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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-22668
ETF Series Solutions
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee,
WI 53202
(Address of principal executive offices) (Zip code)
Kristina R. Nelson
ETF Series Solutions
615 East Michigan Street
Milwaukee,
WI 53202
(Name and address of agent for service)
414-516-1645
Registrant’s telephone number, including area
code
Date of fiscal year end: December
31
Date of reporting period: December 31, 2024
Item 1. Reports to Stockholders.
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Bahl & Gaynor Dividend ETF
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BGDV (Principal U.S. Listing Exchange: NYSE)
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Annual Shareholder Report | December 31, 2024
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This annual shareholder report contains important information about the Bahl & Gaynor Dividend ETF for the period of December 11, 2024 to December 31, 2024. You can find additional information about the Fund at https://etf.bahl-gaynor.com/bgdv/. You can also request this information by contacting us at (855) 994-1711.
WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
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Fund Name
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Costs of a $10,000 investment
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Costs paid as a percentage of a $10,000 investment
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Bahl & Gaynor Dividend ETF
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$3
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0.45%
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HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
The Bahl & Gaynor Dividend ETF (“BGDV” or the “Fund”) returned -2.34% (NAV) since its inception, 12/11/2024, through the period ended 12/31/2024. Over the same period, the S&P 500 returned -3.26%.
The Fund’s large cap core approach seeks to provide current income that rises over the long-term. The Fund typically invests in high-quality, large market capitalization companies that have historically exhibited the ability to compound capital and dividends at attractive growth rates.
The views in this letter were as of December 31, 2024, and may not necessarily reflect the same views on the date this letter is first published or any time thereafter. These views are intended to help shareholders in understanding the fund’s investment methodology and do not constitute investment advice.
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Top Contributors
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↑
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From a sector perspective, Information Technology, Health Care, and Communication Services contributed positively to Fund performance versus the S&P 500 for the period since inception 12/11/2024 through 12/31/2024.
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↑
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Top position contributors included Broadcom (AVGO), Microsoft (MSFT), and Abbvie (ABBV) relative to the S&P 500 benchmark for the period since inception 12/11/2024 through 12/31/2024.
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Top Detractors
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↓
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From a sector perspective, Industrials, Financials, and Energy contributed negatively to Fund performance versus the S&P 500 for the period since inception 12/11/2024 through 12/31/2024.
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↓
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Top position detractors included Cintas (CTAS), Apple (AAPL), and Carlisle (CSL) relative to the S&P 500 benchmark for the period since inception 12/11/2024 through 12/31/2024.
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HOW DID THE FUND PERFORM SINCE INCEPTION?*
The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including management fees and other expenses were deducted.
CUMULATIVE PERFORMANCE (Initial Investment of $10,000)
| Bahl & Gaynor Dividend ETF
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PAGE 1
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TSR-AR-268961505 |
ANNUAL AVERAGE TOTAL RETURN (%)
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Since Inception (12/11/2024)
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Bahl & Gaynor Dividend ETF NAV
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-2.34
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S&P 500 TR
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-3.26
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Visit https://etf.bahl-gaynor.com/bgdv/ for more recent performance information.
| * |
The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
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KEY FUND STATISTICS (as of December 31, 2024)
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Net Assets
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$658,364,656
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Number of Holdings
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69
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Net Advisory Fee
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$164,115
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Portfolio Turnover
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2%
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30-Day SEC Yield
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1.00%
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30-Day SEC Yield Unsubsidized
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1.00%
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Visit https://etf.bahl-gaynor.com/bgdv/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of December 31, 2024)
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Top 10 Issuers
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(% of Net Assets)
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Broadcom, Inc.
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8.3%
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Eli Lilly & Company
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5.3%
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Cintas Corporation
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3.7%
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Broadridge Financial Solutions, Inc.
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3.7%
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Motorola Solutions, Inc.
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3.5%
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Marsh & McLennan Companies, Inc.
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3.5%
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AbbVie, Inc.
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3.5%
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TJX Companies, Inc.
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3.0%
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Home Depot, Inc.
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2.9%
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NextEra Energy, Inc.
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2.8%
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|
|
|
Top Sectors
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(% of Net Assets)
|
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Information Technology
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20.6%
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Industrials
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17.5%
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Health Care
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15.9%
|
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Financials
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14.6%
|
|
Consumer Discretionary
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7.3%
|
|
Consumer Staples
|
7.2%
|
|
Energy
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6.1%
|
|
Utilities
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5.2%
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|
Materials
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2.9%
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Cash & Other
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2.7%
|
Other Material Fund Changes:
The Bahl & Gaynor Dividend ETF launched on December 11, 2024.
MANAGED DISTRIBUTIONS
The Fund aims to distribute all Net Investment Income, calculated as Total Investment Income generated by the Fund’s investments less Total Fund Expenses.
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://etf.bahl-gaynor.com/bgdv/.
| Bahl & Gaynor Dividend ETF
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PAGE 2
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TSR-AR-268961505 |
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Bahl & Gaynor Investment Counsel documents not be householded, please contact Bahl & Gaynor Investment Counsel at (855) 994-1711, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Bahl & Gaynor Investment Counsel or your financial intermediary.
| Bahl & Gaynor Dividend ETF
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PAGE 3
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TSR-AR-268961505 |
100009766100009674
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Bahl & Gaynor Income Growth ETF
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|
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BGIG (Principal U.S. Listing Exchange: NYSE)
|
|
Annual Shareholder Report | December 31, 2024
|
This annual shareholder report contains important information about the Bahl & Gaynor Income Growth ETF for the period of January 1, 2024 to December 31, 2024. You can find additional information about the Fund at https://etf.bahl-gaynor.com/bgig/. You can also request this information by contacting us at (855) 994-1711.
WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
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|
|
|
Fund Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Bahl & Gaynor Income Growth ETF
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$49
|
0.45%
|
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
The Bahl & Gaynor Income Growth ETF (“BGIG” or the “Fund”) returned +16.87% (NAV) for the one-year period ended 12/31/2024. Over the same period, the S&P 500 returned +25.02%.
The Fund’s large cap core approach seeks to provide high current income that rises over time. The Fund typically invests in high-quality, large market capitalization companies that have historically exhibited the ability to compound capital and dividends at attractive growth rates.
There were 48 portfolio dividend increases during the one-year period ended 12/31/2024. The weighted average one-year dividend growth rate of the portfolio’s underlying holdings as of 12/31/2024 was 8.1%.
The Fund outperformed versus its investible universe of S&P 500 stocks yielding 2.0% or greater, which returned +14.75%. However, that cohort of stocks underperformed non-dividend payers, which returned +30.46% during the one-year period ended 12/31/2024.
The views in this letter were as of December 31, 2024, and may not necessarily reflect the same views on the date this letter is first published or any time thereafter. These views are intended to help shareholders in understanding the fund’s investment methodology and do not constitute investment advice.
|
|
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Top Contributors
|
|
↑
|
From a sector perspective, Health Care, Energy and Information Technology contributed positively to Fund performance versus the S&P 500 for the one-year period ended 12/31/2024.
|
|
↑
|
Top position contributors included Broadcom (AVGO), Williams Companies (WMB), and Microsoft (MSFT) relative to the S&P 500 benchmark for the one-year period ended 12/31/2024.
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Top Detractors
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|
↓
|
From a sector perspective, Consumer Staples, Consumer Discretionary and Communication Services contributed negatively to Fund performance versus the S&P 500 for the one-year period ended 12/31/2024.
|
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↓
|
Top position detractors included Mondelez (MDLZ), Merck (MRK), and PepsiCo (PEP) relative to the S&P 500 benchmark for the one-year period ended 12/31/2024.
|
HOW DID THE FUND PERFORM SINCE INCEPTION?*
The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including management fees and other expenses were deducted.
| Bahl & Gaynor Income Growth ETF
|
PAGE 1
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TSR-AR-26922B527 |
CUMULATIVE PERFORMANCE (Initial Investment of $10,000)
ANNUAL AVERAGE TOTAL RETURN (%)
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1 Year
|
Since Inception (09/14/2023)
|
|
Bahl & Gaynor Income Growth ETF NAV
|
16.87
|
15.69
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S&P 500 TR
|
25.02
|
24.59
|
Visit https://etf.bahl-gaynor.com/bgig/ for more recent performance information.
| * |
The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
|
KEY FUND STATISTICS (as of December 31, 2024)
|
|
|
Net Assets
|
$166,132,204
|
|
Number of Holdings
|
54
|
|
Net Advisory Fee
|
$642,502
|
|
Portfolio Turnover
|
15%
|
|
30-Day SEC Yield
|
2.13%
|
|
30-Day SEC Yield Unsubsidized
|
2.13%
|
Visit https://etf.bahl-gaynor.com/bgig/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of December 31, 2024)
|
|
|
Top 10 Issuers
|
(% of Net Assets)
|
|
Broadcom, Inc.
|
8.5%
|
|
Eli Lilly & Company
|
4.7%
|
|
AbbVie, Inc.
|
4.1%
|
|
Williams Companies, Inc.
|
3.8%
|
|
Merck & Company, Inc.
|
3.6%
|
|
Procter & Gamble Company
|
3.5%
|
|
Mondelez International, Inc.
|
3.2%
|
|
Travelers Companies, Inc.
|
3.1%
|
|
PepsiCo, Inc.
|
3.1%
|
|
PNC Financial Services Group, Inc.
|
3.0%
|
|
|
|
Top Sectors
|
(% of Net Assets)
|
|
Information Technology
|
19.6%
|
|
Health Care
|
14.1%
|
|
Financials
|
12.9%
|
|
Industrials
|
12.6%
|
|
Energy
|
11.2%
|
|
Consumer Staples
|
11.2%
|
|
Utilities
|
7.8%
|
|
Consumer Discretionary
|
5.7%
|
|
Real Estate
|
2.7%
|
|
Cash & Other
|
2.2%
|
MANAGED DISTRIBUTIONS
The Fund seeks to generate meaningful current income that grows over time. The Fund aims to distribute all Net Investment Income, calculated as Total Investment Income generated by the Fund’s investments less Total Fund Expenses. To date, the Fund’s distribution policy has not resulted in a distribution of capital.
| Bahl & Gaynor Income Growth ETF
|
PAGE 2
|
TSR-AR-26922B527 |
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://etf.bahl-gaynor.com/bgig/.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Bahl & Gaynor Investment Counsel documents not be householded, please contact Bahl & Gaynor Investment Counsel at (855) 994-1711, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Bahl & Gaynor Investment Counsel or your financial intermediary.
| Bahl & Gaynor Income Growth ETF
|
PAGE 3
|
TSR-AR-26922B527 |
100001033612079100001063613297
|
|
|
|
|
Bahl & Gaynor Small Cap Dividend ETF
|
|
|
SCDV (Principal U.S. Listing Exchange: NYSE)
|
|
Annual Shareholder Report | December 31, 2024
|
This annual shareholder report contains important information about the Bahl & Gaynor Small Cap Dividend ETF for the period of December 11, 2024 to December 31, 2024. You can find additional information about the Fund at https://etf.bahl-gaynor.com/scdv/. You can also request this information by contacting us at (855) 994-1711.
WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
|
|
|
|
Fund Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Bahl & Gaynor Small Cap Dividend ETF
|
$4
|
0.70%
|
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
The Bahl & Gaynor Small Cap Dividend ETF (“SCDV” or the “Fund”) returned -6.88% (NAV) since its inception, 12/11/2024, through the period ended 12/31/2024. Over the same period, the S&P 500 returned -3.26% and the Russell 2000 Index returned -6.75%.
The Fund’s small cap core approach seeks to provide current income that rises over the long-term. The Fund typically invests in high-quality, small market capitalization companies that have historically exhibited the ability to compound capital and dividends at attractive growth rates.
The views in this letter were as of December 31, 2024, and may not necessarily reflect the same views on the date this letter is first published or any time thereafter. These views are intended to help shareholders in understanding the fund’s investment methodology and do not constitute investment advice.
|
|
|
Top Contributors
|
|
↑
|
From a sector perspective, Financials, Health Care and Communication Services contributed positively to Fund performance versus the Russell 2000 for the period since inception 12/11/2024 through 12/31/2024.
|
|
↑
|
Top position contributors included Victory Capital (VCTR), Chemed (CHE), and Curtiss-Wright (CW) relative to the Russell 2000 benchmark for the period since inception 12/11/2024 through 12/31/2024.
|
|
|
|
Top Detractors
|
|
↓
|
From a sector perspective, Industrials, Information Technology, and Consumer Staples contributed negatively to Fund performance versus the Russell 2000 for the period since inception 12/11/2024 through 12/31/2024.
|
|
↓
|
Top position detractors included AAON, Inc. (AAON), UFP Industries (UFPI), and Avient (AVNT) relative to the Russell 2000 benchmark for the period since inception 12/11/2024 through 12/31/2024.
|
HOW DID THE FUND PERFORM SINCE INCEPTION?*
The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including management fees and other expenses were deducted.
| Bahl & Gaynor Small Cap Dividend ETF
|
PAGE 1
|
TSR-AR-268961604 |
CUMULATIVE PERFORMANCE (Initial Investment of $10,000)
ANNUAL AVERAGE TOTAL RETURN (%)
|
|
|
|
Since Inception (12/11/2024)
|
|
Bahl & Gaynor Small Cap Dividend ETF NAV
|
-6.88
|
|
S&P 500 TR
|
-3.26
|
|
Russell 2000 Total Return Index
|
-6.75
|
Visit https://etf.bahl-gaynor.com/scdv/ for more recent performance information.
| * |
The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
|
KEY FUND STATISTICS (as of December 31, 2024)
|
|
|
Net Assets
|
$95,479,221
|
|
Number of Holdings
|
55
|
|
Net Advisory Fee
|
$37,676
|
|
Portfolio Turnover
|
1%
|
|
30-Day SEC Yield
|
0.41%
|
|
30-Day SEC Yield Unsubsidized
|
0.41%
|
Visit https://etf.bahl-gaynor.com/scdv/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of December 31, 2024)
|
|
|
Top 10 Issuers
|
(% of Net Assets)
|
|
Ensign Group, Inc.
|
6.0%
|
|
Curtiss-Wright Corporation
|
5.8%
|
|
Victory Capital Holdings, Inc.
|
5.8%
|
|
Chemed Corporation
|
4.9%
|
|
Evercore, Inc.
|
4.8%
|
|
AAON, Inc.
|
4.7%
|
|
Tetra Tech, Inc.
|
4.7%
|
|
Federal Signal Corporation
|
4.4%
|
|
MSA Safety, Inc.
|
3.3%
|
|
Enpro, Inc.
|
3.3%
|
|
|
|
Top Sectors
|
(% of Net Assets)
|
|
Industrials
|
32.9%
|
|
Health Care
|
18.5%
|
|
Financials
|
15.9%
|
|
Consumer Staples
|
7.7%
|
|
Materials
|
7.4%
|
|
Information Technology
|
5.7%
|
|
Consumer Discretionary
|
5.5%
|
|
Utilities
|
2.7%
|
|
Real Estate
|
2.4%
|
|
Cash & Other
|
1.3%
|
Other Material Fund Changes:
The Bahl & Gaynor Small Cap Dividend ETF launched on December 11, 2024.
| Bahl & Gaynor Small Cap Dividend ETF
|
PAGE 2
|
TSR-AR-268961604 |
MANAGED DISTRIBUTIONS
The Fund aims to distribute all Net Investment Income, calculated as Total Investment Income generated by the Fund’s investments less Total Fund Expenses.
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://etf.bahl-gaynor.com/scdv/.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Bahl & Gaynor Investment Counsel documents not be householded, please contact Bahl & Gaynor Investment Counsel at (855) 994-1711, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Bahl & Gaynor Investment Counsel or your financial intermediary.
| Bahl & Gaynor Small Cap Dividend ETF
|
PAGE 3
|
TSR-AR-268961604 |
100009312100009674100009325
|
|
|
|
|
Bahl & Gaynor Small/Mid Cap Income Growth ETF
|
|
|
SMIG (Principal U.S. Listing Exchange: NYSE)
|
|
Annual Shareholder Report | December 31, 2024
|
This annual shareholder report contains important information about the Bahl & Gaynor Small/Mid Cap Income Growth ETF for the period of November 1, 2024 to December 31, 2024. You can find additional information about the Fund at https://etf.bahl-gaynor.com/smig/. You can also request this information by contacting us at (855) 994-1711.
WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
|
|
|
|
Fund Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Bahl & Gaynor Small/Mid Cap Income Growth ETF
|
$60
|
0.60%
|
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
The Bahl & Gaynor Small/Mid Cap Income Growth ETF (“SMIG” or the “Fund”) returned -0.74% (NAV) for the period 11/1/2024 to 12/31/2024. Over the same period, the S&P 500 returned +3.35% and the Russell 2500 increased +1.56%.
The Fund’s small/mid-cap core approach seeks to provide high current income that rises over time. The Fund typically invests in high-quality small/mid-size companies that have historically exhibited an ability to compound capital and dividends at attractive growth rates.
The views in this letter were as of December 31, 2024, and may not necessarily reflect the same views on the date this letter is first published or any time thereafter. These views are intended to help shareholders in understanding the fund’s investment methodology and do not constitute investment advice.
|
|
|
Top Contributors
|
|
↑
|
From a sector perspective, Health Care, Energy and Financials contributed positively to Fund performance versus the Russell 2500 for the two-month period ended 12/31/2024.
|
|
↑
|
Top position contributors included Victory Capital (VCTR), Targa Resources (TRGP), and Interparfums (IPAR) relative to the Russell 2500 benchmark for the two-month period ended 12/31/2024.
|
|
|
|
Top Detractors
|
|
↓
|
From a sector perspective, Industrials, Information Technology, and Consumer Discretionary contributed negatively to Fund performance versus the Russell 2500 for the two-month period ended 12/31/2024.
|
|
↓
|
Top position detractors included Avery Dennison (AVY), Avient (AVNT), and CBOE Global Markets (CBOE) relative to the Russell 2500 benchmark for the two-month period ended 12/31/2024.
|
HOW DID THE FUND PERFORM SINCE INCEPTION?*
The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including management fees and other expenses were deducted.
| Bahl & Gaynor Small/Mid Cap Income Growth ETF
|
PAGE 1
|
TSR-AR-26922B832 |
CUMULATIVE PERFORMANCE (Initial Investment of $10,000)
ANNUAL AVERAGE TOTAL RETURN (%)
|
|
|
|
|
1 Year
|
Since Inception (08/25/2021)
|
|
Bahl & Gaynor Small/Mid Cap Income Growth ETF NAV
|
17.56
|
6.47
|
|
S&P 500 TR
|
25.02
|
10.02
|
|
Russell 2500 Total Return
|
12.00
|
2.61
|
Visit https://etf.bahl-gaynor.com/smig/ for more recent performance information.
| * |
The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
|
KEY FUND STATISTICS (as of December 31, 2024)
|
|
|
Net Assets
|
$743,053,722
|
|
Number of Holdings
|
47
|
|
Net Advisory Fee
|
$717,878
|
|
Portfolio Turnover
|
4%
|
|
30-Day SEC Yield
|
1.75%
|
|
30-Day SEC Yield Unsubsidized
|
1.75%
|
Visit https://etf.bahl-gaynor.com/smig/ for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of December 31, 2024)
|
|
|
Top 10 Issuers
|
(% of Net Assets)
|
|
Victory Capital Holdings, Inc.
|
5.6%
|
|
Targa Resources Corporation
|
4.8%
|
|
Broadridge Financial Solutions, Inc.
|
4.4%
|
|
Snap-on, Inc.
|
4.2%
|
|
Hubbell, Inc.
|
4.2%
|
|
Packaging Corporation of America
|
4.1%
|
|
Hartford Financial Services Group, Inc.
|
3.8%
|
|
Booz Allen Hamilton Holding Corporation
|
3.7%
|
|
Evercore, Inc.
|
3.7%
|
|
Watsco, Inc.
|
3.6%
|
|
|
|
Top Sectors
|
(% of Net Assets)
|
|
Industrials
|
20.8%
|
|
Financials
|
19.8%
|
|
Materials
|
10.1%
|
|
Utilities
|
8.8%
|
|
Health Care
|
7.7%
|
|
Energy
|
7.7%
|
|
Consumer Discretionary
|
7.1%
|
|
Information Technology
|
6.5%
|
|
Consumer Staples
|
5.9%
|
|
Cash & Other
|
5.6%
|
Other Material Fund Changes:
Effective December 31, 2024, the Bahl & Gaynor Small/Mid Cap Income Growth ETF’s fiscal year end changed from October 31 to December 31.
| Bahl & Gaynor Small/Mid Cap Income Growth ETF
|
PAGE 2
|
TSR-AR-26922B832 |
MANAGED DISTRIBUTIONS
The Fund seeks to generate meaningful current income that grows over time. The Fund aims to distribute all Net Investment Income, calculated as Total Investment Income generated by the Fund’s investments less Total Fund Expenses. To date, the Fund’s distribution policy has not resulted in a distribution of capital.
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://etf.bahl-gaynor.com/smig/.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Bahl & Gaynor Investment Counsel documents not be householded, please contact Bahl & Gaynor Investment Counsel at (855) 994-1711, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Bahl & Gaynor Investment Counsel or your financial intermediary.
| Bahl & Gaynor Small/Mid Cap Income Growth ETF
|
PAGE 3
|
TSR-AR-26922B832 |
10000104879256104951233710000106518722110151377110000101558290973410902
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s
principal executive officer and principal financial officer. The registrant has not made any substantive amendments to its code of ethics
during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during
the period covered by this report.
A copy of the registrant’s Code of Ethics is filed herewith.
Item 3. Audit Committee Financial
Expert.
The registrant’s board of trustees has determined that there is at
least one audit committee financial expert serving on its audit committee. Mr. Leonard Rush is the “audit committee financial expert”
and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.
Item 4.
Principal Accountant Fees and Services.
The registrant has engaged its principal
accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit
services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided
by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. “Audit-related services”
refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax
services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.
There were no “other services” provided by the principal accountant. The following table details the aggregate fees billed
or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal
accountant.
| |
FYE 12/31/2024
|
FYE 10/31/2024 |
FYE
12/31/2023 |
| (a) Audit Fees |
$ 53,500 |
$ 14,500 |
$14,500 |
| (b) Audit-Related Fees |
$ 0 |
$ 0 |
$0 |
| (c) Tax Fees |
$ 12,600 |
$ 3,500 |
$3,500 |
| (d) All Other Fees |
$ 0 |
$ 0 |
$0 |
(e)(1) The audit committee has adopted pre-approval policies and procedures
that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any
entity affiliated with the registrant.
(e)(2) The percentage of fees billed by Cohen & Company, Ltd. applicable
to non-audit services pursuant to waiver of pre-approval requirement were as follows:
| |
FYE 12/31/2024 |
FYE
10/31/2024 |
FYE 12/31/2023 |
| Audit-Related Fees |
0% |
0% |
0% |
| Tax Fees |
0% |
0% |
0% |
| All Other Fees |
0% |
0% |
0% |
(f) N/A.
(g) The following table indicates the non-audit fees billed or expected
to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and
any other controlling entity, etc.—not sub-adviser) for the last two years.
| Non-Audit
Related Fees |
FYE 12/31/2024 |
FYE
10/31/2024 |
FYE 12/31/2023 |
| Registrant |
N/A |
N/A |
N/A |
| Registrant’s Investment Adviser |
N/A |
N/A |
N/A |
(h) The audit committee of the board of trustees has considered whether
the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining the
principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not compromised
the accountant’s independence.
(i) The registrant has not been identified by the U.S. Securities and Exchange
Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign
jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position
taken by an authority in that jurisdiction.
(j) The registrant is not a foreign issuer.
Item 5.
Audit Committee of Listed Registrants.
(a) The registrant is an issuer as defined in Rule 10A-3 under the Securities
Exchange Act of 1934, (the “Act”) and has a separately-designated standing audit committee established in accordance with
Section 3(a)(58)(A) of the Act. The independent members of the committee are as follows: Leonard M. Rush, David A. Massart, and Janet
D. Olsen.
(b) Not applicable
Item 6.
Investments.
|
(a) |
Schedule of Investments is included within the financial statements filed under Item 7
of this Form. |
Item 7.
Financial Statements and Financial Highlights for Open-End Investment Companies.
Bahl
& Gaynor Dividend ETF (Ticker: BGDV)
Bahl &
Gaynor Income Growth ETF (Ticker: BGIG)
Bahl &
Gaynor Small Cap Dividend ETF (Ticker: SCDV)
Bahl &
Gaynor Small/Mid Cap Income Growth ETF (Ticker: SMIG)
Annual Financial
Statements and Additional Information
December
31, 2024
TABLE OF CONTENTS
Bahl
& Gaynor Dividend ETF
Schedule
of Investments
December
31, 2024
|
|
|
|
|
|
|
|
|
COMMON
STOCKS - 99.7%
|
|
|
|
|
|
|
|
Communication
Services - 1.6%
|
|
|
|
|
|
|
|
Alphabet,
Inc. - Class C |
|
|
2,450 |
|
|
$466,578
|
|
Meta
Platforms, Inc. - Class A |
|
|
16,961 |
|
|
9,930,835
|
|
|
|
|
|
|
|
10,397,413
|
|
Consumer
Discretionary - 7.3%
|
|
|
|
|
|
|
|
DR
Horton, Inc. |
|
|
22,021 |
|
|
3,078,976
|
|
Home
Depot, Inc. |
|
|
49,477 |
|
|
19,246,058
|
|
Starbucks
Corporation |
|
|
62,568 |
|
|
5,709,330
|
|
TJX
Companies, Inc. |
|
|
163,377 |
|
|
19,737,576
|
|
|
|
|
|
|
|
47,771,940
|
|
Consumer
Staples - 7.2%
|
|
|
|
|
|
|
|
Hershey
Company |
|
|
14,614 |
|
|
2,474,881
|
|
Keurig
Dr Pepper, Inc. |
|
|
118,043 |
|
|
3,791,541
|
|
Mondelez
International, Inc. - Class A |
|
|
287,570 |
|
|
17,176,556
|
|
PepsiCo,
Inc. |
|
|
80,524 |
|
|
12,244,480
|
|
Procter
& Gamble Company |
|
|
68,114 |
|
|
11,419,312
|
|
|
|
|
|
|
|
47,106,770
|
|
Energy
- 6.1%
|
|
|
|
|
|
|
|
Chevron
Corporation |
|
|
71,782 |
|
|
10,396,905
|
|
Phillips
66 |
|
|
33,120 |
|
|
3,773,361
|
|
Targa
Resources Corporation |
|
|
72,750 |
|
|
12,985,875
|
|
Williams
Companies, Inc. |
|
|
238,390 |
|
|
12,901,667
|
|
|
|
|
|
|
|
40,057,808
|
|
Financials
- 14.6%
|
|
|
|
|
|
|
|
American
Financial Group, Inc. |
|
|
34,023 |
|
|
4,658,769
|
|
Apollo
Global Management, Inc. |
|
|
53,586 |
|
|
8,850,264
|
|
Bank
of America Corporation |
|
|
28,937 |
|
|
1,271,781
|
|
Blackrock,
Inc. |
|
|
375 |
|
|
384,416
|
|
Cboe
Global Markets, Inc. |
|
|
21,759 |
|
|
4,251,709
|
|
CME
Group, Inc. |
|
|
11,672 |
|
|
2,710,589
|
|
Evercore,
Inc. - Class A |
|
|
31,292 |
|
|
8,673,830
|
|
Hartford
Financial Services Group, Inc. |
|
|
113,401 |
|
|
12,406,069
|
|
JPMorgan
Chase & Company |
|
|
59,329 |
|
|
14,221,755
|
|
KKR
& Company, Inc. |
|
|
46,495 |
|
|
6,877,075
|
|
Marsh
& McLennan Companies, Inc. |
|
|
108,145 |
|
|
22,971,079
|
|
PNC
Financial Services Group, Inc. |
|
|
1,573 |
|
|
303,353
|
|
Travelers
Companies, Inc. |
|
|
36,097 |
|
|
8,695,406
|
|
|
|
|
|
|
|
96,276,095
|
|
Health
Care - 15.9%
|
|
|
|
|
|
|
|
Abbott
Laboratories |
|
|
4,922 |
|
|
556,727
|
|
AbbVie,
Inc. |
|
|
128,912 |
|
|
22,907,662
|
|
Eli
Lilly & Company |
|
|
45,286 |
|
|
34,960,792
|
|
Merck
& Company, Inc. |
|
|
132,564 |
|
|
13,187,467
|
|
Stryker
Corporation |
|
|
37,511 |
|
|
13,505,836
|
|
UnitedHealth
Group, Inc. |
|
|
30,666 |
|
|
15,512,703
|
|
Zoetis,
Inc. |
|
|
26,551 |
|
|
4,325,954
|
|
|
|
|
|
|
|
104,957,141 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Industrials
- 17.5%
|
|
|
|
|
|
|
|
Automatic
Data Processing, Inc. |
|
|
24,399 |
|
|
$7,142,319
|
|
Booz
Allen Hamilton Holding Corporation |
|
|
76,451 |
|
|
9,839,244
|
|
Broadridge
Financial Solutions, Inc. |
|
|
106,850 |
|
|
24,157,717
|
|
Carlisle
Companies, Inc. |
|
|
31,298 |
|
|
11,543,954
|
|
Cintas
Corporation |
|
|
133,479 |
|
|
24,386,613
|
|
Eaton
Corporation PLC |
|
|
2,162 |
|
|
717,503
|
|
Illinois
Tool Works, Inc. |
|
|
2,945 |
|
|
746,734
|
|
L3Harris
Technologies, Inc. |
|
|
22,759 |
|
|
4,785,763
|
|
Northrop
Grumman Corporation |
|
|
11,619 |
|
|
5,452,681
|
|
Otis
Worldwide Corporation |
|
|
66,818 |
|
|
6,188,015
|
|
Snap-on,
Inc. |
|
|
8,428 |
|
|
2,861,137
|
|
Union
Pacific Corporation |
|
|
26,469 |
|
|
6,035,991
|
|
Waste
Management, Inc. |
|
|
59,323 |
|
|
11,970,788
|
|
|
|
|
|
|
|
115,828,459 |
|
Information
Technology - 20.6%
|
|
|
|
|
|
|
|
Accenture
PLC - Class A |
|
|
38,143 |
|
|
13,418,326
|
|
Analog
Devices, Inc. |
|
|
36,535 |
|
|
7,762,226
|
|
Apple,
Inc. |
|
|
3,103 |
|
|
777,053
|
|
Broadcom,
Inc. |
|
|
235,993 |
|
|
54,712,617
|
|
CDW
Corporation |
|
|
15,754 |
|
|
2,741,826
|
|
Dell
Technologies, Inc. - Class C |
|
|
73,224 |
|
|
8,438,334
|
|
KLA
Corporation |
|
|
4,626 |
|
|
2,914,935
|
|
Microsoft
Corporation |
|
|
4,493 |
|
|
1,893,800
|
|
Motorola
Solutions, Inc. |
|
|
49,861 |
|
|
23,047,250
|
|
Oracle
Corporation |
|
|
32,132 |
|
|
5,354,476
|
|
QUALCOMM,
Inc. |
|
|
35,425 |
|
|
5,441,989
|
|
Taiwan
Semiconductor Manufacturing Company, Ltd. - ADR |
|
|
41,800 |
|
|
8,255,082
|
|
Texas
Instruments, Inc. |
|
|
2,899 |
|
|
543,592
|
|
|
|
|
|
|
|
135,301,506
|
|
Materials
- 2.9%
|
|
|
|
|
|
|
|
Air
Products and Chemicals, Inc. |
|
|
48,045 |
|
|
13,934,972
|
|
Avery
Dennison Corporation |
|
|
25,998 |
|
|
4,865,006
|
|
|
|
|
|
|
|
18,799,978
|
|
Real
Estate - 0.8%
|
|
|
|
|
|
|
|
Prologis,
Inc. |
|
|
50,553 |
|
|
5,343,452
|
|
Utilities
- 5.2%
|
|
|
|
|
|
|
|
CMS
Energy Corporation |
|
|
64,617 |
|
|
4,306,723
|
|
NextEra
Energy, Inc. |
|
|
254,634 |
|
|
18,254,711
|
|
Sempra |
|
|
132,636 |
|
|
11,634,830
|
|
|
|
|
|
|
|
34,196,264
|
|
TOTAL
COMMON STOCKS
(Cost
$424,557,759) |
|
|
|
|
|
656,036,826 |
|
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Dividend ETF
Schedule
of Investments
December
31, 2024(Continued)
|
|
|
|
|
|
|
|
|
SHORT-TERM
INVESTMENTS - 0.4%
|
|
|
|
|
|
|
|
U.S.
Treasury Bills - 0.4%
|
|
|
|
|
|
|
|
4.24%,
03/27/2025(a) |
|
|
$2,530,000 |
|
|
$2,505,296
|
|
4.27%,
04/03/2025(a) |
|
|
190,000 |
|
|
187,973
|
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$2,692,981) |
|
|
|
|
|
2,693,269
|
|
TOTAL
INVESTMENTS - 100.1%
(Cost
$427,250,740) |
|
|
|
|
|
$658,730,095
|
|
Liabilities
in Excess of Other
Assets
- (0.1)% |
|
|
|
|
|
(365,439)
|
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$658,364,656 |
|
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
The
Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI,
Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service
mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
ADR
- American Depositary Receipt
PLC
- Public Limited Company
|
(a)
|
Zero coupon bond,
the rate shown is the annualized yield as of December 31, 2024. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Income Growth ETF
Schedule
of Investments
December
31, 2024
|
|
|
|
|
|
|
|
|
COMMON
STOCKS - 99.7%
|
|
|
|
|
|
|
|
Consumer
Discretionary - 5.7%
|
|
|
|
|
|
|
|
Home
Depot, Inc. |
|
|
11,986 |
|
|
$4,662,434
|
|
McDonald’s
Corporation |
|
|
16,767 |
|
|
4,860,586
|
|
|
|
|
|
|
|
9,523,020
|
|
Consumer
Staples - 11.2%
|
|
|
|
|
|
|
|
Keurig
Dr Pepper, Inc. |
|
|
68,714 |
|
|
2,207,094
|
|
Mondelez
International, Inc. - Class A |
|
|
89,795 |
|
|
5,363,455
|
|
PepsiCo,
Inc. |
|
|
34,204 |
|
|
5,201,060
|
|
Procter
& Gamble Company |
|
|
34,688 |
|
|
5,815,443
|
|
|
|
|
|
|
|
18,587,052
|
|
Energy
- 11.2%
|
|
|
|
|
|
|
|
Chevron
Corporation |
|
|
27,096 |
|
|
3,924,585
|
|
Exxon
Mobil Corporation |
|
|
18,852 |
|
|
2,027,910
|
|
Kinder
Morgan, Inc. |
|
|
66,168 |
|
|
1,813,003
|
|
ONEOK,
Inc. |
|
|
19,397 |
|
|
1,947,459
|
|
Phillips
66 |
|
|
23,214 |
|
|
2,644,771
|
|
Williams
Companies, Inc. |
|
|
117,021 |
|
|
6,333,176
|
|
|
|
|
|
|
|
18,690,904
|
|
Financials
- 12.9%
|
|
|
|
|
|
|
|
CME
Group, Inc. |
|
|
10,839 |
|
|
2,517,141
|
|
JPMorgan
Chase & Company |
|
|
17,182 |
|
|
4,118,697
|
|
Marsh
& McLennan Companies, Inc. |
|
|
21,662 |
|
|
4,601,226
|
|
PNC
Financial Services Group, Inc. |
|
|
25,764 |
|
|
4,968,587
|
|
Travelers
Companies, Inc. |
|
|
21,685 |
|
|
5,223,700
|
|
|
|
|
|
|
|
21,429,351
|
|
Health
Care - 14.1%
|
|
|
|
|
|
|
|
AbbVie,
Inc. |
|
|
38,576 |
|
|
6,854,955
|
|
Eli
Lilly & Company |
|
|
10,033 |
|
|
7,745,476
|
|
Johnson
& Johnson |
|
|
19,916 |
|
|
2,880,252
|
|
Merck
& Company, Inc. |
|
|
59,974 |
|
|
5,966,214
|
|
|
|
|
|
|
|
23,446,897
|
|
Industrials
- 12.6%
|
|
|
|
|
|
|
|
Automatic
Data Processing, Inc. |
|
|
13,980 |
|
|
4,092,365
|
|
Eaton
Corporation PLC |
|
|
13,525 |
|
|
4,488,542
|
|
Fastenal
Company |
|
|
14,886 |
|
|
1,070,452
|
|
General
Dynamics Corporation |
|
|
4,857 |
|
|
1,279,771
|
|
Illinois
Tool Works, Inc. |
|
|
8,703 |
|
|
2,206,733
|
|
Lockheed
Martin Corporation |
|
|
6,091 |
|
|
2,959,860
|
|
Paychex,
Inc. |
|
|
19,680 |
|
|
2,759,530
|
|
RTX
Corporation |
|
|
11,162 |
|
|
1,291,667
|
|
United
Parcel Service, Inc. - Class B |
|
|
6,206 |
|
|
782,576
|
|
|
|
|
|
|
|
20,931,496
|
|
Information
Technology - 19.6%
|
|
|
|
|
|
|
|
Broadcom,
Inc. |
|
|
61,266 |
|
|
14,203,909
|
|
Cisco
Systems, Inc. |
|
|
17,130 |
|
|
1,014,096
|
|
Corning,
Inc. |
|
|
54,157 |
|
|
2,573,541
|
|
Dell
Technologies, Inc. - Class C |
|
|
23,071 |
|
|
2,658,702
|
|
HP,
Inc. |
|
|
44,664 |
|
|
1,457,386
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Microsoft
Corporation |
|
|
11,746 |
|
|
$4,950,939
|
|
QUALCOMM,
Inc. |
|
|
12,116 |
|
|
1,861,260
|
|
Texas
Instruments, Inc. |
|
|
20,486 |
|
|
3,841,330
|
|
|
|
|
|
|
|
32,561,163
|
|
Materials
- 1.9%
|
|
|
|
|
|
|
|
Air
Products and Chemicals, Inc. |
|
|
10,621 |
|
|
3,080,515
|
|
Real
Estate - 2.7%
|
|
|
|
|
|
|
|
Prologis,
Inc. |
|
|
14,565 |
|
|
1,539,520
|
|
Realty
Income Corporation |
|
|
55,212 |
|
|
2,948,873
|
|
|
|
|
|
|
|
4,488,393
|
|
Utilities
- 7.8%
|
|
|
|
|
|
|
|
NextEra
Energy, Inc. |
|
|
66,238 |
|
|
4,748,602
|
|
PPL
Corporation |
|
|
80,616 |
|
|
2,616,796
|
|
Sempra |
|
|
44,199 |
|
|
3,877,136
|
|
WEC
Energy Group, Inc. |
|
|
17,921 |
|
|
1,685,291
|
|
|
|
|
|
|
|
12,927,825
|
|
TOTAL
COMMON STOCKS
(Cost
$139,405,395) |
|
|
|
|
|
165,666,616
|
|
|
|
|
Par |
|
|
|
|
SHORT-TERM
INVESTMENTS - 0.4%
|
|
|
|
|
U.S.
Treasury Bills - 0.4%
|
|
|
|
|
|
|
|
4.35%,
02/13/2025(a) |
|
|
$6,000 |
|
|
5,970
|
|
4.36%,
02/20/2025(a) |
|
|
37,000 |
|
|
36,791
|
|
4.36%,
02/27/2025(a) |
|
|
36,000 |
|
|
35,764
|
|
4.34%,
03/06/2025(a) |
|
|
34,000 |
|
|
33,751
|
|
4.24%,
03/13/2025(a) |
|
|
232,000 |
|
|
230,117
|
|
4.20%,
03/18/2025(a) |
|
|
10,000 |
|
|
9,914
|
|
4.22%,
03/20/2025(a) |
|
|
52,000 |
|
|
51,538
|
|
4.20%,
03/27/2025(a) |
|
|
99,000 |
|
|
98,033
|
|
4.22%,
04/03/2025(a) |
|
|
72,000 |
|
|
71,232
|
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$573,030) |
|
|
|
|
|
573,110
|
|
TOTAL
INVESTMENTS - 100.1%
(Cost
$139,978,425) |
|
|
|
|
|
$166,239,726
|
|
Liabilities
in Excess of Other Assets - (0.1)% |
|
|
|
|
|
(107,522)
|
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$166,132,204 |
|
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
The
Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI,
Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service
mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
PLC
- Public Limited Company
|
(a)
|
Zero coupon bond,
the rate shown is the annualized yield as of December 31, 2024. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Small Cap Dividend ETF
Schedule
of Investments
December
31, 2024
|
|
|
|
|
|
|
|
|
COMMON
STOCKS - 99.8%
|
|
|
|
|
|
|
|
Consumer
Discretionary - 5.5%
|
|
|
|
|
|
|
|
Gildan
Activewear, Inc. |
|
|
46,156 |
|
|
$2,171,639
|
|
Meritage
Homes Corporation |
|
|
5,742 |
|
|
883,234
|
|
Texas
Roadhouse, Inc. |
|
|
11,798 |
|
|
2,128,714
|
|
|
|
|
|
|
|
5,183,587
|
|
Consumer
Staples - 7.7%
|
|
|
|
|
|
|
|
Interparfums,
Inc. |
|
|
19,020 |
|
|
2,501,321
|
|
Lancaster
Colony Corporation |
|
|
14,366 |
|
|
2,487,329
|
|
Utz
Brands, Inc. |
|
|
151,078 |
|
|
2,365,881
|
|
|
|
|
|
|
|
7,354,531
|
|
Energy
- 1.1%
|
|
|
|
|
|
|
|
DT
Midstream, Inc. |
|
|
5,116 |
|
|
508,684
|
|
Targa
Resources Corporation |
|
|
86 |
|
|
15,351
|
|
World
Kinect Corporation |
|
|
19,007 |
|
|
522,882
|
|
|
|
|
|
|
|
1,046,917
|
|
Financials
- 15.9%
|
|
|
|
|
|
|
|
American
Financial Group, Inc. |
|
|
7,330 |
|
|
1,003,697
|
|
Evercore,
Inc. - Class A |
|
|
16,435 |
|
|
4,555,618
|
|
First
Financial Bancorp |
|
|
660 |
|
|
17,741
|
|
Hartford
Financial Services Group, Inc. |
|
|
343 |
|
|
37,524
|
|
Home
BancShares, Inc. |
|
|
38,565 |
|
|
1,091,390
|
|
Kinsale
Capital Group, Inc. |
|
|
6,399 |
|
|
2,976,367
|
|
Victory
Capital Holdings, Inc. - Class A |
|
|
84,329 |
|
|
5,520,175
|
|
|
|
|
|
|
|
15,202,512
|
|
Health
Care - 18.5%
|
|
|
|
|
|
|
|
Chemed
Corporation |
|
|
8,833 |
|
|
4,679,723
|
|
Ensign
Group, Inc. |
|
|
43,092 |
|
|
5,725,203
|
|
LeMaitre
Vascular, Inc. |
|
|
28,913 |
|
|
2,664,044
|
|
Perrigo
Company PLC |
|
|
62,681 |
|
|
1,611,529
|
|
US
Physical Therapy, Inc. |
|
|
33,155 |
|
|
2,941,180
|
|
|
|
|
|
|
|
17,621,679
|
|
Industrials
- 32.9%(a)
|
|
|
|
|
|
|
|
AAON,
Inc. |
|
|
38,093 |
|
|
4,482,785
|
|
Booz
Allen Hamilton Holding Corporation |
|
|
319 |
|
|
41,055
|
|
Broadridge
Financial Solutions, Inc. |
|
|
157 |
|
|
35,496
|
|
BWX
Technologies, Inc. |
|
|
27,651 |
|
|
3,080,045
|
|
CSG
Systems International, Inc. |
|
|
596 |
|
|
30,462
|
|
Curtiss-Wright
Corporation |
|
|
15,683 |
|
|
5,565,427
|
|
Enpro,
Inc. |
|
|
18,392 |
|
|
3,171,700
|
|
Federal
Signal Corporation |
|
|
44,971 |
|
|
4,154,871
|
|
Hubbell,
Inc. |
|
|
248 |
|
|
103,885
|
|
Insperity,
Inc. |
|
|
14,926 |
|
|
1,156,914
|
|
MSA
Safety, Inc. |
|
|
19,278 |
|
|
3,195,714
|
|
Snap-on,
Inc. |
|
|
127 |
|
|
43,114
|
|
Tetra
Tech, Inc. |
|
|
111,991 |
|
|
4,461,721
|
|
UFP
Industries, Inc. |
|
|
17,392 |
|
|
1,959,209
|
|
Watsco,
Inc. |
|
|
73 |
|
|
34,594
|
|
|
|
|
|
|
|
31,516,992
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Information
Technology - 5.7%
|
|
|
|
|
|
|
|
Avnet,
Inc. |
|
|
17,666 |
|
|
$924,285
|
|
Littelfuse,
Inc. |
|
|
6,700 |
|
|
1,578,854
|
|
NetApp,
Inc. |
|
|
223 |
|
|
25,886
|
|
Power
Integrations, Inc. |
|
|
22,561 |
|
|
1,392,014
|
|
Universal
Display Corporation |
|
|
10,118 |
|
|
1,479,252
|
|
|
|
|
|
|
|
5,400,291
|
|
Materials
- 7.4%
|
|
|
|
|
|
|
|
AptarGroup,
Inc. |
|
|
12,797 |
|
|
2,010,409
|
|
Avery
Dennison Corporation |
|
|
105 |
|
|
19,649
|
|
Avient
Corporation |
|
|
29,494 |
|
|
1,205,125
|
|
Balchem
Corporation |
|
|
10,043 |
|
|
1,636,959
|
|
Innospec,
Inc. |
|
|
19,662 |
|
|
2,163,999
|
|
|
|
|
|
|
|
7,036,141
|
|
Real
Estate - 2.4%
|
|
|
|
|
|
|
|
Agree
Realty Corporation |
|
|
501 |
|
|
35,295
|
|
Terreno
Realty Corporation |
|
|
38,947 |
|
|
2,303,326
|
|
|
|
|
|
|
|
2,338,621
|
|
Utilities
- 2.7%
|
|
|
|
|
|
|
|
Alliant
Energy Corporation |
|
|
389 |
|
|
23,005
|
|
Chesapeake
Utilities Corporation |
|
|
21,132 |
|
|
2,564,368
|
|
NiSource,
Inc. |
|
|
793 |
|
|
29,151
|
|
|
|
|
|
|
|
2,616,524
|
|
TOTAL
COMMON STOCKS
(Cost
$63,238,853) |
|
|
|
|
|
95,317,795
|
|
|
|
|
Par |
|
|
|
|
SHORT-TERM
INVESTMENTS - 0.2%
|
|
|
|
|
U.S.
Treasury Bills - 0.2% |
|
|
|
|
|
|
|
4.20%,
03/18/2025(b) |
|
|
$3,000 |
|
|
2,974
|
|
4.22%,
03/20/2025(b) |
|
|
152,000 |
|
|
150,648
|
|
4.27%,
03/27/2025(b) |
|
|
24,000 |
|
|
23,766
|
|
4.27%,
04/03/2025(b) |
|
|
23,000 |
|
|
22,755
|
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$200,115) |
|
|
|
|
|
200,143
|
|
TOTAL
INVESTMENTS - 100.0%
(Cost
$63,438,968) |
|
|
|
|
|
$95,517,938
|
|
Liabilities
in Excess of Other Assets - (0.0)%(c) |
|
|
|
|
|
(38,717)
|
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$95,479,221 |
|
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
The
Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI,
Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service
mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
PLC
- Public Limited Company
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Small Cap Dividend ETF
Schedule
of Investments
December
31, 2024(Continued)
|
(a)
|
To the extent that
the Fund invests more heavily in a particular industry or sector of the economy, its performance will be especially sensitive to developments
that significantly affect those industries or sectors.
|
|
(b)
|
Zero coupon bond,
the rate shown is the annualized yield as of December 31, 2024.
|
|
(c)
|
Represents less than
0.05% of net assets. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Small/Mid Cap Income Growth ETF
Schedule
of Investments
December
31, 2024
|
|
|
|
|
|
|
|
|
COMMON
STOCKS - 99.8%
|
|
|
|
|
|
|
|
Consumer
Discretionary - 7.1%
|
|
|
|
|
|
|
|
Gildan
Activewear, Inc. |
|
|
407,405 |
|
|
$19,168,405
|
|
Meritage
Homes Corporation |
|
|
38,436 |
|
|
5,912,226
|
|
Penske
Automotive Group, Inc. |
|
|
48,979 |
|
|
7,466,359
|
|
Texas
Roadhouse, Inc. |
|
|
93,344 |
|
|
16,842,058
|
|
Tractor
Supply Company |
|
|
65,975 |
|
|
3,500,633
|
|
|
|
|
|
|
|
52,889,681
|
|
Consumer
Staples - 5.9%
|
|
|
|
|
|
|
|
Conagra
Brands, Inc. |
|
|
269,261 |
|
|
7,471,993
|
|
Inter
Parfums, Inc. |
|
|
172,843 |
|
|
22,730,583
|
|
Lancaster
Colony Corporation |
|
|
78,903 |
|
|
13,661,265
|
|
|
|
|
|
|
|
43,863,841
|
|
Energy
- 7.7%
|
|
|
|
|
|
|
|
DT
Midstream, Inc. |
|
|
129,118 |
|
|
12,838,203
|
|
Plains
GP Holdings LP - Class A |
|
|
457,490 |
|
|
8,408,666
|
|
Targa
Resources Corporation |
|
|
200,655 |
|
|
35,816,917
|
|
|
|
|
|
|
|
57,063,786
|
|
Financials
- 19.8%
|
|
|
|
|
|
|
|
American
Financial Group, Inc. |
|
|
134,282 |
|
|
18,387,234
|
|
Cboe
Global Markets, Inc. |
|
|
56,807 |
|
|
11,100,088
|
|
Evercore,
Inc. - Class A |
|
|
98,360 |
|
|
27,264,408
|
|
First
Financial Bancorp |
|
|
252,030 |
|
|
6,774,566
|
|
Hartford
Financial Services Group, Inc. |
|
|
257,494 |
|
|
28,169,844
|
|
Home
BancShares, Inc. |
|
|
472,266 |
|
|
13,365,128
|
|
Victory
Capital Holdings, Inc. - Class A |
|
|
639,519 |
|
|
41,862,914
|
|
|
|
|
|
|
|
146,924,182
|
|
Health
Care - 7.7%
|
|
|
|
|
|
|
|
Perrigo
Company PLC |
|
|
900,230 |
|
|
23,144,913
|
|
Quest
Diagnostics, Inc. |
|
|
153,843 |
|
|
23,208,755
|
|
US
Physical Therapy, Inc. |
|
|
122,012 |
|
|
10,823,685
|
|
|
|
|
|
|
|
57,177,353
|
|
Industrials
- 20.8%
|
|
|
|
|
|
|
|
Booz
Allen Hamilton Holding Corporation |
|
|
212,705 |
|
|
27,375,134
|
|
Broadridge
Financial Solutions, Inc. |
|
|
144,972 |
|
|
32,776,719
|
|
Hubbell,
Inc. |
|
|
74,481 |
|
|
31,199,346
|
|
Insperity,
Inc. |
|
|
63,541 |
|
|
4,925,063
|
|
Snap-on,
Inc. |
|
|
92,196 |
|
|
31,298,698
|
|
Watsco,
Inc. |
|
|
56,972 |
|
|
26,998,461
|
|
|
|
|
|
|
|
154,573,421
|
|
Information
Technology - 6.5%
|
|
|
|
|
|
|
|
Amdocs,
Ltd. |
|
|
238,024 |
|
|
20,265,363
|
|
Avnet,
Inc. |
|
|
278,652 |
|
|
14,579,073
|
|
NetApp,
Inc. |
|
|
115,237 |
|
|
13,376,711
|
|
|
|
|
|
|
|
48,221,147
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Materials
- 10.1%
|
|
|
|
|
|
|
|
Avery
Dennison Corporation |
|
|
112,775 |
|
|
$21,103,586
|
|
Avient
Corporation |
|
|
234,131 |
|
|
9,566,593
|
|
Packaging
Corporation of America |
|
|
136,033 |
|
|
30,625,109
|
|
RPM
International, Inc. |
|
|
113,897 |
|
|
14,016,165
|
|
|
|
|
|
|
|
75,311,453
|
|
Real
Estate - 5.4%
|
|
|
|
|
|
|
|
Agree
Realty Corporation |
|
|
277,268 |
|
|
19,533,531
|
|
Equity
LifeStyle Properties, Inc. |
|
|
118,212 |
|
|
7,872,919
|
|
Terreno
Realty Corporation |
|
|
218,410 |
|
|
12,916,767
|
|
|
|
|
|
|
|
40,323,217
|
|
Utilities
- 8.8%
|
|
|
|
|
|
|
|
Alliant
Energy Corporation |
|
|
243,354 |
|
|
14,391,956
|
|
Atmos
Energy Corporation |
|
|
106,353 |
|
|
14,811,782
|
|
CMS
Energy Corporation |
|
|
137,006 |
|
|
9,131,450
|
|
NiSource,
Inc. |
|
|
727,072 |
|
|
26,727,167
|
|
|
|
|
|
|
|
65,062,355
|
|
TOTALCOMMON
STOCKS
(Cost
$694,564,847) |
|
|
|
|
|
741,410,436
|
|
|
|
|
Par |
|
|
|
|
SHORT-TERM
INVESTMENTS - 0.4%
|
|
|
|
|
U.S.
Treasury Bills - 0.4%
|
|
|
|
|
|
|
|
4.38%,
02/27/2025(a) |
|
|
$333,000 |
|
|
330,820
|
|
4.34%,
03/06/2025(a) |
|
|
678,000 |
|
|
673,041
|
|
4.26%,
03/13/2025(a) |
|
|
676,000 |
|
|
670,513
|
|
4.23%,
03/20/2025(a) |
|
|
789,000 |
|
|
781,986
|
|
4.21%,
03/27/2025(a) |
|
|
182,000 |
|
|
180,223
|
|
4.22%,
04/03/2025(a) |
|
|
271,000 |
|
|
268,109
|
|
TOTAL
SHORT-TERM INVESTMENTS
(Cost
$2,904,098) |
|
|
|
|
|
2,904,692 |
|
TOTAL
INVESTMENTS - 100.2%
(Cost
$697,468,945) |
|
|
|
|
|
$744,315,128 |
|
Liabilities
in Excess of Other
Assets
- (0.2)% |
|
|
|
|
|
(1,261,406) |
|
TOTAL
NET ASSETS - 100.0% |
|
|
|
|
|
$743,053,722 |
|
|
|
|
|
|
|
|
Percentages
are stated as a percent of net assets.
The
Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI,
Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service
mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
PLC
- Public Limited Company
|
(a)
|
Zero coupon bond,
the rate shown is the annualized yield as of December 31, 2024. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Statements
of Assets and Liabilities
December 31,
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments,
at value |
|
|
$658,730,095 |
|
|
$166,239,726 |
|
|
$95,517,938 |
|
|
$744,315,128
|
|
Cash |
|
|
13,328 |
|
|
597 |
|
|
4,304 |
|
|
580
|
|
Receivable
for investments sold |
|
|
42,625,265 |
|
|
— |
|
|
— |
|
|
—
|
|
Receivable
for fund shares sold |
|
|
39,576,842 |
|
|
— |
|
|
— |
|
|
871,449
|
|
Dividends
receivable |
|
|
485,596 |
|
|
295,237 |
|
|
53,583 |
|
|
904,393
|
|
Total
assets |
|
|
741,431,126 |
|
|
166,535,560 |
|
|
95,575,825 |
|
|
746,091,550 |
|
LIABILITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payable
for investments purchased |
|
|
43,230,276 |
|
|
— |
|
|
6,930 |
|
|
864,073
|
|
Payable
for capital shares redeemed |
|
|
39,030,560 |
|
|
— |
|
|
— |
|
|
—
|
|
Distributions
payable |
|
|
641,519 |
|
|
339,394 |
|
|
51,998 |
|
|
1,795,829
|
|
Payable
to adviser |
|
|
164,115 |
|
|
63,962 |
|
|
37,676 |
|
|
377,926
|
|
Total
liabilities |
|
|
83,066,470 |
|
|
403,356 |
|
|
96,604 |
|
|
3,037,828 |
|
NET
ASSETS |
|
|
$658,364,656 |
|
|
$166,132,204 |
|
|
$95,479,221 |
|
|
$743,053,722 |
|
Net
assets consists of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Paid-in
capital |
|
|
$429,305,423 |
|
|
$144,090,780 |
|
|
$63,555,001 |
|
|
$721,009,715
|
|
Total
distributable earnings |
|
|
229,059,233 |
|
|
22,041,424 |
|
|
31,924,220 |
|
|
22,044,007
|
|
Total
net assets |
|
|
$658,364,656 |
|
|
$166,132,204 |
|
|
$95,479,221 |
|
|
$743,053,722 |
|
Net
assets |
|
|
$658,364,656 |
|
|
$166,132,204 |
|
|
$95,479,221 |
|
|
$743,053,722
|
|
Shares
issued and outstanding(a) |
|
|
26,990,000 |
|
|
5,660,000 |
|
|
4,100,000 |
|
|
25,580,000
|
|
Net
asset value per share |
|
|
$24.39 |
|
|
$29.35 |
|
|
$23.29 |
|
|
$29.05
|
|
Cost:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments,
at cost |
|
|
$427,250,740 |
|
|
$139,978,425 |
|
|
$63,438,968 |
|
|
$697,468,945 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Unlimited shares authorized
without par value. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Statements
of Operations
|
|
|
|
|
|
|
|
|
INVESTMENT
INCOME:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend
income |
|
|
$853,822 |
|
|
$3,627,928 |
|
|
$89,474 |
|
|
$3,433,333 |
|
|
$11,436,217
|
|
Less:
Dividend withholding taxes |
|
|
— |
|
|
(2,475) |
|
|
—
|
|
|
(7,926) |
|
|
—
|
|
Interest
income |
|
|
1,694 |
|
|
18,558 |
|
|
172 |
|
|
14,485 |
|
|
62,266
|
|
Total
investment income |
|
|
855,516 |
|
|
3,644,011 |
|
|
89,646 |
|
|
3,439,892 |
|
|
11,498,483
|
|
EXPENSES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment
advisory fee |
|
|
164,115 |
|
|
642,502 |
|
|
37,676 |
|
|
717,878 |
|
|
2,745,885
|
|
Total
expenses |
|
|
164,115 |
|
|
642,502 |
|
|
37,676 |
|
|
717,878 |
|
|
2,745,885
|
|
Net
investment income |
|
|
691,401 |
|
|
3,001,509 |
|
|
51,970 |
|
|
2,722,014 |
|
|
8,752,598
|
|
REALIZED
AND UNREALIZED GAIN/(LOSS)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
realized gain from:
|
|
|
Investments |
|
|
(2,470,004) |
|
|
(3,937,109) |
|
|
(154,720) |
|
|
(4,486,670) |
|
|
(12,380,954)
|
|
In-kind
redemptions |
|
|
53,417,373 |
|
|
26,716,838 |
|
|
2,684,139 |
|
|
26,819,622 |
|
|
39,965,783
|
|
Reimbursement
of trading losses by Adviser |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
18,156
|
|
Net
realized gain |
|
|
50,947,369 |
|
|
22,779,729 |
|
|
2,529,419 |
|
|
22,332,952 |
|
|
27,602,985
|
|
Net
change in unrealized appreciation/(depreciation) on:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
(67,033,662) |
|
|
(4,933,823) |
|
|
(9,622,833) |
|
|
(36,034,463) |
|
|
96,334,594
|
|
Net
change in unrealized appreciation/(depreciation) |
|
|
(67,033,662) |
|
|
(4,933,823) |
|
|
(9,622,833) |
|
|
(36,034,463) |
|
|
96,334,594
|
|
Net
realized and unrealized gain/(loss) |
|
|
(16,086,293) |
|
|
17,845,906 |
|
|
(7,093,414) |
|
|
(13,701,511) |
|
|
123,937,579
|
|
NET
INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
|
|
$(15,394,892) |
|
|
$20,847,415 |
|
|
$(7,041,444) |
|
|
$(10,979,497) |
|
|
$132,690,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
The Fund commenced
operations on December 11, 2024. The information presented is from December 11, 2024 to December 31, 2024.
|
|
(b)
|
The Fund changed
its fiscal year end from October 31st to
December 31st. The current period represents
activity from November 1, 2024 through December 31, 2024. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Statements
of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
$691,401 |
|
|
$3,001,509 |
|
|
$877,107 |
|
|
$51,970
|
|
Net
realized gain |
|
|
50,947,369 |
|
|
22,779,729 |
|
|
6,963,563 |
|
|
2,529,419
|
|
Net
change in unrealized appreciation/(depreciation) |
|
|
(67,033,662) |
|
|
(4,933,823) |
|
|
(4,008,956) |
|
|
(9,622,833)
|
|
Net
increase/(decrease) in net assets from operations |
|
|
(15,394,892) |
|
|
20,847,415 |
|
|
3,831,714 |
|
|
(7,041,444)
|
|
DISTRIBUTIONS
TO SHAREHOLDERS:
|
|
|
|
|
|
|
|
|
|
|
Distributions
to shareholders |
|
|
(641,519) |
|
|
(3,014,394) |
|
|
(878,758) |
|
|
(51,998)
|
|
Total
distributions to shareholders |
|
|
(641,519) |
|
|
(3,014,394) |
|
|
(878,758) |
|
|
(51,998)
|
|
CAPITAL
TRANSACTIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subscriptions |
|
|
78,885,313 |
|
|
100,680,946 |
|
|
22,346,144 |
|
|
5,153,560
|
|
Subscriptions
in connection with in-kind contribution (Note 8) |
|
|
673,542,154 |
|
|
— |
|
|
105,078,348 |
|
|
102,092,443
|
|
Redemptions |
|
|
(78,026,400) |
|
|
(66,514,490) |
|
|
(16,244,721) |
|
|
(4,673,340)
|
|
Net
increase in net assets from capital transactions |
|
|
674,401,067 |
|
|
34,166,456 |
|
|
111,179,771 |
|
|
102,572,663
|
|
Net
increase in net assets |
|
|
658,364,656 |
|
|
51,999,477 |
|
|
114,132,727 |
|
|
95,479,221
|
|
NET
ASSETS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
of the period |
|
|
— |
|
|
114,132,727 |
|
|
— |
|
|
—
|
|
End
of the period |
|
|
$658,364,656 |
|
|
$166,132,204 |
|
|
$114,132,727 |
|
|
$95,479,221
|
|
SHARES
TRANSACTIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subscriptions |
|
|
3,250,000 |
|
|
3,540,000 |
|
|
910,000 |
|
|
220,000
|
|
Subscriptions
in connection with in-kind contribution (Note 8) |
|
|
26,940,000 |
|
|
— |
|
|
4,200,000 |
|
|
4,080,000
|
|
Redemptions |
|
|
(3,200,000) |
|
|
(2,330,000) |
|
|
(660,000) |
|
|
(200,000)
|
|
Total
increase in shares outstanding |
|
|
26,990,000 |
|
|
1,210,000 |
|
|
4,450,000 |
|
|
4,100,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Inception date of
the Fund was December 11, 2024. |
|
(b)
|
Inception date of
the Fund was September 14, 2023. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Statements
of Changes in Net Assets(Continued)
|
|
|
|
|
|
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
$2,722,014 |
|
|
$8,752,598 |
|
|
$4,899,007
|
|
Net
realized gain |
|
|
22,332,952 |
|
|
27,602,985 |
|
|
(5,103,330)
|
|
Net
change in unrealized appreciation/(depreciation) |
|
|
(36,034,463) |
|
|
96,334,594 |
|
|
(13,688,462)
|
|
Net
increase/(decrease) in net assets from operations |
|
|
(10,979,497) |
|
|
132,690,177 |
|
|
(13,892,785)
|
|
DISTRIBUTIONS
TO SHAREHOLDERS:
|
|
|
|
|
|
|
|
|
|
|
Distributions
to shareholders |
|
|
(2,730,829) |
|
|
(8,737,333) |
|
|
(4,918,536)
|
|
Total
distributions to shareholders |
|
|
(2,730,829) |
|
|
(8,737,333) |
|
|
(4,918,536)
|
|
CAPITAL
TRANSACTIONS:
|
|
|
|
|
|
|
|
|
|
|
Subscriptions |
|
|
201,128,388 |
|
|
389,212,291 |
|
|
223,346,772
|
|
Redemptions |
|
|
(107,034,765) |
|
|
(158,281,159) |
|
|
(38,239,230)
|
|
Net
increase in net assets from capital transactions |
|
|
94,093,623 |
|
|
230,931,132 |
|
|
185,107,542
|
|
Net
increase in net assets |
|
|
80,383,297 |
|
|
354,883,976 |
|
|
166,296,221
|
|
NET
ASSETS:
|
|
|
|
|
|
|
|
|
|
|
Beginning
of the period |
|
|
662,670,425 |
|
|
307,786,449 |
|
|
141,490,228
|
|
End
of the period |
|
|
$743,053,722 |
|
|
$662,670,425 |
|
|
$307,786,449
|
|
SHARES
TRANSACTIONS
|
|
|
|
|
|
|
|
|
|
|
Subscriptions |
|
|
6,520,000 |
|
|
14,400,000 |
|
|
9,500,000
|
|
Redemptions |
|
|
(3,500,000) |
|
|
(5,860,000) |
|
|
(1,630,000)
|
|
Total
increase in shares outstanding |
|
|
3,020,000 |
|
|
8,540,000 |
|
|
7,870,000 |
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
The Fund changed
its fiscal year end from October 31st to
December 31st. The current period represents
activity from November 1, 2024 through December 31, 2024. |
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Dividend ETF
Financial
Highlights
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$25.00
|
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
Net
investment income(b) |
|
|
0.03
|
|
Net
realized and unrealized loss on investments(f) |
|
|
(0.62)
|
|
Total
from investment operations |
|
|
(0.59)
|
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
Net
investment income |
|
|
(0.02)
|
|
Total
distributions |
|
|
(0.02)
|
|
Net
asset value, end of period |
|
|
$24.39
|
|
Total
return(c) |
|
|
−2.34%
|
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
Net
assets, end of period (in thousands) |
|
|
$658,365
|
|
Ratio
of expenses to average net assets(d) |
|
|
0.45%
|
|
Ratio
of net investment income to average net assets(d) |
|
|
1.90%
|
|
Portfolio
turnover rate(c)(e) |
|
|
2% |
|
|
|
|
|
|
(a)
|
Inception date of
the Fund was December 11, 2024.
|
|
(b)
|
Net investment income
per share has been calculated based on average shares outstanding during the period.
|
|
(c)
|
Not annualized for
periods less than one year.
|
|
(d)
|
Annualized for periods
less than one year.
|
|
(e)
|
Portfolio turnover
rate excludes in-kind transactions.
|
|
(f)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
year, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year.
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Income Growth ETF
Financial
Highlights
|
|
|
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$25.65 |
|
|
$25.02
|
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
Net
investment income(b) |
|
|
0.60 |
|
|
0.20
|
|
Net
realized and unrealized gain on investments(f) |
|
|
3.69 |
|
|
0.63
|
|
Total
from investment operations |
|
|
4.29 |
|
|
0.83
|
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.59) |
|
|
(0.20)
|
|
Total
distributions |
|
|
(0.59) |
|
|
(0.20)
|
|
Net
asset value, end of period |
|
|
$29.35 |
|
|
$25.65
|
|
Total
return(c) |
|
|
16.87% |
|
|
3.36%
|
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
Net
assets, end of period (in thousands) |
|
|
$166,132 |
|
|
$114,133
|
|
Ratio
of expenses to average net assets(d) |
|
|
0.45% |
|
|
0.45%
|
|
Ratio
of net investment income to average net assets(d) |
|
|
2.10% |
|
|
2.82%
|
|
Portfolio
turnover rate(c)(e) |
|
|
15% |
|
|
4% |
|
|
|
|
|
|
|
|
|
(a)
|
Inception date of
the Fund was September 14, 2023.
|
|
(b)
|
Net investment income
per share has been calculated based on average shares outstanding during the year.
|
|
(c)
|
Not annualized for
periods less than one year.
|
|
(d)
|
Annualized for periods
less than one year.
|
|
(e)
|
Portfolio turnover
rate excludes in-kind transactions.
|
|
(f)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
year, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year.
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Small Cap Dividend ETF
Financial
Highlights
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$25.02
|
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
Net
investment income(b) |
|
|
0.01
|
|
Net
realized and unrealized loss on investments(f) |
|
|
(1.73)
|
|
Total
from investment operations |
|
|
(1.72)
|
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
Net
investment income |
|
|
(0.01)
|
|
Total
distributions |
|
|
(0.01)
|
|
Net
asset value, end of period |
|
|
$23.29
|
|
Total
return(c) |
|
|
−6.88%
|
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
Net
assets, end of period (in thousands) |
|
|
$95,479
|
|
Ratio
of expenses to average net assets(d) |
|
|
0.70%
|
|
Ratio
of net investment income to average net assets(d) |
|
|
0.97%
|
|
Portfolio
turnover rate(c)(e) |
|
|
1% |
|
|
|
|
|
|
(a)
|
Inception date of
the Fund was December 11, 2024.
|
|
(b)
|
Net investment income
per share has been calculated based on average shares outstanding during the period.
|
|
(c)
|
Not annualized for
periods less than one year.
|
|
(d)
|
Annualized for periods
less than one year.
|
|
(e)
|
Portfolio turnover
rate excludes in-kind transactions.
|
|
(f)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
year, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year.
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor Small/Mid Cap Income Growth ETF
Financial
Highlights
|
|
|
|
|
|
|
|
|
|
|
|
PER
SHARE DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
$29.37 |
|
|
$21.95 |
|
|
$23.01 |
|
|
$24.96 |
|
|
$25.10
|
|
INVESTMENT
OPERATIONS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income(c) |
|
|
0.12 |
|
|
0.51 |
|
|
0.49 |
|
|
0.48 |
|
|
0.08
|
|
Net
realized and unrealized gain (loss) on investments(h) |
|
|
(0.33) |
|
|
7.41 |
|
|
(1.08) |
|
|
(2.01) |
|
|
(0.15)
|
|
Total
from investment operations |
|
|
(0.21) |
|
|
7.92 |
|
|
(0.59) |
|
|
(1.53) |
|
|
(0.07)
|
|
LESS
DISTRIBUTIONS FROM:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
|
|
(0.11) |
|
|
(0.50) |
|
|
(0.47) |
|
|
(0.42) |
|
|
(0.07)
|
|
Total
distributions |
|
|
(0.11) |
|
|
(0.50) |
|
|
(0.47) |
|
|
(0.42) |
|
|
(0.07)
|
|
Net
asset value, end of period |
|
|
$29.05 |
|
|
$29.37 |
|
|
$21.95 |
|
|
$23.01 |
|
|
$24.96
|
|
Total
return(d) |
|
|
−0.74% |
|
|
36.37%(f) |
|
|
−2.60% |
|
|
−6.16% |
|
|
−0.27%
|
|
SUPPLEMENTAL
DATA AND RATIOS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
assets, end of period (in thousands) |
|
|
$743,054 |
|
|
$662,670 |
|
|
$307,786 |
|
|
$141,490 |
|
|
$6,740
|
|
Ratio
of expenses to average net assets(e) |
|
|
0.60% |
|
|
0.60% |
|
|
0.60% |
|
|
0.60% |
|
|
0.60%
|
|
Ratio
of net investment income to average net assets(e) |
|
|
2.28% |
|
|
1.91% |
|
|
2.10% |
|
|
2.08% |
|
|
1.70%
|
|
Portfolio
turnover rate(d)(g) |
|
|
4% |
|
|
16% |
|
|
19% |
|
|
31% |
|
|
5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
The Fund changed
its fiscal year end from October 31st to
December 31st. The current period represents
activity from November 1, 2024 through December 31, 2024.
|
|
(b)
|
Inception date of
the Fund was August 25, 2021.
|
|
(c)
|
Net investment income
per share has been calculated based on average shares outstanding during the year.
|
|
(d)
|
Not annualized for
periods less than one year.
|
|
(e)
|
Annualized for periods
less than one year.
|
|
(f)
|
The Fund had trade
errors during the year resulting in a loss to the Fund of $18,156, which was subsequently reimbursed to the Fund by the Adviser. The total
return for the year would have been 36.36% before the reimbursement.
|
|
(g)
|
Portfolio turnover
rate excludes in-kind transactions.
|
|
(h)
|
Realized and unrealized
gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the
year, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the year.
|
The
accompanying notes are an integral part of these financial statements.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024
NOTE
1 – ORGANIZATION
Bahl
& Gaynor Small Cap Dividend ETF is a non-diversified series and Bahl & Gaynor Dividend ETF, Bahl & Gaynor Income Growth ETF,
and Bahl & Gaynor Small/Mid Cap Income Growth ETF, (individually each a “Fund” or collectively the “Funds”)
are a diversified series of ETF Series Solutions (“ESS” or the “Trust”), an open-end management investment
company consisting of multiple investment series, organized as a Delaware statutory trust on February 9, 2012. The Trust is registered
with the Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940
Act”), as an open-end management investment company and the offering of the Fund’s shares is registered under the Securities
Act of 1933, as amended (the “Securities Act”). The investment objective of the Bahl & Gaynor Dividend ETF is to seek
long-term growth of dividend income, downside protection relative to the broader equity market, and total return. The investment objective
of the Bahl & Gaynor Income Growth ETF is to seek current and growing dividend income, downside protection relative to the broader
equity market, and long-term capital appreciation. The investment objective of the Bahl & Gaynor Small Cap Dividend ETF is to seek
long-term growth of dividend income, downside protection, and total return. The investment objective of the Bahl & Gaynor Small/Mid
Cap Income Growth ETF is to seek current and growing dividend income, downside protection, and long-term capital appreciation. Bahl &
Gaynor Income Growth ETF commenced operations on September 14, 2023. Bahl & Gaynor Small/Mid Cap Income Growth ETF commenced
operations on August 25, 2021. Both Bahl & Gaynor Dividend ETF and Bahl & Gaynor Small Cap Dividend ETF commenced operations
on December 11, 2024. During the period, the fiscal year end for the Bahl & Gaynor Small/Mid Cap Income Growth ETF changed from
October 31st to December 31st.
The
end of the reporting period for the Funds is December 31, 2024, and the period covered by these Notes to Financial Statements is the fiscal
year ended December 31, 2024 (the “current fiscal period”).
NOTE
2 – SIGNIFICANT ACCOUNTING POLICIES
The
Funds are an investment company and accordingly follow the investment company accounting and reporting guidance of the Financial Accounting
Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 Financial Services – Investment
Companies.
The
following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting
principles generally accepted in the United States of America (“U.S. GAAP”).
|
A.
|
Security Valuation.
All equity securities, including domestic and foreign common stocks, preferred stocks and exchange traded funds that are traded on a national
securities exchange, except those listed on the Nasdaq Global Market®, Nasdaq Global Select Market®, and
the Nasdaq Capital Market® exchanges (collectively, “Nasdaq”), are valued at the last reported sale price
on the exchange on which the security is principally traded. Securities traded on Nasdaq will be valued at the Nasdaq Official Closing
Price (“NOCP”). If, on a particular day, an exchange-traded or Nasdaq security does not trade, then the mean between the most
recent quoted bid and asked prices will be used. All equity securities that are not traded on a listed exchange are valued at the last
sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between
the last quoted closing bid and asked price will be used. Prices denominated in foreign currencies are converted to U.S. dollar equivalents
at the current exchange rate, which approximates fair value. |
Investments
in mutual funds, including money market funds, are valued at their net asset value (“NAV”) per share.
Debt
securities, including short-term debt instruments, are valued in accordance with prices provided by a pricing service. Pricing services
may use various valuation methodologies such as the mean between the bid and asked prices, matrix pricing and other analytical pricing
models as well as market transactions and dealer quotations.
Securities
for which quotations are not readily available are valued at their respective fair values in accordance with pricing procedures adopted
by the Fund’s Board of Trustees (the “Board”). When a security
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
is
“fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review
of various factors set forth in the pricing procedures adopted by the Board. The use of fair value pricing by the Funds may cause the
NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations.
As
described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes
a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
|
Level 1 –
|
Unadjusted quoted prices in active markets
for identical assets or liabilities that the 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 instruments, interest rates, prepayment speeds, credit risk,
yield curves, default rates and similar data. |
|
Level 3 –
|
Unobservable inputs for the asset or liability,
to the extent relevant observable inputs are not available; representing the 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
availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example,
the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics
particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the
market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value
is greatest for instruments categorized in Level 3.
The
inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes,
the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest
level input that is significant to the fair value measurement in its entirety.
The
following is a summary of the inputs used to value the Funds’ investments as of the end of the current fiscal period:
Bahl
& Gaynor Dividend ETF
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stocks |
|
|
$656,036,826 |
|
|
$— |
|
|
$— |
|
|
$656,036,826
|
|
U.S.
Treasury Bills |
|
|
— |
|
|
2,693,269 |
|
|
— |
|
|
2,693,269
|
|
Total
Investments |
|
|
$656,036,826 |
|
|
$2,693,269 |
|
|
$— |
|
|
$658,730,095 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Refer
to the Schedule of Investments for further disaggregation of investment categories.
Bahl
& Gaynor Income Growth ETF
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stocks |
|
|
$165,666,616 |
|
|
$— |
|
|
$— |
|
|
$165,666,616
|
|
U.S.
Treasury Bills |
|
|
— |
|
|
573,110 |
|
|
— |
|
|
573,110
|
|
Total
Investments |
|
|
$165,666,616 |
|
|
$573,110 |
|
|
$— |
|
|
$166,239,726 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Refer
to the Schedule of Investments for further disaggregation of investment categories.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
Bahl
& Gaynor Small Cap Dividend ETF
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stocks |
|
|
$95,317,795 |
|
|
$— |
|
|
$— |
|
|
$95,317,795
|
|
U.S.
Treasury Bills |
|
|
— |
|
|
200,143 |
|
|
— |
|
|
200,143
|
|
Total
Investments |
|
|
$95,317,795 |
|
|
$200,143 |
|
|
$— |
|
|
$95,517,938 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Refer
to the Schedule of Investments for further disaggregation of investment categories.
Bahl
& Gaynor Small/Mid Cap Income Growth ETF
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
Stocks |
|
|
$741,410,436 |
|
|
$— |
|
|
$— |
|
|
$741,410,436
|
|
U.S.
Treasury Bills |
|
|
— |
|
|
2,904,692 |
|
|
— |
|
|
2,904,692
|
|
Total
Investments |
|
|
$741,410,436 |
|
|
$2,904,692 |
|
|
$— |
|
|
$744,315,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Refer
to the Schedule of Investments for further disaggregation of investment categories.
|
B.
|
Federal Income
Taxes. The Funds’ policy is to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies and to distribute substantially all of their net investment income and net capital gains
to shareholders. Therefore, no federal income tax provision is required. The Funds plan to file U.S. Federal and applicable state and
local tax returns. |
The
Funds recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained upon examination
by tax authorities. Management has analyzed the Funds’ uncertain tax positions and concluded that no liability for unrecognized
tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably
possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months. Income and capital gain distributions
are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. The Funds recognizes interest and penalties,
if any, related to unrecognized tax benefits on uncertain tax positions as income tax expenses in the Statement of Operations. During
the current fiscal period, the Funds did not incur any interest or penalties.
During
the period, the fiscal year end for the Bahl & Gaynor Small/Mid Cap Income Growth ETF changed from October 31st to December 31st.
|
C.
|
Security Transactions
and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales
of securities are determined on a specific identification basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends
included in dividend income or separately disclosed, if any, are recorded at the fair value of the security received. Withholding taxes
on foreign dividends and foreign capital gains taxes, if any, have been provided for in accordance with the Fund’s understanding
of the applicable tax rules and regulations. Interest income and expense is recorded on an accrual basis. Discounts and premiums on securities
purchased are accreted and amortized using the effective yield method.
|
Distributions
received from the Funds’ investments in Real Estate Investment Trusts (“REITs”) may be characterized as ordinary income,
net capital gain, or a return of capital. The proper characterization of REIT distributions is generally not known until the end of each
calendar year. As such, the Funds must use estimates in reporting the character of its income and distributions received during the current
calendar year for financial statement purposes. The actual character of distributions to the Funds’ shareholders will be reflected
on the Form 1099 received by shareholders after the end of the calendar year. Due to the nature of REIT investments, a portion of
the distributions received by the Funds’ shareholders may represent a return of capital.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
|
D.
|
Distributions
to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid monthly by the Funds.
Distributions to shareholders of net realized gains on securities are declared and paid by the Fund on an annual basis. Distributions
are recorded on the ex-dividend date. |
|
E.
|
Use of Estimates.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements,
as well as the reported amounts of revenues and expenses during the current fiscal period. Actual results could differ from those estimates.
|
|
F.
|
Share Valuation.
The NAV per share of the Funds are calculated by dividing the sum of the value of the securities held by each Fund, plus cash and other
assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of each Fund, rounded to
the nearest cent. The Funds’ shares will not be priced on the days on which the New York Stock Exchange (“NYSE”) is
closed for trading. The offering and redemption price per share of each Fund is equal to each Fund’s NAV per share. |
|
G.
|
Guarantees
and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general
indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that
may be against a Fund that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote. |
|
H.
|
Reclassification
of Capital Accounts. U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified
between financial and tax reporting. These classifications have no effect on net assets or NAV per share and are primarily due to differing
book and tax treatments for in-kind transactions. For the fiscal period ended December 31, 2024, the following table shows the reclassifications
made: |
|
|
|
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
$(53,417,373) |
|
|
$53,417,373
|
|
Bahl
& Gaynor Income Growth ETF |
|
|
$(25,820,136) |
|
|
$25,820,136
|
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
$(2,684,141) |
|
|
$2,684,141
|
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
$(24,428,905) |
|
|
$24,428,905 |
|
|
|
|
|
|
|
|
|
I.
|
New Accounting
Pronouncement. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment
Disclosures (“ASU 2023-07”). ASU 2023-07 is intended to improve reportable segment disclosure requirements, primarily through
enhanced disclosures about significant segment expenses, allowing financial statement users to better understand the components of a segment's
profit or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The amendments expand a public
entity’s segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating
decision maker, clarifying when an entity may report one or more additional measures to assess segment performance, requiring enhanced
interim disclosures and providing new disclosure requirements for entities with a single reportable segment, among other new disclosure
requirements.
|
Management
has evaluated the impact of adopting ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures with respect
to the financial statements and disclosures and determined there is no material impact for the Funds. Each Fund operates as a single segment
entity. Each Fund's income, expenses, assets, and performance are regularly monitored and assessed by the Adviser, who serves as the chief
operating decision maker, using the information presented in the financial statements and financial highlights.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
|
J.
|
Subsequent
Events. In preparing these financial statements, management has evaluated events and transactions for potential recognition or
disclosure through the date the financial statements were issued. There were no events or transactions that occurred during the period
subsequent to the end of the current fiscal period that materially impacted the amounts or disclosures in the Funds’ Financial Statements.
|
NOTE
3 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS
Bahl
& Gaynor, Inc. (the “Adviser”), serves as the investment adviser to the Funds. Pursuant to an Investment Advisory Agreement
(“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Adviser, the Adviser provides investment advice
to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of
the Trust. Under the Advisory Agreement, the Adviser is also responsible for arranging transfer agency, custody, fund administration and
accounting, and all other non-distribution related services necessary for the Funds to operate. Under the Advisory Agreement, the Adviser
has agreed to pay all expenses of the Funds, except for: the fee paid to the Adviser pursuant to the Advisory Agreement, interest charges
on any borrowings, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities
and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution
(12b-1) fees and expenses. For the services it provides to the Funds, Bahl & Gaynor Dividend ETF pays the Adviser 0.45%, Bahl &
Gaynor Income Growth ETF pays the Adviser 0.45%, Bahl & Gaynor Small Cap Dividend ETF pays the Adviser 0.70%, and Bahl & Gaynor
Small/Mid Cap Income Growth ETF pays the Adviser 0.60% at an annual rate based on each Fund’s average daily net assets.
U.S.
Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or “Administrator”),
acts as the Funds’ Administrator and, in that capacity, performs various administrative and accounting services for the Funds. The
Administrator prepares various federal and state regulatory filings, reports and returns for the Funds, including regulatory compliance
monitoring and financial reporting; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s
Custodian, transfer agent and fund accountant. Fund Services also serves as the transfer agent and fund accountant to the Funds. U.S.
Bank N.A. (the “Custodian”), an affiliate of Fund Services, serves as the Funds’ Custodian.
All
officers of the Trust are affiliated with the Administrator and Custodian.
NOTE
4 – PURCHASES AND SALES OF SECURITIES
During
the current fiscal period, purchases and sales of securities by the Funds, excluding short-term securities and in-kind transactions, were
as follows:
|
|
|
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
$11,896,976 |
|
|
$15,544,193
|
|
Bahl
& Gaynor Income Growth ETF |
|
|
$21,764,799 |
|
|
$27,848,021
|
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
$498,044 |
|
|
$825,402
|
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
$29,881,621 |
|
|
$33,091,112 |
|
|
|
|
|
|
|
|
During
the current fiscal period, there were no purchases or sales of long-term U.S. Government securities. The Funds held U.S. Treasury Bills
during the current fiscal period which are considered short-term securities.
During
the current fiscal period, in-kind transactions associated with creations and redemptions were as follows:
|
|
|
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
$76,307,064 |
|
|
$74,076,000
|
|
Bahl
& Gaynor Income Growth ETF |
|
|
$98,576,564 |
|
|
$58,309,021
|
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
$5,066,007 |
|
|
$4,418,590
|
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
$197,719,668 |
|
|
$99,860,890 |
|
|
|
|
|
|
|
|
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
NOTE
5 – INCOME TAX INFORMATION
The
components of distributable earnings (accumulated deficit) and cost basis of investments for federal income tax purposes as of December
31, 2024 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax
cost of investments |
|
|
$429,723,339 |
|
|
$142,964,267 |
|
|
$63,594,946 |
|
|
$708,473,262
|
|
Gross
tax unrealized appreciation |
|
|
235,951,532 |
|
|
29,788,333 |
|
|
34,650,717 |
|
|
68,878,868
|
|
Gross
tax unrealized depreciation |
|
|
(6,944,776) |
|
|
(6,512,874) |
|
|
(2,727,725) |
|
|
(33,037,002)
|
|
Net
tax unrealized appreciation (depreciation) |
|
|
229,006,756 |
|
|
23,275,459 |
|
|
31,922,992 |
|
|
35,841,866
|
|
Undistributed
ordinary income |
|
|
49,882 |
|
|
3,627 |
|
|
— |
|
|
—
|
|
Undistributed
long-term gain |
|
|
2,595 |
|
|
— |
|
|
1,228 |
|
|
—
|
|
Other
accumulated gain (loss) |
|
|
— |
|
|
(1,237,662) |
|
|
— |
|
|
(13,797,859)
|
|
Distributable
earnings (accumulated losses) |
|
|
$229,059,233 |
|
|
$22,041,424 |
|
|
$31,924,220 |
|
|
$22,044,007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
difference between the cost basis for financial statement and federal income tax purposes is due primarily to timing differences in recognizing
wash sales.
A
regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first
day of the next taxable year. Qualified late year losses are certain capital and ordinary losses which occur during the portion of the
Funds’ taxable year subsequent to October 31 and December 31, respectively. For the taxable year ended December 31, 2024,
the Funds did not elect to defer any post-October capital losses or late-year ordinary losses.
As
of December 31, 2024, the Funds had the following capital loss carryforwards available for federal income tax purposes, with an indefinite
expiration:
|
|
|
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
$— |
|
|
$—
|
|
Bahl
& Gaynor Income Growth ETF |
|
|
$506,803 |
|
|
$715,914
|
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
$— |
|
|
$—
|
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
$7,832,672 |
|
|
$5,965,187 |
|
|
|
|
|
|
|
|
The
tax character of distributions paid by the Funds during the fiscal period ended December 31, 2024, was as follows:
|
|
|
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
$641,519 |
|
|
$ —
|
|
Bahl
& Gaynor Income Growth ETF |
|
|
$3,014,394 |
|
|
$—
|
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
$51,970 |
|
|
$28
|
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
$2,730,829 |
|
|
$— |
|
|
|
|
|
|
|
|
The
tax character of distributions paid by the Funds during the fiscal year ended December 31, 2023, was as follows:
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
N/A
|
|
Bahl
& Gaynor Income Growth ETF |
|
|
$878,758
|
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
N/A |
|
|
|
|
|
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
The
tax character of distributions paid by the Bahl & Gaynor Small/Mid Cap Income Growth ETF during the fiscal years ended October 31,
2024 and October 31, 2023 was $8,737,333 and $4,918,536 of ordinary income, respectively.
NOTE
6 – SHARE TRANSACTIONS
Shares
of the Funds are listed and traded on the New York Stock Exchange (“NYSE”). Market prices for the shares may be different
from their NAV. The Funds issue and redeem shares on a continuous basis at NAV generally in large blocks of shares, called “Creation
Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created,
shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units,
shares are not redeemable securities of the Funds. Creation Units may only be purchased or redeemed by certain financial institutions
(“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing
process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company
participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as
Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem
shares directly from the Funds. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker
and are subject to customary brokerage commissions or fees.
The
Funds currently offer one class of shares, which has no front-end sales load, no deferred sales charge, and no redemption fee. A fixed
transaction fee is imposed for the transfer and other transaction costs associated with the creation or redemption of Creation Units.
The standard fixed transaction fee for the Funds is $300, payable to the Custodian. The fixed transaction fee may be waived on certain
orders if the Funds’ Custodian has determined to waive some or all of the costs associated with the order or another party, such
as the Adviser, has agreed to pay such fee. In addition, a variable fee, payable to the Funds, may be charged on all cash transactions
or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction.
Variable fees received by the Funds, if any, are displayed in the Capital Transactions section of the Statements of Changes in Net Assets.
The Funds may issue an unlimited number of shares of beneficial interest, with no par value. Shares of the Funds have equal rights and
privileges.
NOTE
7 – RISKS
Dividend-Paying
Securities Risk. There is no guarantee that issuers of the securities held by the Funds will declare
dividends in the future or that, if declared, they will either remain at current levels or increase over time.
Sector
Risk. To the extent the Funds invest more heavily in particular sectors of the economy, its performance
will be especially sensitive to developments that significantly affect those sectors.
NOTE
8 - IN-KIND CONTRIBUTIONS
As
part of the commencement of operations on December 11, 2024, the Bahl & Gaynor Dividend ETF received in-kind contributions from
accounts managed by the Adviser which consisted of $673,542,154 of securities which were recorded at their current value. The purpose
of the transaction was to combine accounts with similar investment strategies into a single ETF with a comparable investment objective
and investment strategy. As the transaction was determined to be a non-taxable transaction by management, the Fund elected to retain the
securities’ original cost basis for book and tax purposes. The cost of the contributed securities as of December 11, 2024,
was $375,029,137, resulting in net unrealized appreciation on investments of $298,513,017 as of that date. As a result of the in-kind
contribution, the Bahl & Gaynor Dividend ETF issued 26,940,000 shares at a $25.00 per share net asset value. Because the combined
investment portfolios have been managed as a single integrated portfolio since the transaction was completed, it is not practicable to
separate the amounts of revenue and earnings of the contributing investment accounts that have been included in the Fund’s Statement
of Operations. All fees and expenses incurred in conjunction with the transaction were paid by the Adviser.
As
part of the commencement of operations on December 11, 2024, the Bahl & Gaynor Small Cap Dividend ETF received in-kind contributions
from accounts managed by the Adviser which consisted of $102,092,443 of securities which were recorded at their current value. The purpose
of the transaction was to combine accounts with similar investment strategies into a single ETF with a comparable investment objective
and investment strategy. As the transaction was determined to be a non-taxable transaction by management, the Fund elected to retain the
securities’
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Notes
to Financial Statements
December
31, 2024(Continued)
original
cost basis for book and tax purposes. The cost of the contributed securities as of December 11, 2024, was $60,390,640, resulting
in net unrealized appreciation on investments of $41,701,803 as of that date. As a result of the in-kind contribution, the Bahl &
Gaynor Small Cap Dividend ETF issued 4,080,000 shares at a $25.02 per share net asset value. Because the combined investment portfolios
have been managed as a single integrated portfolio since the transaction was completed, it is not practicable to separate the amounts
of revenue and earnings of the contributing investment accounts that have been included in the Fund’s Statement of Operations. All
fees and expenses incurred in conjunction with the transaction were paid by the Adviser.
NOTE
9 – BENEFICIAL OWNERSHIP
The
beneficial ownership, either directly or indirectly, of 25% or more of the voting securities of a Fund creates presumption of control
of the Fund, under section 2(a)(9) of the 1940 Act. At the end of the current fiscal period, there is one shareholder who owned, of record
or beneficially, more than 25% of Bahl & Gaynor Small Cap Dividend ETF’s shares.
TABLE OF CONTENTS
Bahl
& Gaynor ETF
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Shareholders of Bahl & Gaynor ETFs and
Board
of Trustees of ETF Series Solutions
Opinion
on the Financial Statements
We
have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Bahl & Gaynor ETFs
comprising the funds listed below (the “Funds”), each a series of ETF Series Solutions, as of December 31, 2024,
the related statements of operations and changes in net assets, and the financial highlights for each of the periods indicated below,
and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present
fairly, in all material respects, the financial position of each of the Funds as of December 31, 2024, the results of their operations,
the changes in net assets, and the financial highlights for each of the periods indicated below in conformity with accounting principles
generally accepted in the United States of America.
|
|
|
|
|
|
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
For
the period from December 11, 2024 (commencement of operations) to December 31, 2024 |
|
Bahl
& Gaynor Income Growth ETF |
|
|
For
the year ended December 31, 2024 |
|
|
For
the year ended December 31, 2024 and for the period from September 14, 2023 (commencement of operations) to December 31,
2023 |
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
For
the period from November 1, 2024 to December 31, 2024 and the year ended October 31, 2024 |
|
|
For
the period from November 1, 2024 to December 31, 2024, and the years ended October 31, 2024 and 2023 |
|
|
For
the period from November 1, 2024 to December 31, 2024, the years ended October 31, 2024, 2023, 2022, and for the period August 25,
2021 (commencement of operations) to October 31, 2021 |
|
|
|
|
|
|
|
|
|
|
|
Basis
for Opinion
These
financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.
Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of
December 31, 2024, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed
other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management,
as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for
our opinion.
We
have served as the Funds’auditor since 2021.
COHEN
& COMPANY, LTD.
Philadelphia,
Pennsylvania
February
28, 2025
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
Federal
Tax Information (Unaudited)
For
the fiscal period ended December 31, 2024, certain dividends paid by the Funds may be subject to a maximum tax rate of 23.8%, as provided
for the Jobs and Growth Tax Relief Reconciliation Act of 2003.
The
percent of dividends declared from ordinary income designated as qualified dividend income was as follows:
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
100.00% |
|
Bahl
& Gaynor Income Growth ETF |
|
|
100.00% |
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
100.00% |
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
100.00% |
|
|
|
|
|
For
the corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deducted for
the fiscal period ended December 31, 2024 was as follows:
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
100.00% |
|
Bahl
& Gaynor Income Growth ETF |
|
|
100.00% |
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
100.00% |
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
100.00% |
|
|
|
|
|
The
percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue
Section 871(k)(2)(c) was as follows:
|
|
|
|
|
|
Bahl
& Gaynor Dividend ETF |
|
|
0.00% |
|
Bahl
& Gaynor Income Growth ETF |
|
|
0.00% |
|
Bahl
& Gaynor Small Cap Dividend ETF |
|
|
0.00% |
|
Bahl
& Gaynor Small/Mid Cap Income Growth ETF |
|
|
0.00% |
|
|
|
|
|
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
ADDITIONAL
INFORMATION (Unaudited)
Changes
in and Disagreements with Accountants
There
were no changes in or disagreements with accountants during the period covered by this report.
Proxy
Disclosure
There
were no matters submitted to a vote of shareholders during the period covered by this report.
Remuneration
Paid to Directors, Officers, and Others
All
fund expenses, including Trustee compensation is paid by the Investment Adviser pursuant to the Investment Advisory Agreement. Additional
information related to those fees is available in the Funds’ Statement of Additional Information.
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
APPROVAL
OF ADVISORY AGREEMENT & BOARD CONSIDERATIONS
Pursuant
to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on October 9-10, 2024
(the “Meeting”), the Board of Trustees (the “Board”) of ETF Series Solutions (the “Trust”) considered
the approval of the investment advisory agreement (the “Advisory Agreement”) between Bahl & Gaynor, Inc. (the “Adviser”)
and the Trust, on behalf of the Bahl & Gaynor Dividend ETF (“BGDV”) and the Bahl & Gaynor Small Cap Dividend ETF (“SCDV”)
(each, a “Fund” and, together, the “Funds”) for an initial two-year term.
Prior
to the Meeting, the Board, including the Trustees who are not parties to the Advisory Agreement or “interested persons” of
any party thereto, as defined in the 1940 Act (the “Independent Trustees”), reviewed written materials (the “Materials”),
including information from the Adviser regarding, among other things: (i) the nature, extent, and quality of the services to be provided
to each Fund by the Adviser; (ii) the cost of the services to be provided and the profits expected to be realized by the Adviser or its
affiliates from services rendered to each Fund; (iii) comparative fee and expense data for each Fund and other investment companies with
similar investment objectives, including a report prepared by Barrington Partners, an independent third party, that compares each Fund’s
proposed management fee and expenses to those of relevant peer groups (the “Barrington Report”); (iv) the extent to which
any economies of scale might be realized as each Fund grows and whether the advisory fee for such Fund reflects these economies of scale
for the benefit of the Fund; (v) any other financial benefits to the Adviser and its affiliates that may result from services to be rendered
to the Funds; and (vi) other factors the Board deemed to be relevant. The Board also met via videoconference approximately ten days before
the Meeting to discuss their initial thoughts regarding the Materials and communicate to Trust officers their follow up questions, if
any, that they would like the Adviser to address at the Meeting and/or through revised or supplemental Materials.
The
Board also considered that the Adviser, along with other service providers of the Funds, had provided written and oral updates on the
firm over the course of the year with respect to its role as investment adviser to other series of the Trust. The Board considered that
information alongside the Materials in its evaluation of the proposed advisory fee and its consideration of whether the Advisory Agreement
should be approved. Additionally, Adviser representatives provided an oral overview of each Fund’s strategy, the services to be
provided to the Funds by the Adviser, and additional information about the Adviser’s personnel and business operations. The Board
then discussed the Materials, the Adviser’s oral presentation, and any other relevant information received by the Board at or prior
to the Meeting, after which the Board deliberated on the approval of the Advisory Agreement in light of this information.
Approval
of the Advisory Agreement with the Adviser
Nature,
Extent, and Quality of Services to be Provided. The Trustees considered the scope of services to be provided
under the Advisory Agreement, noting that the Adviser will be providing investment management services to the Funds. The Board also noted
that the Adviser will monitor the Funds’ adherence to their investment restrictions, the Funds’ compliance with their policies
and procedures and applicable securities regulations, as well as the extent to which each Fund achieves its investment objective as an
actively managed fund. In addition, the Board considered its previous experience with the Adviser providing investment management services
to other series of the Trust.
In
considering the nature, extent, and quality of the services to be provided by the Adviser, the Board considered the quality of the Adviser’s
compliance infrastructure and reports from the Trust’s Chief Compliance Officer (“CCO”) regarding the CCO’s review
of the Adviser’s compliance program. The Board also noted that it had received a copy of the Adviser’s registration form and
financial statements, as well as the Adviser’s response to a detailed series of questions that included, among other things, information
about the Adviser’s decision-making process, the background and experience of the firm’s key personnel, and the firm’s
compliance policies, marketing practices, and brokerage information, as well as details about the Funds.
Historical
Performance. The Board noted that the Funds had not yet commenced operations and concluded that the performance
of the Funds, thus, was not a relevant factor in the context of the Board’s deliberations on the Advisory Agreement. The Board also
considered that the Funds are actively managed. Consequently, with respect to each Fund’s future performance, the Board will focus
on the Adviser’s services, including its day-to-day management of the Funds.
Cost
of Services to be Provided and Economies of Scale. The Board then reviewed each Fund’s fees and
expenses. The Board compared each Fund’s net expense ratio to those of a peer group of ETFs selected by Barrington Partners (each,
a “Peer Group”) and a peer group of competitor ETFs selected by the Adviser (each, a “Selected Peer Group”). The
Board noted that each Fund’s Peer Group was comprised of actively managed ETFs that invest in U.S. equities of large cap and small-
and mid-cap companies, respectively, and emphasized dividend yield in their strategies. The Board
TABLE OF CONTENTS
Bahl
& Gaynor ETFs
APPROVAL
OF ADVISORY AGREEMENT & BOARD CONSIDERATIONS(Continued)
further
noted, however, that the strategies of the funds in the Peer Groups were typically more balanced in their allocation of fund assets across
growth- and value-oriented investment strategies, and less focused on dividend growth, cash flow returns, value metrics, and downside
protection than the Funds. In addition, the Board considered that all of the funds included in the Selected Peer Groups were actively
managed ETFs that employ U.S. equity investment strategies with similar market cap focus and dividend discipline to those of the Funds.
The Board then observed that each Fund’s proposed net expense ratio was lower than the median net expense ratio of its Peer Group
and within the range of net expense ratios for its Selected Peer Group.
The
Board took into consideration that the Adviser would charge a “unified fee,” meaning each Fund would pay no expenses other
than the advisory fee and, if applicable, certain other costs such as interest, brokerage, acquired fund fees and expenses (“AFFE”),
extraordinary expenses and, to the extent it is implemented, fees pursuant to a Distribution and/or Shareholder Servicing (12b-1) Plan.
The Board noted that the Adviser would be responsible for compensating the Trust’s other service providers and paying the Funds’
other expenses out of the Adviser’s own fee and resources.
The
Board then considered the Adviser’s financial resources and information regarding the Adviser’s ability to support its management
of the Funds and obligations under the unified fee arrangement, noting that the Adviser had provided its financial statements for the
Board’s review. The Board also evaluated the compensation and benefits expected to be received by the Adviser from its relationship
with the Funds, taking into account an analysis of the Adviser’s anticipated profitability with respect to the Funds at various
Fund asset levels as well as the financial resources the Adviser had committed and proposed to commit to its business. The Board determined
such analyses were not a significant factor given that the Funds had not yet commenced operations and, consequently, the future size of
the Funds and the Adviser’s future profitability were generally unpredictable.
The
Board also considered the Funds’ expenses and the structure of each Fund’s advisory fee with respect to potential economies
of scale. The Board noted that each Fund’s fee structure did not contain any breakpoint reductions as the Fund’s assets grow
but considered that each Fund’s fee structure is a unified fee. The Board concluded that the unified fee structure reflects a sharing
of economies of scale between the Adviser and each Fund based on the Fund’s expected asset level growth during its initial two-year
period. The Board also noted its intention to monitor fees as the Funds grow in size and assess whether advisory fee breakpoints may be
warranted.
Conclusion.
No single factor was determinative of the Board’s decision to approve the Advisory Agreement; rather, the Board based its determination
on the total mix of information available to it. Based on a consideration of all the factors in their totality, the Board, including the
Independent Trustees, unanimously determined that the Advisory Agreement, including the compensation payable under the agreement, was
fair and reasonable to each Fund. The Board, including the Independent Trustees, therefore unanimously determined that the approval of
the Advisory Agreement was in the best interests of each Fund and its shareholders.
|
(b) |
Financial Highlights are included within the financial statements filed under Item 7 of
this Form. |
Item 8.
Changes in and Disagreements with Accountants for Open-End Investment Companies.
See Item 7(a).
Item 9.
Proxy Disclosure for Open-End Investment Companies.
See Item 7(a).
Item 10.
Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.
See Item 7(a).
Item 11.
Statement Regarding Basis for Approval of Investment Advisory Contract.
See Item 7(a).
Item 12.
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 13. Portfolio Managers
of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 14.
Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 15. Submission of Matters
to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders
may recommend nominees to the registrant’s board of trustees.
Item 16. Controls and Procedures.
|
(a) |
The Registrant’s President (principal executive officer) and Treasurer (principal
financial officer) have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment
Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under
the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such |
officers have concluded that the disclosure controls and procedures
are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and
reported and made known to them by others within the Registrant and by the Registrant’s service provider.
|
(b) |
There were no changes in the Registrant’s internal control over financial reporting
(as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are
reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
Item 17. Disclosure of Securities
Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 18. Recovery of Erroneously
Awarded Compensation.
(a) Not Applicable.
(b) Not Applicable.
Item 19. Exhibits.
(2) Any policy required by the listing standards adopted pursuant
to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities
association upon which the registrant’s securities are listed. Not Applicable.
(3) A separate certification
for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment
Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.
(4) Any written solicitation to purchase securities under Rule
23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not
applicable to open-end investment companies.
(5) Change in the registrant’s independent public accountant.
Not applicable to open-end investment companies and ETFs.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
| |
(Registrant) |
ETF
Series Solutions |
|
| |
By
(Signature and Title)* |
/s/ Kristina
R. Nelson |
|
| |
|
Kristina
R. Nelson, President (principal executive officer) |
|
Pursuant to the requirements of the Securities Exchange
Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.
| |
By
(Signature and Title)* |
/s/ Kristina
R. Nelson |
|
| |
|
Kristina
R. Nelson, President (principal executive officer) |
|
| |
By
(Signature and Title)* |
/s/ Kristen
M. Weitzel |
|
| |
|
Kristen
M. Weitzel, Treasurer (principal financial officer) |
|
* Print the name and title of each signing officer under his or her signature.
EX.99.CODE
ETH
ETF Series Solutions
Code of Ethics
For Principal Executive Officer & Principal
Financial Officer
| I. | Introduction/Covered
Persons |
ETF Series Solutions (the “Trust”)
has been successful in large part by managing its business with honesty and integrity. The principal officers of the Trust have an important
and elevated role in corporate governance and in promoting investor confidence. To further the ends of ethical and honest conduct among
its officers, the Audit Committee of the Board of Trustees of the Trust has adopted this Code of Ethics. This Code of Ethics is designed
to comply with Section 406 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”) and the rules promulgated by the Securities
and Exchange Commission (the “SEC”) thereunder. This Code of Ethics applies to the principal executive officer, principal
financial officer, controller and other senior financial officers of the Trust, as may be identified from time to time by the Audit Committee
(collectively, the “Covered Persons”).
The Audit Committee shall be responsible
for the overall administration of this Code of Ethics, but has delegated to the Trust’s Chief Compliance Officer (the “Chief
Compliance Officer”) the responsibility to oversee the day-to-day operation of this Code of Ethics. This Code of Ethics is in addition
to, not in replacement of, the Trust’s Code of Ethics for access persons (the “Investment Company Code of Ethics”),
adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Covered
Persons may also be subject to the Investment Company Code of Ethics.
| II. | Code
of Ethics Requirements |
This Code of Ethics requires each Covered Person to:
1. Act with honesty
and integrity, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
2. Provide full,
fair, accurate, timely and understandable disclosure in reports submitted to or filed with the SEC and in all other public communications
made by the Trust;
3. Comply with laws,
rules and regulations of the federal government, state governments and other regulatory agencies as they apply to the Trust;
4. Disclose promptly
to the Chief Compliance Officer any violations of this Code of Ethics of which the Covered Person may become aware; and
5. Not retaliate
against any other Covered Person or any employee of the Trust or their affiliated persons for reports of potential violations that are
made in good faith.
| III. | Conflicts
of Interest |
A conflict of interest occurs when a Covered
Person’s private interest interferes in any way—or even appears to interfere—with the interests of the Trust as a whole
or with his or her service to the Trust. For example, a conflict of interest would arise if a Covered Person, or a member of his or her
family, receives improper personal benefits as a result of his or her position with the Trust.
Certain conflicts of interest arise out
of the relationships between Covered Persons and the Trust and already are subject to conflict of interest provisions in the Investment
Company Act and the
Investment Advisers Act of 1940, as
amended (the “Investment Advisers Act”). For example, Covered Persons may not individually engage in certain transactions
with the Trust (such as the purchase or sale of securities or other property, except the Trust’s own fund shares) because of their
status as “affiliated persons” of the Trust. The Trust’s and the investment adviser’s compliance programs and
procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended
to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.
Although typically not presenting an opportunity
for improper personal benefit, conflicts may arise from, or as a result of, the contractual relationship between the Trust and its investment
adviser and/or administrator of which the Covered Persons are also officers or employees. As a result, this Code recognizes that the
Covered Persons will, in the normal course of their duties (whether formally for the Trust or for the adviser and/or administrator, or
for both), be involved in establishing policies and implementing decisions that will have different effects on the adviser and/or administrator
and the Trust. The participation of the Covered Persons in such activities is inherent in the contractual relationship between the Trust
and its investment adviser and/or administrator and is consistent with the performance by the Covered Persons of their duties as officers
of the Trust. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such
activities will be deemed to have been handled ethically.
Other conflicts of interest are covered
by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers
Act. The following list provides examples of conflicts of interest under the Code, but Covered Persons should keep in mind that these
examples are not exhaustive. The overarching principle is that the personal interest of a Covered Person should not be placed improperly
before the interest of the Trust.
Each Covered Person must:
• not use his or her personal
influence or personal relationships improperly to influence investment decisions or financial reporting by the Trust whereby the Covered
Person would benefit personally to the detriment of the Trust; and
• not cause the Trust to
take action, or fail to take action, for the individual personal benefit of the Covered Person rather than for the benefit of the Trust.
There are some conflict of interest
situations that should be discussed with the Chief Compliance Officer if material. Examples of these include:
• any ownership interest in,
or any consulting or employment relationship with, any of the Trust’s service providers, other than its investment adviser, principal
underwriter, administrator or any affiliated person thereof; and
• a direct or indirect financial
interest in commissions, transaction charges or spreads paid by the Trust for effecting portfolio transactions or for selling or redeeming
shares other than an interest arising from the Covered Person’s employment, such as compensation or equity ownership.
| IV. | Accurate,
Complete, Timely and Understandable Information |
The Covered Persons are responsible
for ensuring that Trust’s shareholders and the public receive financial and other information that is accurate, complete, timely
and understandable. Covered Persons are obligated to comply with all laws and regulations governing the public disclosure of Trust information.
All public statements, whether oral or written, must be understandable and accurate, with no material omissions.
The books and records of the Trust
must be kept accurate and current to ensure that the public receives information that is full, fair, accurate, complete and timely. The
Covered Persons must ensure that transactions are completely and accurately recorded on the Trust’s books and records in accordance
with generally accepted accounting principles. Economic evaluations must fairly represent all information relevant to the evaluation
being made. No secret or unrecorded cash funds or other assets may be established or maintained for any purpose. Each Covered Person
shall also comply with the Trust’s disclosure controls and procedures and the Trust’s internal controls and procedures for
financial reporting.
The Audit Committee may grant a waiver
from one or more provisions of this Code of Ethics upon the request of a Covered Person and after a review of the relevant facts and
circumstances. The decision by the Audit Committee whether to grant a waiver from this Code of Ethics shall be final.
“Waiver” shall mean the
approval of a material departure from a provision of this Code of Ethics. If an executive officer becomes aware of a material departure
from a provision of this Code of Ethics by any Covered Person, he or she shall immediately report such violation to the Chief Compliance
Officer or the Audit Committee, as appropriate. The Chief Compliance Officer shall promptly report the violation to the Audit Committee.
If the Audit Committee fails to take action with respect to the violation within ten business days, the Trust shall be deemed to have
made an “implicit waiver” from this Code of Ethics.
If a waiver from one or more provisions
of Section II of this Code of Ethics is granted by the Audit Committee to any Covered Person, including an implicit waiver, the Audit
Committee shall direct the Trust to (a) post a notice and description of the waiver on the each applicable Fund’s website within
five business days following the waiver, including the name of the person to whom the Trust granted the waiver and the date of the waiver,
maintain such notice on the website for at least 12 months, and retain such notice for a period of at least 6 years following the end
of the fiscal year in which the waiver occurred; or (b) include a description of the waiver in the Trust’s next report on Form
N-CSR relating to the applicable Fund. If the waiver will be disclosed via a Fund’s website, the Trust must have first disclosed
in its most recent Form N-CSR relating to the applicable Fund that it intends to disclose these events on the Fund’s website and
website’s address.
This Code of Ethics may be amended
by the Audit Committee as it deems appropriate. If a provision of the Code of Ethics that applies to any Covered Person and that relates
to one or more provisions of Section II of this Code is amended, the Audit Committee shall direct the applicable Fund to (a) post a notice
and description of the amendment on the Fund’s website within five business days following the amendment, maintain such notice
on the website for at least 12
months, and retain such notice for
a period of at least 6 years following the end of the fiscal year in which the amendment occurred; or (b) include a description of the
amendment in the Trust’s next report on Form N-CSR relating to the applicable Fund. If the amendment will be disclosed via a Fund’s
website, the rules applicable to website postings of waivers, discussed in Section V above, apply. Technical, administrative or other
non-substantive amendments to the Code of Ethics need not be disclosed.
If the Audit Committee becomes aware of an actual
or potential violation of this Code of Ethics, it shall direct an investigation into the facts and circumstances surrounding the violation.
If a violation is found, the Audit Committee may impose on the
Covered Person found to be in violation of this Code of Ethics any of a wide range of consequences as it deems appropriate, including
warnings or letters of reprimand for less significant, first-time offenses, fines, reduced professional duties, suspension without pay
and, in the most serious cases, termination.
The Audit Committee shall direct the
Trust to make this Code of Ethics publicly available through one of the following three methods: (1) filing the Code as an exhibit to
the Trust’s annual report on Form N-CSR relating to each Fund; (2) posting the text of the Code on the applicable Fund’s
website, provided that the Fund has first disclosed the website’s address and intent to provide disclosure in this manner in its
most report on Form N-CSR and provided further that the text of the Code remains on the applicable Fund’s website for as long as
the Trust remains subject to the SEC’s rules promulgated under Section 406 of Sarbanes-Oxley ; or (3) providing an undertaking
in its most recent report on Form N-CSR relating to each applicable Fund to provide a copy of the Code of Ethics to any person without
charge upon request.
Each Covered Person shall, in the
form attached hereto as Appendix A, acknowledge receipt of and compliance with the Code of Ethics upon adoption of this Code of Ethics
or when initially hired, whichever occurs later. Each Covered Person shall annually, in the form attached hereto as Appendix B, acknowledge
receipt of and compliance with this Code of Ethics.
All reports and records prepared or
maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise
required by law or this Code or in the course of investigating any alleged violation of this Code, such matters shall not be disclosed
to anyone other than the Board, its counsel, the Trust, its counsel, the investment adviser, and its counsel.
The Code is intended solely for the internal use by
the Trust and does not constitute an admission, by or on behalf of any Trust, as to any fact, circumstance, or legal conclusion.
Adopted: March 27, 2012
Amended: April 21, 2022