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Item 9A. Controls and Procedures

2023-09-27 compared with 2022-09-26 · 197 added, 225 removed, 139 unchanged (75% of the section changed)

1 unchanged sentence

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.

Trust and the Funds 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.

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

and procedures of the Trust and the Funds 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

assessment regarding internal control over financial reporting or an attestation report of the Fund’s registered public accounting

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

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

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

financial reporting.

The Trust and the Funds’ 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 Matthew Bromberg, 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 Funds’ internal control over financial reporting

as of June 30, 2023.

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, 2023,

the internal control over financial reporting is effective for the Trust and the Funds.

in Internal Control Over Financial Reporting

were no changes in the Trust’s or the Funds’ 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 Funds’ internal control over

financial reporting.

Other Information.

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.

of the Sponsor’s officers have adopted, modified or terminated trading plans under either a Rule 10b5-1 or non-Rule 10b5-1 trading

arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933) for the Trust or the Funds for the

three months ended June 30, 2023.

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

Directors, Executive Officers and Corporate Governance.

Sponsor and its Management

the Trust nor the Funds have executive officers.

Pursuant to the terms of the Trust Agreements for the Funds, 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 business and affairs of the Sponsor are managed by its chief executive officer, Matthew J.

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

Masucci, III, John A.

Bromberg and Reshma A.

These individuals are principals due to their positions;

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

Masucci, III .

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.

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.

Gencap was the parent of Factor Capital and Factor Advisors.

ETFMG acquired Gencap in November 2013.

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

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.

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,

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.

From August 1984 to October 1987, Mr.

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 July 1984.

Masucci, III, Bernard

Karol, Matthew J.

Bromberg, John A.

Bromberg and Mr.

Flanagan are principals due to their positions.

and Karol are principals due to their ownership stakes in ETFMG.

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

8 unchanged sentences

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.

During the same period, Mr.

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.

From 2014 to 2015 and 2006 to 2013, Mr.

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.

from Brooklyn Law School.

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.

From September 2006 to September 2007, Mrs.

Tanczos clerked for the Honorable Philip L.

Paley, Superior

Court of New Jersey, Law Division.

Tanczos received her B.S.

in Economics from The George Washington University in May 2000 and

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

Commodity Trading

Bromberg has been General Counsel of Exchange Traded Managers Group LLC (“ETFMG”), the parent of

the Sponsor, since April 1, 2020, Chief Operating Officer of ETFMG since September 1, 2022, Chief Compliance Officer of the Sponsor since

October 26, 2022, and Interim Chief Executive Officer of the Sponsor since July 17, 2023.

He was listed as a principal, as that term

is defined in CFTC Rule 3.1, of the Sponsor on October 21, 2020.

In these roles, Mr.

Bromberg has general and active management and control

of the business and affairs of the Sponsor, and he has responsibilities for all legal affairs of ETFMG’s and the Sponsor’s

business, as well as implementation of the Sponsor’s compliance program.

Bromberg has been General Counsel of ETF Managers

Group LLC, an investment adviser affiliate of ETFMG and the Sponsor, since April 1, 2020, and Chief Compliance Officer of ETF Managers

Group LLC since October 26, 2022.

He was listed as a principal of ETF Managers Group LLC from March 10, 2022 to December 14, 2022.

was a Partner at the law firm Dorsey & Whitney LLP from September 2019 through March 2020, where he counseled clients on investment

management and financial services matters.

He was also General Counsel of Millington Securities, Inc.

and WBI Investments, Inc., registered

investment advisers, from February 2016 to September 2019 and a Partner at the law firm Reed Smith LLP from August 2015 through January

Trading Advisor

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.

and maintain the BDRY and BWET Benchmark Portfolios and license to the Sponsor the use of the BDRY and BWET Benchmark Portfolios.

is a limited liability company.

1 unchanged sentence

defined in CFTC Rule 3.1:

John Kartsonas .

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.

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.

He was responsible

for the firm’s Shipping and Freight investments.

During his tenure, he managed one of the largest freight futures funds globally.

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 for the firm’s Shipping and Freight investments.

During his tenure, he managed one

of the largest freight futures funds globally.

Kartsonas received his MBA from the Simon School of Business, University of Rochester.

Code of Ethics

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

1 unchanged sentence

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

and the Fund.

and the Funds.

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

1 unchanged sentence

ETF Managers Capital LLC

Compensation.

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

Executive Compensation.

Funds have no employees, officers or directors and are managed by the Sponsor.

None of the directors or officers of the Sponsor receive

compensation from the Fund.

compensation from the Funds.

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,

The Sponsor receives a management fee from BWET, monthly in arrears, in an amount equal to the greater of 0.30%

per annum on the daily NAV of BWET or $50,000.

The Sponsor has contractually agreed to assume the Funds’ expenses (excluding brokerage

fees, interest expense, and extraordinary expenses) in order to cap each Funds’ total annual expenses at 3.50% per annum through March 31, 2025.

The management fees paid to the Sponsor by BDRY amounted to $128,597 and $131,335 for the years ended June 30, 2023 and

2022, respectively.

The management fees paid to the Sponsor by BWET amounted to $8,083 for the period from May 3, 2023 (commencement of

operations) to June 30, 2023.

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

The fees for each service provided to BDRY for the year ended June 30, 2023, all of which had been paid, or accrued, at June 30,

2023, were as follows:

3 unchanged sentences

Wholesale Support

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

fees for the above services provided to BWET for the period from May 3, 2023 (commencement of operations) to June 30, 2023, all of which

had been paid, or accrued, at June 30, 2023, were as follows:

Principal Financial Officer

Chief Compliance Officer

Regulatory Reporting

Wholesale Support

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

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.

were $15,707 for BDRY for the year ended June 30, 2023 and $2,539 for BWET for the period from May 3, 2023 (commencement of operations)

to June 30, 2023.

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

Ownership of Certain Beneficial Owners.

2 unchanged sentences

Series of the Trust

Name and Address of Beneficial

Amount and nature of

Saxo Bank AS Philip Heymans Alle 15 Hellerup, Denmark

Street Group LLC

250 Vesey Street

New York, NY 10281

179,350 shares

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.

of the directors or executive officers of the Sponsor owns any shares of the Funds.

Sponsor intends to withdraw as sponsor of the Trust and the Funds and appoint Amplify Investments LLC, or an affiliate (“Amplify”), to

serve as sponsor of the Trust, commencing upon the resignation of the Sponsor (the “Sponsor Replacement”).

Amplify will thereafter serve

as sole sponsor of the Trust and intends to carry on the business of the Trust and the Funds.

It is expected that the Sponsor Replacement

will occur during the fourth quarter of 2023, subject to certain conditions, including, but not limited to, the registration of Amplify

as a CPO with the CFTC.

It is not expected that the Sponsor Replacement will affect the Trust, its shareholders or an investment in the

Funds’ shares in any way.

Certain 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.

the Trust nor the Funds 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 Funds do 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, 2022 and 2021 were as follows:

fees for services accrued and/or billed to BDRY and to BWET by its independent auditors for the year ended June 30, 2023 and 2022 were

Audit-Related Fees

4 unchanged sentences

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

and Financial Statement Schedules.

Exhibits and Financial Statement Schedules.

See Index to Financial

7 unchanged sentences

in Item 601 of Regulation S-K):

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

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

(Incorporated by reference to Pre-Effective Amendment No.

1 unchanged sentence

333-199190, filed on January 12, 2015.)

Establishing the Fund.

Instrument Establishing the Fund.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-218453, filed

on October 6, 2017.)

Exhibit C to the Amended and Restated Declaration of Trust and Trust Agreement of the Trust.

(Incorporated by reference to Pre-Effective

Amendment No.

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

Amended Exhibit C to the Amended and Restated Declaration of Trust and Trust Agreement of the Trust.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

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

Instrument Establishing the Fund.

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

333-266945, filed on August 17, 2022.)

Certificate of Trust of the Registrant.

2 unchanged sentences

333-218453, filed on October 6, 2017.

of the Trust’s securities.

Description of the Trust’s securities.

(Incorporated by reference to the Trust’s Annual Report on Form 10-K, filed on September 30, 2019.)

of Authorized Participant Agreement.

Form of Authorized Participant Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

1 unchanged sentence

333-199190, filed on January 28, 2015.)

Agent Agreement.

Marketing Agent Agreement.

(Incorporated by reference to the Trust’s Current Report on Form 8-K, filed on April 12, 2017.)

Amendment No.

1 to Marketing Agent Agreement.

2 unchanged sentences

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

Amendment No.

2 to Marketing Agent Agreement.

2 unchanged sentences

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

and Services Agreement with respect to BDRY.

Amendment No.

3 to Marketing Agent Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Licensing and Services Agreement with respect to BDRY.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement No.

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

Licensing and Services Agreement with respect to BWET.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Custody Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement No.

333-199190, filed on January 28, 2015.)

Amendment No.

1 to Custody Agreement.

2 unchanged sentences

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

Administration Servicing Agreement.

Amendment No.

3 to Custody Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Fund Administration Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement No.

333-199190, filed on January 28, 2015.)

Amendment No.

1 to Fund Administration Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement

3 to Registration Statement No.

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

Accounting Servicing Agreement.

Amendment No.

3 to Fund Administration Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Fund Accounting Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement No.

333-199190, filed on January 28, 2015.)

Amendment No.

1 to Fund Accounting Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement

3 to Registration Statement No.

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

Agent Servicing Agreement.

Amendment No.

3 to Fund Accounting Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Transfer Agent Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement No.

333-199190, filed on January 28, 2015.)

Amendment No.

1 to Transfer Agent Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

3 to Registration Statement

3 to Registration Statement No.

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

Amendment No.

3 to Transfer Agent Servicing Agreement.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

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.

Expense Limitation Agreement with respect to BDRY.

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

of Sullivan & Worcester LLP.

Fee Waiver Agreement with respect to BWET.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Expense Limitation Agreement with respect to BWET.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Consent of Sullivan & Worcester LLP.

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

333-254634, filed on March 23, 2021.)

Consent of Eversheds Sutherland (US) LLP.

(Incorporated by reference to Pre-Effective Amendment No.

1 to Registration Statement No.

333-266945, filed on March 30, 2023.)

Consent of WithumSmith & Brown, P.C.

as to the Trust (Filed herewith.)

of WithumSmith & Brown, P.C.

Consent 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 28, 2022.)

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

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.

(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

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.

(Filed herewith.)

1 unchanged sentence

Inline XBRL Taxonomy Extension Schema Document.

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension Definition Linkbase Document.

Inline XBRL Taxonomy Extension Calculation Linkbase

Inline XBRL Taxonomy Extension Definition Linkbase

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).

Inline XBRL Taxonomy Extension Presentation Linkbase

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

4 unchanged sentences

Principal Financial Officer

September 27, 2023

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