What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2022-03-07 compared with 2021-03-26 · 56 added, 76 removed, 320 unchanged (29% of the section changed)

6 unchanged sentences

Changes in Internal Control over Financial Reporting

There was no change in the Trust’s internal control over financial reporting that occurred during the Trust’s most recently completed fiscal quarter ended December 31, 2020 that has materially affected, or is reasonably likely to materially affect, these internal controls.

There was no change in the Trust’s internal controls over financial reporting that occurred during the Trust’s most recently completed fiscal year ended December 31, 2021 that has materially affected, or is reasonably likely to materially affect, these internal controls.

Management’s Report on Internal Control over Financial Reporting

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Not applicable.

Disclosure Regarding Foreign Jurisdiction that Prevents Inspections.

Not applicable.

Directors, Executive Officers and Corporate Governance.

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He currently serves as the principal financial officer, treasurer and principal accounting officer of the Goldman Sachs Trust, Goldman Sachs Variable Insurance Trust, Goldman Sachs Trust II, Goldman Sachs ETF Trust, Goldman Sachs MLP and Energy Renaissance Fund and Goldman Sachs Real Estate Diversified Income Fund.

In addition, he serves as the interim chief financial officer and interim treasurer for Goldman Sachs BDC, Inc., Goldman Sachs Private Middle Market Credit LLC, Goldman Sachs Private Middle Market Credit II LLC and Goldman Sachs Middle Market Lending LLC II.

Prior to joining the Sponsor, Mr.

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Principal Accounting Fees and Services.

The table below summarizes the aggregate fees for services performed by PricewaterhouseCoopers LLP, as applicable, for the year ended December 31, 2020:

The table below summarizes the aggregate fees for services performed by PricewaterhouseCoopers LLP, as applicable, for the years ended December 31, 2021 and 2020 were:

Audit-related fees

The table below summarizes the aggregate fees for services performed by KPMG LLP, as applicable, for the nine months ended September 30, 2020 and the year ended December 31, 2019:

The table below summarizes the aggregate fees for services performed by KPMG LLP, as applicable, for the year ended December 31, 2020 was:

Audit-related fees

In the tables above, in accordance with the SEC’s definitions and rules, Audit fees are fees paid to accountants for professional services for the audit of the Trust’s financial statements included in the Form 10-K

In the table above, in accordance with the SEC’s definitions and rules, Audit fees are fees paid to accountants for professional services for the audit of the Trust’s financial statements included in the Form 10-K

and review of financial statements included in the Forms 10-Q,

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Form of Certificate of Shares of the Trust (included as Exhibit A to the First Amended and Restated Depository Trust Agreement)

Description of the Shares of Goldman Sachs Physical Gold ETF Shares

Description of the Shares of Goldman Sachs Physical Gold ETF Shares (incorporated by reference from Exhibit 4.5 to the Form 10-K filed on March 26, 2021)

Allocated Gold Account Agreement (incorporated by reference from Exhibit 10.1 to the Form 8-K filed on December 14, 2020)

1 unchanged sentence

Consent of PricewaterhouseCoopers LLP

Consent of KPMG LLP

Exhibit Description

Certifications of the Principal Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021

Certifications of the Principal Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021

Exhibit Description

Certifications of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021

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Amendment to License Agreement (incorporated by reference from Exhibit 99.4 to the Form 8-K filed on December 14, 2020)

Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

Inline XBRL Instance Document-the

instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

Inline XBRL Taxonomy Extension Schema Document

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Michael Crinieri

Global Head of Exchange Traded Funds

(Principal Executive Officer)

Global Head of Exchange Traded Funds (Principal Executive Officer)

March 7, 2022

1 unchanged sentence

Joseph DiMaria

Managing Director

(Principal Financial and Accounting Officer)

Managing Director (Principal Financial and Accounting Officer)

March 7, 2022

2 unchanged sentences

FINANCIAL STATEMENTS AS OF DECEMBER 31, 2021

Reports of Independent Registered Public Accounting Firms

Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )

Statements of Assets and Liabilities at December 31, 2021 and 2020

Schedules of Investments at December 31, 2021 and 2020

Statements of Operations for the Years Ended December 31, 2020 and 2019

Statements of Changes in Net Assets for the Years Ended December 31, 2020 and 2019

Financial Highlights for the Years Ended December 31, 2020 and 2019

Statements of Operations for the Year Ended December 31, 2021 and 2020

Statements of Changes in Net Assets for the Year Ended December 31, 2021 and 2020

Financial Highlights for the Year Ended December 31, 2021 and 2020

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Sponsor and Shareholders of Goldman Sachs Physical Gold ETF

To the Sponsor and Shareholders of Goldman Sachs Physical Gold E

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments,

of the Goldman Sachs Physical Gold ETF

(the “Trust”) as of December 31, 2020, and the related statements of operations and changes in net assets for the year then ended, including the related notes, and the financial highlights for the year ended December 31, 2020 (collectively referred to as the “financial statements”).

In our opinion, the

financial statements present fairly, in all material respects, the financial position of the Trust as of December 31, 2020, and the results of its operations, changes in its net assets, and the financial highlights for the year then ended

in conformity with accounting principles generally accepted in the United States of America.

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of the Goldman Sachs Physical Gold ETF (the “Trust”) as of December 31, 2021 and December 31, 2020 and the related statements of operations and changes in net assets for the years then ended, including the related notes, and the financial highlights (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Trust as of December 31, 2021 and December 31, 2020 and the results of its operations, changes in its net assets, and the financial highlights for each of the two years in the period ended December 31, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management.

Our responsibility is to express an opinion on the Trust’s financial statements based on our audit.

Our responsibility is to express an opinion on the Trust’s 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 Trust 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 audit of these financial statements in accordance with the standards of the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.

As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.

Accordingly, we express no such opinion.

Our audit 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.

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 audit 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 audit provides a reasonable basis for our opinion.

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.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

March 26, 2021

We have served as the Trust’s auditor since 2020.

Report of Independent Registered Public Accounting Firm

To the Directors of Exchange Traded Concepts, LLC, as the Administrative Sponsor, the Audit Committee Established, and Shareholders of Perth Mint Physical Gold ETF:

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of Perth Mint Physical Gold ETF (the Trust), including the schedules of investments, as of December 31, 2019, the related statements of operations and changes in net assets for the year ended December 31, 2019, and the related notes (collectively, the financial statements) and the financial highlights for the year ended December 31, 2019.

In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Trust as of December 31, 2019, the results of its operations, the changes in its net assets and the financial highlights for the year ended December 31, 2019, in conformity with U.S.

generally accepted accounting principles.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Trust’s management.

Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud.

The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.

Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights.

We believe that our audit provides a reasonable basis for our opinion.

We served as the Trust’s auditor from 2018 to 2020.

Columbus, Ohio

March 13, 2020

Goldman Sachs Physical Gold ETF

2 unchanged sentences

December 31, 2020

Investment in gold, at fair value (cost $ 430,705,448 and $ 148,728,580 , respectively)

Investment in gold, at fair value (cost $ 408,696,923 and $ 430,705,448

, respectively)

Sponsor fee payable

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Net realized gain (loss) on gold transferred to pay expenses

Net realized gain (loss)

Net realized gain

Net change in unrealized appreciation (depreciation) on investment in gold

Net realized and unrealized gain (loss) from operations

Net income per share

Net Income (Loss)

Net income (loss) per share

Average number of shares

3 unchanged sentences

Net Assets, beginning of period

( 146,246,592

Net creations (redemptions)

Net investment loss

Net realized gain (loss)

Net change in unrealized appreciation investments in gold

Net realized gain

Net change in unrealized appreciation (depreciation) investments in gold

Net Assets, end of period

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The Trust issues and redeems Baskets on an ongoing basis at net asset value (“NAV” or “Net Asset Value”) to and from Authorized Participants who have entered into a contract with the Sponsor and the Trustee.

As of December 31, 2021, each of Virtu Americas LLC and Goldman Sachs & Co.

LLC has signed an Authorized Participant Agreement with the Sponsor and the Trustee, and may create and redeem Baskets .

Prior to December 14, 2020, Gold Corporation (the “Prior Custodial Sponsor”) and Exchange Traded Concepts, LLC (the “Prior Administrative Sponsor” and, together with the Prior Custodial Sponsor, the “Prior Sponsors”) were the sponsors of the Trust.

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The Trust is not actively-managed.

The shares trade on the NYSE Arca Marketplace (“NYSE Arca”) under the symbol “AAAU.”

The Shares trade on the Cboe BZX

Exchange, Inc.

(“Cboe BZX Exchange”) under the symbol “AAAU.” Effective February 3, 2022, the listing of the Trust was transferred from NYSE Arca to Cboe BZX Exchange.

The Trust’s fiscal year-end

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ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

On each business day that the NYSE Arca is open for regular trading, as promptly as practicable after 4:00 p.m.

On each business day that the Cboe BZX Exchange is open for regular trading, as promptly as practicable after 4:00 p.m.

New York City time, the Trustee will value the gold held by the Trust and will determine the Net Asset Value of the Trust.

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dollars per fine troy ounce (“fine ounce”).

If no LBMA Gold Price PM is available for the day, the Trustee will value the Trust’s gold based on the most recently announced LBMA Gold Price PM or LBMA Gold Price AM.

If no LBMA Gold Price PM is available for the required day, the trustee uses the LBMA Gold Price AM.

If no LBMA Gold Price PM or LBMA Gold Price AM is available for the day, the Trustee values the Trust’s gold based on the most recently announced LBMA Gold Price PM or LBMA Gold Price AM.

If the Sponsor determines that such price is inappropriate to use, it must identify an alternate basis for evaluation to be employed by the Trustee.

3 unchanged sentences

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.

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

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the

lowest priority to unobservable inputs (Level 3 measurements).

The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The levels used for classifying investments are not

necessarily an indication of the risk associated with investing in these investments.

The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments.

The three levels of the fair value hierarchy are described below:

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With respect to the fees payable to the Prior Sponsors, which were payable in gold, such fees were subsequently measured at the fair value of gold accrued with any gain or loss recorded in the Statements of Operations.

Realized gains and losses result from the transfer of gold for share redemptions and are recognized on a trade date basis as the difference between the fair value and cost of gold

Realized gains and losses result from the transfer of gold for share redemptions and are recognized on a trade date basis as the difference between the fair value and cost of gold transferred.

The cost of gold is determined using the specific identification method.

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Generally, ownership of the gold is transferred within two business days of the trade date.

As of December 31, 2021 and December 31, 2020, the Trust did not have a gold receivable or payable outstanding .

Creations and Redemptions of Shares

7 unchanged sentences

Authorized Participants who make deposits with the Trust in exchange for Baskets will receive no fees, commissions or other form of compensation or inducement of any kind from either a Sponsor or the Trust, and no such person has any obligation or responsibility to a Sponsor or the Trust to affect any sale or resale of shares.

Changes in the shares during the years ended December

31, 2020 and 2019 are:

Changes in the shares during the years ended December 31, 2021 and 2020 are:

Beginning Share Balance

Creations (representing 693 and

baskets, respectively)

Redemptions (representing 72 and –

baskets, respectively)

Creations (representing 173 and 693 baskets, respectively)

Redemptions (representing 320 and 72 baskets, respectively)

Ending Share Balance

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Balance at December 31, 2020

( 146,246,592

Net realized gain (loss) from gold bullion distributed for redemptions

4 unchanged sentences

Balance at December 31, 2019

Net realized gain (loss) from gold bullion distributed for redemptions

Transfer of gold to pay expenses

Net realized gain (loss) from gold transferred to pay expenses

Change in unrealized appreciation (depreciation) on investment in gold

6 unchanged sentences

the marketing expenses of the Trust;

the listing fees of the Trust on the NYSE Arca;

the listing fees of the Trust on the Cboe BZX Exchange;

registration fees associated with the Trust charged by the SEC;

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Several factors could affect the price of gold:

(i) global gold supply and demand, which is influenced by such factors as forward selling by gold producers, purchases made by gold producers to unwind gold hedge positions, central bank purchases and sales, and production and cost levels in major gold-producing countries, and new production projects;

production and cost levels in major gold-producing countries, and new production projects;

(ii) investors’ expectations regarding future inflation rates;

6 unchanged sentences

INDEMNIFICATION

The Trust Agreement provides that the Trustee, its directors, officers, employees, shareholders, agents and affiliates (as defined under the Securities Act of 1933, as amended) shall be indemnified from the Trust and held harmless against any loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of its obligations under the Trust Agreement and under each other agreement entered into by the Trustee in furtherance of the administration of the Trust (including the Custody Agreement and any Authorized Participant Agreement, including the Trustee’s indemnification obligations under these agreements), or otherwise by reason of the Trustee’s acceptance or administration of the Trust to the extent such loss, liability or expense was incurred without (i) gross negligence, bad faith, willful misconduct or willful

malfeasance on the part of such indemnified party in connection with the performance of its obligations under the Trust Agreement or any such other agreement, or any actions taken in accordance with the provisions of this Agreement or any such other agreement, or (ii) reckless disregard on the part of such indemnified party of its obligations and duties under the Trust Agreement or any such other agreement.

Agreement provides that the Trustee, its directors, officers, employees, shareholders, agents and affiliates (as defined under the Securities Act of 1933, as amended) shall be indemnified from the Trust and held harmless against any loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of its obligations under the Trust Agreement and under each other agreement entered into by the Trustee in furtherance of the administration of the Trust (including the Custody Agreement and any Authorized Participant Agreement, including the Trustee’s indemnification obligations under these agreements), or otherwise by reason of the Trustee’s acceptance or administration of the Trust to the extent such loss, liability or expense was incurred without (i) gross negligence, bad faith, willful misconduct or willful malfeasance on the part of such indemnified party in connection with the performance of its obligations under the Trust Agreement or any such other agreement, or any actions taken in accordance with the provisions of this Agreement or any such other agreement, or (ii) reckless disregard on the part of such indemnified party of its obligations and duties under the Trust Agreement or any such other agreement.

Each indemnified party shall be indemnified from the Trust and held harmless against any loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or in connection with any services the Custodian may, directly or indirectly, separately offer or provide to any beneficial owner.

7 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures