,987

 576,507

New Residential Mortgage Loan Trust, Class A3, Series 2017-2A, 4.00%, 03/25/57(1)(2)(3)

 40,576

 42,245

New Residential Mortgage Loan Trust, Class A1B, Series 2019-1A, 3.50%, 10/25/59(1)(2)(3)

 130,689

 134,394

Progress Residential, Class C, Series 2021-SFR1, 1.56%, 04/17/38(1)

 100,000

 94,959

Progress Residential Trust, Class A, Series 2019-SFR2, 3.15%, 05/17/36(1)

149,342

148,889

Progress Residential Trust, Class A, Series 2020-SFR2, 2.08%, 06/17/37(1)

 250,000

 249,580

PRPM LLC, Class A1, Series 2021-2, 2.12%, 03/25/26(1)(2)(3)

 127,067

 125,653

PRPM LLC, Class A1, Series 2021-RPL1, 1.32%, 07/25/51(1)(2)(3)

 140,156

 137,174

Residential Mortgage Loan Trust, Class A1, Series 2020-1, 2.38%, 01/26/60(1)(2)(3)

 37,845

 37,812

Roc Mortgage Trust, Class A1, Series 2021-RTL1, 2.49%, 08/25/26(1)(2)(3)

 100,000

 98,367

SG Residential Mortgage Trust, Class A1, Series 2019-3, 2.70%, 09/25/59(1)(2)(3)

 8,410

 8,382

Security Description

Principal

Value

MORTGAGE BACKED SECURITIES (continued)

Residential Mortgage Backed Securities (continued)

SG Residential Mortgage Trust, Class A1, Series 2021-1, 1.16%, 07/25/61(1)(2)(3)

$63,151

$62,006

SG Residential Mortgage Trust, Class A3, Series 2021-1, 1.56%, 07/25/61(1)(2)(3)

 42,101

 41,261

Star Trust, Class A1, Series 2021-1, 1.22%, 05/25/65(1)(2)(3)

 80,887

 80,658

Towd Point HE Trust, Class M1, Series 2021-HE1, 1.50%, 02/25/63(1)(2)(3)

 54,345

 54,197

Towd Point Mortgage Trust, Class A1, Series 2016-3, 2.25%, 04/25/56(1)(2)(3)

 1,153

 1,154

Towd Point Mortgage Trust, Class A1, Series 2018-4, 3.00%, 06/25/58(1)(2)(3)

 65,246

 66,420

Tricon American Homes Trust, Class B, Series 2020-SFR2, 1.83%, 11/17/39(1)

 130,000

 122,661

VCAT LLC, Class A1, Series 2021-NPL4, 1.87%, 08/25/51(1)(4)

 283,377

 278,197

Verus Securitization Trust, Class A1, Series 2020-INV1, 1.98%, 03/25/60(1)(2)(3)

 39,510

 39,513

Verus Securitization Trust, Class A1, Series 2020-4, 1.50%, 05/25/65(1)(4)

 139,527

 138,729

Verus Securitization Trust, Class A1, Series 2021-2, 1.03%, 02/25/66(1)(2)(3)

 92,761

 91,563

Verus Securitization Trust, Class A1, Series 2021-3, 1.05%, 06/25/66(1)(2)(3)

 343,800

 338,749

Visio Trust, Class A1, Series 2020-1R, 1.31%, 11/25/55(1)

 110,975

 110,102

VOLT XCIV LLC, Class A1, Series 2021-NPL3, 2.24%, 02/27/51(1)(4)

 74,194

 73,539

VOLT XCV LLC, Class A1, Series 2021-NPL4, 2.24%, 03/27/51(1)(4)

 60,518

 59,892

Total Residential Mortgage Backed Securities

 5,445,972

Total Mortgage Backed Securities

(Cost $7,172,233)

 7,070,346

FOREIGN BOND – 1.2%

Financials – 1.2%

Doric Nimrod Air Alpha 2013-1 Class A Pass-Through Trust, 5.25%, 05/30/23 (Guernsey)(1)

 192,980

 192,788

(Cost $193,455)

TOTAL INVESTMENTS – 98.7%

(Cost $16,029,037)

15,788,175

Other Assets in Excess of Liabilities – 1.3%

204,643

Net Assets – 100.0%

$15,992,818

 

(1)Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid. At January 31, 2022, the aggregate value of these securities was $15,430,025, or 96.5% of net assets.

(2)Variable rate instrument. The interest rate shown reflects the rate in effect at January 31, 2022.

(3)Adjustable rate security with an interest rate that is not based on a published reference index and spread. The rate is based on the structure of the agreement and current market conditions.

(4)Represents step coupon bond. Rate shown reflects the rate in effect as of January 31, 2022.


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

6

Schedule of Investments — Virtus Newfleet ABS/MBS ETF (continued)

January 31, 2022 (unaudited)

Abbreviations:

LIBOR — London InterBank Offered Rate

SOFR — Secured Overnight Financing Rate

USD — United States Dollar

Portfolio Composition

January 31, 2022 (unaudited)

Asset Allocation as of 01/31/2022 (based on net assets)

Asset Backed Securities

53.3

%

Mortgage Backed Securities

44.2

%

Foreign Bond

1.2

%

Other Assets in Excess of Liabilities

1.3

%

Total

100.0

%


The following table summarizes valuation of the Fund’s investments under the fair value hierarchy levels as of January 31, 2022.

Level 1

Level 2

Level 3

Total

Asset Valuation Inputs

Asset Backed Securities

$

$8,525,041

$

$8,525,041

Mortgage Backed Securities

 —

 7,070,346

 —

 7,070,346

Foreign Bond

 —

 192,788

 —

 192,788

Total

$

$15,788,175

$

$15,788,175

Schedule of Investments — Virtus Newfleet High Yield Bond ETF

January 31, 2022 (unaudited)

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

7

Security Description

Principal

Value

CORPORATE BONDS – 80.7%

Communication Services – 8.8%

CCO Holdings LLC / CCO Holdings Capital Corp., 5.13%, 05/01/27(1)

$40,000

$41,054

CCO Holdings LLC / CCO Holdings Capital Corp., 4.75%, 03/01/30(1)

 45,000

 44,715

CCO Holdings LLC / CCO Holdings Capital Corp., 4.50%, 08/15/30(1)

 5,000

 4,883

CommScope, Inc., 7.13%, 07/01/28(1)

 25,000

 23,344

CommScope, Inc., 4.75%, 09/01/29(1)

 5,000

 4,797

Directv Financing LLC / Directv Financing Co-Obligor, Inc., 5.88%, 08/15/27(1)

 25,000

 25,152

Frontier Communications Holdings LLC, 6.75%, 05/01/29(1)

 45,000

 45,192

iHeartCommunications, Inc., 8.38%, 05/01/27

 21,420

 22,431

Level 3 Financing, Inc., 3.63%, 01/15/29(1)

 50,000

 45,594

Live Nation Entertainment, Inc., 4.75%, 10/15/27(1)

 30,000

 29,625

McGraw-Hill Education, Inc., 5.75%, 08/01/28(1)

 40,000

 38,054

McGraw-Hill Education, Inc., 8.00%, 08/01/29(1)

 40,000

 37,452

Millennium Escrow Corp., 6.63%, 08/01/26(1)

 35,000

 34,765

Northwest Fiber LLC / Northwest Fiber Finance Sub, Inc., 4.75%, 04/30/27(1)

 5,000

 4,772

Northwest Fiber LLC / Northwest Fiber Finance Sub, Inc., 6.00%, 02/15/28(1)

 35,000

 32,984

ROBLOX Corp., 3.88%, 05/01/30(1)

 15,000

 14,539

TripAdvisor, Inc., 7.00%, 07/15/25(1)

 30,000

 31,462

Twitter, Inc., 3.88%, 12/15/27(1)

 55,000

 54,966

Total Communication Services

 535,781

Consumer Discretionary – 17.6%

American Axle & Manufacturing, Inc., 6.50%, 04/01/27

 45,000

 46,418

At Home Group, Inc., 4.88%, 07/15/28(1)

 10,000

 9,572

At Home Group, Inc., 7.13%, 07/15/29(1)

 40,000

 37,563

Caesars Entertainment, Inc., 6.25%, 07/01/25(1)

 15,000

 15,542

Caesars Entertainment, Inc., 8.13%, 07/01/27(1)

 15,000

 16,166

Caesars Entertainment, Inc., 4.63%, 10/15/29(1)

 25,000

 23,980

Carnival Corp., 7.63%, 03/01/26(1)

 70,000

 71,527

Carriage Services, Inc., 4.25%, 05/15/29(1)

 40,000

 39,056

Carvana Co., 5.63%, 10/01/25(1)

 30,000

 28,506

Carvana Co., 5.88%, 10/01/28(1)

 15,000

 14,119

Clarios Global LP / Clarios US Finance Co., 8.50%, 05/15/27(1)

 25,000

 26,174

Dornoch Debt Merger Sub, Inc., 6.63%, 10/15/29(1)

 25,000

 24,188

Ford Motor Co., 3.25%, 02/12/32

 10,000

 9,532

Ford Motor Co., 4.75%, 01/15/43

 15,000

 15,353

Gap, Inc. (The), 3.88%, 10/01/31(1)

 45,000

 41,834

Golden Nugget, Inc., 8.75%, 10/01/25(1)

 40,000

 40,926

Hilton Grand Vacations Borrower Escrow LLC / Hilton Grand Vacations Borrower Esc, 5.00%, 06/01/29(1)

 40,000

 39,870

International Game Technology PLC, 5.25%,
01/15/29
(1)

 5,000

 5,116

Jacobs Entertainment, Inc., 6.75%, 02/15/29(1)

 20,000

 20,226

Security Description

Principal

Value

CORPORATE BONDS (continued)

Consumer Discretionary (continued)

Legends Hospitality Holding Co. LLC / Legends Hospitality Co.-Issuer, Inc., 5.00%, 02/01/26(1)

$40,000

$39,906

M/I Homes, Inc., 4.95%, 02/01/28

 40,000

 40,459

Metis Merger Sub LLC, 6.50%, 05/15/29(1)

 30,000

 28,760

Michaels Cos, Inc. (The), 5.25%, 05/01/28(1)

 5,000

 4,828

Michaels Cos, Inc. (The), 7.88%, 05/01/29(1)

 15,000

 13,750

Mohegan Gaming & Entertainment, 8.00%, 02/01/26(1)

 40,000

 40,726

NMG Holding Co., Inc. / Neiman Marcus Group LLC, 7.13%, 04/01/26(1)

 50,000

 51,590

Premier Entertainment Sub LLC / Premier Entertainment Finance Corp., 5.63%, 09/01/29(1)

 45,000

 42,467

Royal Caribbean Cruises Ltd., 4.25%, 07/01/26(1)

 20,000

 18,700

Royal Caribbean Cruises Ltd., 5.50%, 08/31/26(1)

 15,000

 14,649

Royal Caribbean Cruises Ltd., 5.50%, 04/01/28(1)

 10,000

 9,726

Scientific Games International, Inc., 8.25%, 03/15/26(1)

 20,000

 20,901

Scientific Games International, Inc., 7.00%, 05/15/28(1)

 20,000

 21,035

SeaWorld Parks & Entertainment, Inc., 5.25%, 08/15/29(1)

 40,000

 39,036

Station Casinos LLC, 4.50%, 02/15/28(1)

 30,000

 29,189

Tenneco, Inc., 5.38%, 12/15/24

 15,000

 14,723

Tenneco, Inc., 5.13%, 04/15/29(1)

 35,000

 32,464

Vista Outdoor, Inc., 4.50%, 03/15/29(1)

 45,000

 43,741

Weekley Homes LLC / Weekley Finance Corp., 4.88%, 09/15/28(1)

 35,000

 34,479

Total Consumer Discretionary

 1,066,797

Consumer Staples – 3.8%

Albertsons Cos., Inc. / Safeway, Inc. / New Albertsons LP / Albertsons LLC, 4.63%, 01/15/27(1)

 35,000

 35,873

Chobani LLC / Chobani Finance Corp., Inc., 7.50%, 04/15/25(1)

 30,000

 30,659

H-Food Holdings LLC / Hearthside Finance Co., Inc., 8.50%, 06/01/26(1)

 30,000

 29,655

HLF Financing Sarl LLC / Herbalife International, Inc., 4.88%, 06/01/29(1)

 35,000

 33,212

Triton Water Holdings, Inc., 6.25%, 04/01/29(1)

 15,000

 14,081

Turning Point Brands, Inc., 5.63%, 02/15/26(1)

 55,000

 54,801

Vector Group Ltd., 5.75%, 02/01/29(1)

 35,000

 32,396

Total Consumer Staples

 230,677

Energy – 15.6%

Alliance Resource Operating Partners LP / Alliance Resource Finance Corp., 7.50%, 05/01/25(1)

 40,000

 40,562

Antero Midstream Partners LP / Antero Midstream Finance Corp., 5.75%, 01/15/28(1)

 40,000

 40,846

Antero Resources Corp., 8.38%, 07/15/26(1)

 11,000

 12,282

Antero Resources Corp., 7.63%, 02/01/29(1)

 3,000

 3,274

Antero Resources Corp., 5.38%, 03/01/30(1)

 15,000

 15,542


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

8

Schedule of Investments — Virtus Newfleet High Yield Bond ETF (continued)

January 31, 2022 (unaudited)

Security Description

Principal

Value

CORPORATE BONDS (continued)

Energy (continued)

Ascent Resources Utica Holdings LLC / ARU Finance Corp., 8.25%, 12/31/28(1)

$40,000

$41,951

Callon Petroleum Co., 8.00%, 08/01/28(1)

 5,000

 5,102

Calumet Specialty Products Partners LP / Calumet Finance Corp., 8.13%, 01/15/27(1)

 35,000

 35,199

Cheniere Energy, Inc., 4.63%, 10/15/28

 25,000

 25,417

Chesapeake Energy Corp., 5.50%, 02/01/26(1)

 45,000

 46,447

Chesapeake Energy Corp., 5.88%, 02/01/29(1)

 10,000

 10,443

CrownRock LP / CrownRock Finance, Inc., 5.63%, 10/15/25(1)

 35,000

 35,311

CrownRock LP / CrownRock Finance, Inc., 5.00%, 05/01/29(1)

 30,000

 30,329

CSI Compressco LP / CSI Compressco Finance, Inc., 7.50%, 04/01/25(1)

 55,000

 55,247

DCP Midstream Operating LP, 3.25%, 02/15/32

 35,000

 33,130

DT Midstream, Inc., 4.13%, 06/15/29(1)

 35,000

 34,589

Energy Transfer LP, Series H, 6.50%, (US 5 Year CMT T- Note + 5.69%), 11/15/70, perpetual(2)(3)

 35,000

 35,886

EQM Midstream Partners LP, 6.00%, 07/01/25(1)

 10,000

 10,339

EQM Midstream Partners LP, 6.50%, 07/01/27(1)

 10,000

 10,476

Hilcorp Energy I LP / Hilcorp Finance Co., 5.75%, 02/01/29(1)

 35,000

 35,758

Hilcorp Energy I LP / Hilcorp Finance Co., 6.00%, 02/01/31(1)

 25,000

 25,469

Magnolia Oil & Gas Operating LLC / Magnolia Oil & Gas Finance Corp., 6.00%, 08/01/26(1)

 25,000

 25,587

Nabors Industries Ltd., 7.25%, 01/15/26(1)

 30,000

 28,768

Nabors Industries, Inc., 7.38%, 05/15/27(1)

 5,000

 5,137

Occidental Petroleum Corp., 5.50%, 12/01/25

 5,000

 5,313

Occidental Petroleum Corp., 3.50%, 08/15/29

 30,000

 29,617

Occidental Petroleum Corp., 6.63%, 09/01/30

 40,000

 47,014

Occidental Petroleum Corp., 6.13%, 01/01/31

 45,000

 52,014

Patterson-UTI Energy, Inc., 5.15%, 11/15/29

 40,000

 40,562

Southwestern Energy Co., 5.38%, 02/01/29

 40,000

 40,740

Targa Resources Partners LP / Targa Resources Partners Finance Corp., 4.88%, 02/01/31

 15,000

 15,700

Transocean, Inc., 11.50%, 01/30/27(1)

 13,000

 12,916

USA Compression Partners LP / USA Compression Finance Corp., 6.88%, 04/01/26

 20,000

 20,333

Venture Global Calcasieu Pass LLC, 3.88%,
08/15/29
(1)

 5,000

 5,000

Venture Global Calcasieu Pass LLC, 4.13%,
08/15/31
(1)

 35,000

 35,289

Total Energy

 947,589

Financials – 7.3%

Acrisure LLC / Acrisure Finance, Inc., 7.00%, 11/15/25(1)

 30,000

 30,004

Acrisure LLC / Acrisure Finance, Inc., 4.25%, 02/15/29(1)

 35,000

 33,094

Ally Financial, Inc., Series B, 4.70%, (US 5 Year CMT T- Note + 3.87%), perpetual(2)(3)

34,000

33,720

BroadStreet Partners, Inc., 5.88%, 04/15/29(1)

 50,000

 47,734

Cobra AcquisitionCo. LLC, 6.38%, 11/01/29(1)

 40,000

 39,003

Coinbase Global, Inc., 3.63%, 10/01/31(1)

 40,000

 34,924

Security Description

Principal

Value

CORPORATE BONDS (continued)

Financials (continued)

Icahn Enterprises LP / Icahn Enterprises Finance Corp., 6.25%, 05/15/26

$10,000

$10,290

Icahn Enterprises LP / Icahn Enterprises Finance Corp., 5.25%, 05/15/27

 55,000

 55,519

Ladder Capital Finance Holdings LLLP / Ladder Capital Finance Corp., 4.25%, 02/01/27(1)

 55,000

 53,654

Navient Corp., 5.88%, 10/25/24

 25,000

 25,969

Navient Corp., 5.50%, 03/15/29

 5,000

 4,886

OneMain Finance Corp., 7.13%, 03/15/26

 25,000

 27,525

Prospect Capital Corp., 3.71%, 01/22/26

 45,000

 44,954

Total Financials

 441,276

Health Care – 8.1%

Akumin, Inc., 7.00%, 11/01/25(1)

 60,000

 55,432

Avantor Funding, Inc., 3.88%, 11/01/29(1)

 10,000

 9,618

Bausch Health Cos., Inc., 6.13%, 02/01/27(1)

 5,000

 5,027

Bausch Health Cos., Inc., 5.75%, 08/15/27(1)

 20,000

 20,096

CHS/Community Health Systems, Inc., 6.63%, 02/15/25(1)

 25,000

 25,885

CHS/Community Health Systems, Inc., 6.88%, 04/15/29(1)

 15,000

 14,855

CHS/Community Health Systems, Inc., 6.13%, 04/01/30(1)

 20,000

 19,072

CHS/Community Health Systems, Inc., 5.25%, 05/15/30(1)

 40,000

 39,899

CHS/Community Health Systems, Inc., 4.75%, 02/15/31(1)

 20,000

 19,163

DaVita, Inc., 4.63%, 06/01/30(1)

 35,000

 34,103

Encompass Health Corp., 4.50%, 02/01/28

 35,000

 34,987

Lannett Co., Inc., 7.75%, 04/15/26(1)

 15,000

 11,702

Legacy LifePoint Health LLC, 4.38%, 02/15/27(1)

 20,000

 19,636

Mozart Debt Merger Sub, Inc., 3.88%, 04/01/29(1)

 15,000

 14,477

Mozart Debt Merger Sub, Inc., 5.25%, 10/01/29(1)

 5,000

 4,872

Ortho-Clinical Diagnostics, Inc. / Ortho-Clinical Diagnostics SA, 7.38%, 06/01/25(1)

 15,000

 15,738

Ortho-Clinical Diagnostics, Inc. / Ortho-Clinical Diagnostics SA, 7.25%, 02/01/28(1)

 6,000

 6,419

Prime Healthcare Services, Inc., 7.25%, 11/01/25(1)

 5,000

 5,222

Surgery Center Holdings, Inc., 6.75%, 07/01/25(1)

 40,000

 40,101

Team Health Holdings, Inc., 6.38%, 02/01/25(1)

 35,000

 31,554

Tenet Healthcare Corp., 4.88%, 01/01/26(1)

 15,000

 15,084

Tenet Healthcare Corp., 6.25%, 02/01/27(1)

 30,000

 30,728

Tenet Healthcare Corp., 5.13%, 11/01/27(1)

 15,000

 15,056

Total Health Care

 488,726

Industrials – 8.5%

Allied Universal Holdco LLC / Allied Universal Finance Corp., 6.63%, 07/15/26(1)

45,000

46,266

American Airlines Group, Inc., 5.00%, 06/01/22(1)

 20,000

 20,171

American Airlines, Inc., 11.75%, 07/15/25(1)

 55,000

 66,665

BCPE Ulysses Intermediate, Inc., 7.75%, 04/01/27, 7.75% Cash or 8.50% PIK(1)(4)

 35,000

 34,220

BlueLinx Holdings, Inc., 6.00%, 11/15/29(1)

 20,000

 19,775

Boeing Co. (The), 5.93%, 05/01/60

 30,000

 38,133

Cleaver-Brooks, Inc., 7.88%, 03/01/23(1)

 40,000

 38,794


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

9

Schedule of Investments — Virtus Newfleet High Yield Bond ETF (continued)

January 31, 2022 (unaudited)

Security Description

Principal

Value

CORPORATE BONDS (continued)

Industrials (continued)

CP Atlas Buyer, Inc., 7.00%, 12/01/28(1)

$40,000

$38,103

Deluxe Corp., 8.00%, 06/01/29(1)

 20,000

 20,698

Fortress Transportation and Infrastructure Investors LLC, 6.50%, 10/01/25(1)

 35,000

 35,997

Fortress Transportation and Infrastructure Investors LLC, 9.75%, 08/01/27(1)

 10,000

 10,962

LBM Acquisition LLC, 6.25%, 01/15/29(1)

 15,000

 14,318

OT Merger Corp., 7.88%, 10/15/29(1)

 20,000

 19,470

Standard Industries, Inc., 4.38%, 07/15/30(1)

 35,000

 33,488

TransDigm, Inc., 6.25%, 03/15/26(1)

 20,000

 20,670

TransDigm, Inc., 5.50%, 11/15/27

 20,000

 20,133

Vertiv Group Corp., 4.13%, 11/15/28(1)

 40,000

 39,050

Total Industrials

 516,913

Information Technology – 3.1%

Consensus Cloud Solutions, Inc., 6.00%, 10/15/26(1)

 10,000

 10,315

Consensus Cloud Solutions, Inc., 6.50%, 10/15/28(1)

 10,000

 10,272

MicroStrategy, Inc., 6.13%, 06/15/28(1)

 40,000

 38,252

Minerva Merger Sub, Inc., 6.50%, 02/15/30(1)

 10,000

 9,991

Plantronics, Inc., 4.75%, 03/01/29(1)

 40,000

 36,346

Rocket Software, Inc., 6.50%, 02/15/29(1)

 35,000

 33,216

Science Applications International Corp., 4.88%, 04/01/28(1)

 50,000

 50,318

Total Information Technology

 188,710

Materials – 4.4%

Chemours Co. (The), 5.75%, 11/15/28(1)

 40,000

 40,694

Cleveland-Cliffs, Inc., 6.75%, 03/15/26(1)

 15,000

 15,743

Eco Material Technologies, Inc., 7.88%, 01/31/27(1)

 10,000

 10,182

Freeport-McMoRan, Inc., 5.45%, 03/15/43

 30,000

 35,328

Glatfelter Corp., 4.75%, 11/15/29(1)

 30,000

 30,286

Mauser Packaging Solutions Holding Co., 7.25%, 04/15/25(1)

 60,000

 59,728

New Enterprise Stone & Lime Co., Inc., 9.75%, 07/15/28(1)

 20,000

 21,103

Trident TPI Holdings, Inc., 9.25%, 08/01/24(1)

 20,000

 20,696

Trident TPI Holdings, Inc., 6.63%, 11/01/25(1)

 20,000

 19,951

WR Grace Holdings LLC, 5.63%, 08/15/29(1)

 15,000

 14,513

Total Materials

 268,224

Real Estate – 2.0%

GLP Capital LP / GLP Financing II, Inc., 3.25%, 01/15/32

 8,000

 7,741

iStar, Inc., 4.25%, 08/01/25

 40,000

 39,780

MPT Operating Partnership LP / MPT Finance Corp., 3.50%, 03/15/31

35,000

33,834

Service Properties Trust, 7.50%, 09/15/25

 35,000

 36,933

Total Real Estate

 118,288

Utilities – 1.5%

Ferrellgas LP / Ferrellgas Finance Corp., 5.38%, 04/01/26(1)

 10,000

 9,489

Ferrellgas LP / Ferrellgas Finance Corp., 5.88%, 04/01/29(1)

 15,000

 13,824

Security Description

Principal

Value

CORPORATE BONDS (continued)

Utilities (continued)

TerraForm Power Operating LLC, 5.00%, 01/31/28(1)

$30,000

$30,436

Vistra Corp., 8.00%, (US 5 Year CMT T- Note + 6.93%), perpetual(1)(2)(3)

 35,000

 36,368

Total Utilities

 90,117

Total Corporate Bonds

(Cost $4,955,182)

 4,893,098

TERM LOANS – 8.2%

Aerospace – 1.0%

American Airlines, Inc., 5.50%, (3-Month USD LIBOR + 4.75%), 04/20/28(2)

 5,000

 5,197

Mileage Plus Holdings LLC, 6.25%, (3-Month USD LIBOR + 5.25%), 06/21/27(2)

 50,000

 52,863

Total Aerospace

 58,060

Financials – 0.3%

Asurion LLC, 5.36%, (1-Month USD LIBOR + 5.25%), 01/31/28(2)

 20,000

 20,050

Forest Prod/Containers – 0.4%

Kloeckner Pentaplast of America, Inc., 5.25%, (3-Month USD LIBOR + 4.75%), 02/12/26(2)

 24,813

 24,720

Gaming/Leisure – 0.6%

ECL Entertainment LLC, 8.25%, (3-Month USD LIBOR + 7.50%), 05/01/28(2)

 9,950

 10,215

Playa Resorts Holding B.V., 3.75%, (1-Month USD LIBOR + 2.75%), 04/29/24(2)

 24,030

 23,674

Total Gaming/Leisure

 33,889

Health Care – 1.8%

LSCS Holdings, Inc., 5.00%, (3-Month USD LIBOR + 4.50%), 11/23/28(2)

 35,000

 35,197

One Call Corp., 6.25%, (3-Month USD LIBOR + 5.50%), 04/22/27(2)

 34,825

 34,908

Viant Medical Holdings, Inc., 3.86%, (1-Month USD LIBOR + 3.75%), 07/02/25(2)

 39,591

 37,799

Total Health Care

 107,904

Information Technology – 1.5%

Applied Systems, Inc., 6.25%, (3-Month USD LIBOR + 5.50%), 09/19/25(2)

 60,000

 60,534

Boxer Parent Co, Inc., 6.00%, (3-Month USD LIBOR + 5.50%), 03/23/26(2)

 15,000

 15,138

Infinite Bidco LLC, 7.50%, (1-Month USD LIBOR + 7.00%), 03/02/29(2)

 15,000

 15,075

Total Information Technology

 90,747

Manufacturing – 0.7%

Arcline FM Holdings LLC, 5.50%, (3-Month USD LIBOR + 4.75%), 06/23/28(2)

19,950

19,962

Arcline FM Holdings LLC, 9.00%, (3-Month USD LIBOR + 8.25%), 06/15/29(2)

 25,000

 25,063

Total Manufacturing

 45,025

Media/Telecom - Telecommunications – 0.3%

Securus Technologies Holdings, Inc., 5.50%, (3-Month USD LIBOR + 4.50%), 11/01/24(2)

 19,794

 19,350


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

10

Schedule of Investments — Virtus Newfleet High Yield Bond ETF (continued)

January 31, 2022 (unaudited)

Security Description

Principal

Value

TERM LOANS (continued)

Service – 1.0%

Grab Holdings, Inc., 5.50%, (3-Month USD LIBOR + 4.50%), 01/29/26(2)

$39,700

$39,805

Sweetwater Borrower LLC, 5.50%, (1-Month USD LIBOR + 4.75%), 08/07/28(2)

 20,000

 20,025

Total Service

 59,830

Utilities – 0.6%

Lightstone Holdco LLC, 4.75%, (3-Month USD LIBOR + 3.75%), 01/30/24(2)

 37,864

 32,546

Lightstone Holdco LLC, 4.75%, (3-Month USD LIBOR + 3.75%), 01/30/24(2)

 2,136

 1,836

Total Utilities

 34,382

Total Term Loans

(Cost $486,048)

 493,957

FOREIGN BONDS – 6.3%

Communication Services – 0.2%

Telesat Canada / Telesat LLC, 6.50%, 10/15/27 (Canada)(1)

 20,000

 12,348

Energy – 1.7%

BP Capital Markets PLC, 4.88%, (US 5 Year CMT T- Note + 4.40%), perpetual (United Kingdom)(2)(3)

 40,000

 42,350

Coronado Finance Pty Ltd., 10.75%, 05/15/26 (Australia)(1)

 36,000

 38,876

Northriver Midstream Finance LP, 5.63%, 02/15/26 (Canada)(1)

 25,000

 25,414

Total Energy

 106,640

Health Care – 0.5%

Teva Pharmaceutical Finance Netherlands III BV, 3.15%, 10/01/26 (Netherlands)

 35,000

 32,200

Industrials – 1.8%

Bombardier, Inc., 7.50%, 12/01/24 (Canada)(1)

 45,000

 46,640

Bombardier, Inc., 6.00%, 02/15/28 (Canada)(1)

 20,000

 19,406

Seaspan Corp., 5.50%, 08/01/29 (Marshall Islands)(1)

 5,000

 4,953

Titan Acquisition Ltd. / Titan Co.-Borrower LLC, 7.75%, 04/15/26 (Multinational)(1)

 35,000

 35,701

Total Industrials

 106,700

Security Description

Principal

Value

FOREIGN BONDS (continued)

Materials – 2.1%

Eldorado Gold Corp., 6.25%, 09/01/29 (Canada)(1)

$40,000

$40,050

Nufarm Australia Ltd. / Nufarm Americas, Inc., 5.00%, 01/27/30 (Australia)(1)

 25,000

 24,909

Taseko Mines Ltd., 7.00%, 02/15/26 (Canada)(1)

 60,000

 60,921

Total Materials

 125,880

Total Foreign Bonds

(Cost $376,954)

 383,768

MONEY MARKET FUND – 4.1%

JP Morgan U.S. Government Money Market Institutional Shares, 0.01%(5)
(Cost $248,999)

248,999

 248,999

TOTAL INVESTMENTS – 99.3%

(Cost $6,067,183)

6,019,822

Other Assets in Excess of Liabilities – 0.7%

42,570

Net Assets – 100.0%

$6,062,392

 

(1)Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid. At January 31, 2022, the aggregate value of these securities was $4,257,942, or 70.2% of net assets.

(2)Variable rate instrument. The interest rate shown reflects the rate in effect at January 31, 2022.

(3)Perpetual security with no stated maturity date.

(4)Payment in-kind security.

(5)The rate shown reflects the seven-day yield as of January 31, 2022.

Abbreviations:

CMT — Constant Maturity Treasury Index

LIBOR — London InterBank Offered Rate

PIK — Payment in-Kind

USD — United States Dollar

Portfolio Composition

January 31, 2022 (unaudited)

Asset Allocation as of 01/31/2022 (based on net assets)

Corporate Bonds

80.7

%

Term Loans

8.2

%

Foreign Bonds

6.3

%

Money Market Fund

4.1

%

Other Assets in Excess of Liabilities

0.7

%

Total

100.0

%


The following table summarizes valuation of the Fund’s investments under the fair value hierarchy levels as of January 31, 2022.

Level 1

Level 2

Level 3

Total

Asset Valuation Inputs

Corporate Bonds

$

$4,893,098

$

$4,893,098

Term Loans

 —

 493,957

 —

 493,957

Foreign Bonds

 —

 383,768

 —

 383,768

Money Market Fund

 248,999

 —

 —

 248,999

Total

$248,999

$5,770,823

$

$6,019,822

Schedule of Investments — Virtus Seix Senior Loan ETF

January 31, 2022 (unaudited)

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

11

Security Description

Principal

Value

TERM LOANS – 85.2%

Basic Materials – 5.3%

Domtar Corp., 0.00%, (1-Month USD LIBOR + 0.00%), 10/01/28(1)

$700,000

$699,125

Luxembourg Investment Co 428 Sarl, 5.50%, (3-Month USD LIBOR + 5.00%), 01/03/29(2)

 500,000

 501,250

Manchester Acquisition Sub LLC, 6.50%, (3-Month USD LIBOR + 5.75%), 11/16/26(2)

 600,000

 589,500

Schweitzer-Mauduit International, Inc., 4.50%, (1-Month USD LIBOR + 3.75%), 02/09/28(2)

 447,750

 446,071

Schweitzer-Mauduit International, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 02/09/28(1)

 299,248

 298,126

Sylvamo Corp., 5.00%, (1-Month USD LIBOR + 4.50%), 08/18/28(2)

 546,667

 552,931

Total Basic Materials

 3,087,003

Communications – 12.5%

Diamond Sports Group LLC, 3.36%, (1-Month USD LIBOR + 3.25%), 08/24/26(2)

 98,737

 40,822

Digital Media Solutions LLC, 5.75%, (1-Month USD LIBOR + 5.00%), 05/25/26(2)

 398,000

 396,010

Directv Financing LLC, 5.75%, (3-Month USD LIBOR + 5.00%), 08/02/27(2)

 782,000

 784,080

Intelsat Jackson Holdings SA, 0.00%, (SOFR + 0.00%), 01/26/29(1)

 500,000

 498,188

LendingTree LLC, 0.00%, (1-Month USD LIBOR + 0.00%), 09/15/28(1)

 400,000

 401,000

LogMeIn, Inc., 4.86%, (1-Month USD LIBOR + 4.75%), 08/31/27(2)

 230,996

 229,448

LogMeIn, Inc., 4.86%, (1-Month USD LIBOR + 4.75%), 08/31/27(2)

 65,999

 65,557

LogMeIn, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 08/31/27(1)

 398,992

 396,319

MJH Healthcare Holdings LLC, 0.00%, (SOFR + 0.00%), 12/17/28(1)

 600,000

 598,875

NortonLifeLock, Inc., 0.00%, (SOFR + 0.00%), 01/28/29(1)

 500,000

 498,125

ORBCOMM, Inc., 5.00%, (3-Month USD LIBOR + 4.25%), 06/17/28(2)

 250,000

 250,937

ORBCOMM, Inc., 5.00%, (1-Month USD LIBOR + 4.25%), 06/17/28(2)

 248,750

 249,683

Ping Identity Corp., 4.25%, (1-Month USD LIBOR + 3.75%), 11/17/28(2)

 500,000

 500,937

Summer BC Holdco B SARL, 5.25%, (3-Month USD LIBOR + 4.50%), 12/04/26(2)

 498,750

 500,698

Univision Communications, Inc., 4.00%, (1-Month USD LIBOR + 3.25%), 03/15/26(2)

 398,000

 398,151

Venga Finance Sarl, 0.00%, (1-Month USD LIBOR + 0.00%), 11/03/28(1)

 600,000

 587,061

Xplornet Communications, Inc., 4.50%, (1-Month USD LIBOR + 4.00%), 10/02/28(2)

 897,750

 897,683

Total Communications

 7,293,574

Consumer, Cyclical – 8.0%

AAdvantage Loyalty IP Ltd., 5.50%, (3-Month USD LIBOR + 4.75%), 04/20/28(2)

600,000

623,667

AI Aqua Merger Sub, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 07/31/28(1)

 6,667

 6,693

Allen Media LLC, 5.63%, (3-Month USD LIBOR + 5.50%), 02/10/27(2)

 596,962

 596,141

Security Description

Principal

Value

TERM LOANS (continued)

Consumer, Cyclical (continued)

AP Core Holdings II LLC, 6.25%, (1-Month USD LIBOR + 5.50%), 09/01/27(2)

$ 750,000

$757,736

Autokiniton US Holdings, Inc., 5.00%, (6-Month USD LIBOR + 4.50%), 03/26/28(2)

 796,000

 797,592

Crocs, Inc., 0.00%, (SOFR + 0.00%), 01/26/29(1)

 600,000

 597,000

Jo-Ann Stores LLC, 5.50%, (3-Month USD LIBOR + 4.75%), 07/07/28(2)

 98,503

 97,549

Michaels Cos., Inc. (The), 0.00%, (1-Month USD LIBOR + 0.00%), 04/15/28(1)

 400,000

 395,000

Mileage Plus Holdings LLC, 6.25%, (3-Month USD LIBOR + 5.25%), 06/21/27(2)

 750,000

 792,937

Total Consumer, Cyclical

 4,664,315

Consumer, Non-cyclical – 20.3%

AG Group Holdings, Inc., 0.00%, (SOFR + 0.00%), 12/29/28(1)

 500,000

 501,172

AHP Health Partners, Inc., 4.00%, (1-Month USD LIBOR + 3.50%), 08/24/28(2)

 997,500

 1,000,463

Albion Acquisitions Ltd., 5.75%, (3-Month USD LIBOR + 5.25%), 07/31/26(2)

 600,000

 598,593

American Public Education, Inc., 6.25%, (3-Month USD LIBOR + 5.50%), 10/28/27(2)

 197,500

 197,500

APX Group, Inc., 5.75%, (3-Month USD LIBOR + 2.50%), 07/10/28(2)

 278

 278

APX Group, Inc., 4.00%, (1-Month USD LIBOR + 3.50%), 07/10/28(2)

 598,222

 597,848

ASP Dream Acquisition Co. LLC, 4.85%, (3-Month USD LIBOR + 4.25%), 11/22/28(2)

 500,000

 500,000

Bengal Debt Merger Sub LLC, 0.00%, (SOFR + 0.00%), 01/18/30(1)

 500,000

 505,125

Cano Health LLC, 4.51%, (3-Month USD LIBOR + 4.00%), 11/23/27(2)

 497,750

 498,238

Employbridge LLC, 5.50%, (3-Month USD LIBOR + 4.75%), 07/19/28(2)

 498,750

 499,102

Envision Healthcare Corp., 3.86%, (1-Month USD LIBOR + 3.75%), 10/10/25(2)

 498,715

 388,040

ICON Luxembourg Sarl, 2.75%, (3-Month USD LIBOR + 2.25%), 07/03/28(2)

 654,095

 653,523

ICU Medical, Inc., 0.00%, (SOFR + 0.00%),
12/15/28
(1)

 400,000

 401,500

Indivior Finance Sarl, 6.00%, (3-Month USD LIBOR + 5.25%), 06/30/26(2)

 497,500

 494,597

MPH Acquisition Holdings LLC, 4.75%, (3-Month USD LIBOR + 4.25%), 08/17/28(2)

 748,125

 728,116

National Mentor Holdings, Inc., 4.50%, (3-Month USD LIBOR + 3.75%), 02/18/28(2)

277,371

274,770

National Mentor Holdings, Inc., 4.50%, (1-Month USD LIBOR + 3.75%), 02/18/28(2)

 221,437

 219,361

Packaging Coordinators Midco, Inc., 4.50%, (3-Month USD LIBOR + 3.75%), 11/30/27(2)

 498,744

 499,419

PRA Health Sciences, Inc., 2.75%, (3-Month USD LIBOR + 2.25%), 07/03/28(2)

 162,968

 162,826

Primary Products Finance LLC, 0.00%, (1-Month USD LIBOR + 0.00%), 10/25/28(1)

 500,000

 503,875

Signal Parent, Inc., 4.25%, (1-Month USD LIBOR + 3.50%), 04/03/28(2)

 298,500

 291,691


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

12

Schedule of Investments — Virtus Seix Senior Loan ETF (continued)

January 31, 2022 (unaudited)

Security Description

Principal

Value

TERM LOANS (continued)

Consumer, Non-cyclical (continued)

Team Health Holdings, Inc., 3.75%, (1-Month USD LIBOR + 2.75%), 02/06/24(2)

$698,168

$676,001

Travelport Finance Luxembourg Sarl, 9.75%, (3-Month USD LIBOR + 8.75%), 02/28/25(2)

 14,313

 14,731

VC GB Holdings I Corp., 4.00%, (3-Month USD LIBOR + 3.50%), 07/21/28(2)

 500,000

 497,275

VC GB Holdings I Corp., 7.25%, (3-Month USD LIBOR + 6.75%), 07/23/29(2)

 500,000

 493,752

Whole Earth Brands, Inc., 5.50%, (3-Month USD LIBOR + 4.50%), 02/05/28(2)

 596,246

 594,258

Total Consumer, Non-cyclical

 11,792,054

Energy – 4.4%

BCP Raptor LLC, 0.00%, (3-Month USD LIBOR + 0.00%), 06/24/24(1)

 553,031

 554,223

BCP Raptor LLC, 5.25%, (1-Month USD LIBOR + 4.25%), 06/24/24(2)

 446,969

 447,932

BCP Renaissance Parent LLC, 0.00%, (3-Month USD LIBOR + 0.00%), 10/31/24(1)

 508,033

 508,353

BCP Renaissance Parent LLC, 4.50%, (2-Month USD LIBOR + 3.50%), 10/31/24(2)

 491,967

 492,277

CONSOL Energy, Inc., 4.61%, (1-Month USD LIBOR + 4.50%), 09/27/24(2)

 543,885

 534,415

Total Energy

 2,537,200

Financials – 7.2%

Acrisure LLC, 4.75%, (3-Month USD LIBOR + 4.25%), 02/15/27(2)

 500,000

 500,937

Altisource Sarl, 5.00%, (3-Month USD LIBOR + 4.00%), 03/29/24(2)

 500,000

 459,790

Astra Acquisition Corp., 5.75%, (1-Month USD LIBOR + 5.25%), 10/25/28(2)

 750,000

 742,969

Nuvei Technologies Corp., 3.00%, (3-Month USD LIBOR + 2.50%), 09/29/25(2)

 597,000

 593,269

OneDigital Borrower LLC, 4.75%, (3-Month USD LIBOR + 4.25%), 11/16/27(2)

 500,000

 500,938

Paysafe Holdings US Corp., 3.25%, (1-Month USD LIBOR + 2.75%), 06/28/28(2)

 398,000

 390,165

Superannuation & Investments US LLC, 0.00%, (1-Month USD LIBOR + 0.00%), 10/31/28(1)

600,000

602,925

Superannuation & Investments US LLC, 4.25%, (1-Month USD LIBOR + 3.75%), 10/31/28(2)

 400,000

 401,950

Total Financials

 4,192,943

Industrials – 10.1%

Ali Group North America Corp., 0.00%, (1-Month USD LIBOR + 0.00%), 10/13/28(1)

 600,000

 597,312

ASP LS Acquisition Corp., 8.25%, (3-Month USD LIBOR + 7.50%), 04/30/29(2)

 800,000

 807,500

Daseke Cos., Inc., 4.75%, (1-Month USD LIBOR + 4.00%), 03/09/28(2)

 446,625

 447,371

Dynasty Acquisition Co., Inc., 3.72%, (3-Month USD LIBOR + 3.50%), 04/06/26(2)

 389,214

 381,917

First Student Bidco, Inc., 3.50%, (3-Month USD LIBOR + 3.00%), 07/21/28(2)

 657,353

 654,615

First Student Bidco, Inc., 3.50%, (3-Month USD LIBOR + 3.00%), 07/21/28(2)

 242,647

 241,636

Security Description

Principal

Value

TERM LOANS (continued)

Industrials (continued)

Grinding Media, Inc., 4.75%, (3-Month USD LIBOR + 4.00%), 09/22/28(2)

$584,751

$586,215

Grinding Media, Inc., 4.75%, (3-Month USD LIBOR + 4.00%), 09/22/28(2)

 163,374

 163,784

II-VI, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 12/08/28(1)

 500,000

 500,158

KKR Apple Bidco LLC, 6.25%, (1-Month USD LIBOR + 5.75%), 09/21/29(2)

 250,000

 254,480

KKR Apple Bidco LLC, 0.00%, (1-Month USD LIBOR + 0.00%), 09/21/29(1)

 141,176

 143,706

LABL, Inc., 5.50%, (3-Month USD LIBOR + 5.00%), 10/30/28(2)

 550,000

 553,867

Standard Aero Ltd., 3.72%, (3-Month USD LIBOR + 3.50%), 04/06/26(2)

 209,255

 205,331

Standard Industries, Inc., 3.00%, (3-Month USD LIBOR + 2.50%), 08/06/28(2)

 320,125

 320,748

Total Industrials

 5,858,640

Technology – 17.4%

Altar Bidco, Inc., 0.00%, (SOFR + 0.00%), 11/16/29(1)

 500,000

 504,168

athenahealth, Inc., 0.00%, (SOFR + 0.00%),
01/26/29
(1)

 607,101

 604,952

athenahealth, Inc., 0.00%, (SOFR + 0.00%),
01/27/29
(1)

 102,899

 102,534

ConnectWise LLC, 4.00%, (3-Month USD LIBOR + 3.50%), 09/29/28(2)

 500,000

 499,778

ConvergeOne Holdings, Inc., 5.11%, (1-Month USD LIBOR + 5.00%), 01/04/26(2)

 746,296

 731,079

Digi International, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 12/15/28(1)

 500,000

 500,470

Dun & Bradstreet Corp. (The), 0.00%, (SOFR + 0.00%), 01/05/29(1)

 750,000

 749,531

Electronics For Imaging, Inc., 0.00%, (3-Month USD LIBOR + 0.00%), 07/02/26(1)

 369,828

 366,886

Grab Holdings, Inc., 5.50%, (6-Month USD LIBOR + 4.50%), 01/29/26(2)

397,000

398,054

MA FinanceCo LLC, 5.25%, (3-Month USD LIBOR + 4.25%), 06/05/25(2)

 242,464

 242,767

Magenta Buyer LLC, 9.00%, (3-Month USD LIBOR + 8.25%), 05/03/29(2)

 350,000

 350,292

MKS Instruments, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 10/20/28(1)

 500,000

 499,923

Orchid Finco LLC, 0.00%, (SOFR + 0.00%),
05/12/27
(1)

 500,000

 482,500

Peraton Corp., 4.50%, (1-Month USD LIBOR + 3.75%), 02/01/28(2)

 446,625

 447,152

Pitney Bowes, Inc., 4.11%, (1-Month USD LIBOR + 4.00%), 03/17/28(2)

 347,375

 348,136

Redstone Holdco 2 LP, 8.50%, (3-Month USD LIBOR + 7.75%), 04/27/29(2)

 60,000

 53,895

Skillsoft Finance II, Inc., 5.50%, (3-Month USD LIBOR + 4.75%), 07/14/28(2)

 500,000

 504,375

Taboola, Inc., 4.50%, (3-Month USD LIBOR + 4.00%), 08/18/28(2)

 498,750

 497,503

UKG, Inc., 3.75%, (3-Month USD LIBOR + 3.25%), 05/04/26(2)

1,000,000

 998,860


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

13

Schedule of Investments — Virtus Seix Senior Loan ETF (continued)

January 31, 2022 (unaudited)

Security Description

Principal

Value

TERM LOANS (continued)

Technology (continued)

UKG, Inc., 5.75%, (3-Month USD LIBOR + 5.25%), 05/03/27(2)

$200,000

$202,166

UST Global, Inc., 4.25%, (3-Month USD LIBOR + 3.75%), 11/02/28(2)

 500,000

 499,585

Vision Solutions, Inc., 0.00%, (1-Month USD LIBOR + 0.00%), 04/24/28(1)

 500,000

 499,688

Total Technology

 10,084,294

Total Term Loans

(Cost $49,243,571)

 49,510,023

CORPORATE BONDS – 11.3%

Basic Materials – 3.2%

Sylvamo Corp., 7.00%, 09/01/29(3)

 600,000

 615,666

TMS International Corp., 6.25%, 04/15/29(3)

1,330,000

 1,284,980

Total Basic Materials

 1,900,646

Communications – 1.7%

Audacy Capital Corp., 6.50%, 05/01/27(3)

 215,000

 204,708

Gray Television, Inc., 4.75%, 10/15/30(3)

 300,000

 288,180

TEGNA, Inc., 4.63%, 03/15/28

 500,000

 491,160

Total Communications

 984,048

Consumer, Non-cyclical – 3.1%

Emergent BioSolutions, Inc., 3.88%, 08/15/28(3)

 650,000

 599,004

MPH Acquisition Holdings LLC, 5.75%, 11/01/28(3)

 250,000

 225,279

Tenet Healthcare Corp., 6.13%, 10/01/28(3)

1,000,000

 1,005,000

Total Consumer, Non-cyclical

 1,829,283

Industrials – 1.9%

Graham Packaging Co., Inc., 7.13%, 08/15/28(3)

 600,000

 609,813

Patrick Industries, Inc., 4.75%, 05/01/29(3)

 500,000

 483,262

Total Industrials

 1,093,075

Technology – 1.4%

Austin BidCo, Inc., 7.13%, 12/15/28(3)

200,000

203,397

NCR Corp., 5.13%, 04/15/29(3)

 600,000

 599,718

Total Technology

 803,115

Total Corporate Bonds

(Cost $6,907,082)

 6,610,167

Security Description

Principal

Value

FOREIGN BONDS – 1.7%

Communications – 1.7%

Altice Financing SA, 5.00%, 01/15/28
(Luxembourg)
(3)

$500,000

$466,320

Iliad Holding SASU, 6.50%, 10/15/26 (France)(3)

 500,000

 507,220

Total Communications

 973,540

Total Foreign Bonds

(Cost $1,021,385)

 973,540

TOTAL INVESTMENTS – 98.2%

(Cost $57,172,038)

57,093,730

Other Assets in Excess of Liabilities – 1.8%

1,032,765

Net Assets – 100.0% 

$58,126,495

 

(1)The loan will settle after January 31, 2022. The interest rate, based on the LIBOR and the agreed upon spread on trade date, will be determined at the time of settlement.

(2)Variable rate instrument. The interest rate shown reflects the rate in effect at January 31, 2022.

(3)Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid. At January 31, 2022, the aggregate value of these securities was $7,092,547, or 12.2% of net assets.

Abbreviations:

LIBOR — London InterBank Offered Rate

SOFR — Secured Overnight Financing Rate

USD — United States Dollar

Portfolio Composition

January 31, 2022 (unaudited)

Asset Allocation as of 01/31/2022 (based on net assets)

Term Loans

85.2

%

Corporate Bonds

11.3

%

Foreign Bonds

1.7

%

Other Assets in Excess of Liabilities

1.8

%

Total

100.0

%


The following table summarizes valuation of the Fund’s investments under the fair value hierarchy levels as of January 31, 2022.

Level 1

Level 2

Level 3

Total

Asset Valuation Inputs

Term Loans

$

$49,510,023

$

$49,510,023

Corporate Bonds

 —

 6,610,167

 —

 6,610,167

Foreign Bonds

 —

 973,540

 —

 973,540

Total

$

$57,093,730

$

$57,093,730

Schedule of Investments — Virtus Terranova U.S. Quality Momentum ETF

January 31, 2022 (unaudited)

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

14

Security Description

Shares

Value

COMMON STOCKS – 99.6%

Communication Services – 1.6%

Alphabet, Inc. Class A*

375

$1,014,776

Meta Platforms, Inc. Class A*

3,223

 1,009,637

Total Communication Services

 2,024,413

Consumer Discretionary – 8.1%

CarMax, Inc.*

9,040

 1,004,977

Chipotle Mexican Grill, Inc.*

709

 1,053,276

DR Horton, Inc.

11,121

 992,215

Etsy, Inc.*

6,565

 1,031,230

Home Depot, Inc. (The)

2,799

 1,027,177

Lennar Corp. Class A

10,253

 985,416

Target Corp.

4,498

 991,494

Tesla, Inc.*

1,035

 969,505

Tractor Supply Co.

4,673

 1,020,163

Ulta Beauty, Inc.*

2,797

 1,017,381

Total Consumer Discretionary

 10,092,834

Consumer Staples – 4.8%

Archer-Daniels-Midland Co.

14,175

 1,063,125

Costco Wholesale Corp.

2,029

 1,024,909

Estee Lauder Cos., Inc. (The) Class A

3,290

 1,025,789

Hershey Co. (The)

4,878

 961,307

Procter & Gamble Co. (The)

6,009

 964,144

Tyson Foods, Inc. Class A

10,867

 987,702

Total Consumer Staples

 6,026,976

Energy – 3.4%

ConocoPhillips

11,814

 1,046,957

EOG Resources, Inc.

9,711

 1,082,582

ONEOK, Inc.

16,696

 1,013,113

Pioneer Natural Resources Co.

4,723

 1,033,818

Total Energy

 4,176,470

Financials – 17.7%

Arch Capital Group Ltd.*

21,625

 1,001,670

Ares Management Corp. Class A

13,433

 1,070,879

Arthur J Gallagher & Co.

6,339

 1,001,182

Berkshire Hathaway, Inc. Class B*

3,202

 1,002,290

Blackstone, Inc.

8,902

 1,174,797

Brown & Brown, Inc.

15,480

 1,026,014

Charles Schwab Corp. (The)

10,956

 960,841

Chubb Ltd.

5,089

 1,003,958

Cincinnati Financial Corp.

8,538

 1,006,033

First Republic Bank

5,828

 1,011,683

Franklin Resources, Inc.

30,711

 981,831

Hartford Financial Services Group, Inc. (The)

14,097

 1,013,151

Intercontinental Exchange, Inc.

7,778

 985,161

Markel Corp.*

802

 988,657

Marsh & McLennan Cos., Inc.

6,222

 955,948

Moody’s Corp.

2,858

 980,294

Regions Financial Corp.

44,219

 1,014,384

S&P Global, Inc.

2,344

 973,276

SVB Financial Group*

1,680

 980,952

T Rowe Price Group, Inc.

6,120

 945,112

Truist Financial Corp.

15,898

 998,712

W R Berkley Corp.

11,840

 1,000,480

Total Financials

 22,077,305

Security Description

Shares

Value

COMMON STOCKS (continued)

Health Care – 19.0%

Abbott Laboratories

7,766

$989,854

AbbVie, Inc.

7,404

 1,013,534

Agilent Technologies, Inc.

7,107

990,147

Align Technology, Inc.*

2,112

 1,045,355

Anthem, Inc.

2,213

 975,911

Bio-Rad Laboratories, Inc. Class A*

1,669

 1,000,949

Centene Corp.*

12,668

 985,064

Danaher Corp.

3,485

 995,978

Dexcom, Inc.*

2,315

 996,561

Edwards Lifesciences Corp.*

8,675

 947,310

Gilead Sciences, Inc.

14,264

 979,651

IDEXX Laboratories, Inc.*

1,947

 987,713

Intuitive Surgical, Inc.*

3,626

 1,030,437

Laboratory Corp. of America Holdings*

3,598

 976,353

Moderna, Inc.*

6,105

 1,033,760

Pfizer, Inc.

18,512

 975,397

Quest Diagnostics, Inc.

7,096

 958,102

Regeneron Pharmaceuticals, Inc.*

1,573

 957,312

ResMed, Inc.

4,156

 950,062

STERIS PLC

4,292

 963,125

Thermo Fisher Scientific, Inc.

1,684

 978,909

UnitedHealth Group, Inc.

2,119

 1,001,376

West Pharmaceutical Services, Inc.

2,657

 1,044,786

Zoetis, Inc.

4,878

 974,576

Total Health Care

 23,752,222

Industrials – 10.9%

AMETEK, Inc.

7,163

 979,684

Cintas Corp.

2,575

 1,008,190

Dover Corp.

5,631

 956,763

Equifax, Inc.

4,331

 1,038,401

Expeditors International of Washington, Inc.

8,411

 962,891

Fastenal Co.

17,290

 979,997

IDEX Corp.

4,459

 960,647

Ingersoll Rand, Inc.

17,064

 959,167

JB Hunt Transport Services, Inc.

4,912

 945,757

Old Dominion Freight Line, Inc.

3,292

 993,954

Rockwell Automation, Inc.

3,110

 899,474

United Parcel Service, Inc. Class B

4,839

 978,494

Westinghouse Air Brake Technologies Corp.

10,818

 961,720

WW Grainger, Inc.

1,982

 981,308

Total Industrials

 13,606,447

Information Technology – 23.1%

Accenture PLC Class A

2,912

 1,029,625

Advanced Micro Devices, Inc.*

8,225

 939,706

Amphenol Corp. Class A

12,686

 1,009,679

Analog Devices, Inc.

6,126

 1,004,480

Applied Materials, Inc.

7,236

 999,870

Arista Networks, Inc.*

8,238

 1,024,066

Automatic Data Processing, Inc.

4,501

 927,971

Broadcom, Inc.

1,833

 1,073,918

Cadence Design Systems, Inc.*

6,590

 1,002,603


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

15

Schedule of Investments — Virtus Terranova U.S. Quality Momentum ETF (continued)

January 31, 2022 (unaudited)

Security Description

Shares

Value

COMMON STOCKS (continued)

Information Technology (continued)

CDW Corp.

5,292

$1,000,453

Cisco Systems, Inc.

17,241

 959,806

Dell Technologies, Inc. Class C*

17,586

 999,061

EPAM Systems, Inc.*

2,103

 1,001,322

F5, Inc.*

4,417

 917,057

Fortinet, Inc.*

3,386

 1,006,455

Intuit, Inc.

1,849

 1,026,620

Keysight Technologies, Inc.*

5,635

951,301

KLA Corp.

2,620

 1,019,887

Lam Research Corp.

1,613

 951,541

Micron Technology, Inc.

11,928

 981,317

Microsoft Corp.

3,301

 1,026,545

NVIDIA Corp.

4,181

 1,023,760

Paychex, Inc.

8,235

 969,754

QUALCOMM, Inc.

5,925

 1,041,378

Shopify, Inc. Class A (Canada)*

1,108

 1,068,378

Synopsys, Inc.*

3,222

 1,000,431

TE Connectivity Ltd.

6,476

 926,133

Tyler Technologies, Inc.*

2,150

 1,018,670

Zebra Technologies Corp. Class A*

1,977

 1,006,530

Total Information Technology

 28,908,317

Materials – 6.2%

Celanese Corp.

6,083

 947,184

Freeport-McMoRan, Inc.

23,841

 887,362

International Flavors & Fragrances, Inc.

7,016

 925,550

Linde PLC (United Kingdom)

3,091

 985,040

Martin Marietta Materials, Inc.

2,556

 994,591

Nucor Corp.

10,502

 1,064,903

Sherwin-Williams Co. (The)

3,337

 956,084

Vulcan Materials Co.

5,253

 999,698

Total Materials

 7,760,412

Security Description

Shares

Value

Real Estate – 4.8%

Alexandria Real Estate Equities, Inc.

4,971

$968,550

Extra Space Storage, Inc.

4,999

 990,752

Prologis, Inc.

6,287

 985,927

Public Storage

2,766

 991,694

Sun Communities, Inc.

5,190

 980,702

Weyerhaeuser Co.

25,710

 1,039,455

Total Real Estate

 5,957,080

Total Common Stocks

(Cost $121,410,729)

124,382,476

TOTAL INVESTMENTS – 99.6%

(Cost $121,410,729)

124,382,476

Other Assets in Excess of Liabilities – 0.4%

552,094

Net Assets – 100.0%

$124,934,570

 

*Non-income producing security.

Portfolio Composition

January 31, 2022 (unaudited)

Asset Allocation as of 01/31/2022 (based on net assets)

Information Technology

23.1

%

Health Care

19.0

%

Financials

17.7

%

Industrials

10.9

%

Consumer Discretionary

8.1

%

Materials

6.2

%

Consumer Staples

4.8

%

Real Estate

4.8

%

Energy

3.4

%

Communication Services

1.6

%

Other Assets in Excess of Liabilities

0.4

%

Total

100.0

%


The following table summarizes valuation of the Fund’s investments under the fair value hierarchy levels as of January 31, 2022.

Level 1

Level 2

Level 3

Total

Asset Valuation Inputs

Common Stocks

$124,382,476

$

$

$124,382,476

Total

$124,382,476

$

$

$124,382,476

Statements of Assets and Liabilities

January 31, 2022 (unaudited)

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

16

Virtus
Duff & Phelps
Clean Energy
ETF

Virtus Newfleet
ABS/MBS ETF

Virtus
Newfleet High
Yield Bond ETF

Virtus Seix
Senior Loan ETF

Virtus Terranova
U.S. Quality
Momentum ETF

Assets:

Investments, at cost

$3,731,993

$16,029,037

$6,067,183

$57,172,038

$121,410,729

Investments, at value

3,176,185

15,788,175

6,019,822

57,093,730

124,382,476

Cash

29,736

200,900

7,711

10,322,933

199,970

Receivables:

Dividends and interest

5,563

20,500

94,731

296,131

54,339

Due from Adviser

882

5,431

19,288

Investment securities sold

111

22,751

102,161

13,397,552

55,293,502

Capital shares sold

14,483,230

Prepaid expenses

1,667

5,863

13,606

9,979

7,159

Total Assets

3,214,144

16,043,620

6,257,319

81,120,325

194,420,676

 

Liabilities:

Due to broker

20,062

Payables:

Investment securities purchased

15,265

84,912

22,887,802

51,592,144

Capital shares payable

17,769,795

Insurance fees

282

Advisory fees

9,463

30,740

106,028

124,167

Transfer agent fees

9,859

Accounting and administration fees

4,969

Custody fees

10,583

Professional fees

45,667

Pricing fees

17,278

Report to shareholder fees

12,138

Trustee fees

3,935

Exchange listing fees

4,776

Other accrued expenses

408

528

Total Liabilities

25,136

50,802

194,927

22,993,830

69,486,106

Net Assets

$3,189,008

$15,992,818

$6,062,392

$58,126,495

$124,934,570

 

Net Assets Consist of:

Paid-in capital

$3,799,911

$16,250,288

$8,855,537

$58,085,049

$122,662,618

Total distributable earnings (accumulated deficit)

(610,903

)

(257,470

)

(2,793,145

)

41,446

2,271,952

Net Assets

$3,189,008

$15,992,818

$6,062,392

$58,126,495

$124,934,570

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

150,004

650,004

254,000

2,325,004

4,200,004

 

Net asset value per share

$21.26

$24.60

$23.87

$25.00

$29.75

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

17

Statements of Operations

For the Period Ended January 31, 2022 (unaudited)

Virtus Duff & Phelps Clean Energy ETF1

Virtus Newfleet ABS/MBS ETF

Virtus Newfleet High Yield Bond ETF

Virtus Seix Senior Loan ETF

Virtus Terranova U.S. Quality Momentum ETF

Investment Income:

Dividend income (net of foreign withholding taxes)

$16,171

$

$5

$

$506,548

Interest income

145,419

177,035

1,082,490

21

Total Investment Income

16,171

145,419

177,040

1,082,490

506,569

 

Expenses:

Advisory fees

10,804

39,519

12,226

135,550

161,794

Custody fees

68

Exchange listing fees

4,650

Professional fees

17,594

Insurance fees

50

Accounting and administration fees

4,981

Transfer agent fees

6,347

Trustee fees

4,775

Report to shareholders fees

6,536

Pricing fees

10,558

Other expenses

101

Total Expenses

10,804

39,519

67,886

135,550

161,794

Less expense waivers/reimbursements

(1,146

)

(8,065

)

(52,524

)

Net Expenses

9,658

31,454

15,362

135,550

161,794

Net Investment Income

6,513

113,965

161,678

946,940

344,775

Net Realized Gain (Loss) on:

Investments

(89,561

)

(1,065

)

(7,147

)

238,782

(5,824,375

)

In-kind redemptions

28,067

6,514,662

Foreign currency transactions

(64

)

Total Net Realized Gain (Loss)

(61,558

)

(1,065

)

(7,147

)

238,782

690,287

 

Change in Net Unrealized Appreciation (Depreciation) on:

Investments

(555,808

)

(259,780

)

(198,945

)

(202,549

)

(5,684,213

)

Foreign currency translations

(50

)

Total Change in Net Unrealized Depreciation

(555,858

)

(259,780

)

(198,945

)

(202,549

)

(5,684,213

)

Net Realized and Change in Unrealized Gain (Loss)

(617,416

)

(260,845

)

(206,092

)

36,233

(4,993,926

)

Net Increase (Decrease) in Net Assets Resulting from Operations

$(610,903

)

$(146,880

)

$(44,414

)

$983,173

$(4,649,151

)

Foreign withholding taxes

$411

$

$

$

$

  

1From August 3, 2021 (commencement of operations) through January 31, 2022.

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

18

Statements of Changes in Net Assets

Virtus
Duff & Phelps
Clean Energy ETF

Virtus Newfleet ABS/MBS ETF

For the Period
August 3, 2021
1
Through
January 31, 2022
(unaudited)

For the
Six Months Ended
January 31, 2022
(unaudited)

For the Period
February 9, 2021
1
Through
July 31, 2021

Increase (Decrease) in Net Assets Resulting from Operations:

Net investment income

$6,513

$113,965

$49,691

Net realized gain (loss)

(61,558

)

(1,065

)

39

Net change in unrealized appreciation (depreciation)

(555,858

)

(259,780

)

18,918

Net increase (decrease) in net assets resulting from operations

(610,903

)

(146,880

)

68,648

Distributions to Shareholders

(126,951

)

(52,287

)

 

Shareholder Transactions:

Proceeds from shares sold

5,106,368

1,249,750

15,000,538

Cost of shares redeemed

(1,306,457

)

Net increase in net assets resulting from shareholder transactions

3,799,911

1,249,750

15,000,538

Increase in net assets

3,189,008

975,919

15,016,899

 

Net Assets:

Beginning of period/year

15,016,899

End of period/year

$3,189,008

$15,992,818

$15,016,899

 

Changes in Shares Outstanding:

Shares outstanding, beginning of period/year

600,004

Shares sold

200,004

50,000

600,004

Shares redeemed

(50,000

)

Shares outstanding, end of period/year

150,004

650,004

600,004

  

1Commencement of operations.

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

19

Statements of Changes in Net Assets (continued)

Virtus Newfleet High Yield Bond ETF

Virtus Seix Senior Loan ETF

For the
Six Months Ended
January 31, 2022
(unaudited)

For the
Year Ended
July 31, 2021

For the
Six Months Ended
January 31, 2022
(unaudited)

For the
Year Ended
July 31, 2021

Increase (Decrease) in Net Assets Resulting from Operations:

Net investment income

$161,678

$273,655

$946,940

$412,506

Net realized gain (loss)

(7,147

)

113,624

238,782

305,292

Net change in unrealized appreciation (depreciation)

(198,945

)

200,993

(202,549

)

44,247

Net increase (decrease) in net assets resulting from operations

(44,414

)

588,272

983,173

762,045

Distributions to Shareholders

(165,069

)

(280,886

)

(1,191,456

)

(378,835

)

 

Shareholder Transactions:

Proceeds from shares sold

19,496,029

32,416,547

Cost of shares redeemed

(1,183,191

)

(1,237,882

)

Net increase (decrease) in net assets resulting from shareholder transactions

(1,183,191

)

19,496,029

31,178,665

Increase (decrease) in net assets

(209,483

)

(875,805

)

19,287,746

31,561,875

 

Net Assets:

Beginning of period/year

6,271,875

7,147,680

38,838,749

7,276,874

End of period/year

$6,062,392

$6,271,875

$58,126,495

$38,838,749

 

Changes in Shares Outstanding:

Shares outstanding, beginning of period/year

254,000

304,000

1,550,004

300,004

Shares sold

775,000

1,300,000

Shares redeemed

(50,000

)

(50,000

)

Shares outstanding, end of period/year

254,000

254,000

2,325,004

1,550,004

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

20

Statements of Changes in Net Assets (continued)

Virtus Terranova U.S.
Quality Momentum ETF

For the
Six Months Ended
January 31, 2022
(unaudited)

For the Period
November 17, 2020
1
Through
July 31, 2021

Increase (Decrease) in Net Assets Resulting from Operations:

Net investment income

$344,775

$345,874

Net realized gain

690,287

6,747,564

Net change in unrealized appreciation (depreciation)

(5,684,213

)

8,655,960

Net increase (decrease) in net assets resulting from operations

(4,649,151

)

15,749,398

Distributions to Shareholders

(587,958

)

(74,408

)

 

Shareholder Transactions:

Proceeds from shares sold

88,012,896

138,289,014

Cost of shares redeemed

(42,616,594

)

(69,188,627

)

Net increase in net assets resulting from shareholder transactions

45,396,302

69,100,387

Increase in net assets

40,159,193

84,775,377

 

Net Assets:

Beginning of period/year

84,775,377

End of period/year

$124,934,570

$84,775,377

 

Changes in Shares Outstanding:

Shares outstanding, beginning of period/year

2,800,004

Shares sold

2,800,000

5,300,004

Shares redeemed

(1,400,000

)

(2,500,000

)

Shares outstanding, end of period/year

4,200,004

2,800,004

  

1Commencement of operations.

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

21

Financial Highlights

Virtus Duff & Phelps Clean Energy ETF

For the Period
August 3, 2021
1
Through
January 31, 2022
(unaudited)

Per Share Data for a Share Outstanding throughout the period presented:

Net asset value, beginning of period

$25.55

Investment operations:

Net investment income2

0.05

Net realized and unrealized loss

(4.34

)

Total from investment operations

(4.29

)

Net Asset Value, End of period

$21.26

Net Asset Value Total Return3

(16.80

)%

Net assets, end of period (000’s omitted)

$3,189

 

RATIOS/SUPPLEMENTAL DATA:

Ratios to Average Net Assets:

Expenses, net of expense waivers

0.59

%4

Expenses, prior to expense waivers

0.66

%4

Net investment income

0.40

%4

Portfolio turnover rate5

21

%6

  

1Commencement of operations.

2Based on average shares outstanding.

3Net Asset Value Total Return is calculated assuming an initial investment made at the net asset value on the first day of the period, reinvestment of dividends and distributions at net asset value during the period, and redemptions at net asset value on the last day of the period. Total return calculated for a period of less than one year is not annualized.

4Annualized.

5Portfolio turnover excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Fund’s capital shares.

6Not annualized.

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

22

Financial Highlights (continued)

Virtus Newfleet ABS/MBS ETF

For the
Six Months Ended
January 31, 2022
(unaudited)

For the Period
February 9, 2021
1
Through
July 31, 2021

Per Share Data for a Share Outstanding throughout each period presented:

Net asset value, beginning of period

$25.03

$25.00

Investment operations:

Net investment income2

0.18

0.17

Net realized and unrealized gain (loss)

(0.41

)

0.04

Total from investment operations

(0.23

)

0.21

 

Less Distributions from: 

 

Net investment income

(0.20

)

(0.18

)

Total distributions

(0.20

)

(0.18

)

Net Asset Value, End of period

$24.60

$25.03

Net Asset Value Total Return3

(0.91

)%

0.85

%

Net assets, end of period (000’s omitted)

$15,993

$15,017

 

RATIOS/SUPPLEMENTAL DATA:

Ratios to Average Net Assets:

Expenses, net of expense waivers

0.39

%4

0.39

%4

Expenses, prior to expense waivers

0.49

%4

0.49

%4

Net investment income

1.41

%4

1.49

%4

Portfolio turnover rate5

15

%6

24

%6

  

1Commencement of operations.

2Based on average shares outstanding.

3Net Asset Value Total Return is calculated assuming an initial investment made at the net asset value on the first day of the period, reinvestment of dividends and distributions at net asset value during the period, and redemptions at net asset value on the last day of the period. Total return calculated for a period of less than one year is not annualized.

4Annualized.

5Portfolio turnover excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Fund’s capital shares.

6Not annualized.

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

23

Financial Highlights (continued)

Virtus Newfleet High Yield Bond ETF

For the
Six Months Ended
January 31, 2022
(unaudited)

For the
Year Ended
July 31, 2021

For the
Year Ended
July 31, 2020

For the
Year Ended
July 31, 2019

For the
Year Ended
July 31, 2018

For the Period
December 5, 2016
1
Through
July 31, 2017

Per Share Data for a Share Outstanding throughout each period presented:

Net asset value, beginning of period

$24.69

$23.51

$23.93

$24.61

$25.28

$25.00

Investment operations:

Net investment income2

0.64

1.04

0.90

1.32

1.22

0.47

Net realized and unrealized gain (loss)

(0.81

)

1.21

(0.42

)

(0.57

)

(0.57

)

0.22

Total from investment operations

(0.17

)

2.25

0.48

0.75

0.65

0.69

 

Less Distributions from:

 

Net investment income

(0.65

)

(1.07

)

(0.90

)

(1.43

)

(1.24

)

(0.41

)

Net realized gains

(0.08

)

Total distributions

(0.65

)

(1.07

)

(0.90

)

(1.43

)

(1.32

)

(0.41

)

Net Asset Value, End of period

$23.87

$24.69

$23.51

$23.93

$24.61

$25.28

Net Asset Value Total Return3

(0.74

)%

9.78

%

2.10

%

3.14

%

2.67

%

2.79

%

Net assets, end of period
(000’s omitted)

$6,062

$6,272

$7,148

$12,061

$82,556

$121,463

 

RATIOS/SUPPLEMENTAL DATA:

Ratios to Average Net Assets:

Expenses, net of expense waivers

0.49%4

0.62

%

0.68

%

0.68

%

0.68

%

0.68%4

Expenses, prior to expense waivers

2.17%4

1.88

%

2.43

%

1.03

%

0.80

%

0.73%4

Net investment income

5.16%4

4.27

%

3.85

%

5.43

%

4.89

%

2.85%4

Portfolio turnover rate5

32%6

121

%

124

%

82

%

96

%

41%6

  

1Commencement of operations.

2Based on average shares outstanding.

3Net Asset Value Total Return is calculated assuming an initial investment made at the net asset value on the first day of the year, reinvestment of dividends and distributions at net asset value during the year, and redemptions at net asset value on the last day of the year. Total return calculated for a period of less than one year is not annualized.

4Annualized.

5Portfolio turnover excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Fund’s capital shares.

6Not annualized.

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

24

Financial Highlights (continued)

Virtus Seix Senior Loan ETF

For the
Six Months Ended
January 31, 2022
(unaudited)

For the
Year Ended
July 31, 2021

For the
Year Ended
July 31, 2020

For the Period
April 24, 2019
1
Through
July 31, 2019

Per Share Data for a Share Outstanding throughout each period presented:

Net asset value, beginning of period

$25.06

$24.26

$25.02

$25.00

Investment operations:

Net investment income2

0.50

0.79

1.19

0.29

Net realized and unrealized gain (loss)

0.05

0.86

(0.68

)

(0.03

)

Total from investment operations

0.55

1.65

0.51

0.26

 

Less Distributions from:

Net investment income

(0.48

)

(0.85

)

(1.15

)

(0.24

)

Net realized gains

(0.13

)

(0.12

)

Total distributions

(0.61

)

(0.85

)

(1.27

)

(0.24

)

Net Asset Value, End of period

$25.00

$25.06

$24.26

$25.02

Net Asset Value Total Return3

2.23

%

6.94

%

2.11

%

1.08

%

Net assets, end of period (000’s omitted)

$58,126

$38,839

$7,277

$6,255

 

RATIOS/SUPPLEMENTAL DATA:

Ratios to Average Net Assets:

Expenses

0.57

%4

0.57

%

0.57

%

0.57

%4

Net investment income

3.98

%4

3.20

%

4.93

%

4.39

%4

Portfolio turnover rate5

377

%6

851

%

546

%

544

%6

  

1Commencement of operations.

2Based on average shares outstanding.

3Net Asset Value Total Return is calculated assuming an initial investment made at the net asset value on the first day of the period, reinvestment of dividends and distributions at net asset value during the period, and redemptions at net asset value on the last day of the period. Total return calculated for a period of less than one year is not annualized.

4Annualized.

5Portfolio turnover excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Fund’s capital shares.

6Not annualized.

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

25

Financial Highlights (continued)

Virtus Terranova U.S.
Quality Momentum ETF

For the
Six Months Ended
January 31, 2022
(unaudited)

For the Period
November 17, 2020
1
Through
July 31, 2021

Per Share Data for a Share Outstanding throughout each period presented:

Net asset value, beginning of period

$30.28

$24.92

Investment operations:

Net investment income2

0.10

0.12

Net realized and unrealized gain (loss)

(0.49

)

5.26

Total from investment operations

(0.39

)

5.38

 

Less Distributions from:

 

Net investment income

(0.14

)

(0.02

)

Total distributions

(0.14

)

(0.02

)

Net Asset Value, End of period

$29.75

$30.28

Net Asset Value Total Return3

(1.31

)%

21.58

%

Net assets, end of period (000’s omitted)

$124,935

$84,775

 

RATIOS/SUPPLEMENTAL DATA:

Ratios to Average Net Assets:

Expenses

0.29

%4

0.29

%4

Net investment income

0.62

%4

0.62

%4

Portfolio turnover rate5

59

%6

89

%6

  

1Commencement of operations.

2Based on average shares outstanding.

3Net Asset Value Total Return is calculated assuming an initial investment made at the net asset value on the first day of the period, reinvestment of dividends and distributions at net asset value during the period, and redemptions at net asset value on the last day of the period. Total return calculated for a period of less than one year is not annualized.

4Annualized.

5Portfolio turnover excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Fund’s capital shares.

6Not annualized.

26

Notes to Financial Statements

January 31, 2022 (unaudited)

1.ORGANIZATION

Virtus ETF Trust II (the “Trust”) was organized as a Delaware statutory trust on July 14, 2015 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”).

As of January 31, 2022, five funds of the Trust are offered for sale. Virtus Duff & Phelps Clean Energy ETF, Virtus Newfleet ABS/MBS ETF, Virtus Newfleet High Yield Bond ETF, Virtus Seix Senior Loan ETF and Virtus Terranova U.S. Quality Momentum ETF (each a “Fund” and, collectively, the “Funds”), each a separate investment portfolio of the Trust, are presented in this semi-annual report. The offering of each Fund’s shares is registered under the Securities Act of 1933, as amended (the “Securities Act”).

Funds

Commencement
of Operations

Virtus Duff & Phelps Clean Energy ETF

August 3, 2021

Virtus Newfleet ABS/MBS ETF

February 9, 2021

Virtus Newfleet High Yield Bond ETF.

December 5, 2016

Virtus Seix Senior Loan ETF

April 24, 2019

Virtus Terranova U.S. Quality Momentum ETF

November 17, 2020

Virtus Duff & Phelps Clean Energy ETF and Virtus Seix Senior Loan ETF are “non-diversified” Funds, as defined under the 1940 Act.

The Funds have the following investment objectives:

Virtus Duff & Phelps Clean Energy ETF seeks capital appreciation.

Virtus Newfleet ABS/MBS ETF seeks income.

Virtus Newfleet High Yield Bond ETF seeks to provide a high level of current income and, secondarily, capital appreciation.

Virtus Seix Senior Loan ETF seeks to provide a high level of current income.

Virtus Terranova U.S. Quality Momentum ETF seeks investment results that correspond, before fees and expenses, to the price and yield performance of the Terranova U.S. Quality Momentum Index.

There is no guarantee that a Fund will achieve its objective(s).

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 Standard Codification Topic 946 Financial Services — Investment Companies. Each Fund prepares its financial statements in accordance with generally accepted accounting principles (“GAAP”) in the United States of America and follows the significant accounting policies described below.

(a)Use of Estimates

Management makes certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

(b)Indemnification

In the normal course of business, the Funds may enter into contracts that contain a variety of representations which provide general indemnifications for certain liabilities. The Funds’ maximum exposure under these arrangements is unknown. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.

(c)Security Valuation

A description of the valuation techniques applied to the Funds’ major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded. Securities regularly traded in an over the counter market are valued at the latest quoted sale price in such market or in the case of the New York Stock Exchange (“NYSE”), at the NYSE Official Closing Price. Such valuations are typically categorized as Level 1 in the fair value hierarchy. 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 using procedures adopted by the Trust’s Board of Trustees (the “Board”). Such valuations are typically categorized as Level 2 or Level 3 in the fair value hierarchy.

27

Notes to Financial Statements (continued)

January 31, 2022 (unaudited)

Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make markets in such securities. For most bond types, the pricing service utilizes matrix pricing that considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer-supplied prices. Such valuations are typically categorized as Level 2 in the fair value hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued using procedures adopted by the Board are generally categorized as Level 3 in the hierarchy.

Investments in other open-end investment companies are valued based on their net asset value each business day and are typically categorized as Level 1 in the fair value hierarchy.

(d)Fair Value Measurement

Accounting Standards Codification, Fair Value Measurements and Disclosures (“ASC 820”) defines fair value, establishes a framework for measuring fair value in accordance with 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 measurement. 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 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 each Fund’s investments at January 31, 2022, is disclosed at the end of each Fund’s Schedule of Investments.

(e)Security Transactions and Investment Income

Security transactions are accounted for on the trade date. Realized gains and losses on sales of investment securities are calculated using specific identification. Dividend income is recognized on the ex-dividend date. Expenses and interest income are recognized on the accrual basis. Amortization of premium and accretion of discount on debt securities are included in interest income. Each Fund amortizes premiums and accretes discounts using the effective interest method. Premiums on callable debt securities are amortized to interest income to the earliest call date using the effective interest method.

(f)Expenses

Each Fund pays all of its expenses not assumed by its Sub-Adviser, if any, as defined in Note 3, or the Adviser. General Trust expenses that are allocated among and charged to the assets of the Funds are done so on a basis that the Board deems fair and equitable, which may be on a basis of relative net assets of each Fund or the nature of the services performed and relative applicability to each Fund.

(g)Distributions to Shareholders

Distributions are recorded by the Funds on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from GAAP in the United States of America.

(h)When-issued Purchases and Forward Commitments (Delayed Delivery)

The Funds may engage in when-issued or forward commitment transactions. Securities purchased on a when-issued or forward commitment basis are also known as delayed delivery transactions. Delayed delivery transactions involve a commitment by a Fund to purchase or sell a security at a future date, ordinarily up to 90 days later. When-issued or forward commitments enable a Fund to lock in what is believed to be an attractive price or yield on a particular security for a period of time, regardless of future changes in interest rates. The Funds record when-issued and delayed delivery securities on the trade date. The Funds maintain collateral for the securities purchased. Securities purchased on a when-issued or delayed delivery basis begin earning interest on the settlement date.

28

Notes to Financial Statements (continued)

January 31, 2022 (unaudited)

(i)Loan Agreements

The Funds may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. Loan agreements are generally non-investment grade and often involve borrowers that are highly leveraged. The Funds may invest in obligations of borrowers who are in bankruptcy proceedings. Loan agreements are typically senior in the corporate capital structure of the borrower. A loan is often administered by a bank or other financial institution (the “lender”) that acts as agent for all holders. The lender administers the terms of the loan, as specified in the loan agreement. A Fund’s investment in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. When investing in loan participations, a Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan participation and only upon receipt by the lender of payments from the borrower. A Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, a Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When a Fund purchases assignments from lenders, it acquires direct rights against the borrower on the loan.

A Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. Loan agreements may involve foreign borrowers, and investments may be denominated in foreign currencies. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due.

The loan agreements have floating rate loan interests which generally pay interest at rates that are periodically determined by reference to a base lending rate plus a premium. The base lending rates are generally LIBOR (London Interbank Offered Rate), the prime rate offered by one or more U.S. banks or the certificate of deposit rate. When a loan agreement is purchased, a Fund may pay an assignment fee. On an ongoing basis, a Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of a loan agreement. Prepayment penalty fees are received upon the prepayment of a loan agreement by a borrower. Prepayment penalty, facility, commitment, consent and amendment fees are recorded to income as earned or paid.

3.INVESTMENT MANAGEMENT, RELATED PARTIES AND OTHER AGREEMENTS

Investment Advisory Agreement

The Trust, on behalf of each Fund, has entered into an Investment Advisory Agreement (the “Advisory Agreement”) with Virtus ETF Advisers LLC (the “Adviser”), an indirect wholly owned subsidiary of Virtus Investment Partners, Inc. (Ticker: VRTS) (together with its affiliates, “Virtus”). Pursuant to the Advisory Agreement, the Adviser has overall supervisory responsibility for the general management and investment of the Funds’ securities portfolios. The Adviser has agreed to pay all of the ordinary operating expenses of each of the Virtus Duff & Phelps Clean Energy ETF, Virtus Newfleet ABS/MBS ETF, Virtus Seix Senior Loan ETF and Virtus Terranova U.S. Quality Momentum ETF, except for the following expenses, each of which is paid by the applicable Fund: the Adviser’s fee; payments under any 12b-1 plan; taxes and other governmental fees; brokerage fees, commissions and other transaction expenses; interest and other costs of borrowing; litigation or arbitration expenses; acquired fund fees and expenses; and extraordinary or other non-routine expenses of the Fund. The Adviser is entitled to receive a fee from each Fund based on each Fund’s average daily net assets, computed and accrued daily and payable monthly, at an annual rate as follows:

Funds

Rate

Virtus Duff & Phelps Clean Energy ETF

0.66

%*

Virtus Newfleet ABS/MBS ETF

0.49

%**

Virtus Newfleet High Yield Bond ETF

0.39

%

Virtus Seix Senior Loan ETF

0.57

%

Virtus Terranova U.S. Quality Momentum ETF

0.29

%

  

*The Adviser has contractually agreed to waive a portion of the Fund’s management fee equal to 0.07% of the Fund’s average daily net assets through at least November 28, 2022, which will have the effect of reducing the Fund’s expenses (the “Fee Waiver Agreement”). While the Adviser or the Fund may discontinue the Fee Waiver Agreement after the contractual period, it may only be terminated during its term by either party upon written notice; provided that such termination shall require the approval of the Fund’s Board of Trustees.

**The Adviser has contractually agreed to waive a portion of the Fund’s management fee equal to 0.10% of the Fund’s average daily net assets through at least November 28, 2022, which will have the effect of reducing the Fund’s expenses (the “Fee Waiver Agreement”). While the Adviser or the Fund may discontinue the Fee Waiver Agreement after the contractual period, it may only be terminated during its term by either party upon written notice; provided that such termination shall require the approval of the Fund’s Board of Trustees.

29

Notes to Financial Statements (continued)

January 31, 2022 (unaudited)

The Advisory Agreement may be terminated by the Trust on behalf of each Fund with the approval of each Fund’s Board or by a vote of the majority of the Funds’ shareholders. The Advisory Agreement may also be terminated by the Adviser by not more than 60 days’ nor less than 30 days’ written notice.

Expense Limitation Agreement

The Adviser has contractually agreed to reduce its fees and reimburse expenses in order to limit Virtus Newfleet High Yield Bond ETF’s total operating expenses (excluding any taxes, interest, brokerage commissions, expenses incurred in connection with any merger or reorganization, unusual or infrequently occurring expenses (such as litigation) or acquired fund fees, and expenses, if any, payable pursuant to a Rule 12b-1 Distribution Plan) from exceeding 0.49% of the Fund’s average daily net assets through at least November 28, 2022.

The expense limitation agreement with respect to Virtus Newfleet High Yield Bond ETF will be terminated upon termination of the Advisory Agreement between the Adviser and the Fund. In addition, while the Adviser or the Fund may discontinue the expense limitation agreement after the contractual period, it may only be terminated during its term with the approval of the Fund’s Board of Trustees.

Under certain conditions, the Adviser may recapture operating expenses waived or reimbursed under the expense limitation agreement for a period of three years following the date on which such waiver or reimbursement occurred; provided that such recapture may not cause the Fund’s total operating expenses to exceed 0.49% of the average daily net assets of the Fund (or any lower expense limitation or limitations to which the Fund and the Adviser may otherwise agree). All or a portion of the following expenses reimbursed by the Adviser may be recaptured during the fiscal years indicated:

Fund

2022

2023

2024

2025

Virtus Newfleet High Yield Bond ETF

$194,284

$161,061

$80,940

$52,524

Sub-Advisory Agreement

Each Sub-Adviser provides investment advice and management services to its respective Fund. Pursuant to an investment sub-advisory agreement among the Trust, the respective Sub-Adviser and the Adviser, the Adviser pays each Fund’s Sub-Adviser a sub-advisory fee calculated as shown below.

Funds

Sub-Advisers

Sub-Advisory Fees

Virtus Duff & Phelps Clean Energy ETF

Duff & Phelps Investment Management Co.(1)

50% of the net advisory fee(2)

Virtus Newfleet ABS/MBS ETF

Newfleet Asset Management, LLC(1)

50% of the net advisory fee(2)

Virtus Newfleet High Yield Bond ETF

Newfleet Asset Management, LLC(1)

50% of the net advisory fee(3)

Virtus Seix Senior Loan ETF

Seix Investment Advisors LLC(1)

50% of the net advisory fee(2)

  

(1)An indirect wholly-owned subsidiary of Virtus.

(2)Net advisory fee: The advisory fee paid by the Fund to the Adviser for investment advisory services under the Adviser’s investment advisory agreement with the Fund, after deducting the payment of all of the ordinary operating expenses of the Fund under the Adviser’s unified fee arrangement. In the event that the Adviser waives all or a portion of its fee pursuant to an applicable waiver agreement, then the Sub-Adviser will waive its fee in the same proportion as the Adviser.

(3)Net advisory fee: The advisory fee paid by the Fund to the Adviser for investment advisory services under the Adviser’s investment advisory agreement with the Fund, after accounting for any applicable fee waiver and/or expense limitation agreement, which will not include reimbursement of the Adviser for any expenses or recapture of prior waivers. In the event the Adviser waives its entire fee and also assumes expenses of the Fund pursuant to an applicable expense limitation agreement, the Sub- Adviser will similarly waive its entire fee and will share in the expense assumption by promptly paying to the Adviser (or its designee) 50% of the assumed amount. If during the term of the Sub-Advisory Agreement the Adviser later recaptures some or all of fees waived or expenses reimbursed by the Adviser and the Sub-Adviser together, then the Adviser will pay to the Sub-Adviser 50% of the amount recaptured.

Principal Underwriter

Pursuant to the terms of a Distribution Agreement with the Trust, VP Distributors, LLC (the “Distributor”) serves as the Funds’ principal underwriter. The Distributor receives compensation from the Adviser for the statutory underwriting services it provides to the Funds. The Distributor will not distribute shares in less than Creation Units (as hereinafter defined), and does not maintain a secondary market in shares. The shares are traded in the secondary market. The Distributor is an indirect wholly-owned subsidiary of Virtus.

Distribution and Service (12b-1 Plan)

The Board of Trustees has adopted a distribution and service plan under which each of Virtus Duff & Phelps Clean Energy ETF, Virtus Newfleet ABS/MBS ETF, Virtus Seix Senior Loan ETF and Virtus Terranova U.S. Quality Momentum ETF is authorized to pay an amount up to 0.25% of its average daily net assets each year to finance activities primarily intended to result in the sale of Creation Units of the Fund or the provision of investor services. No 12b-1 fees are currently paid by the Funds and there are no current plans to impose these fees.

30

Notes to Financial Statements (continued)

January 31, 2022 (unaudited)

Operational Administrator

Virtus ETF Solutions LLC (the “Administrator”) serves as the Funds’ operational administrator. The Administrator supervises the overall administration of the Trust and the Funds including, among other responsibilities, the coordination and day-to-day oversight of the Funds’ operations, the service providers’ communications with the Funds and each other and assistance with Trust, Board and contractual matters related to the Funds and other series of the Trust. The Administrator also provides persons satisfactory to the Board to serve as officers of the Trust. The Administrator is an indirect wholly-owned subsidiary of Virtus.

Accounting Services Administrator, Custodian and Transfer Agent

The Bank of New York Mellon (“BNY Mellon”) provides administrative, accounting, tax and financial reporting for the maintenance and operations of the Trust as the Funds’ accounting services administrator. BNY Mellon also serves as the custodian for the Funds’ assets, and serves as transfer agent and dividend paying agent for the Funds.

Affiliated Shareholders

At January 31, 2022, Virtus Partners, Inc. held shares of Virtus Newfleet ABS/MBS ETF and Virtus Seix Senior Loan ETF which may be sold at any time that aggregated to the following:

Shares

% of shares
outstanding

Virtus Newfleet ABS/MBS ETF

200,004

30.8%

Virtus Seix Senior Loan ETF

764,004

32.9%

4.CREATION AND REDEMPTION TRANSACTIONS

The Funds, except the Virtus Duff & Phelps Clean Energy ETF and Virtus Seix Senior Loan ETF, issue and redeem shares on a continuous basis at Net Asset Value (“NAV”) in groups of 50,000 shares called “Creation Units.” The Virtus Duff & Phelps Clean Energy ETF and Virtus Seix Senior Loan ETF issue and redeem shares on a continuous basis at NAV in groups of 25,000 shares per Creation Unit. The Funds’ Creation Units may be issued and redeemed generally for cash or an in-kind deposit of securities held by the Funds. In each instance of cash creations or redemptions, the Trust may impose transaction fees based on transaction expenses related to the particular exchange that will be higher than the transaction fees associated with in-kind purchases or redemptions. Only “Authorized Participants” who have entered into contractual arrangements with the Distributor 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 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 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.

Authorized participants pay a fixed transaction fee of $500 to the shareholder servicing agent when purchasing and redeeming Creation Units of the Funds. The transaction fee is used to defray the costs associated with the issuance and redemption of Creation Units.

5.FEDERAL INCOME TAX

Each Fund intends to qualify as a “regulated investment company” under Sub-chapter M of the Internal Revenue Code of 1986 (the “Code”), as amended. Each Fund intends to distribute substantially all of its net investment income and net capital gains to shareholders. Therefore, no federal income or excise tax provision is required. Accounting for Uncertainty in Income Taxes as issued by the Financial Accounting Standards Board provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements, and requires the evaluation of tax positions taken or expected to be taken in the course of preparing a Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. Interest and penalties related to income taxes would be recorded as income tax expense. Management of the Funds is required to analyze all open tax years (2019, 2020 and 2021), as defined by IRS statute of limitations, for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of January 31, 2022, the Funds did not have a liability for any unrecognized tax benefits or uncertain tax positions that would require recognition in the financial statements. The Funds have no examination in progress and are 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 recognize interest accrued related to unrecognized tax benefits and penalties as income tax expense. For the period ended January 31, 2022, the Funds had no accrued penalties or interest.

31

Notes to Financial Statements (continued)

January 31, 2022 (unaudited)

At July 31, 2021, the adjusted cost basis of investments and gross unrealized appreciation and depreciation of investments for federal income tax purposes during the fiscal year ended July 31, 2021 were as follows:

Funds

Federal
Tax Cost of
Investments

Gross
Unrealized
Appreciation

Gross
Unrealized
Depreciation

Net Unrealized
Appreciation
(Depreciation)

Virtus Newfleet ABS/MBS ETF

$14,980,318

$35,957

$(17,039

)

$18,918

Virtus Newfleet High Yield Bond ETF

6,240,492

212,185

(60,601

)

151,584

Virtus Seix Senior Loan ETF

39,083,671

195,250

(71,009

)

124,241

Virtus Terranova U.S. Quality Momentum ETF

75,080,798

8,897,463

(408,874

)

8,488,589

Capital losses incurred after October 31 (“Post-October Losses”) and ordinary losses incurred after December 31 (“Late Year Ordinary Losses”) within the taxable year are deemed to arise on the first business day of the Funds’ next taxable year. During the fiscal year ended July 31, 2021, the Funds did not incur or elect to defer Post-October Losses and Late Year Ordinary Losses.

At July 31, 2021, for Federal income tax purposes, the following Funds had capital loss carryforwards available to offset future capital gains for an unlimited period. To the extent that these loss carryforwards are utilized, capital gains so offset will not be distributed to shareholders:

Funds

Short-Term
No Expiration

Long-Term
No Expiration

Total

Virtus Newfleet ABS/MBS ETF

$9,470

$

$9,470

Virtus Newfleet High Yield Bond ETF

470,373

2,274,778

2,745,151

Virtus Seix Senior Loan ETF

Virtus Terranova U.S. Quality Momentum ETF

1,250,994

1,250,994

6.INVESTMENT TRANSACTIONS

Purchases and sales of investments (excluding U.S. Government Securities and short-term investments), subscriptions in-kind and redemptions in-kind for the period ended January 31, 2022 were as follows:

Funds

Purchases

Sales

Subscriptions
In-Kind

Redemptions
In-Kind

Virtus Duff & Phelps Clean Energy ETF

$742,937

$717,980

$5,062,286

$1,296,346

Virtus Newfleet ABS/MBS ETF

3,383,926

2,313,454

Virtus Newfleet High Yield Bond ETF

1,955,919

2,152,584

Virtus Seix Senior Loan ETF

194,582,658

178,095,958

Virtus Terranova U. S. Quality Momentum ETF

64,569,167

63,892,162

88,041,716

42,884,005

7.INVESTMENT RISKS

As with any investment, an investment in a Fund could result in a loss or the performance of a Fund could be inferior to that of other investments. An investor should consider a Fund’s investment objectives, risks, and charges and expenses carefully before investing. Each Fund’s prospectus and statement of additional information contain this and other important information.

8.CREDIT RISK

Junk Bonds or High Yield Securities: High yield securities are generally subject to greater levels of credit quality risk than investment grade securities. The retail secondary market for these “junk bonds” may be less liquid than that of higher-rated fixed income securities, and adverse conditions could make it difficult at times to sell these securities or could result in lower prices than higher-rated fixed income securities. These risks can reduce the value of a Fund’s shares and the income it earns.

9.LIBOR REPLACEMENT RISK

The loans in which the Funds invest typically have floating or adjustable interest rates, which are tied to a benchmark lending rate, such as the London Interbank Offered Rate (“LIBOR”) or the prime rate, or are set to a specified floor, whichever is higher. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. Although many LIBOR rates will be phased out at the end of 2021 as originally intended, a selection of widely used USD LIBOR rates will continue to be published until June 2023 in order to assist with the transition. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. As a result, any impact of a transition away from LIBOR on the Funds or the instruments in which the Funds invest cannot yet be determined. Industry initiatives are underway to identify alternative reference

32

Notes to Financial Statements (continued)

January 31, 2022 (unaudited)

rates, such as the Secured Overnight Funding Rate (“SOFR”), which the Federal Reserve Bank of New York began publishing in April 2018; however, there is no assurance that the composition or characteristics of any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that instruments using an alternative rate will have the same volume or liquidity. As a result, the transition process might lead to increased volatility and reduced liquidity in markets that currently rely on LIBOR to determine interest rates; a reduction in the value of some LIBOR-based investments; and/or costs incurred in connection with closing out positions and entering into new agreements. These effects could occur prior to the end of 2021 as the utility of LIBOR as a reference rate could deteriorate during the transition period.

10.10% SHAREHOLDERS

As of January 31, 2022, the Funds had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of the Funds as detailed below:

Funds

% of Shares
Outstanding

Number of
Account

Virtus Duff & Phelps Clean Energy ETF

92%

3

Virtus Newfleet ABS/MBS ETF

74%

2

Virtus Newfleet High Yield Bond ETF

77%

4

Virtus Seix Senior Loan ETF

81%

4

Virtus Terranova U.S. Quality Momentum ETF

66%

3

11.RECENT ACCOUNTING PRONOUNCEMENTS

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update No. 2020-04 (“ASU 2020-04”), Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in ASU 2020-04 provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the LIBOR and other interbank-offered based reference rates as of the end of 2021. ASU 2020-04 is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

12.CORONAVIRUS (COVID-19) PANDEMIC

The global outbreak of COVID-19 has disrupted economic markets, and the economic impact, duration and spread of the COVID-19 virus is uncertain at this time. The operational and financial performance of the issuers of securities in which the Funds invest may be significantly impacted by COVID-19, which may in turn impact the value of the Funds’ investments.

13.SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were available for issuance, and has determined that there are no subsequent events requiring recognition or disclosure in these financial statements.

33

Approval of Advisory Agreements & Board Considerations (unaudited)

 

May 17, 2021 Consideration of Approval of Advisory Agreement and Sub-Advisory Agreement for
Virtus Duff & Phelps Clean Energy ETF (the “Fund”)

On May 17, 2021, at a meeting (the “Meeting”) at which all of the Trustees were present and could hear and be heard, including all of the Trustees who were not “interested persons” (as that term is defined in the Investment Company Act of 1940) of the Trust (the “Independent Trustees”), the Board of Trustees (the “Board”) of Virtus ETF Trust II (the “Trust”), including the Independent Trustees voting separately, reviewed and unanimously approved an investment advisory agreement between Virtus ETF Advisers LLC (the “Adviser”) and the Trust (the “Advisory Agreement”), and an investment sub-advisory agreement among Duff & Phelps Investment Management Co. (the “Sub-Adviser”), the Adviser and the Trust (the “Sub-Advisory Agreement”), each with respect to the Fund.

At the Meeting, the Board received and reviewed information provided by the Adviser and the Sub-Adviser in response to requests of the Board and its counsel, including a memorandum from the Adviser that included a description of the Adviser’s business, a copy of the Adviser’s Form ADV, and certain other information about the Adviser to be considered in connection with the Trustees’ review process (the “Adviser Memorandum”), and a memorandum from the Sub-Adviser that included a description of the Sub-Adviser’s business, a copy of the Sub-Adviser’s Form ADV and certain other information about the Sub-Adviser to be considered in connection with the Trustees’ review process (the “Sub-Adviser Memorandum”). The Board also engaged with representatives of the Adviser and the Sub-Adviser to discuss the Fund.

Advisory Agreement

In deciding on whether to approve the Advisory Agreement with the Adviser on behalf of the Fund, the Board considered numerous factors, including:

The nature, extent, and quality of the services to be provided by the Adviser. The Board considered the responsibilities the Adviser would have under the Advisory Agreement, and the services that would be provided by the Adviser to the Fund, including, without limitation, the management, oversight, and administrative services that the Adviser and its employees will provide to the Fund, the services already provided by the Adviser related to organizing the Fund, the Adviser’s coordination of services for the Fund by the Trust’s service providers, its compliance procedures and practices, and its efforts to promote the Fund. The Board also considered the quality of the services that the Adviser provides to other Virtus ETFs, including other series of the Trust. The Board noted that many of the Trust’s executive officers are employees of the Adviser, and serve the Trust without additional compensation from the Fund. The Board also considered the information in the Adviser Memorandum, including descriptions of the Adviser’s investment advisory services and its related non-advisory business. The Board concluded that the quality, extent, and nature of the services proposed to be provided by the Adviser would be satisfactory and adequate for the Fund.

Investment performance of the Fund and the Adviser. The Board evaluated the investment management experience of the Adviser, in light of the services it will be providing. In conducting its review, the Board considered the fact that the Fund had not yet commenced operations and therefore had no investment performance to consider. Therefore, the Board received information from the Adviser regarding, among other things, the Adviser’s experience in organizing, managing and overseeing other Virtus ETFs and coordinating their operation and administration. After consideration of these factors, the Board determined that the Adviser possessed adequate capabilities and experience for the management of the Fund.

The costs of the services to be provided and profits to be realized by the Adviser from its relationship with the Fund. The Board examined and evaluated the proposed arrangements between the Adviser and the Fund under the Advisory Agreement. The Board considered that the Fund utilizes a “unified fee” structure in which the Fund’s ordinary operating expenses (subject to customary exclusions) would be paid from the Adviser’s management fee. The Board noted that, under the unified fee arrangement, the Adviser would likely supplement a portion of the cost of operating the Fund for some period of time and considered the benefits that would accrue to the Fund. In addition, the Board considered that the Adviser has contractually agreed to waive a portion of the Fund’s management fee equal to 0.07% of the Fund’s average daily net assets, which would have the effect of reducing the Fund’s expenses.

The Board also considered the financial condition of the Adviser and the level of commitment to the Fund by the Adviser, including the Adviser’s payment of startup costs for the Fund; potential benefits to the Adviser in managing the Fund, including promotion of the Adviser’s name; and the interests of the Adviser in providing management and oversight services to the Fund. In addition, at the Meeting, the Board compared the proposed management fee and anticipated net expense ratio of the Fund to the management fees and net expense ratios of other funds considered by the Adviser to have similar investment objectives and strategies to the Fund, and assets under management (“AUM”) comparable to the projected asset levels of the Fund. Specifically, the Board noted that the proposed management fee for the Fund was above the average and median, but below the highest, management fees of its peer group, and the anticipated expense ratio was below the average and median expense ratios of its peer group.

34

Approval of Advisory Agreements & Board Considerations (unaudited) (continued)

 

Following these comparisons and upon further consideration and discussion of the foregoing, the Board concluded that the fees proposed to be paid to the Adviser by the Fund would be appropriate and representative of arm’s-length negotiations.

The extent to which economies of scale would be realized as the Fund grows and whether management fee levels reflect these economies of scale for the benefit of the Fund’s investors. The Board considered the fees proposed to be paid to the Adviser (including any capped fees). The Board also considered that the Fund would likely experience benefits from the proposed unified fee arrangement and would continue to do so even after the Adviser reaches firm-wide profitability. Accordingly, the Board concluded that the Fund’s proposed fee arrangement would provide benefits through the unified fee structure, and that, at the Fund’s projected asset levels, the Fund’s proposed arrangement with the Adviser would be appropriate.

Other benefits to be derived by the Adviser from its relationship with the Fund. The Board considered material “fall-out” or ancillary benefits that would accrue to the Adviser as a result of its relationship with the Fund (other than the advisory fee). The Board noted that affiliates of the Adviser will serve as principal underwriter and operational administrator for the Fund, and that the association could result in non-quantifiable reputational benefits for those entities. Based on the foregoing information, the Board concluded that such potential benefits are immaterial to its consideration and approval of the Advisory Agreement.

Conclusion. The Board did not identify any single factor as being of paramount importance, and different Trustees may have given different weight to different factors. The Board reviewed with counsel to the Independent Trustees the legal standards applicable to its consideration of the Advisory Agreement. Based on its review, including consideration of each of the factors referenced above, the Board determined, in the exercise of its reasonable business judgment, that the Advisory Agreement was fair and reasonable in light of the services to be performed, expenses to be incurred and such other matters as the Board considered relevant.

After full consideration of the above factors as well as other factors, the Board, including the Independent Trustees, unanimously approved the Advisory Agreement on behalf of the Fund.

Sub-Advisory Agreement

In deciding on whether to approve the Sub-Advisory Agreement with the Sub-Adviser on behalf of the Fund, the Board considered numerous factors, including:

The nature, extent, and quality of the services to be provided by the Sub-Adviser. The Board considered the responsibilities the Sub-Adviser would have under the Sub-Advisory Agreement and the services that would be provided by the Sub-Adviser, including, without limitation, the investment advisory services, the Sub-Adviser’s compliance procedures and practices, and its efforts to promote the Fund. The Board also considered the quality of the services that the Sub-Adviser provides to other Virtus ETFs, including other series of the Trust. After reviewing the foregoing information and further information in the materials, including the Sub-Adviser Memorandum (which included descriptions of the Sub-Adviser’s business and the Sub-Adviser’s Form ADV), the Board concluded that the quality, extent, and nature of the services proposed to be provided by the Sub-Adviser would be satisfactory and adequate for the Fund.

The investment management capabilities and experience of the Sub-Adviser. The Board evaluated the investment management experience of the Sub-Adviser. In particular, the Board considered the Sub-Adviser’s experience, including the experience of its portfolio managers. The Board discussed with the Sub-Adviser, the investment objective and strategies for the Fund and the Sub-Adviser’s plans for implementing the strategies. The Board also considered the ability of the Sub-Adviser to provide day-to-day portfolio management of the Fund’s portfolio. After consideration of these factors, the Board determined that the Sub-Adviser would be an appropriate sub-adviser to the Fund.

The costs of the services to be provided and profits to be realized by the Sub-Adviser from its relationship with the Fund. The Board examined and evaluated the proposed arrangement between the Sub-Adviser and the Adviser under the Sub-Advisory Agreement. The Board considered the fact that the Fund utilizes a “unified fee” structure in which the Fund’s ordinary operating expenses (subject to customary exclusions) would be paid from the Adviser’s management fee. The Board considered the extent to which the Sub-Adviser would bear a portion of Fund expenses. The Board noted that, under the unified fee arrangement, the Sub-Adviser would likely supplement a portion of the cost of operating the Fund for some period of time and considered the benefits that would accrue to the Fund.

The Board considered the Sub-Adviser’s staffing, personnel, and methods of operating; the Sub-Adviser’s compliance policies and procedures; the financial condition of the Sub-Adviser and the level of commitment to the Fund by the Sub-Adviser; the projected asset levels of the Fund; and the overall projected expenses of the Fund. The Board also considered potential benefits to the Sub-Adviser in sub-advising the Fund, including promotion of the Sub-Adviser’s name.

35

Approval of Advisory Agreements & Board Considerations (unaudited) (continued)

 

The Board compared the proposed fees and anticipated expenses of the Fund (including the sub-advisory fee) to other funds considered by the Adviser to have investment objectives and strategies similar to the Fund and AUM comparable to the Fund’s projected asset levels, as noted above. The Board also noted that the Sub-Adviser was an affiliate of the Adviser. Following these comparisons and upon further consideration and discussion of the foregoing, the Board concluded that the fees proposed to be paid to the Sub-Adviser (pursuant to the Advisory Agreement) would be appropriate and representative of arm’s-length negotiations.

The extent to which economies of scale would be realized as the Fund grows and whether sub-advisory fee levels reflect these economies of scale for the benefit of the Fund’s investors. The Board considered the fees proposed to be paid to the Sub-Adviser (including any capped fees). The Board considered that the Fund would likely experience benefits from the proposed unified fee arrangement, particularly where the Sub-Adviser is paying or contributing to Fund expenses in excess of its sub-advisory fee. The Board considered that the Fund would likely continue to experience such benefits even after the Fund’s assets grow to a level where the Sub-Adviser is no longer required to pay or contribute to the Fund’s expenses in excess of the amount received by the Sub-Adviser under the Sub-Advisory Agreement. Accordingly, the Board concluded that the Fund’s proposed fee arrangement would provide benefits through the unified fee structure, and that, at the Fund’s projected asset levels, the Fund’s proposed arrangement with the Sub-Adviser would be appropriate.

Other benefits to be derived by the Sub-Adviser from its relationship with the Fund. The Board considered material “fall-out” or ancillary benefits that would accrue to the Sub-Adviser as a result of its relationship with the Fund (other than the sub-advisory fees). For example, the Board noted that the Sub-Adviser may obtain reputational benefits from the success of the Fund or other Virtus ETFs. Based on their review and other considerations, the Board concluded that such potential benefits are immaterial to its consideration and approval of the Sub-Advisory Agreement.

Conclusion. The Board did not identify any single factor as being of paramount importance, and different Trustees may have given different weight to different factors. The Board reviewed with counsel to the Independent Trustees the legal standards applicable to its consideration of the Sub-Advisory Agreement. Based on its review, including consideration of each of the factors referenced above, the Board determined, in the exercise of its reasonable business judgment, that the sub-advisory arrangement, as outlined in the Sub-Advisory Agreement, was fair and reasonable in light of the services to be performed, expenses to be incurred, and such other matters as the Board considered relevant.

After full consideration of the above factors as well as other factors, the Board, including the Independent Trustees, unanimously approved the Sub-Advisory Agreement on behalf of the Fund.

36

Approval of Advisory Agreements & Board Considerations (unaudited) (continued)

 

November 15, 2021 Annual Consideration of Advisory and Sub-Advisory Agreements for:
Virtus Newfleet High Yield Bond ETF (“BLHY”)
Virtus Seix Senior Loan ETF (“SEIX”)
Virtus Terranova U.S. Quality Momentum ETF (“JOET”) (no sub-adviser – Advisory Agreement only)
(each, a “Fund” and collectively, the “Funds”)

On November 15, 2021, at a meeting (the “Meeting”) at which all of the Trustees were present and could hear and be heard, including all of the Trustees who were not “interested persons” (as that term is defined in the Investment Company Act of 1940) of the Trust (the “Independent Trustees”), the Board of Trustees (the “Board”) of Virtus ETF Trust II (the “Trust”), including the Independent Trustees voting separately, reviewed and unanimously approved for each of the respective Funds the continuance of an investment advisory agreement between Virtus ETF Advisers LLC (the “Adviser”) and the Trust (each an “Advisory Agreement” and collectively, the “Advisory Agreements”), and an investment sub-advisory agreement among each Sub-Adviser,1 the Adviser and the Trust (each, a “Sub-Advisory Agreement” and collectively, the “Sub-Advisory Agreements”).

At the Meeting, the Board received and reviewed information provided by the Adviser and each Sub-Adviser in response to requests of the Board and its counsel, including a memorandum from the Adviser that included a description of the Adviser’s business, a copy of the Adviser’s Form ADV, and certain other information about the Adviser to be considered in connection with the Trustees’ review process (the “Adviser Memorandum”), and a memorandum from each Sub-Adviser that included a description of the Sub-Adviser’s business, a copy of the Sub-Adviser’s Form ADV and certain other information about the Sub-Adviser to be considered in connection with the Trustees’ review process (each, a “Sub-Adviser Memorandum”). The Board also engaged with representatives of the Adviser to discuss the Funds.

Advisory Agreements

In deciding on whether to approve the continuance of the Advisory Agreements with the Adviser on behalf of the Funds, the Board considered numerous factors, including:

The nature, extent, and quality of the services provided by the Adviser. The Board considered the responsibilities the Adviser has under the respective Advisory Agreement, and the services provided by the Adviser to the Funds, including, without limitation, the management, oversight, and administrative services that the Adviser and its employees provide to the Funds, the Adviser’s coordination of services for the Funds by the Trust’s service providers, and its compliance procedures and practices. The Board noted that many of the Trust’s executive officers are employees of the Adviser, and serve the Trust without additional compensation from the Funds. The Board also considered the information in the Adviser Memorandum, including descriptions of the Adviser’s investment advisory services and its related non-advisory business. The Board concluded that the quality, extent, and nature of the services provided by the Adviser are satisfactory and adequate for the Funds.

Investment performance of the Funds and the Adviser. The Board evaluated the investment management experience of the Adviser, in light of the services it has provided to each Fund. In particular, the Board received information from the Adviser regarding, among other things, the Adviser’s experience in organizing, managing and overseeing the Funds, coordinating their operation and administration, and, with respect to the Adviser’s portfolio management of JOET, its experience in carrying out the day-to-day management of the Fund’s portfolio. In particular, the Board received and reviewed information comparing each Fund’s performance to its applicable peer group. In conducting its review, the Board considered the fact that BLHY and SEIX were sub-advised funds, and thus their performance results were specifically relevant to their respective Sub-Adviser’s portfolio management capabilities. With respect to the Adviser’s portfolio management of JOET, the Board considered that the Fund utilized an index-based strategy, and thus took into account both the Fund’s performance relative to its peer group as well as the Adviser’s performance in tracking the relevant index (i.e., tracking error).

Specifically, with respect to JOET, the Board noted that the Fund underperformed the average and median performance of its peer group for the year-to-date period but still outperformed other funds in its peer group. The Board also noted that the Fund tracked its underlying index with minimal tracking error of less than 300 basis points, which was primarily attributable to trading as well as Fund fees and expenses. After consideration of these factors, the Board determined that the Adviser possessed adequate capabilities and experience for the management of each Fund, and that JOET, the Fund to which the Adviser provided portfolio management services, had satisfactory performance and tracking error results.


1 The Sub-Advisers include Duff & Phelps Investment Management Co., Newfleet Asset Management, LLC, and Seix Investment Advisors LLC.

37

Approval of Advisory Agreements & Board Considerations (unaudited) (continued)

 

The costs of the services provided and profits to be realized by the Adviser from its relationship with the Funds. The Board examined and evaluated the arrangements between the Adviser and the Funds under the Advisory Agreements. The Board considered that BLHY is subject to an expense limitation agreement (subject to customary exclusions) to cap the Fund’s total expenses. The Board also considered that SEIX and JOET utilize a “unified fee” structure in which a Fund’s ordinary operating expenses (subject to customary exclusions) are paid from the Adviser’s management fee. The Board noted that, under either arrangement, the Adviser would likely supplement a portion of the cost of operating each Fund for some period of time and considered the benefits that would accrue to the Funds.

The Board also considered potential benefits to the Adviser in managing the Funds, including promotion of the Adviser’s name, and the interests of the Adviser in providing management and oversight services to the Funds. In addition, at the Meeting, the Board compared the management fees and net expense ratios of the Funds to the management fees and net expense ratios of other funds considered by the Adviser to have similar investment objectives and strategies to the Funds and comparable assets under management (“AUM”). Specifically, the Board noted that the management fee and expense ratio for BLHY were above the median and average, but below the maximum, management fees and expense ratios of its peer group. For JOET, the Board noted that the management fee and expense ratio were above the median, but below the average, management fees and expense ratios of its peer group. In addition, the Board noted that the management fee and expense ratio for SEIX were below the median and average management fees and expense ratios of its peer group.

Following these comparisons and upon further consideration and discussion of the foregoing, the Board concluded that the fees paid to the Adviser by the Funds are appropriate and representative of arm’s-length negotiations.

The extent to which economies of scale would be realized as the Funds grow and whether management fee levels reflect these economies of scale for the benefit of the Funds’ investors. The Board considered the AUM and operational history of each of the Funds, together with the fees paid to the Adviser (including any capped fees). The Board considered that BLHY currently experiences benefits from the capped fees pursuant to the expense limitation agreement, and would continue to do so even after BLHY’s assets grow to a level where the Adviser is no longer required to waive its advisory fee or reimburse the Fund’s expenses in excess of the amount received by the Adviser under the Advisory Agreement. The Board also considered that SEIX and JOET are subject to a unified fee. The Board considered that SEIX and JOET experienced benefits from the unified fee arrangement, and would continue to do so even after the Adviser reaches firm-wide profitability. Accordingly, the Board concluded that each Fund’s fee arrangement would provide benefits through the capped fee arrangement (for BLHY) or the unified fee structure (for SEIX and JOET), and that, at each Fund’s current and projected asset levels, each Fund’s arrangement with the Adviser would be appropriate.

Other benefits derived by the Adviser from its relationship with the Funds. The Board considered material “fall-out” or ancillary benefits that accrue to the Adviser as a result of its relationship with the Funds (other than the advisory fee). The Board noted that affiliates of the Adviser serve as principal underwriter and operational administrator for the Funds, and that the association could result in non-quantifiable reputational benefits for those entities. Based on the foregoing information, the Board concluded that such potential benefits are immaterial to its consideration and approval of the continuance of the Advisory Agreements.

Conclusion. The Board did not identify any single factor as being of paramount importance, and different Trustees may have given different weight to different factors. The Board reviewed with counsel to the Independent Trustees the legal standards applicable to its consideration of the Advisory Agreements. Based on its review, including consideration of each of the factors referenced above, the Board determined, in the exercise of its reasonable business judgment, that the Advisory Agreements were fair and reasonable in light of the services performed or to be performed, expenses incurred or to be incurred and such other matters as the Board considered relevant.

After full consideration of the above factors as well as other factors, the Board, including the Independent Trustees, unanimously approved the continuance of the Advisory Agreements on behalf of each Fund.

Sub-Advisory Agreements

In deciding on whether to approve the continuance of the Sub-Advisory Agreements with each Sub-Adviser on behalf of the respective Fund, the Board considered numerous factors, including:

The nature, extent, and quality of the services provided by the Sub-Advisers. The Board considered the responsibilities the Sub-Advisers have under the Sub-Advisory Agreements and the services provided by the Sub-Advisers including, without limitation, the investment advisory services and each Sub-Adviser’s compliance procedures and practices. After reviewing the foregoing information and further information in the materials, including each Sub-Adviser Memorandum (which included descriptions of each Sub-Adviser’s business and each Sub-Adviser’s Form ADV), the Board concluded that the quality, extent, and nature of the services provided by the Sub-Advisers are satisfactory and adequate for the Funds.

38

Approval of Advisory Agreements & Board Considerations (unaudited) (continued)

 

Investment performance of the Funds and the Sub-Advisers. The Board evaluated the experience of each Sub-Adviser in carrying out the day-to-day management of the respective Fund’s portfolio. In particular, the Board received and reviewed information from the Adviser regarding the performance of each Sub-Adviser in implementing the investment strategies for the respective Fund.

Specifically, with respect to BLHY, the Board noted that the Fund outperformed the average and median performance of its peer group for the year-to-date period and the average performance of its peer group for the one-year period, but underperformed the median performance of its peer group for the one-year period and the average and median performance of its peer group for the three-year period. With respect to SEIX, the Board noted that the Fund outperformed the average and median performance of its peer group for the year-to-date period and slightly underperformed the average and median performance of its peer group for the one-year period. After consideration of these factors, the Board determined that each Sub-Adviser continued to be an appropriate sub-adviser to the respective Fund, and that each Fund had satisfactory performance.

The costs of the services provided and profits to be realized by the Sub-Advisers from their relationship with the respective Funds. The Board examined and evaluated the arrangements between the respective Sub-Adviser and the Adviser under the Sub-Advisory Agreements. The Board considered the fact that BLHY is subject to an expense limitation agreement (subject to customary exclusions) to cap the Fund’s total expenses and that SEIX and JOET utilize a “unified fee” structure in which a Fund’s ordinary operating expenses (subject to customary exclusions) are paid from the Adviser’s management fee. The Board considered the extent to which each Sub-Adviser bears a portion of Fund expenses. The Board noted that, under either arrangement, the Sub-Advisers would likely supplement a portion of the cost of operating the Funds for some period of time and considered the benefits that would accrue to the Funds.

The Board considered the Sub-Advisers’ staffing, personnel, and methods of operating; the Sub-Advisers’ compliance policies and procedures; the financial condition of the Sub-Advisers and the level of commitment to the Funds by the Sub-Advisers; the current and projected asset levels of the Funds; and the overall expenses of the Funds. The Board also considered potential benefits to the Sub-Advisers in sub-advising the respective Fund, including promotion of the Sub-Advisers’ names.

The Board compared the fees and expenses of the Funds (including the sub-advisory fee) to other funds considered by the Adviser to have investment objectives and strategies similar to the Funds and comparable AUM, as noted above. Following these comparisons and upon further consideration and discussion of the foregoing, the Board concluded that the fees paid to the Sub-Advisers (pursuant to the Advisory Agreements) are appropriate and representative of arm’s-length negotiations.

The extent to which economies of scale would be realized as the Funds grow and whether sub-advisory fee levels reflect these economies of scale for the benefit of the Funds’ investors. The Board considered the AUM and operational history of each of the sub-advised Funds, together with the fees paid to the respective Sub-Adviser (including any capped fees). The Board considered that SEIX and JOET are subject to a unified fee. The Board considered that SEIX and JOET have experienced benefits from the unified fee arrangement, and that BLHY benefits from any additional capped fees, particularly where the Sub-Adviser is paying or contributing to Fund expenses in excess of its sub-advisory fee. The Board considered that the applicable Fund would continue to experience such benefits even after such Fund’s assets grow to a level where the Sub-Adviser is no longer required to waive its sub-advisory fee or reimburse, pay or contribute to the Fund’s expenses in excess of the amount received by the Sub-Adviser under its Sub-Advisory Agreement. Accordingly, the Board concluded that each Fund’s fee arrangement would provide benefits through the capped fee arrangement (for BLHY) or unified fee structure (for SEIX and JOET), and that, at each Fund’s current and projected asset levels, each Fund’s arrangement with its respective Sub-Adviser would be appropriate.

Other benefits derived by the Sub-Advisers from their relationships with the Funds. The Board considered material “fall-out” or ancillary benefits that accrue to the Sub-Advisers as a result of their relationships with their respective Funds (other than the sub-advisory fees). For example, the Board noted that the Sub-Advisers may obtain reputational benefits from the success of one or more Funds or other Virtus ETFs. Based on their review and other considerations, the Board concluded that such potential benefits are immaterial to its consideration and approval of the continuance of the Sub-Advisory Agreements.

Conclusion. The Board did not identify any single factor as being of paramount importance, and different Trustees may have given different weight to different factors. The Board reviewed with counsel to the Independent Trustees the legal standards applicable to its consideration of each Sub-Advisory Agreement. Based on its review, including consideration of each of the factors referenced above, the Board determined, in the exercise of its reasonable business judgment, that the sub-advisory arrangements, as outlined in each Sub-Adviser’s Sub-Advisory Agreement, were fair and reasonable in light of the services performed or to be performed, expenses incurred or to be incurred, and such other matters as the Board considered relevant.

After full consideration of the above factors as well as other factors, the Board, including the Independent Trustees, unanimously approved the continuance of each of the Sub-Advisory Agreements with the respective Sub-Adviser on behalf of each Fund.

39

Supplemental Information (unaudited)

 

INFORMATION ABOUT PORTFOLIO HOLDINGS

The Trust files a complete schedule of portfolio holdings for each Fund with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT-P. Form N-PORT-P is available on the SEC’s website at https://www.sec.gov.

The Funds’ premium/discount information for the most recently completed calendar year, and the most recently completed calendar quarters since that year is available by visiting www.virtusetfs.com or by calling (888) 383-4184.

INFORMATION ABOUT PROXY VOTING

A description of the policies and procedures the Funds use 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 toll-free at (888) 383-0553, by accessing the SEC’s website at www.sec.gov or by accessing the Funds’ website at www.virtusetfs.com.

Information regarding how the Funds voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30th is available by calling toll-free at (888) 383-0553 or by accessing the SEC’s website at www.sec.gov.

8572(03/22)

c/o VP Distributors, LLC

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