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Item 9A. Controls and Procedures

2022-09-26 compared with 2021-09-10 · 233 added, 256 removed, 131 unchanged (79% of the section changed)

Disclosure Controls and Procedures

The Trust and the Fund maintain disclosure controls

and procedures that are designed to ensure that material information required to be disclosed in the Trust’s periodic reports filed

or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time period

specified in the SEC’s rules and forms.

The duly appointed officers of the Sponsor, including

its principal executive officer and principal financial officer, have evaluated the effectiveness of the Trust’s and the Fund’s

disclosure controls and procedures and have concluded that the disclosure controls and procedures of the Trust and the Fund have been

effective as of the end of the period covered by this annual report on Form 10-K.

Management’s Annual Report on Internal Control Over Financial

Controls and Procedures.

Controls and Procedures

Trust and the Fund maintain disclosure controls and procedures that are designed to ensure that material information required to be disclosed

in the Trust’s periodic reports filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed,

summarized and reported within the time period specified in the SEC’s rules and forms.

duly appointed officers of the Sponsor, including its principal executive officer and principal financial officer, have evaluated the

effectiveness of the Trust’s and the Fund’s disclosure controls and procedures and have concluded that the disclosure controls

and procedures of the Trust and the Fund have been effective as of the end of the period covered by this annual report on Form 10-K.

Annual Report on Internal Control Over Financial Reporting

This Report does not include a report of management’s

1 unchanged sentence

firm due to a transition period established by rules of the SEC for newly public companies.

Management of the Sponsor, on behalf of the Trust

and the Fund are responsible for establishing and maintaining adequate internal control over financial reporting.

The Trust and each

Fund’s internal control system is designed to provide reasonable assurance to the Sponsor regarding the preparation and fair presentation

of published financial statements.

All internal control systems, no matter how well designed, have inherent limitations.

Therefore, even

those system determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Management of the Sponsor, including Samuel Masucci

III, Principal Executive Officer of the Sponsor, and John A.

Flanagan, Principal Financial Officer of the Sponsor, who perform functions

equivalent to those of a principal executive officer and principal financial officer of the Trust if the Trust had any officers, assessed

the effectiveness of the Trust’s and the Fund’s internal control over financial reporting as of June 30, 2021.

this assessment, it used the criteria in the Internal Control – Integrated framework issued by the Committee of Sponsoring Organizations

of the Treadway Commission in 2013.

Based on the assessment, Management believes that, as of June 30, 2021, the internal control over

financial reporting is effective for the Trust and the Fund.

Change in Internal Control Over Financial Reporting

There were no changes in the Trust’s or

the Fund’s internal control over financial reporting during the last fiscal quarter that have materially affected, or are reasonably

likely to materially affect, the Trust’s or the Fund’s internal control over financial reporting.

of the Sponsor, on behalf of the Trust and the Fund are responsible for establishing and maintaining adequate internal control over financial

The Trust and the Fund’s internal control system is designed to provide reasonable assurance to the Sponsor regarding

the preparation and fair presentation of published financial statements.

All internal control systems, no matter how well designed, have

inherent limitations.

Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to

financial statement preparation and presentation.

of the Sponsor, including Samuel Masucci III, Principal Executive Officer of the Sponsor, and John A.

Flanagan, Principal Financial

Officer of the Sponsor, who perform functions equivalent to those of a principal executive officer and principal financial officer of

the Trust if the Trust had any officers, assessed the effectiveness of the Trust’s and the Fund’s internal control over financial

reporting as of June 30, 2022.

In making this assessment, it used the criteria in the Internal Control – Integrated framework issued

by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

Based on the assessment, Management believes that, as

of June 30, 2022, the internal control over financial reporting is effective for the Trust and the Fund.

Change in Internal

Control Over Financial Reporting

were no changes in the Trust’s or the Fund’s internal control over financial reporting during the last fiscal quarter that

have materially affected, or are reasonably likely to materially affect, the Trust’s or the Fund’s internal control over

financial reporting.

Other Information.

Breakwave has agreed to waive its license and

services fee and the Sponsor has agreed to correspondingly assume the remaining expenses of BDRY so that the Fund's total annual expenses

(excluding brokerage commissions, interest expense, and extraordinary expenses) do not exceed 3.50%

per annum through September 30, 2022.

The foregoing is a summary description of the

Fee Waiver Agreement and the Expense Limitation Agreement, which are filed with this Annual Report on Form 10-K as Exhibits 10.16 and

10.17, respectively, and are incorporated by reference.

Disclosure Regarding Foreign Jurisdictions

that Prevent Inspections.

Not applicable.

Directors, Executive Officers and

Corporate Governance.

The Sponsor and its Management

Neither the Trust nor the Fund have executive

Pursuant to the terms of the Trust Agreements for the Fund, the Fund’s affairs are managed by the Sponsor.

and affairs of the Sponsor are managed by its chief executive officer, Samuel R.

has agreed to waive its license and services fee and the Sponsor has agreed to correspondingly assume the remaining expenses of BDRY

so that the Fund’s total annual expenses (excluding brokerage commissions, interest expense, and extraordinary expenses) do not exceed

3.50% per annum through March 31, 2024.

foregoing is a summary description of the Fee Waiver Agreement and the Expense Limitation Agreement, which are filed with this Annual

Report on Form 10-K as Exhibits 10.16 and 10.17, respectively, and are incorporated by reference.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Executive Officers and Corporate Governance.

and its Management

the Trust nor the Fund have executive officers.

Pursuant to the terms of the Trust Agreements for the Fund, the Fund’s affairs

are managed by the Sponsor.

The business and affairs of the Sponsor are managed by its chief executive officer, Samuel R.

Masucci, III.

The following are individual Principals, as that

term is defined in CFTC Rule 3.1, for the Sponsor:

following are individual Principals, as that term is defined in CFTC Rule 3.1, for the Sponsor:

Masucci, III, John A.

Flanagan, Matthew J.

Bromberg, Reshma A.

Bromberg and Reshma A.

These individuals are principals due to their positions;

Masucci is also a principal due to his controlling

stake in ETFMG.

is also a principal due to his controlling stake in ETFMG.

Masucci, III .

is the founder of ETFMG and has been its Managing Owner since its formation in November 2013.

Masucci was listed as a principal,

as that term is defined in CFTC Rule 3.1, of the Sponsor on September 23, 2014.

Masucci serves as Chairman and Chief Executive Officer

of ETFMG with responsibilities for managing all ETF listed products and related service activities.

Masucci became the Chief Executive

Officer of Factor Advisors, LLC, a financial services company, and as the Chairman since March 2013;

Masucci is the founder of ETFMG and has been its Managing Owner since its formation in November 2013.

Masucci was listed as a principal, as that term is defined in CFTC Rule 3.1, of the Sponsor on September 23, 2014.

Masucci serves

as Chairman and Chief Executive Officer of ETFMG with responsibilities for managing all ETF listed products and related service activities.

Masucci became the Chief Executive Officer of Factor Advisors, LLC, a financial services company, and as the Chairman since March

in this position Mr.

the founder of ETFMG and has been its Managing Owner since its formation in November 2013.

Masucci was listed as a principal, as

that term is defined in CFTC Rule 3.1, of the Sponsor on September 23, 2014.

Masucci serves as Chairman and Chief Executive Officer

of ETFMG with responsibilities for managing all ETF listed products and related service activities.

Masucci became the Chief Executive

Officer of Factor Advisors, LLC (“Factor Advisors”) in June 2012, a financial services company, and became the Chairman in

Masucci is the founder of ETFMG and has been its Managing Owner since its formation in November 2013.

Masucci was listed as a principal, as that term is defined in CFTC Rule 3.1, of the Sponsor on September 23, 2014.

Masucci serves

as Chairman and Chief Executive Officer of ETFMG with responsibilities for managing all ETF listed products and related service activities.

Masucci became the Chief Executive Officer of Factor Advisors, LLC (“Factor Advisors”) in June 2012, a financial services

company, and became the Chairman in March 2013;

in this position Mr.

Masucci was listed as a principal of Factor Capital Management LLC (“Factor Capital”) on

June 20, 2012 and deregistered as a principal on September 23, 2014.

Masucci became the Chief Executive Officer of GENCAP Ventures,

LLC, a financial services company, in May 2012 and was responsible for managing all ETF issues and related service activities.

was the parent of Factor Capital and Factor Advisors.

Masucci was listed as a principal of Factor Capital Management LLC

(“Factor Capital”) on June 20, 2012 and deregistered as a principal on September 23, 2014.

Masucci became the Chief Executive

Officer of GENCAP Ventures, LLC, a financial services company, in May 2012 and was responsible for managing all ETF issues and related

service activities.

Gencap was the parent of Factor Capital and Factor Advisors.

ETFMG acquired Gencap in November 2013.

Masucci was out of the job market from

January to May 2012.

Masucci worked as Chief Executive Officer for MacroMarkets LLC, a financial services company, from April 2005

to December 2011, with responsibility for running the day to day operations of an issuer of public securities and a registered broker-dealer.

was out of the job market from January to May 2012.

Masucci worked as Chief Executive Officer for MacroMarkets LLC, a financial services

company, from April 2005 to December 2011, with responsibility for running the day to day operations of an issuer of public securities

and a registered broker-dealer.

From April 2005 to December 2011, Mr.

Masucci also worked as the Chief Executive Officer, managing partner and Chief Compliance Officer

of Macro Financial LLC, which as its main business was a registered broker-dealer.

From July 2001 to April 2005, Mr.

Masucci worked as

an owner and manager of The Cobblestone Group.

The main business of The Cobblestone Group was fixed income consulting to the investment

banking and commercial banking industries.

Masucci also worked as the Chief Executive Officer, managing partner

and Chief Compliance Officer of Macro Financial LLC, which as its main business was a registered broker-dealer.

From July 2001 to April

Masucci worked as an owner and manager of The Cobblestone Group.

The main business of The Cobblestone Group was fixed income

consulting to the investment banking and commercial banking industries.

From March 1999 to June 2001, Mr.

Masucci worked in mortgage trading as a Managing Director

for Bear Stearns Inc., a financial institution.

Masucci was out of the job market from December 1998 to February 1999.

1996 to November 1998, Mr.

Masucci worked at SBC Warburg/UBS, a financial institution, as an Executive Director managing an asset backed

securities group.

Masucci worked in mortgage

trading as a Managing Director for Bear Stearns Inc., a financial institution.

Masucci was out of the job market from December 1998

to February 1999.

From June 1996 to November 1998, Mr.

Masucci worked at SBC Warburg/UBS, a financial institution, as an Executive Director

managing an asset backed securities group.

From January 1992 to June 1996, Mr.

Masucci worked in structured products (specifically, structuring mortgage derivatives

and hedge funds), at Merrill Lynch, a financial institution, as a Vice President.

From January 1990 to January 1992, Mr.

Masucci worked

as a financial consultant for Merrill Lynch, a financial institution, in the private client group in connection with retail investors.

Masucci worked in structured products (specifically, structuring

mortgage derivatives and hedge funds), at Merrill Lynch, a financial institution, as a Vice President.

From January 1990 to January 1992,

Masucci worked as a financial consultant for Merrill Lynch, a financial institution, in the private client group in connection with

retail investors.

From November 1987 to January 1990, Mr.

Masucci worked at MetLife Insurance Company, an insurance company, as a retail salesperson qualified

to sell financial and insurance products to retail clients.

Masucci worked at MetLife Insurance Company, an insurance company, as a retail

salesperson qualified to sell financial and insurance products to retail clients.

From August 1984 to October 1987, Mr.

Masucci worked as a manager of jobsites

for Forestdale Inc., which is a residential property developer.

Masucci worked

as a manager of jobsites for Forestdale Inc., which is a residential property developer.

Masucci received his B.S.

from Penn State University in Finance in

serves as the Principal Financial Officer of the Sponsor and the Trust.

Flanagan was listed as a principal, as that term is defined

in CFTC Rule 3.1, of the Sponsor on January 8, 2015.

from Penn State

University in Finance in July 1984.

Flanagan serves as the Principal Financial Officer of the Sponsor and the Trust.

Flanagan was listed as

a principal, as that term is defined in CFTC Rule 3.1, of the Sponsor on January 8, 2015.

Since June 2014, Mr.

Flanagan has served as an Independent Trustee of Absolute Shares

Trust, a multi-series exchange traded fund.

Flanagan has been the President and sole owner of John A.

Flanagan has served as

an Independent Trustee of Absolute Shares Trust, a multi-series exchange traded fund.

Flanagan has been the President and sole owner

Flanagan CPA, LLC since December 2010.

Flanagan was Chief Financial Officer of MacroMarkets LLC, an exchange traded fund issuer from January 2007 to December 2010.

serves as the General Counsel of the Sponsor.

Bromberg was listed as a principal of the Sponsor in September 2020.

Prior to joining

the Sponsor, from 2019 to 2020, Mr.

Bromberg was an investment management partner at the law firm Dorsey & Whitney where

he provided counsel to investment advisers relating to private investment funds, ETFs and mutual funds, as well as to separately managed

account and wrap fee program sponsors.

Flanagan was Chief Financial Officer of MacroMarkets LLC, an exchange traded fund

issuer from January 2007 to December 2010.

Bromberg serves as the General Counsel of the Sponsor.

Bromberg was listed as a principal of the Sponsor

in September 2020.

Prior to joining the Sponsor, from 2019 to 2020, Mr.

Bromberg was an investment management partner at the law firm

Dorsey & Whitney where he provided counsel to investment advisers relating to private investment funds, ETFs and mutual

funds, as well as to separately managed account and wrap fee program sponsors.

From 2016 to 2019, Mr.

Bromberg served as General Counsel of WBI Investments, Inc., a registered

investment adviser and ETF sponsor.

Bromberg served as General Counsel

of WBI Investments, Inc., a registered investment adviser and ETF sponsor.

During the same period, Mr.

Bromberg also served as General Counsel to Millington Securities, Inc.,

a broker-dealer affiliate of WBI Investments, Inc.

Bromberg also served as General

Counsel to Millington Securities, Inc., a broker-dealer affiliate of WBI Investments, Inc.

From 2014 to 2015 Mr.

Bromberg was an investment management partner at the law firm

of Reed Smith.

Bromberg was an investment

management partner at the law firm of Reed Smith.

From 2014 to 2015 and 2006 to 2013, Mr.

Bromberg served as Senior Managing Counsel to the Asset Servicing Division of

Bromberg was in private practice, at the law firm of King & Spalding between 2013 and 2014, where he represented

financial institutions in transactional and regulatory matters with a focus on investment advisers, registered public funds, private

investment funds, banks, and broker-dealers.

Bromberg served as Senior Managing Counsel

to the Asset Servicing Division of BNY Mellon.

Bromberg was in private practice, at the law firm of King & Spalding

between 2013 and 2014, where he represented financial institutions in transactional and regulatory matters with a focus on investment

advisers, registered public funds, private investment funds, banks, and broker-dealers.

Bromberg received his B.A.

in English Literature from The State University of New York

at Albany and a J.D.

in English Literature

from The State University of New York at Albany and a J.D.

from Brooklyn Law School.

serves as the Chief Compliance Officer of the Sponsor and the Trust.

Tanczos was listed as a principal of the Sponsor on July 27,

Tanczos serves as the Chief Compliance Officer of the Sponsor and the Trust.

Tanczos was listed as a principal

of the Sponsor on July 27, 2016.

Prior to joining the Sponsor, from October 2007 to July 2016, Mrs.

Tanczos was a Partner at the law firm Crow & Cushing where

she counseled clients in the financial services and money management industry focusing on SEC, CFTC, NFA and FINRA regulatory compliance.

Tanczos was a Partner at the law

firm Crow & Cushing where she counseled clients in the financial services and money management industry focusing on SEC, CFTC, NFA

and FINRA regulatory compliance.

From September 2006 to September 2007, Mrs.

Tanczos clerked for the Honorable Philip L.

Paley, Superior Court of New Jersey, Law Division.

Paley, Superior

Court of New Jersey, Law Division.

Tanczos received her B.S.

in Economics from The George Washington University in May 2000 and a J.D.

from Case Western Reserve University

School of Law in May 2006.

Ryder has been

a member of the portfolio management team of the Sponsor since January 2018.

Ryder has been listed as a principal of the Sponsor

since May 22, 2018, associated person, swap associated person and NFA associate member of the Sponsor since June 1, 2018.

Ryder received

in Mathematics of Finance and Risk Management from the University of Michigan in 2017.

Commodity Trading Advisor

The Sponsor has also entered into a Licensing

and Services Agreement with Breakwave.

Under this agreement, Breakwave has agreed to compose and maintain the BDRY Benchmark Portfolio

and license to the Sponsor the use of the BDRY Benchmark Portfolio.

Breakwave is a limited liability company.

following individual is the President, sole investment professional and Principal, as that term is defined in CFTC Rule 3.1:

John Kartsonas.

in Economics from The George Washington University in May 2000 and

from Case Western Reserve University School of Law in May 2006.

Commodity Trading

Sponsor has also entered into a Licensing and Services Agreement with Breakwave.

Under this agreement, Breakwave has agreed to compose

and maintain the BDRY Benchmark Portfolio and license to the Sponsor the use of the BDRY Benchmark Portfolio.

is a limited liability company.

The following individual is the President, sole investment professional and Principal, as that term is

defined in CFTC Rule 3.1:

John Kartsonas .

is the Principal and Managing Partner of Breakwave Advisors LLC., a Commodity Trading Advisory firm based in New York.

was listed as a principal of the Sponsor on May 17, 2017.

He has been a registered associated person and an NFA associate member of Breakwave

since May 17, 2017.

John Kartsonas is the

Principal and Managing Partner of Breakwave Advisors LLC., a Commodity Trading Advisory firm based in New York.

Kartsonas was listed

as a principal of the Sponsor on May 17, 2017.

He has been a registered associated person and an NFA associate member of Breakwave since

May 17, 2017.

From 2017 to the present Mr.

Kartsonas has also served as a Director of Seanergy Maritime, an international shipping

company listed in the Nasdaq Capital Market.

Kartsonas has also served as a Director of Seanergy Maritime, an international shipping company

listed in the Nasdaq Capital Market.

Prior to that, Mr.

Kartsonas was a Senior Portfolio Manager at Carlyle Commodity Management

from October 2012 to January 2017, a commodity-focused investment firm based in New York and part of the Carlyle Group.

Kartsonas was a Senior Portfolio Manager at Carlyle Commodity Management from

October 2012 to January 2017, a commodity-focused investment firm based in New York and part of the Carlyle Group.

He was responsible

3 unchanged sentences

Code of Ethics

The Sponsor has adopted a Code of Business Conduct

and Ethics (the “Code of Ethics”) which applies to all of its officers (including senior financial officers) and employees;

the Sponsor’s Code of Ethics covers all officers and employees that manage the Trust and the Fund.

A printed copy of the Code of

Ethics is available to any person free of charge, upon request, by contracting the Sponsor at:

ETF Managers Group Commodity Trust I

c/o ETF Managers Capital LLC

30 Maple Street

Summit, NJ 07901

Executive Compensation.

The Fund has no employees, officers or directors

and is managed by the Sponsor.

None of the directors or officers of the Sponsor receive compensation from the Fund.

The Sponsor receives a management fee from BDRY,

monthly in arrears, in an amount equal to the greater of 0.15% per annum on the daily NAV of BDRY or $125,000.

The Sponsor has contractually

agreed to assume BDRY’s expenses (excluding brokerage fees, interest expense, and extraordinary

expenses) in order to cap BDRY’s total annual expenses at 3.50% per annum through September 30, 2022.

The management fees paid

to the Sponsor by BDRY amounted to $130,137 and $124,997 for the years ended June 30, 2021 and 2020, respectively.

The Sponsor received a management fee from RISE

prior to its liquidation, monthly in arrears, in an amount equal to the greater of 0.15% per annum of the value of the Fund’s

average daily net assets or $75,000.

The Sponsor had contractually agreed to waive the Sponsor Fee and/or assume the Fund’s Other

Expenses (which term excludes brokerage fees, interest expense, and extraordinary expenses) so that the Fund’s Total Annual Fund

Expenses did not exceed 1.00% per annum through the liquidation date.

The management fees paid to the Sponsor by RISE amounted to $25,068

and $74,999 for the year ended June 30, 2021 and 2020, respectively.

The Sponsor also provides Principal Financial

Officer, Chief Compliance Officer, Regulatory Reporting and Wholesale Support services to BDRY, and prior to its liquidation, RISE.

fees for each service provided to the BDRY, and prior to its liquidation, RISE, for the year ended June 30, 2021, all of which had been

paid, or accrued, at June 30, 2021, were as follows:

Principal Financial

Sponsor has adopted a Code of Business Conduct and Ethics (the “Code of Ethics”) which applies to all of its officers (including

senior financial officers) and employees;

the Sponsor’s Code of Ethics covers all officers and employees that manage the Trust

and the Fund.

A printed copy of the Code of Ethics is available to any person free of charge, upon request, by contracting the Sponsor

Managers Group Commodity Trust I

ETF Managers Capital LLC

Compensation.

Fund has no employees, officers or directors and is managed by the Sponsor.

None of the directors or officers of the Sponsor receive

compensation from the Fund.

Sponsor receives a management fee from BDRY, monthly in arrears, in an amount equal to the greater of 0.15% per annum on the daily NAV

of BDRY or $125,000.

The Sponsor has contractually agreed to assume BDRY’s expenses (excluding brokerage fees, interest expense,

and extraordinary expenses) in order to cap BDRY’s total annual expenses at 3.50% per annum through March 31, 2024.

The management

fees paid to the Sponsor by BDRY amounted to $131,335 and $130,137 for the years ended June 30, 2022 and 2021, respectively.

Sponsor received a management fee from RISE prior to its liquidation, monthly in arrears, in an amount equal to the greater of 0.15%

per annum of the value of the Fund’s average daily net assets or $75,000.

The Sponsor had contractually agreed to waive the Sponsor

Fee and/or assume the Fund’s Other Expenses (which term excludes brokerage fees, interest expense, and extraordinary expenses)

so that the Fund’s Total Annual Fund Expenses did not exceed 1.00% per annum through the liquidation date.

The management fees

paid to the Sponsor by RISE amounted to $25,068 for the year ended June 30, 2021.

Sponsor also provides Principal Financial Officer, Chief Compliance Officer, Regulatory Reporting and Wholesale Support services to BDRY.

The fees for each service provided to the BDRY for the year ended June 30, 2022, all of which had been paid, or accrued, at June 30,

2022, were as follows:

Principal Financial Officer

Chief Compliance Officer

Regulatory Reporting

In addition to the above, the Distributor provides

Distribution services to the Fund and to RISE, prior to its liquidation.

The fees for Distribution services paid to the Distributor were

$15,707 and $5,116, for BDRY and RISE, respectively, for the year ended June 30, 2021.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Security Ownership of Certain Beneficial Owners.

The following table sets forth shares as of June 30, 2021, information with respect to each person known to own beneficially more than

5% of the outstanding shares of any series in the Trust:

and Address of Beneficial Owner

and nature of

Beneficial Ownership

Morgan Securities, LLC

270 Park Avenue

New York, NY 10017

Wholesale Support

addition to the above, the Distributor provides Distribution services to the Fund.

The fees for Distribution services paid to the Distributor

were $15,707 for BDRY for the year ended June 30, 2022.

Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Ownership of Certain Beneficial Owners.

The following table sets forth shares as of June 30, 2022, information with respect to each person

known to own beneficially more than 5% of the outstanding shares of any series in the Trust:

Series of the Trust

Name and Address of Beneficial

Amount and nature of

Saxo Bank AS Philip Heymans Alle 15 Hellerup, Denmark

337,014 Shares

Security Ownership of Management.

None of the directors or executive officers of

the Sponsor owns any shares of the Fund.

Change in Control.

The Sponsor does not know of any arrangements

which may subsequently result in a change in the control of the Trust.

Certain Relationships and Related

Transactions, and Director Independence.

Certain Relationships and Related Transactions

See Items 11 and 12.

Neither the Trust nor the Fund entered into any

transaction in excess of $120,000 in which any related person had a direct or indirect material interest and the Trust and the Fund does

not propose to enter into any such transaction.

Director Independence

As an unincorporated entity, the registrant does

not have a Board of Directors.

Ownership of Management.

None of the directors

or executive officers of the Sponsor owns any shares of the Fund.

Sponsor does not know of any arrangements which may subsequently result in a change in the control of the Trust.

Relationships and Related Transactions, and Director Independence.

Relationships and Related Transactions

Items 11 and 12.

the Trust nor the Fund entered into any transaction in excess of $120,000 in which any related person had a direct or indirect material

interest and the Trust and the Fund does not propose to enter into any such transaction.

an unincorporated entity, the registrant does not have a Board of Directors.

Principal Accountant Fees and Services.

The fees for services accrued and/or billed to

BDRY and to RISE prior to its liquidation by its independent auditors for the year ended June 30, 2021 and 2020 were as follows:

The fees for services accrued and/or billed to BDRY

and to RISE prior to its liquidation by its independent auditors for the year ended June 30, 2022 and 2021 were as follows:

Audit-Related Fees

All Other Fees

Approval of Independent Registered Public

Accounting Firm Services and Fees

The Sponsor approved all of the services provided

by WithumSmith+Brown, PC to the Funds described above.

The Sponsor pre-approves all audit and allowed non-audit services of the Funds’

independent registered public accounting firm, including all engagement fees and terms.

Exhibits and Financial Statement Schedules.

of Independent Registered Public Accounting Firm Services and Fees

Sponsor approved all of the services provided by WithumSmith+Brown, PC to the Funds described above.

The Sponsor pre-approves all audit

and allowed non-audit services of the Funds’ independent registered public accounting firm, including all engagement fees and terms.

and Financial Statement Schedules.

See Index to Financial

5 unchanged sentences

filed by Item 601 of Regulation S-K.

Listed below are the exhibits which are filed

or furnished as part of this annual report on Form 10-K (according to the number assigned to them in Item 601 of Regulation S-K):

below are the exhibits which are filed or furnished as part of this annual report on Form 10-K (according to the number assigned to them

in Item 601 of Regulation S-K):

and Restated Declaration of Trust and Trust Agreement of the Registrant.

12 unchanged sentences

333-218453, filed on October 6, 2017.)

of Trust of the Registrant.

Certificate of Trust of the Registrant.

(Incorporated by reference to Pre-Effective Amendment No.

52 unchanged sentences

333-218453, filed on March 6, 2018.)

Waiver Agreement with respect to BDRY.

(Incorporated by reference to the Trust’s Annual Report on Form 10-K, filed on September

Fee Waiver Agreement with respect to BDRY.

(Incorporated by reference to the Trust’s Current Report on Form 8-K, filed on September 6, 2022.)

Limitation Agreement with respect to BDRY.

(Incorporated by reference to the Trust’s Annual Report on Form 10-K, filed on September

Consent of Sullivan & Worcester LLP.

(Incorporated by reference to the Trust’s Current Report on Form 8-K, filed on September 6, 2022.)

of Sullivan & Worcester LLP.

(Incorporated by reference to Form S-1 Registration Statement No.

1 unchanged sentence

Consent of WithumSmith & Brown, P.C.

(Filed herewith.)

Consent of Connolly & Company, P.C.

as to the Trust (Filed herewith.)

of WithumSmith & Brown, P.C.

as to the Sponsor.

(Incorporated by reference to the Trust’s Current Report on Form 8-K, filed on April 30, 2021.)

Certification by the Principal Executive Officer of the Registrant pursuant to Rules 13a-14 and 15d-14 of the Exchange Act.

(Incorporated by reference to the Trust’s Current Report on Form 8-K,

filed on April 28, 2022.)

Certification by the Principal

Executive Officer of the Registrant pursuant to Rules 13a-14 and 15d-14 of the Exchange Act.

(Filed herewith.)

Certification by the Principal Financial Officer of the Registrant pursuant to Rules 13a-14 and 15d-14 of the Exchange Act.

Certification by the Principal

Financial Officer of the Registrant pursuant to Rules 13a-14 and 15d-14 of the Exchange Act.

(Filed herewith.)

Certification by the Principal Executive Officer of the Registrant pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Certification by the Principal

Executive Officer of the Registrant pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley

(Filed herewith.)

Certification by the Principal Financial Officer of the Registrant pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Certification by the Principal

Financial Officer of the Registrant pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley

(Filed herewith.)

XBRL Instance Document.

XBRL Taxonomy Extension

Calculation Linkbase.

XBRL Taxonomy Definition

XBRL Taxonomy Extension

Label Linkbase.

XBRL Taxonomy Extension

Presentation Linkbase.

Pursuant to the requirements of Section 13 or

15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned,

thereunto duly authorized.

Inline XBRL Instance Document.

Inline XBRL Taxonomy Extension Schema Document.

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension Definition Linkbase Document.

Inline XBRL Taxonomy Extension Label Linkbase Document.

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

Cover Page Interactive Data File (formatted as Inline XBRL and contained in

Exhibit 101).

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed

on its behalf by the undersigned, thereunto duly authorized.

ETF Managers Group Commodity Trust I

2 unchanged sentences

Principal Financial Officer

September 10, 2021

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