Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Disclosure Controls and Procedures
The Trust and each Fund maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Trust’s periodic reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms for the Trust and each Fund thereof.
Management of the Sponsor of the Funds (“Management”), including Sal Gilbertie the Sponsor’s Principal Executive Officer and Cory Mullen-Rusin, the Sponsor’s Principal Financial Officer, who perform functions equivalent to those of a principal executive officer and principal financial officer of the Trust if the Trust had any officers, have evaluated the effectiveness of the design and operation of the Trust’s and each Fund’s disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of the end of the period covered by this report, and, based upon that evaluation, concluded that the Trust’s and each Fund’s disclosure controls and procedures were effective as of the end of such period, to ensure that information the Trust is required to disclose in the reports that it files or submits with the SEC under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and to ensure that information required to be disclosed by the Trust in the reports that it files or submits under the Exchange Act is accumulated and communicated to management of the Sponsor, as appropriate, to allow timely decisions regarding required disclosure. The scope of the evaluation of the effectiveness of the design and operation of its disclosure controls and procedures covers the Trust, as well as separately for each Fund that is a series of the Trust.
The certifications of the Chief Executive Officer and Chief Financial Officer are applicable to each Fund individually as well as the Trust as a whole.
Management ’ s Annual Report on Internal Control over Financial Reporting
Management of the Sponsor, on behalf of the Trust and each 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 systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
Management of the Sponsor, including Sal Gilbertie, Principal Executive Officer of the Sponsor, and Cory Mullen-Rusin, 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 each Fund’s internal control over financial reporting as of December 31, 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 December 31, 2023, the internal control over financial reporting is effective for the Trust and each Fund thereof.
Changes in Internal Control over Financial Reporting
There has been no change in the Trust’s or the Funds’ internal controls over the financial reporting (as defined in the Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the Trust’s last fiscal year that has materially affected, or is reasonably likely to materially affect, the Trust’s or the Funds’ internal control over financial reporting.
Item 9B. Other Information
Not applicable.
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PART III
Item 10. Directors and Executive Officers of the Registrant
The Trust has no directors, officers or employees and is managed by the Sponsor, Teucrium Trading, LLC. The Sponsor is managed by the officers of the Sponsor under its Limited Liability Company Agreement. A discussion concerning the officers of the Sponsor is incorporated herein under Item 1 of this report.
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 Funds. A printed copy of the Code of Ethics is available to any person free of charge, upon request, by contacting the Sponsor at:
Teucrium Trading, LLC
Three Main Street
Suite 215
Burlington, Vermont 05401
Phone: (802) 540-0019
Section 16(a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Exchange Act requires directors and executive officers of the Sponsor and persons who are beneficial owners of at least 10% a Fund’s Shares to file with the SEC an Initial Statement of Beneficial Ownership of Securities on Form 3 within ten calendar days of first becoming a director, executive officer or beneficial owner of at least 10% of a Fund’s Shares and a Statement of Changes in Beneficial Ownership of Securities on Form 4 within two business days of a subsequent acquisition or disposition of Shares of a Fund and, unless all reportable transactions were previously reported on Form 3 or Form 4, an Annual Statement of Changes in Beneficial Ownership of Securities on Form 5 within 45 days after the Trust’s fiscal year-end. For the year ended December 31, 2023, based solely on a review of the Section 16(a) reports furnished to the Trust and written representation by the Trust’s Section 16(a) reporting persons, to the best knowledge of the Sponsor, all such filings have been made within these prescribed timeframes.
Item 11. Executive Compensation
The Trust does not directly compensate any of the executive officers of the Sponsor. The executive officers of the Sponsor are compensated by the Sponsor for the work they perform on behalf of the Trust. The Trust does not set the amount or form of any portion of the compensation paid to the executive officers by the Sponsor. Each of the series of the Trust, except for TAGS and DEFI, is obligated to pay a management fee to the Sponsor at an annualized rate of 1.00% of average daily net assets. DEFI is obligated to pay a management fee to the Sponsor at an annualized rate of .94% of average daily net assets. The Sponsor has the right to elect to waive the management fee for any Fund; that election may be changed by the Sponsor. For 2023, the Funds recognized $3,571,797 in management fees to the Sponsor. In addition to the management fee, each Fund reimburses the Sponsor for expenses related to the operation of the Fund. These related party expenses are discussed in the Notes to the Financial Statements for the Trust and each Fund in Part II of this filing.
While as noted above the executive officers of the Sponsor are not compensated directly by the Trust, the Sponsor has adopted compliance policies and procedures effective as of November 14, 2023 as required to comply with NYSE Arca Rule 5.3-E(p) on the recovery of erroneously awarded compensation. The Trust will recover reasonably promptly the amount of any erroneously awarded incentive-based compensation in the event that the Trust is required to prepare an accounting restatement due to the material noncompliance of the Trust with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period.
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
a.
Security Ownership of Certain Beneficial Owners. The following table sets forth information with respect to each person known to own beneficially more than 5% of the outstanding shares of any series in the Trust as of December 31, 2023, based on information known to the Sponsor.
(1)
Title of Class
(2)
Name and Address
of Beneficial Ownership
(3)
Amount and Nature of
Beneficial Ownership
(4)
Percent Class
CORN
TEUCRIUM AGRICULTURAL FUND, BURLINGTON, VT
211,348(1)
5.64%
CORN
HIGHLAND GLOBAL ALLOCATION FUND, DALLAS, TX
206,850(1)
5.52%
SOYB
TEUCRIUM AGRICULTURAL FUND, BURLINGTON, VT
168,219(1)
15.65%
CANE
TEUCRIUM AGRICULTURAL FUND, BURLINGTON, VT
371,871(1)
26.10%
CANE
ALEXANDER C KARP, BEDFORD, NH
72,965(1)
5.12%
WEAT
RUSSEL WEINER TRUSTEE, DELRAY BEACH, FL
2,254,695(1)
7.32%
DEFI
GTS SECURITIES LLC, NEW YORK, NY
10,293(1)
20.58%
DEFI
HASHDEX BITCOIN FUNDO DE, RIO DE JANEIRO, BRAZIL
7,461(1)
14.92%
DEFI
JANE STREET CAPITAL LLC, NEW YORK, NY
4,988(1)
9.98%
DEFI
MARBELL GLOBAL TRADING CORP, RIO DE JANEIRO, BRAZIL
3,890(1)
7.78%
(F)
These individuals and entities have not filed any public reports with the SEC.
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Table of Contents
b.
Security Ownership of Management
The following table sets forth information regarding the beneficial ownership of shares by the executive officers of the Sponsor as of December 31, 2023. Except as listed, no other executive officer of the Sponsor is a beneficial owner of shares of any series of the Trust.
(1)
Title of Class
(2)
Name of Beneficial Owner
(3)
Amount and nature of Beneficial Ownership
(4)
Percent of Class
CORN
Sal Gilbertie
1 common units
*
* Less than 1%.
c.
Change in Control.
Neither the Sponsor nor the Trustee knows of any arrangements which may subsequently result in a change in the control of the Trust.
Item 13. Certain Relationships and Related Transactions and Director Independence
Neither the Trust or 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.
Item 14. Principal Accountant and Audit Fees and Services
Fees paid for services performed by Grant Thornton and PricewaterhouseCoopers, for the years ended December 31, 2023 and December 31, 2022 were:
Year Ended
Year Ended
December 31,
2023
December 31,
2022
Audit Fees
$
548,600
$
485,900
Audit-Related Fees
$
28,930
$
24,295
Tax Fees
$
545,000
$
498,535
All Other Fees
$
392,368
$
174,243
The Sponsor approved all services provided by Grant Thornton and PricewaterhouseCoopers, above. The Sponsor preapproves all audit, non-audit, tax preparation, and tax accounting services, if any, of the Trust’s independent registered public accounting firm and tax accounting firm, including all engagement fees and terms.
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PART IV
Item 15. Exhibits and Financial Statements Schedules
The following exhibits are filed as part of this report as required under Item 601 of Regulation S-K:
3.1
Fifth Amended and Restated Declaration of Trust and Trust Agreement of the Registrant. (1)
3.2
Certificate of Trust of the Registrant. (2)
3.3
Instrument Establishing Teucrium Sugar Fund, Teucrium Wheat Fund, Teucrium Soybean Fund, Teucrium Natural Gas Fund and Teucrium WTI Crude Oil Fund. (3)
3.4
Instrument Establishing Teucrium Agricultural Fund (4)
10.1
Form of Authorized Purchaser Agreement. (9)
10.2
Distribution Services Agreement. (5)
10.3
Amended and Restated Distribution Services Agreement. (6)
10.4
Amendment to Amended and Restated Distribution Services Agreement. (7)
10.5
Second Amendment to Amended and Restated Distribution Services Agreement (8)
10.6
Third Amendment to Amended and Restated Distribution Services Agreement (10)
10.7
Fourth Amendment to Amended and Restated Distribution Services Agreement (11)
10.8
Fifth Amendment to Amended and Restated Distribution Services Agreement (13)
10.9
Custody Agreement. (12)
10.10
First Amendment to the Custody Agreement (14)
10.11
Fund Accounting Servicing Agreement (12)
10.12
First Amendment to the Accounting Servicing Agreement (14)
10.13
Transfer Agent Servicing Agreement (12)
10.14
First Amendment to the Transfer Agent Servicing Agreement (14)
10.15
Fund Administration Servicing Agreement (12)
10.16
First Amendment to the Fund Administration Servicing Agreement (14)
31.1
Certification by the Principal Executive Officer of the Registrant pursuant to Rules 13a-14 and 15d-14 of the Exchange Act.(15)
31.2
Certification by the Principal Financial Officer of the Registrant pursuant to Rules 13a-14 and 15d-14 of the Exchange Act. (15)
32.1
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. (15)
32.2
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. (15)
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101.INS
Inline XBRL Instance Document (15)
101.SCH
Inline XBRL Taxonomy Extension Schema (15)
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase (15)
101.DEF
Inline XBRL Taxonomy Definition Linkbase (15)
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase (15)
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase (15)
104
Cover Page Interactive Data File (formatted in inline XBRL and contained in Exhibit 101)
(1)
Previously filed as like-numbered exhibit to Pre-Effective Amendment No. 2 to Registration Statement No. 333-230623, filed on April 26, 2019 and incorporated by reference herein.
(2)
Previously filed as like-numbered exhibit to Registration Statement No. 333-162033, filed on September 21, 2009 and incorporated by reference herein.
(3)
Previously filed as like-numbered exhibit to Pre-Effective Amendment No. 1 to Registration Statement No. 333-167590, filed on March 9, 2011 and incorporated by reference herein.
(4)
Previously filed as Exhibit 3.3 to Registration Statement No. 333-173691, filed on April 25, 2011 and incorporated by reference herein.
(5)
Previously filed as Exhibit 10.2 to Post-Effective Amendment No. 1 to Registration Statement No. 333-162033, filed on October 22, 2010 and incorporated by reference herein.
(6)
Previously filed as Exhibit 10.2(1) to Registrant’s Current Report on Form 8-K for the Teucrium Corn Fund, filed on November 1, 2011 and incorporated herein by reference.
(7)
Previously filed as Exhibit 10.2(2) to Registrant’s Current Report on Form 8-K for the Teucrium Corn Fund, filed on November 1, 2011 and incorporated by reference herein.
(8)
Previously filed as Exhibit 10.2(3) to Registrant’s Current Report on Form 8-K for the Teucrium Corn Fund, filed on November 1, 2011 and incorporated by reference herein.
(9)
Previously filed as like-numbered exhibit to Pre-Effective Amendment No. 1 to Registration Statement No. 333-173691, filed on December 5, 2011.
(10)
Previously filed as Exhibit 10.5 to Pre-Effective Amendment No.1 to Registration Statement No. 333-187463, filed on April 26, 2013.
(11)
Previously filed as Exhibit to 10.9 to Registration Statement No. 333-201953, filed on February 9, 2015 and incorporated by reference herein.
(12)
Previously filed as like-numbered exhibit to Registrant’s Report on Form 10-K for the fiscal year ended December 31, 2015, filed on March 16, 2016.
(13)
Previously filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, filed on March 10, 2021, and incorporated by reference herein.
(14)
Previously filed as like-numbered exhibit to Registrant’s Report on Form 10-K for the fiscal year ended December 31, 2020, filed on March 16, 2021.
(15)
Filed herein.
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Table of Contents
TEUCRIUM COMMODITY TRUST
FINANCIAL STATEMENTS AS OF December 31, 2023
Index to Financial Statements
Documents
Page
TEUCRIUM COMMODITY TRUST
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB # 248 )
F-2
Combined Statements of Assets and Liabilities at December 31, 2023 and 2022
F-3
Combined Schedules of Investments at December 31, 2023 and 2022
F-4
Combined Statements of Operations for the years ended December 31, 2023, 2022 and 2021
F-6
Combined Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021
F-7
Combined Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
F-8
Notes to Combined Financial Statements
F-9
TEUCRIUM CORN FUND
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB #248)
F-23
Statements of Assets and Liabilities at December 31, 2023 and 2022
F-24
Schedules of Investments at December 31, 2023 and 2022
F-25
Statements of Operations for the years ended December 31, 2023, 2022 and 2021
F-27
Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021
F-28
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
F-29
Notes to Financial Statements
F-30
TEUCRIUM SOYBEAN FUND
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB #248)
F-42
Statements of Assets and Liabilities at December 31, 2023 and 2022
F-43
Schedules of Investments at December 31, 2023 and 2022
F-44
Statements of Operations for the years ended December 31, 2023, 2022 and 2021
F-46
Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021
F-47
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
F-48
Notes to Financial Statements
F-49
TEUCRIUM SUGAR FUND
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB #248)
F-61
Statements of Assets and Liabilities at December 31, 2023 and 2022
F-62
Schedules of Investments at December 31, 2023 and 2022
F-63
Statements of Operations for the years ended December 31, 2023, 2022 and 2021
F-65
Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021
F-66
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
F-67
Notes to Financial Statements
F-68
TEUCRIUM WHEAT FUND
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB #248)
F-80
Statements of Assets and Liabilities at December 31, 2023 and 2022
F-81
Schedules of Investments at December 31, 2023 and 2022
F-82
Statements of Operations for the years ended December 31, 2023, 2022 and 2021
F-84
Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021
F-85
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
F-86
Notes to Financial Statements
F-87
TEUCRIUM AGRICULTURAL FUND
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB #248)
F-99
Statements of Assets and Liabilities at December 31, 2023 and 2022
F-100
Schedules of Investments at December 31, 2023 and 2022
F-101
Statements of Operations for the years ended December 31, 2023, 2022 and 2021
F-103
Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021
F-104
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
F-105
Notes to Financial Statements
F-106
HASHDEX BITCOIN FUTURES ETF
Report of Independent Registered Public Accounting Firm (GRANT THORNTON LLP, New York, NY, PCAOB #248)
Statements of Assets and Liabilities at December 31, 2023 and 2022 F-116
Schedule of Investments at December 31, 2023 and 2022 F-117
Statements of Operations for the year ended December 31, 2023 and from the commencement of operations (September 15, 2022) through December 31, 202 2 F-119
Statements of Changes in Net Assets for the year ended December 31, 2023 and from the commencement of operations (September 15, 2022) through December 31, 202 2 F-120
Statements of Cash Flows for the year ended December 31, 2023 and from the commencement of operations (September 15, 2022) through December 31, 202 2 F-121
Notes to Financial Statements F-122
F-1
Table of Contents
GRANT THORNTON LLP
757 Third Ave., 9th Floor
New York, NY 10017
D +1 212 599 0100
F +1 212 370 4520
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor of
Teucrium Commodity Trust
Opinion on the financial statements
We have audited the accompanying combined statements of assets and liabilities, including the combined schedules of investments of Teucrium Commodity Trust (a Delaware statutory Trust) (the “Trust”) as of December 31, 2023 and 2022, the related combined statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Trust as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, 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 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 audits 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 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 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 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.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosure that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Trust’s auditor since 2014.
New York, New York
February 29, 2024
GT.COM
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd (GTIL). GTIL and each of its member firms are separate legal entities and are not a worldwide partnership.
F-2
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2023
December 31, 2022
Assets
Cash and cash equivalents
$ 292,237,362 $ 434,062,296
Interest receivable
410,596 317,351
Other assets
5,362 9,069
Capital shares receivable
- 1,344,830
Equity in trading accounts:
Commodity and cryptocurrency futures contracts
2,367,012 8,207,381
Due from broker
30,935,806 61,563,417
Total equity in trading accounts
33,302,818 69,770,798
Total assets
$ 325,956,138 $ 505,504,344
Liabilities
Management fee payable to Sponsor
$ 276,900 $ 432,882
Other liabilities
242,982 78,880
Payable for Shares redeemed
- 10,183,915
Equity in trading accounts:
Commodity and cryptocurrency futures contracts
10,888,842 29,433,069
Total liabilities
11,408,724 40,128,746
Net Assets
$ 314,547,414 $ 465,375,598
The accompanying notes are an integral part of these financial statements.
F-3
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED SCHEDULE OF INVESTMENTS
December 31, 2023
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
U.S. Bank Deposit Account
5.270 % $ 39,325,186 $ 39,325,186 12.50 %
39,325,186
Goldman Sachs Financial Square Government Fund - Institutional Class
5.250 % 80,722,654 80,722,654 25.66 80,722,654
Total money market funds
$ 120,047,840 $ 120,047,840 38.16 %
Maturity
Percentage of
Principal
Date
Yield
Cost
Fair Value
Net Assets
Amount
Commercial Paper
Albemarle Corporation
January 3, 2024
5.770 % $ 4,950,475 $ 4,998,428 1.59 %
5,000,000
Albemarle Corporation
January 4, 2024
5.753 % 4,960,764 4,997,646 1.59 5,000,000
Albemarle Corporation
January 8, 2024
5.738 % 4,952,302 4,994,526 1.59 5,000,000
Albemarle Corporation
January 11, 2024
5.808 % 4,956,460 4,992,083 1.59 5,000,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 9, 2024
5.794 % 4,979,416 4,993,666 1.59 5,000,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 16, 2024
5.853 % 4,933,150 4,988,062 1.59 5,000,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 30, 2024
5.814 % 3,032,227 3,040,948 0.97 3,055,000
Entergy Corporation
March 1, 2024
5.665 % 7,402,875 7,430,625 2.36 7,500,000
FMC Corporation
January 19, 2024
5.816 % 7,466,634 7,478,550 2.38 7,500,000
General Motors Financial Company, Inc.
January 18, 2024
5.617 % 7,420,795 7,480,486 2.38 7,500,000
General Motors Financial Company, Inc.
January 24, 2024
5.661 % 4,941,417 4,982,271 1.58 5,000,000
General Motors Financial Company, Inc.
February 9, 2024
5.700 % 7,397,667 7,454,648 2.37 7,500,000
Harley-Davidson Financial Services, Inc.
January 9, 2024
5.843 % 4,949,066 4,993,634 1.59 5,000,000
Harley-Davidson Financial Services, Inc.
February 1, 2024
5.867 % 7,441,200 7,462,800 2.37 7,500,000
Harley-Davidson Financial Services, Inc.
February 14, 2024
5.927 % 7,421,323 7,446,741 2.37 7,500,000
National Fuel Gas Company
January 8, 2024
5.867 % 4,960,800 4,994,400 1.59 5,000,000
National Fuel Gas Company
January 26, 2024
5.941 % 2,478,948 2,489,879 0.79 2,500,000
Oracle Corporation
March 6, 2024
5.562 % 4,934,904 4,950,799 1.57 5,000,000
Stanley Black & Decker, Inc.
January 22, 2024
5.807 % 7,437,063 7,475,063 2.38 7,500,000
V.F. Corporation
January 17, 2024
5.674 % 4,936,679 4,987,645 1.59 5,000,000
V.F. Corporation
January 18, 2024
5.606 % 4,947,292 4,987,014 1.59 5,000,000
V.F. Corporation
January 25, 2024
5.910 % 4,928,362 4,950,783 1.57 4,970,000
WGL Holdings, Inc.
January 3, 2024
5.793 % 4,981,792 4,998,416 1.59 5,000,000
WGL Holdings, Inc.
January 12, 2024
5.849 % 7,461,666 7,486,824 2.38 7,500,000
Walgreens Boots Alliance, Inc.
January 12, 2024
6.028 % 7,950,009 7,985,529 2.54 8,000,000
Total Commercial Paper
$ 142,223,286 $ 143,041,466 45.50 %
Total Cash Equivalents
$ 263,089,306 83.66 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity and Cryptocurrency futures contracts
United States wheat futures contracts
CBOT wheat futures MAY24
2,018 $ 363,500 0.12 %
$ 64,525,550
CBOT wheat futures JUL24
1,711 1,873,993 0.60 55,243,913
United States CME Bitcoin futures contracts
CME Bitcoin futures JAN24
6 129,519 0.04 1,274,550
Total commodity and cryptocurrency futures contracts
$ 2,367,012 0.76 %
$ 121,044,013
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity and Cryptocurrency futures contracts
United States corn futures contracts
CBOT corn futures MAY24
1,171 $ 1,102,254 0.35 %
$ 28,338,200
CBOT corn futures JUL24
983 384,407 0.12 24,280,100
CBOT corn futures DEC24
1,128 695,480 0.22 28,397,400
United States soybean futures contracts
CBOT soybean futures MAR24
156 617,118 0.20 10,124,400
CBOT soybean futures MAY24
133 633,749 0.20 8,693,213
CBOT soybean futures NOV24
164 140,794 0.04 10,215,150
United States sugar futures contracts
ICE sugar futures MAY24
270 1,051,261 0.33 6,175,008
ICE sugar futures JUL24
233 1,128,473 0.36 5,326,193
ICE sugar futures MAR25
268 508,264 0.16 6,216,314
United States wheat futures contracts
CBOT wheat futures DEC24
1,924 4,575,666 1.45 64,357,800
United States CME Bitcoin futures contracts
CME Bitcoin futures FEB24
6 51,376 0.02 1,288,500
Total commodity and cryptocurrency futures contracts
$ 10,888,842 3.45 %
$ 193,412,278
Percentage of
Exchange-traded funds*
Cost
Fair Value
Net Assets
Shares
Teucrium Corn Fund
$ 4,567,949 1.45 %
211,348
Teucrium Soybean Fund
4,546,758 1.45 168,219
Teucrium Sugar Fund
4,624,253 1.47 371,871
Teucrium Wheat Fund
4,662,940 1.48 779,782
Total exchange-traded funds
$ 19,469,359 $ 18,401,900 5.85 %
*The Trust eliminates the shares owned by the Teucrium Agricultural Fund from its combined statements of assets and liabilities due to the fact that these represent holdings of the Underlying Funds owned by the Teucrium Agricultural Fund, which are included as shares outstanding of the Underlying Funds.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM COMMODITY TRUST
COMBINED SCHEDULE OF INVESTMENTS
December 31, 2022
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X
4.105 % $ 28,382,122 $ 28,382,122 6.10 %
28,382,122
Goldman Sachs Financial Square Government Fund - Institutional Class
4.140 % 160,258,295 160,258,295 34.44 160,258,295
Total money market funds
$ 188,640,417 $ 188,640,417 40.54 %
Maturity
Percentage of
Principal
Date
Yield
Cost
Fair Value
Net Assets
Amount
Commercial Paper
American Electric Power Company, Inc.
January 17, 2023
4.565 % $ 4,968,750 $ 4,990,000 1.07 %
5,000,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 17, 2023
4.742 % 14,877,488 14,968,886 3.22 15,000,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 17, 2023
4.734 % 4,959,225 4,989,644 1.07 5,000,000
CNH Industrial Capital LLC
January 23, 2023
4.566 % 9,935,000 9,972,500 2.14 10,000,000
CNH Industrial Capital LLC
February 13, 2023
4.780 % 9,899,472 9,943,862 2.14 10,000,000
Crown Castle Inc.
January 10, 2023
4.877 % 7,443,000 7,491,000 1.61 7,500,000
Crown Castle Inc.
January 12, 2023
4.765 % 12,449,410 12,482,050 2.68 12,500,000
Entergy Corporation
January 4, 2023
4.311 % 9,926,808 9,996,460 2.15 10,000,000
General Motors Financial Company, Inc.
January 10, 2023
4.276 % 12,400,060 12,486,207 2.68 12,500,000
General Motors Financial Company, Inc.
January 18, 2023
4.473 % 7,418,417 7,484,417 1.61 7,500,000
Glencore Funding LLC
January 10, 2023
4.506 % 9,934,607 9,988,895 2.15 10,000,000
Glencore Funding LLC
January 13, 2023
4.526 % 5,461,843 5,491,823 1.18 5,500,000
Harley-Davidson Financial Services, Inc.
January 3, 2023
4.721 % 5,263,032 5,298,631 1.14 5,300,000
Harley-Davidson Financial Services, Inc.
January 25, 2023
4.944 % 7,458,402 7,475,650 1.61 7,500,000
Harley-Davidson Financial Services, Inc.
February 2, 2023
5.104 % 4,959,561 4,977,688 1.07 5,000,000
Humana Inc.
January 9, 2023
4.670 % 7,448,250 7,492,333 1.61 7,500,000
Hyundai Capital America
January 10, 2023
4.000 % 9,903,645 9,990,145 2.15 10,000,000
ITT Inc.
January 19, 2023
4.475 % 4,965,088 4,988,975 1.07 5,000,000
Jabil Inc.
January 13, 2023
5.073 % 4,980,555 4,991,667 1.07 5,000,000
Oracle Corporation
January 5, 2023
4.358 % 4,973,125 4,997,611 1.07 5,000,000
Oracle Corporation
January 17, 2023
4.361 % 9,931,919 9,980,889 2.14 10,000,000
V.F. Corporation
January 17, 2023
4.364 % 4,959,390 4,990,444 1.07 5,000,000
V.F. Corporation
February 2, 2023
4.669 % 6,456,811 6,473,422 1.39 6,500,000
VW Credit, Inc.
January 19, 2023
4.434 % 7,448,106 7,483,613 1.61 7,500,000
Walgreens Boots Alliance, Inc.
February 13, 2023
4.842 % 4,970,188 4,971,512 1.07 5,000,000
Walgreens Boots Alliance, Inc.
February 28, 2023
4.827 % 4,959,098 4,961,736 1.07 5,000,000
Total Commercial Paper
$ 198,351,250 $ 199,360,060 42.84 %
Total Cash Equivalents
$ 388,000,477 83.37 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity and Cryptocurrency futures contracts
United States corn futures contracts
CBOT corn futures JUL23
1,363 $ 1,585,798 0.34 %
$ 45,779,763
United States soybean futures contracts
CBOT soybean futures MAR23
268 642,912 0.14 20,421,600
CBOT soybean futures MAY23
229 807,218 0.17 17,518,500
CBOT soybean futures NOV23
289 1,070,240 0.23 20,472,038
United States sugar futures contracts
ICE sugar futures MAY23
401 356,963 0.08 8,407,526
ICE sugar futures JUL23
362 554,366 0.12 7,289,811
United States wheat futures contracts
CBOT wheat futures JUL23
1,711 3,160,732 0.68 68,696,650
United States CME Bitcoin futures contracts
CME Bitcoin futures JAN23
6 24,979 0.01 496,050
CME Bitcoin futures FEB23
7 4,173 0.00 575,575
Total commodity and cryptocurrency futures contracts
$ 8,207,381 1.77 % $ 189,657,513
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity and Cryptocurrency futures contracts
United States corn futures contracts
CBOT corn futures MAY23
1,575 $ 751,309 0.16 %
$ 53,392,500
CBOT corn futures DEC23
1,750 2,215,794 0.48 53,440,625
United States sugar futures contracts
ICE sugar futures MAR24
427 85,128 0.02 8,565,278
United States wheat futures contracts
CBOT wheat futures MAY23
2,005 7,079,231 1.52 80,074,688
CBOT wheat futures DEC23
1,956 19,301,607 4.15 80,220,450
Total commodity and cryptocurrency futures contracts
$ 29,433,069 6.33 %
$ 275,693,541
Percentage of
Exchange-traded funds*
Cost
Fair Value
Net Assets
Shares
Teucrium Corn Fund
$ 9,885,980 2.12 %
367,555
Teucrium Soybean Fund
9,921,042 2.13 348,075
Teucrium Sugar Fund
9,745,653 2.09 1,024,284
Teucrium Wheat Fund
10,020,023 2.15 1,254,840
Total exchange-traded funds
$ 39,425,287 $ 39,572,698 8.49 %
*The Trust eliminates the shares owned by the Teucrium Agricultural Fund from its combined statements of assets and liabilities due to the fact that these represent holdings of the Underlying Funds owned by the Teucrium Agricultural Fund, which are included as shares outstanding of the Underlying Funds.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF OPERATIONS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity and cryptocurrency futures contracts:
Realized (loss) gain on commodity and cryptocurrency futures contracts
$ ( 94,248,842 ) $ ( 43,176,670 ) $ 117,839,481
Net change in unrealized appreciation (depreciation) on commodity and cryptocurrency futures contracts
12,703,858 ( 33,905,514 ) ( 29,744,871 )
Interest income
17,736,627 10,664,323 541,938
Total (loss) income
( 63,808,357 ) ( 66,417,861 ) 88,636,548
Expenses
Management fees
3,587,742 6,630,551 3,246,117
Professional fees
1,919,411 1,432,587 1,089,756
Distribution and marketing fees
4,007,582 4,075,048 3,281,450
Custodian fees and expenses
428,243 410,660 363,000
Business permits and licenses fees
141,582 157,326 123,465
General and administrative expenses
281,413 323,468 301,580
Other expenses
8 2,147 17
Total expenses
10,365,981 13,031,787 8,405,385
Expenses waived by the Sponsor
( 711,571 ) ( 1,277,037 ) ( 2,183,856 )
Total expenses, net
9,654,410 11,754,750 6,221,529
Net (loss) income
$ ( 73,462,767 ) $ ( 78,172,611 ) $ 82,415,019
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF CHANGES IN NET ASSETS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Operations
Net (loss) income
$ ( 73,462,767 ) $ ( 78,172,611 ) $ 82,415,019
Capital transactions
Issuance of Shares
157,540,127 1,251,138,564 176,346,175
Redemption of Shares
( 254,764,480 ) ( 945,423,586 ) ( 293,409,949 )
Net change in the cost of the Underlying Funds
19,858,936 ( 26,443,537 ) ( 11,187,671 )
Total capital transactions
( 77,365,417 ) 279,271,441 ( 128,251,445 )
Net change in net assets
( 150,828,184 ) 201,098,830 ( 45,836,426 )
Net assets, beginning of period
465,375,598 264,276,768 310,113,194
Net assets, end of period
$ 314,547,414 $ 465,375,598 $ 264,276,768
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF CASH FLOWS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Cash flows from operating activities:
Net (loss) income
$ ( 73,462,767 ) $ ( 78,172,611 ) $ 82,415,019
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Net change in unrealized (appreciation) depreciation on commodity and cryptocurrency futures contracts
( 12,703,858 ) 33,905,514 29,744,871
Changes in operating assets and liabilities:
Due from broker
30,627,611 ( 60,950,291 ) ( 613,126 )
Interest receivable
( 93,245 ) ( 300,369 ) -
Other assets
3,707 ( 8,069 ) ( 962 )
Due to broker
- ( 888,877 ) ( 26,389,281 )
Management fee payable to Sponsor
( 155,982 ) 205,103 ( 36,930 )
Payable for purchases of commercial paper
- ( 13,050 ) ( 9,995,298 )
Other liabilities
164,102 ( 37,523 ) 57,885
Net cash (used in) provided by operating activities
( 55,620,432 ) ( 106,260,173 ) 75,182,178
Cash flows from financing activities:
Proceeds from sale of Shares
158,884,957 1,249,793,734 176,654,005
Redemption of Shares
( 264,948,395 ) ( 935,239,671 ) ( 297,814,864 )
Net change in cost of the Underlying Funds
19,858,936 ( 26,443,537 ) ( 11,187,671 )
Net cash (used in) provided by financing activities
( 86,204,502 ) 288,110,526 ( 132,348,530 )
Net change in cash and cash equivalents
( 141,824,934 ) 181,850,353 ( 57,166,352 )
Cash and cash equivalents, beginning of period
434,062,296 252,211,943 309,378,295
Cash and cash equivalents, end of period
$ 292,237,362 $ 434,062,296 $ 252,211,943
The accompanying notes are an integral part of these financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2023
Note 1 - Organization and Operation
Teucrium Commodity Trust (“Trust”), a Delaware statutory trust organized on September 11, 2009, is a series trust consisting of six series: Teucrium Corn Fund (“CORN”), Teucrium Sugar Fund (“CANE”), Teucrium Soybean Fund (“SOYB”), Teucrium Wheat Fund (“WEAT”), Teucrium Agricultural Fund (“TAGS”) and Hashdex Bitcoin Futures ETF (‘DEFI”). All these series of the Trust are collectively referred to as the “Funds” and singularly as the “Fund.” Collectively, CORN, CANE, SOYB, and WEAT are referred to as the “Agricultural Funds." Each Fund is a commodity pool that is a series of the Trust. The Funds issue common units, called the “Shares,” representing fractional undivided beneficial interests in a Fund. The Trust and the Funds operate pursuant to the Trust’s Fifth Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”).
On June 7, 2010, the initial Form S- 1 for CORN was declared effective by the U.S. Securities and Exchange Commission (“SEC”). On June 8, 2010, four Creation Baskets for CORN were issued representing 200,000 shares and $ 5,000,000 . CORN began trading on the New York Stock Exchange (“NYSE”) Arca on June 9, 2010. The current registration statement for CORN was declared effective by the SEC on April 7, 2022. This registration statement for CORN registered an indeterminate number of shares.
On June 13, 2011, the initial Forms S- 1 for CANE, SOYB, and WEAT were declared effective by the SEC. On September 16, 2011, two Creation Baskets were issued for each Fund, representing 100,000 shares and $2,500,000 , for CANE, SOYB, and WEAT. On September 19, 2011, CANE, SOYB, and WEAT started trading on the NYSE Arca. The current registration statements for CANE and SOYB were declared effective by the SEC on April 7, 2022. The registration statements for SOYB and CANE registered an indeterminate number of shares each. The current registration statement for WEAT was declared effective on March 9, 2022. This registration statement for WEAT registered an indeterminate number of shares.
On February 10, 2012, the Form S- 1 for TAGS was declared effective by the SEC. On March 27, 2012, six Creation Baskets for TAGS were issued representing 300,000 shares and $ 15,000,000 . TAGS began trading on the NYSE Arca on March 28, 2012. The current registration statement for TAGS was declared effective by the SEC on April 7, 2022. This registration statement for TAGS registered an indeterminate number of shares.
On September 14, 2022, the Form S- 1 for DEFI was declared effective by the SEC. This registration statement for DEFI registered an indeterminate number of shares. On September 15, 2022, five Creation Baskets for DEFI were issued representing 50,000 shares and $ 1,250,000 . DEFI began trading on the NYSE Arca on September 16, 2022.
Teucrium Trading, LLC is the sponsor (“Sponsor”) of the Trust. The Sponsor is a member of the National Futures Association (the “NFA”) and became a commodity pool operator (“CPO”) registered with the Commodity Futures Trading Commission (the “CFTC”) effective November 10, 2009. The Sponsor registered as a Commodity Trading Advisor (“CTA”) with the CFTC effective September 8, 2017.
The specific investment objective of each Fund and information regarding the organization and operation of each Fund are included in each Fund’s financial statements and accompanying notes, as well as in other sections of this Form 10 -K filing. In general, the investment objective of each Fund is to have the daily changes in the Net Asset Value (“NAV”) of each Fund’s shares reflect the daily changes in the specified commodity market for future delivery as measured by the Benchmark. The investment objective of TAGS is to have the daily changes in percentage terms of NAV of its Shares reflect the daily changes in percentage terms of a weighted average (the “Underlying Fund Average”) of the NAVs per share of the four agricultural commodity pools that are series of the Trust and are sponsored by the Sponsor: CORN, WEAT, SOYB, and CANE (collectively, the “Underlying Funds”). The Underlying Fund Average will have a weighting of 25 % to each Underlying Fund, and the Fund’s assets will be rebalanced to maintain the approximate 25% allocation to each Underlying Fund.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC in its capacity as the Sponsor (“Sponsor”) may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.
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Note 2 - Principal Contracts and Agreements
The Sponsor employs U.S. Bank N.A. as the Custodian for the Funds. The principal business address for U.S. Bank N.A is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. U.S. Bank N.A. is a Wisconsin state-chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department. The principal address for U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (“Global Fund Services”) is 615 E. Michigan Street, Milwaukee, WI 53202. In addition, effective on the Conversion Date, Global Fund Services, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative, accounting services, and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and Global Fund Services will receive an asset-based fee, subject to a minimum annual fee.
For custody services, the Funds will pay to U.S. Bank N.A. 0.0075 % of average gross assets up to $1 billion, and 0.0050 % of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to Global Fund Services 0.05 % of average gross assets on the first $500 million, 0.04 % on the next $500 million, 0.03 % on the next $2 billion, and 0.02 % on the balance over $3 billion annually. A combined minimum annual fee of up to $ 47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded in custodian fees and expenses on the combined statements of operations. A summary of these expenses is included below.
The Sponsor employs Foreside Fund Services, LLC, ("Foreside" or the "Distributor") a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), as the Distributor for the Fund. The Distribution Services Agreement among the Distributor, the Sponsor, and the Trust calls for the Distributor to work with the Transfer Agent in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into an agreement under which certain employees and officers of the Sponsor are licensed as registered representatives of the Distributor. These persons engage in certain marketing activities for the Fund. For its services as the Distributor, Foreside receives a fee of 0.01 % of the Fund’s average daily net assets and an aggregate annual fee of $ 100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $ 5,000 per registered representative and $ 1,000 per registered location. These services are recorded in distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below.
Marex Capital Markets, Inc. (“Marex”), StoneX Financial Inc. (“StoneX”) and Phillip Capital Inc. (“Phillip Capital”) serve as the Funds’ clearing brokers to execute and clear futures contracts and provide other brokerage-related services. Marex, StoneX and Phillip Capital are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as broker-dealers with the SEC and are each a member of FINRA. Marex, StoneX and Phillip Capital are each clearing members of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges. For Corn, Soybean, Sugar and Wheat Futures Contracts, Marex is paid $ 11.00 per round turn. StoneX is paid $ 2.50 per round turn exclusive of pass-through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 16.5 % return on the StoneX Capital Requirement at 9.6 % of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the combined statements of operations, and a full turn is recognized as a realized loss on the combined statements of operations when a contract is sold. For Bitcoin futures contracts, StoneX is paid $ 10.00 - $ 25.00 per half-turn exclusive of pass through fees for the exchange and NFA. Phillip Capital is paid $ 35.00 - $ 45.00 per half-turn exclusive of pass through fees for the exchange, NFA, execution fees and platform and exchange data fees. A summary of these expenses can be found below under the heading, Brokerage Commissions .
The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $ 3,300 from the Trust. These services are recorded in business permits and licenses fees on the combined statements of operations. A summary of these expenses is included below.
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Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Amount Recognized for Custody Services
$ 428,243 $ 410,660 $ 363,000
Amount of Custody Services Waived
$ 22,857 $ 42,625 $ 120,850
Amount Recognized for Distribution Services
$ 155,431 $ 200,313 $ 186,531
Amount of Distribution Services Waived
$ 8,853 $ 48,593 $ 94,724
Amount Recognized for Wilmington Trust
$ 3,300 $ 3,300 $ 3,300
Amount of Wilmington Trust Waived
$ 171 $ 550 $ 991
Note 3 - Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared on a combined basis in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification and include the accounts of the Trust, CORN, CANE, SOYB, WEAT, TAGS and DEFI. Refer to the accompanying separate financial statements for each Fund for more detailed information. For the periods represented by the financial statements herein the operations of the Trust contain the results of CORN, SOYB, CANE, WEAT, TAGS and DEFI except for eliminations for TAGS as explained below for the months during which each Fund was in operation.
Given the investment objective of TAGS as described in Note 1 above, TAGS will buy, sell and hold, as part of its normal operations, shares of the four Underlying Funds. The Trust eliminates the shares of the other series of the Trust owned by the Teucrium Agricultural Fund from its combined statements of assets and liabilities. The Trust eliminates the net change in unrealized appreciation or depreciation on securities owned by the Teucrium Agricultural Fund from its combined statements of operations. The combined statements of changes in net assets and cash flows present a net presentation of the purchases and sales of the Underlying Funds of TAGS.
The Trust and Funds qualify as an investment company solely for accounting purposes and not for any other purpose and follow the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but are not registered, and are not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
Revenue Recognition
Commodity and Cryptocurrency futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. The Funds seek to earn interest on their assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Funds seek to earn interest on funds held at the custodian and at other financial institutions at prevailing market rates for such investments.
The Sponsor may invest a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the combined statements of assets and liabilities and in cash and cash equivalents on the combined statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the combined statements of operations.
The Sponsor may invest a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the combined statements of operations.
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Brokerage Commissions
The Sponsor recognizes the expense for brokerage commissions for futures contract trades on a per-trade basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the years ended December 31, 2023 , 2022 , and 2021 . For DEFI, for the Year Ended December 31, 2022, the brokerage commissions presented represent the brokerage commissions for the period from the commencement of operations through December 31, 2022.
CORN
SOYB
CANE
WEAT
TAGS
DEFI
TRUST
Year Ended December 31, 2023
$ 65,449 $ 12,516 $ 21,902 $ 105,792 $ - $ 2,546 $ 208,205
Year Ended December 31, 2022
$ 217,050 $ 27,011 $ 33,469 $ 387,999 $ - $ 2,217 $ 667,746
Year Ended December 31, 2021
$ 141,674 $ 29,889 $ 21,123 $ 47,448 $ - $ - $ 240,134
Income Taxes
The Trust is organized and will be operated as a Delaware statutory trust. For federal income tax purposes, each Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704 (d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. Each Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. Therefore, the Funds do not record a provision for income taxes because the shareholders report their share of a Fund’s income or loss on their income tax returns. The financial statements reflect the Funds’ transactions without adjustment, if any, required for income tax purposes.
The Funds are required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds file income tax returns in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2021 to 2023 , the Funds remain subject to income tax examinations by major taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Funds recording a tax liability that reduces net assets. Based on their analysis, the Funds have determined that they have not incurred any liability for unrecognized tax benefits for the years ended December 31, 2023 , 2022 , and 2021 . However, the Funds’ conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Funds recognize interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized for the years ending December 31, 2023 , 2022 , and 2021 .
The Funds may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets from each Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (ET) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from each Fund only in blocks of shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (ET) on the day the order to redeem the basket is properly received.
Each Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the statements of assets and liabilities as payable for shares redeemed.
There are a minimum number of baskets and associated shares specified for each Fund in the Fund’s respective prospectus, as amended from time to time. Once the minimum number of baskets is reached, there can be no more redemptions until there has been a creation basket. These minimum levels are as follows:
CORN: 50,000 shares representing 2 baskets
SOYB: 50,000 shares representing 2 baskets
CANE: 50,000 shares representing 2 baskets
WEAT: 50,000 shares representing 2 baskets
TAGS: 50,000 shares representing 4 baskets
DEFI: 50,000 shares representing 5 baskets
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Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original maturity dates of 90 days or less when acquired. The Trust reported its cash equivalents in the combined statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturities. Each Fund that is a series of the Trust has the balance of its cash equivalents on deposit with financial institutions. The Trust holds a balance in money market funds that is included in cash and cash equivalents on the combined statements of assets and liabilities. The Sponsor invests a portion of the available cash for the Funds in alternative demand deposit savings accounts, which are classified as cash and not as cash equivalents. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the FCM in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
As of December 31, 2023
As of December 31, 2022
As of December 31, 2021
Money Market Funds
$ 120,047,840 $ 188,640,417 $ 32,968,833
Demand Deposit Savings Accounts
29,148,056 46,061,819 99,262,744
Commercial Paper
143,041,466 199,360,060 119,980,366
Total cash and cash equivalents as presented on the combined Statement of Assets and Liabilities
$ 292,237,362 $ 434,062,296 $ 252,211,943
Payable for Purchases of Commercial Paper
The amount recorded by the Trust for commercial paper transactions awaiting settlement, which represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
Due from/to Broker
The amount recorded by the Trust for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable to the clearing broker related to open transactions and payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records, and amounts of brokerage commissions paid and recognized as unrealized losses.
Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a relatively small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than those in other forms of investment or speculation. As discussed below, adverse price changes in a futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Funds’ clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
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Payable/Receivable for Securities Purchased/Sold
Due from/to broker for investments in securities are securities transactions pending settlement. The Trust and the Funds are subject to credit risk to the extent any broker with whom it conducts business is unable to fulfill contractual obligations on its behalf. The management of the Trust and the Funds monitors the financial condition of such brokers and does not anticipate any losses from these counterparties. The principal broker through which the Trust and TAGS can execute securities transactions for TAGS is U.S. Bank N.A.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Fund’s sponsor, Teucrium Trading, LLC (the “Sponsor”), is responsible for investing the assets of the Funds in accordance with the objectives and policies of each Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as, certain aspects of accounting, financial reporting, regulatory compliance and trading activities. In addition, the Agricultural Funds, except for TAGS which has no such fee, are contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00 % per annum. DEFI is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to .94% per annum.
The Agricultural Funds generally pay for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares, after its initial registration, and all legal, accounting, printing and other expenses associated therewith. The Funds also pay the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective Fund based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation order activity.
These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the combined statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Trust and the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Trust and the Funds. Such expenses are primarily included as distribution and marketing fees in the financial statements of each Fund.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Recognized Related Party Transactions
$ 2,656,282 $ 2,721,842 $ 2,321,539
Waived Related Party Transactions
$ 70,069 $ 518,599 $ 1,052,715
The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period.
CORN
SOYB
CANE
WEAT
TAGS
DEFI
Trust
Year Ended December 31, 2023
$ - $ - $ - $ - $ 440,191 $ 271,380 $ 711,571
Year Ended December 31, 2022
$ 345,855 $ 89,562 $ 78,237 $ 425,164 $ 262,928 $ 75,291 $ 1,277,037
Year Ended December 31, 2021
$ 1,060,261 $ 576,014 $ 134,294 $ 307,565 $ 105,722 $ - $ 2,183,856
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Funds’ trading, the Funds (and not their shareholders personally) are subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated, and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
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Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Trust uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Trust. Unobservable inputs reflect the Trust’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Trust has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 futures contracts held by CORN, SOYB, CANE WEAT and DEFI, the securities of the Underlying Funds held by TAGS, and any other securities held by any Fund, together referenced throughout this filing as “financial instruments.” Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.
Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of valuation techniques and observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Trust’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Trust uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. For instance, when Corn Futures Contracts on the Chicago Board of Trade (“CBOT”) are not actively trading due to a “limit-up” or ‘limit-down” condition, meaning that the change in the Corn Futures Contracts has exceeded the limits established, the Trust and the Fund will revert to alternative verifiable sources of valuation of its assets. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3 ) and will report such NAV in its applicable financial statements and reports.
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On December 31, 2023 and 2022 , in the opinion of the Trust, the reported value at the close of the market for each commodity contract fairly reflected the value of the futures and no alternative valuations were required. The determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Funds consider the average volume of the specific underlying futures contracts traded on the relevant exchange for the years being reported.
For the quarter ended June 30, 2021, Corn Futures Contracts for the Sep21 CBOT corn futures and the Dec21 CBOT corn futures, settled in a “limit up” condition. Accordingly, the Trust, CORN and TAGS classified these as level 2 assets. The financial statements of CORN including TAGS, due to the NAV adjustment for the Underlying CORN holdings, were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 711,275 for CORN. The Corn futures contracts transferred back to a Level 1 asset for the period ended September 30, 2021.
For the quarter ended March 31, 2021, Corn Futures Contracts for the Jul21 CBOT corn futures, Sep21 CBOT corn futures, Dec21 CBOT corn futures, Jul21 CBOT soybean futures, and the Nov21 CBOT soybean futures, settled in a “limit up” condition. Accordingly, the Trust, CORN, and SOYB classified these as Level 2 assets. The financial statements of these funds including TAGS, due to the NAV adjustment for each of these Underlying Funds, were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 3,371,513 for CORN and $ 279,750 for SOYB. The Soybean futures contracts transferred back to a Level 1 asset for the period ended June 30, 2021, and the Sep21 and Dec21 corn futures contracts remained a Level 2 asset as described above.
The Funds and the Trust record their derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the CBOT and the ICE, or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy. OTC derivatives contracts (such as forward and swap contracts), which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.
Investments in the securities of the Underlying Funds are freely traded and listed on the NYSE Arca. These investments are valued at the NAV of the Underlying Fund as of the valuation date as calculated by the administrator based on the exchange-quoted prices of the commodity futures contracts held by the Underlying Fund.
Expenses
Expenses are recorded using the accrual method of accounting.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) issued ASU 2023 - 06 – Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The amendments require an entity to disclose its accounting policy for where cash flows associated with derivative instruments and their related gains and losses are presented. The Trust and Funds already disclose the accounting policy related to the derivative gains and losses presented on the cash flow statement. The amendment was adopted early for the period ended December 31, 2023. There is no impact to the financial statements of the Trust or the Funds.
The FASB issued ASU 2023 - 01, related to Leases – (Topic 842 ). The response to concerns about applying Topic 842 to related party arrangements between entities under common control. The update was adopted early for the quarter ended March 31, 2023; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2022 - 03, related to fair value measurement (Topic 820 ) of equity securities subject to contractual sale restrictions. Under the clarified guidance, contractual restrictions on the sale of an equity security are not considered part of the unit of account of the equity security and, therefore, are not considered in measuring fair value, however they do require disclosures. The amendment was adopted for the quarter ended June 30, 2022; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
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The FASB issued ASU 2021 - 05: “Leases (Topic 842 ).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day- one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2020 - 10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
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Note 4 - Fair Value Measurements
The Trust’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Trust’s significant accounting policies in Note 3. The following table presents information about the Trust’s assets and liabilities measured at fair value as of December 31, 2023 and December 31, 2022 :
December 31, 2023
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Cash Equivalents
$ 263,089,306 $ - $ - $ 263,089,306
Commodity and Cryptocurrency Futures Contracts
Wheat futures contracts
2,237,493 - - 2,237,493
Bitcoin futures contracts
129,519 - - 129,519
Total
$ 265,456,318 $ - $ - $ 265,456,318
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Commodity and Cryptocurrency Futures Contracts
Corn futures contracts
$ 2,182,141 $ - $ - $ 2,182,141
Soybean futures contracts
1,391,661 - - 1,391,661
Sugar futures contracts
2,687,998 - - 2,687,998
Wheat futures contracts
4,575,666 - - 4,575,666
Bitcoin futures contracts
51,376 - - 51,376
Total
$ 10,888,842 $ - $ - $ 10,888,842
December 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Cash Equivalents
$ 388,000,477 $ - $ - $ 388,000,477
Commodity Futures Contracts
Corn futures contracts
1,585,798 - - 1,585,798
Soybean futures contracts
2,520,370 - - 2,520,370
Sugar futures contracts
911,329 - - 911,329
Wheat futures contracts
3,160,732 - - 3,160,732
Bitcoin futures contracts
29,152 - - 29,152
Total
$ 396,207,858 $ - $ - $ 396,207,858
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Commodity Futures Contracts
Corn futures contracts
$ 2,967,103 $ - $ - $ 2,967,103
Sugar futures contracts
85,128 - - 85,128
Wheat futures contracts
26,380,838 - - 26,380,838
Total
$ 29,433,069 $ - $ - $ 29,433,069
For the years ended December 31, 2023 and 2022 , the Funds did not have any significant transfers between any of the levels of the fair value hierarchy. The determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the periods being reported.
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See the Fair Value - Definition and Hierarchy section in Note 4 above for an explanation of the transfers into and out of each level of the fair value hierarchy.
Note 5 - Derivative Instruments and Hedging Activities
In the normal course of business, the Funds utilize derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Funds’ derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Funds are also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the years ended December 31, 2023 and 2022 , the Funds invested only in commodity and cryptocurrency futures contracts specifically related to each Fund.
Futures Contracts
The Funds are subject to commodity and cryptocurrency price risk in the normal course of pursuing their investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with an FCM. Subsequent payments (variation margin) are made or received by each Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by each Fund. Futures contracts may reduce the Funds’ exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to each Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following table discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These recognized assets and liabilities are presented as defined in FASB ASU No. 2011 - 11 “Balance Sheet (Topic 210 ): Disclosures about Offsetting Assets and Liabilities” and subsequently clarified in FASB ASU 2013 - 01 “Balance Sheet (Topic 210 ): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities.”
The following table also identifies the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCMs, Marex and StoneX as of December 31, 2023 and 2022 . *The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Assets and Derivative Assets as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity and Cryptocurrency Price
Wheat futures contracts
$ 2,237,493 $ - $ 2,237,493 $ 2,237,493 $ - $ -
Bitcoin futures contracts
$ 129,519 $ - $ 129,519 $ 51,376 $ - $ 78,143
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Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity and Cryptocurrency Price
Corn futures contracts
$ 2,182,141 $ - $ 2,182,141 $ - $ 2,182,141 $ -
Soybean futures contracts
$ 1,391,661 $ - $ 1,391,661 $ - $ 1,391,661 $ -
Sugar futures contracts
$ 2,687,998 $ - $ 2,687,998 $ - $ 2,687,998 $ -
Wheat futures contracts
$ 4,575,666 $ - $ 4,575,666 $ 2,237,493 $ 2,338,173 $ -
Bitcoin futures contracts
$ 51,376 $ - $ 51,376 $ 51,376 $ - $ -
Offsetting of Financial Assets and Derivative Assets as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity and Cryptocurrency Price
Corn futures contracts
$ 1,585,798 $ - $ 1,585,798 $ 1,585,798 $ - $ -
Soybean futures contracts
$ 2,520,370 $ - $ 2,520,370 $ - $ - $ 2,520,370
Sugar futures contracts
$ 911,329 $ - $ 911,329 $ 85,128 $ - $ 826,201
Wheat futures contracts
$ 3,160,732 $ - $ 3,160,732 $ 3,160,732 $ - $ -
Bitcoin futures contracts
$ 29,152 $ - $ 29,152 $ - $ - $ 29,152
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Corn futures contracts
$ 2,967,103 $ - $ 2,967,103 $ 1,585,798 $ 1,381,305 $ -
Sugar futures contracts
$ 85,128 $ - $ 85,128 $ 85,128 $ - $ -
Wheat futures contracts
$ 26,380,838 $ - $ 26,380,838 $ 3,160,732 $ 23,220,106 $ -
The following is a summary of realized and net change in unrealized gains (losses) of the derivative instruments utilized by the Trust:
Year ended December 31, 2023
Realized (Loss) Gain on Commodity and Cryptocurrency Futures Contracts
Net Change in Unrealized (Depreciation) Appreciation on Commodity and Cryptocurrency Futures Contracts
Commodity and Cryptocurrency Price
Corn futures contracts
$ ( 26,707,038 ) $ ( 800,836 )
Soybean futures contracts
940,552 ( 3,912,031 )
Sugar futures contracts
11,398,276 ( 3,514,199 )
Wheat futures contracts
( 81,189,435 ) 20,881,933
Bitcoin futures contracts
1,308,803 48,991
Total commodity futures contracts
$ ( 94,248,842 ) $ 12,703,858
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Year ended December 31, 2022
Realized Gain (Loss) on Commodity and Cryptocurrency Futures Contracts
Net Change in Unrealized (Depreciation) Appreciation on Commodity and Cryptocurrency Futures Contracts
Commodity Price
Corn futures contracts
$ 28,784,977 $ ( 7,317,857 )
Soybean futures contracts
10,362,032 ( 164,481 )
Sugar futures contracts
( 442,477 ) ( 172,519 )
Wheat futures contracts
( 81,457,408 ) ( 26,279,809 )
Bitcoin futures contracts
( 423,794 ) 29,152
Total commodity futures contracts
$ ( 43,176,670 ) $ ( 33,905,514 )
Year ended December 31, 2021
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 65,827,118 $ ( 14,218,054 )
Soybean futures contracts
27,370,674 ( 12,439,375 )
Sugar futures contracts
6,223,228 ( 408,983 )
Wheat futures contracts
18,418,461 ( 2,678,459 )
Total commodity futures contracts
$ 117,839,481 $ ( 29,744,871 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 348.7 million in 2023 , $ 653.8 million in 2022 , and $ 321.8 million in 2021 .
Note 6 - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the shares, including applicable SEC registration fees, were borne directly by the Sponsor for the Funds and will be borne directly by the Sponsor for any series of the Trust which is not yet operating or will be issued in the future. The Trust will not be obligated to reimburse the Sponsor. The Funds bear their own costs incurred in connection with the registration and offering of additional shares, which include registration fees, legal fees, underwriting fees, and other similar costs.
Note 7 - Detail of the net assets and shares outstanding of the Funds that are a series of the Trust
The following are the net assets and shares outstanding of each Fund that is a series of the Trust and, thus, in total, comprise the combined net assets of the Trust:
December 31, 2023
Outstanding Shares
Net Assets
Teucrium Corn Fund
3,750,004 $ 81,050,442
Teucrium Soybean Fund
1,075,004 29,056,020
Teucrium Sugar Fund
1,425,004 17,720,099
Teucrium Wheat Fund
30,800,004 184,176,669
Hashdex Bitcoin Futures ETF
50,000 2,536,958
Teucrium Agricultural Fund:
625,002
Net assets including the investment in the Underlying Funds
18,409,126
Less: Investment in the Underlying Funds
18,401,900
Net for the Fund in the combined net assets of the Trust
7,226
Total
$ 314,547,414
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December 31, 2022
Outstanding Shares
Net Assets
Teucrium Corn Fund
5,675,004 $ 152,638,405
Teucrium Soybean Fund
2,050,004 58,429,985
Teucrium Sugar Fund
2,550,004 24,262,359
Teucrium Wheat Fund
28,675,004 228,972,039
Hashdex Bitcoin Futures ETF
50,004 1,070,263
Teucrium Agricultural Fund:
1,262,502
Net assets including the investment in the Underlying Funds
39,575,245
Less: Investment in the Underlying Funds
39,572,698
Net for the Fund in the combined net assets of the Trust
2,547
Total
$ 465,375,598
The detailed information for the subscriptions and redemptions, and other financial information for each Fund that is a series of the Trust are included in the accompanying financial statements of each Fund.
Note 8 - Subsequent Events
Management has evaluated the financial statements for the year-ended December 31, 2023 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Trust and Funds other than those noted below:
CORN:
Nothing to report.
SOYB:
Nothing to report.
CANE:
Nothing to report.
WEAT:
Nothing to report.
TAGS:
Nothing to report.
DEFI:
As reported by the registrant on a Form 8 -K filed with the Securities and Exchange Commission on November 7, 2023 ( File No. 001 - 34765 ), Teucrium Commodity Trust (the “Teucrium Trust”), on behalf of its series, Hashdex Bitcoin Futures ETF (“Acquired Fund”), and Tidal Commodities Trust I (“Acquiring Trust”), on behalf of its series, Hashdex Bitcoin Futures ETF (“Acquiring Fund”), entered into an Agreement and Plan of Partnership Merger and Liquidation dated as of October 30, 2023 ( the “Plan of Merger”). The Merger closed on January 3, 2024 ( the “Closing Date”).
Pursuant to the Plan of Merger, each Acquired Fund shareholder received one share of the Acquiring Fund for every one share of the Acquired Fund held on the Closing Date based on the net asset value per share of the Acquiring Fund being equal to the net asset value per share of the Acquired Fund determined immediately prior to the Merger closing. Upon the Merger closing, the Acquiring Fund acquired all the assets of the Acquired Fund and assumed all the liabilities of the Acquired Fund. Upon the Merger closing, the Plan of Merger caused all of the Acquired Fund’s shares to be cancelled and the Acquired Fund to be liquidated.
The sponsor of the Teucrium Trust, Teucrium Trading, LLC (“Teucrium”), is not receiving any compensation dependent on the consummation of the Merger. Pursuant to a certain Amended and Restated ‘33 Act Fund Platform Support Agreement, as amended (the “Support Agreement”) among Tidal Investments LLC (f/k/a Toroso Investments, LLC) (“Tidal”), Tidal ETF Services, LLC, Hashdex Asset Management Ltd., and Teucrium, Tidal has agreed to provide Teucrium after the Merger with a monthly amount equal to the greater of seven percent ( 7 %) of the management fee paid to Tidal from the Acquiring Fund and 0.04 % of monthly average net assets of the Acquiring Fund (“Teucrium Compensation”). Any payment of the Teucrium Compensation will be made from the resources of Tidal and not from the assets of the Acquiring Fund.
The divestiture of DEFI from the Teucrium Commodity Trust represented a reduction of less than 1 % of the Trusts' net assets. The Sponsor has determined that the impact, if any, to the Trust is immaterial.
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GRANT THORNTON LLP
757 Third Ave., 9th Floor
New York, NY 10017
D +1 212 599 0100
F +1 212 370 4520
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor and Shareholders of
Teucrium Corn Fund
Opinion on the financial statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments of Teucrium Corn Fund, a series of Teucrium Commodity Trust (the “Fund”) as of December 31, 2023 and 2022, the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’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 Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its 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 Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
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 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.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosure that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Fund’s auditor since 2014.
New York, New York
February 29, 2024
GT.COM
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd (GTIL). GTIL and each of its member firms are separate legal entities and are not a worldwide partnership.
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TEUCRIUM CORN FUND
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2023
December 31, 2022
Assets
Cash and cash equivalents
$ 76,745,471 $ 142,434,737
Interest receivable
105,283 125,014
Other assets
- 854
Capital shares receivable
- 1,344,830
Equity in trading accounts:
Commodity futures contracts
- 1,585,798
Due from broker
6,533,938 11,625,331
Total equity in trading accounts
6,533,938 13,211,129
Total assets
83,384,692 157,116,564
Liabilities
Management fee payable to Sponsor
71,506 144,877
Other liabilities
80,603 21,349
Payable for shares redeemed
- 1,344,830
Equity in trading accounts:
Commodity futures contracts
2,182,141 2,967,103
Total liabilities
2,334,250 4,478,159
Net assets
$ 81,050,442 $ 152,638,405
Shares outstanding
3,750,004 5,675,004
Shares authorized
* *
Net asset value per share
$ 21.61 $ 26.90
Market value per share
$ 21.57 $ 26.93
*On April 7, 2022, the Teucrium Corn Fund registered an indeterminate number of shares for the Fund pursuant to Rule 456(d) under the Securities Act of 1933.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM CORN FUND
SCHEDULE OF INVESTMENTS
December 31, 2023
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
U.S. Bank Deposit Account
5.270 % $ 7,523,423 $ 7,523,423 9.28 %
7,523,423
Goldman Sachs Financial Square Government Fund - Institutional Class
5.250 % 19,050,119 19,050,119 23.51 19,050,119
Total money market funds
$ 26,573,542 $ 26,573,542 32.79 %
Maturity
Percentage of
Date
Yield
Cost
Fair Value
Net Assets
Principal Amount
Commercial Paper
Albemarle Corporation
January 3, 2024
5.770 % 4,950,475 $ 4,998,428 6.17 %
5,000,000
Albemarle Corporation
January 11, 2024
5.808 % 2,478,230 2,496,042 3.08 2,500,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 9, 2024
5.794 % 2,489,708 2,496,833 3.08 2,500,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 16, 2024
5.853 % 2,466,575 2,494,031 3.08 2,500,000
Entergy Corporation
March 1, 2024
5.665 % 2,467,625 2,476,875 3.06 2,500,000
FMC Corporation
January 19, 2024
5.816 % 2,488,878 2,492,850 3.07 2,500,000
Harley-Davidson Financial Services, Inc.
January 9, 2024
5.843 % 2,474,533 2,496,817 3.08 2,500,000
Harley-Davidson Financial Services, Inc.
February 1, 2024
5.867 % 2,480,400 2,487,600 3.07 2,500,000
Harley-Davidson Financial Services, Inc.
February 14, 2024
5.927 % 2,473,774 2,482,247 3.06 2,500,000
National Fuel Gas Company
January 8, 2024
5.867 % 2,480,400 2,497,200 3.08 2,500,000
Oracle Corporation
March 6, 2024
5.562 % 2,467,452 2,475,400 3.05 2,500,000
V.F. Corporation
January 18, 2024
5.606 % 2,473,646 2,493,507 3.08 2,500,000
WGL Holdings, Inc.
January 3, 2024
5.793 % 2,490,896 2,499,208 3.08 2,500,000
WGL Holdings, Inc.
January 12, 2024
5.849 % 2,487,222 2,495,608 3.08 2,500,000
Walgreens Boots Alliance, Inc.
January 12, 2024
6.028 % 2,484,378 2,495,478 3.08 2,500,000
Total Commercial Paper
$ 39,654,192 $ 39,878,124 49.20 %
Total Cash Equivalents
$ 66,451,666 81.99 %
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures MAY24
1,171 $ 1,102,254 1.36 %
$ 28,338,200
CBOT corn futures JUL24
983 384,407 0.47 24,280,100
CBOT corn futures DEC24
1,128 695,480 0.86 28,397,400
Total commodity futures contracts
$ 2,182,141 2.69 %
$ 81,015,700
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM CORN FUND
SCHEDULE OF INVESTMENTS
December 31, 2022
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X
4.105 % $ 3,498,444 $ 3,498,444 2.29 %
3,498,444
Goldman Sachs Financial Square Government Fund - Institutional Class
4.140 % 49,057,471 49,057,471 32.14 49,057,471
Total money market funds
$ 52,555,915 $ 52,555,915 34.43 %
Maturity
Percentage of
Date
Yield
Cost
Fair Value
Net Assets
Principal Amount
Commercial Paper
Brookfield Infrastructure Holdings (Canada) Inc.
January 17, 2023
4.742 % 7,438,744 $ 7,484,443 $ 4.90 7,500,000
CNH Industrial Capital LLC
January 23, 2023
4.566 % 2,483,750 2,493,125 1.63 2,500,000
CNH Industrial Capital LLC
February 13, 2023
4.780 % 4,949,736 4,971,931 3.26 5,000,000
Crown Castle Inc.
January 10, 2023
4.877 % 2,481,000 2,497,000 1.64 2,500,000
Crown Castle Inc.
January 12, 2023
4.765 % 4,979,764 4,992,820 3.27 5,000,000
Entergy Corporation
January 4, 2023
4.311 % 2,481,702 2,499,115 1.64 2,500,000
General Motors Financial Company, Inc.
January 10, 2023
4.618 % 7,449,762 7,491,469 4.91 7,500,000
General Motors Financial Company, Inc.
January 18, 2023
4.473 % 2,472,806 2,494,806 1.63 2,500,000
Harley-Davidson Financial Services, Inc.
January 3, 2023
4.721 % 2,482,562 2,499,354 1.64 2,500,000
Harley-Davidson Financial Services, Inc.
January 25, 2023
4.944 % 7,458,402 7,475,650 4.90 7,500,000
Harley-Davidson Financial Services, Inc.
February 2, 2023
5.104 % 2,479,781 2,488,844 1.63 2,500,000
Hyundai Capital America
January 10, 2023
4.000 % 2,475,911 2,497,536 1.64 2,500,000
ITT Inc.
January 19, 2023
4.475 % 2,482,544 2,494,487 1.63 2,500,000
Jabil Inc.
January 13, 2023
5.073 % 4,980,555 4,991,667 3.27 5,000,000
Oracle Corporation
January 17, 2023
4.361 % 2,482,980 2,495,222 1.63 2,500,000
V.F. Corporation
February 2, 2023
4.669 % 1,986,711 1,991,822 1.30 2,000,000
Walgreens Boots Alliance, Inc.
February 28, 2023
4.827 % 2,479,549 2,480,868 1.63 2,500,000
Total Commercial Paper
$ 64,046,259 $ 64,340,159 42.15 %
Total Cash Equivalents
$ 116,896,074 76.58 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures JUL23
1,363 $ 1,585,798 1.04 %
$ 45,779,763
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures MAY23
1,575 $ 751,309 0.49 % $ 53,392,500
CBOT corn futures DEC23
1,750 2,215,794 1.45 53,440,625
Total commodity futures contracts
$ 2,967,103 1.94 % $ 106,833,125
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM CORN FUND
STATEMENTS OF OPERATIONS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized (loss) gain on commodity futures contracts
$ ( 26,707,038 ) $ 28,784,977 $ 65,827,118
Net change in unrealized depreciation on commodity futures contracts
( 800,836 ) ( 7,317,857 ) ( 14,218,054 )
Interest income
5,217,831 3,437,856 258,156
Total (loss) income
( 22,290,043 ) 24,904,976 51,867,220
Expenses
Management fees
1,054,156 2,121,041 1,505,165
Professional fees
394,719 416,723 526,954
Distribution and marketing fees
1,048,908 1,197,419 1,569,853
Custodian fees and expenses
109,559 110,365 170,890
Business permits and licenses fees
29,208 34,477 29,157
General and administrative expenses
69,692 113,955 134,708
Total expenses
2,706,242 3,993,980 3,936,727
Expenses waived by the Sponsor
- ( 345,855 ) ( 1,060,261 )
Total expenses, net
2,706,242 3,648,125 2,876,466
Net (loss) income
$ ( 24,996,285 ) $ 21,256,851 $ 48,990,754
Net (loss) gain per share
$ ( 5.29 ) $ 5.32 $ 6.04
Net (loss) gain per weighted average share
$ ( 5.65 ) $ 2.66 $ 6.29
Weighted average shares outstanding
4,424,182 8,002,538 7,790,689
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM CORN FUND
STATEMENTS OF CHANGES IN NET ASSETS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Operations
Net (loss) income
$ ( 24,996,285 ) $ 21,256,851 $ 48,990,754
Capital transactions
Issuance of Shares
23,324,517 218,911,328 95,586,980
Redemption of Shares
( 69,916,195 ) ( 208,376,030 ) ( 162,021,015 )
Total capital transactions
( 46,591,678 ) 10,535,298 ( 66,434,035 )
Net change in net assets
( 71,587,963 ) 31,792,149 ( 17,443,281 )
Net assets, beginning of period
$ 152,638,405 $ 120,846,256 $ 138,289,537
Net assets, end of period
$ 81,050,442 $ 152,638,405 $ 120,846,256
Net asset value per share at beginning of period
$ 26.90 $ 21.58 $ 15.54
Net asset value per share at end of period
$ 21.61 $ 26.90 $ 21.58
Creation of Shares
975,000 8,050,000 5,025,000
Redemption of Shares
2,900,000 7,975,000 8,325,000
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM CORN FUND
STATEMENTS OF CASH FLOWS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Cash flows from operating activities:
Net (loss) income
$ ( 24,996,285 ) $ 21,256,851 $ 48,990,754
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Net change in unrealized depreciation on commodity futures contracts
800,836 7,317,857 14,218,054
Changes in operating assets and liabilities:
Due from broker
5,091,393 ( 11,548,188 ) ( 77,143 )
Interest receivable
19,731 ( 116,400 ) ( 1,271 )
Other assets
854 ( 854 ) -
Due to broker
- - ( 12,973,828 )
Management fee payable to Sponsor
( 73,371 ) 40,790 ( 13,777 )
Payable for purchases of commercial paper
- - ( 4,997,847 )
Other liabilities
59,254 ( 63,357 ) 63,047
Net cash (used in) provided by operating activities
( 19,097,588 ) 16,886,699 45,207,989
Cash flows from financing activities:
Proceeds from sale of Shares
24,669,347 217,566,498 95,586,980
Redemption of Shares
( 71,261,025 ) ( 207,031,200 ) ( 163,963,290 )
Net cash (used in) provided by financing activities
( 46,591,678 ) 10,535,298 ( 68,376,310 )
Net change in cash and cash equivalents
( 65,689,266 ) 27,421,997 ( 23,168,321 )
Cash and cash equivalents, beginning of period
142,434,737 115,012,740 138,181,061
Cash and cash equivalents, end of period
$ 76,745,471 $ 142,434,737 $ 115,012,740
The accompanying notes are an integral part of these financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2023
Note 1 - Organization and Operation
Teucrium Corn Fund (referred to herein as “CORN,” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “CORN,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for corn interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of CORN is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the corn market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for corn (“Corn Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”):
CORN Benchmark
CBOT Corn Futures Contract
Weighting
Second to expire
35 %
Third to expire
30 %
December following the third to expire
35 %
The Fund commenced investment operations on June 9, 2010 and has a fiscal year ending on December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a Commodity Trading Advisor (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 7, 2010, the initial Form S- 1 for CORN was declared effective by the U.S. Securities and Exchange Commission (“SEC”). On June 8, 2010, four Creation Baskets for CORN were issued representing 200,000 shares and $ 5,000,000 . CORN began trading on the New York Stock Exchange (“NYSE”) Arca on June 9, 2010. The current registration statement for CORN was declared effective by the SEC on April 7, 2022. The registration statement for CORN registered an indeterminate number of shares.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC, in its capacity as the Sponsor , may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.
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Note 2 - Principal Contracts and Agreements
The Sponsor employs U.S. Bank N.A. as the Custodian for the Funds. The principal business address for U.S. Bank N.A is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. U.S. Bank N.A. is a Wisconsin state-chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department. The principal address for U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (“Global Fund Services”) is 615 E. Michigan Street, Milwaukee, WI 53202. In addition, effective on the Conversion Date, Global Fund Services, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative, accounting services, and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and Global Fund Services will receive an asset-based fee, subject to a minimum annual fee.
For custody services, the Funds will pay to U.S. Bank N.A. 0.0075 % of average gross assets up to $1 billion, and 0.0050 % of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to Global Fund Services 0.05 % of average gross assets on the first $500 million, 0.04 % on the next $500 million, 0.03 % on the next $2 billion, and 0.02 % on the balance over $3 billion annually. A combined minimum annual fee of up to $ 47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded in custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Foreside Fund Services, LLC, ("Foreside" or the "Distributor") a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), as the Distributor for the Fund. The Distribution Services Agreement among the Distributor, the Sponsor, and the Trust calls for the Distributor to work with the Transfer Agent in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into an agreement under which certain employees and officers of the Sponsor are licensed as registered representatives of the Distributor. These persons engage in certain marketing activities for the Fund. For its services as the Distributor, Foreside receives a fee of 0.01 % of the Fund’s average daily net assets and an aggregate annual fee of $ 100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $ 5,000 per registered representative and $ 1,000 per registered location. These services are recorded in distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below.
Marex Capital Markets, Inc. (“Marex”) and StoneX Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and provide other brokerage-related services. Marex and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as broker-dealers with the SEC and are each a member of FINRA. Marex and StoneX are each clearing members of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges. For Corn, Soybean, Sugar, and Wheat Futures Contracts Marex is paid $ 11.00 per round turn. StoneX is paid $ 2.50 per round turn exclusive of pass-through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 16.5 % return on the StoneX Capital Requirement at 9.6 % of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses can be found below.
The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $ 3,300 from the Trust. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
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Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Amount Recognized for Custody Services
$ 109,559 $ 110,365 $ 170,890
Amount of Custody Services Waived
$ - $ 4,000 $ 59,872
Amount Recognized for Distribution Services
$ 39,529 $ 60,803 $ 88,049
Amount of Distribution Services Waived
$ - $ 17,010 $ 40,063
Amount Recognized for Wilmington Trust
$ 860 $ 550 $ 1,520
Amount of Wilmington Trust Waived
$ - $ - $ -
Note 3 - Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
The Fund qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. The Fund seeks to earn interest on its assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian and at other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
The Sponsor began recognizes the expense for brokerage commissions for futures contract trades on a per-trade basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the years ended December 31, 2021 , 2022 , and 2023 .
CORN
Year Ended December 31, 2023
$ 65,449
Year Ended December 31, 2022
$ 217,050
Year Ended December 31, 2021
$ 141,674
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Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704 (d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2021 to 2023 , the Fund remains subject to income tax examinations by major taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of and for the years ended December 31, 2023 , 2022 , and 2021 . However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the years ended December 31, 2023 , 2022 , and 2021 .
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from CORN. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (ET) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (ET) on the day the order to redeem the basket is properly received.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S- 1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
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Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturities. Each Fund that is a series of the Trust has the balance of its cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests a portion of the available cash for the Funds in alternative demand deposit savings accounts, which are classified as cash and not as cash equivalents. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the FCM in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
As of December 31, 2023
As of December 31, 2022
As of December 31, 2021
Money Market Funds
$ 26,573,542 $ 52,555,915 $ 11,399,662
Demand Deposit Savings Accounts
10,293,805 25,538,663 50,122,297
Commercial Paper
39,878,124 64,340,159 53,490,781
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 76,745,471 $ 142,434,737 $ 115,012,740
Payable for Purchases of Commercial Paper
The amount recorded by the Fund for commercial paper transactions awaiting settlement, which represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
Due from/to Broker
The amount recorded by the Fund for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable to the clearing broker related to open transactions and payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a relatively small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than those in other forms of investment or speculation. As discussed below, adverse price changes in a futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
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Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
·
Taking the current market value of its total assets and
·
Subtracting any liabilities
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The NAV for a particular trading day is released after 4:15 p.m. (ET).
In determining the value of Corn Futures Contracts, the administrator uses the CBOT closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The value of over the counter corn interests is determined based on the value of the commodity or futures contract underlying such corn interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such corn interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Treasury securities held by the Fund are valued by the administrator using values received from recognized third -party vendors and dealer quotes. NAV includes any unrealized profit or loss on open corn interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00 % per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective Funds based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation order activity.
These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees on the statements of operations. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Recognized Related Party Transactions
$ 684,181 $ 827,230 $ 1,095,188
Waived Related Party Transactions
$ - $ 149,721 $ 535,622
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The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund. The Sponsor has determined that there would be no recovery sought for the amounts below in any future period:
CORN
Year Ended December 31, 2023
$ -
Year Ended December 31, 2022
$ 345,855
Year Ended December 31, 2021
$ 1,060,261
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments does not entail a significant degree of judgment.
Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of valuation techniques and observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including during periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many securities. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the Net Asset Value (“NAV”) on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3 ) and will report such NAV in its applicable financial statements and reports.
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On December 31, 2023 and 2022 , in the opinion of the Trust and the Fund, the reported value of the Corn Futures Contracts traded on the CBOT fairly reflected the value of the Corn Futures Contracts held by the Fund, and no adjustments were necessary. The determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the years being reported.
For the quarter ended June 30, 2021, Corn Futures Contracts for the Sep21 CBOT corn futures and the Dec21 CBOT corn futures, settled in a “limit up” condition. Accordingly, the Trust and CORN classified these as level 2 assets. The financial statements of CORN were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 711,275 for CORN. The Corn futures contracts transferred back to a Level 1 asset for the period ended September 30, 2021.
For the quarter ended March 31, 2021, Corn Futures Contracts for the Jul21 CBOT corn futures, Sep21 CBOT corn futures, and Dec21 CBOT corn futures settled in a “limit up” condition. Accordingly, the Trust and CORN classified these as Level 2 assets. The financial statements of CORN were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 3,371,513 . The Jul21 corn futures transferred back to a Level 1 asset for the period ended June 30, 2021, and the Sep21 and Dec21 corn futures contracts transferred back to a Level 1 asset for the period ended September 30, 2021.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the CBOT and the ICE, or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy. OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per Share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of Shares outstanding was computed for purposes of disclosing net income (loss) per weighted average Share. The weighted average Shares are equal to the number of Shares outstanding at the end of the period, adjusted proportionately for Shares created or redeemed based on the amount of time the Shares were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) issued ASU 2023 - 06 – Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The amendments require an entity to disclose its accounting policy for where cash flows associated with derivative instruments and their related gains and losses are presented. The Trust and Fund already discloses the accounting policy related to the derivative gains and losses presented on the cash flow statement. The amendment was adopted early for the period ended December 31, 2023. There is no impact to the financial statements of the Trust or the Fund.
The FASB issued ASU 2023 - 01, related to Leases – (Topic 842 ). The response to concerns about applying Topic 842 to related party arrangements between entities under common control. The update was adopted early for the quarter ended March 31, 2023; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
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The FASB issued ASU 2022 - 03, related to fair value measurement (Topic 820 ) of equity securities subject to contractual sale restrictions. Under the clarified guidance, contractual restrictions on the sale of an equity security are not considered part of the unit of account of the equity security and, therefore, are not considered in measuring fair value, however they do require disclosures. The amendment was adopted for the quarter ended June 30, 2022; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2021 - 05: “Leases (Topic 842 ).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day- one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020 - 10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
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Note 4 - Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of December 31, 2023 and December 31, 2022 :
December 31, 2023
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Cash Equivalents
$ 66,451,666 $ - $ - $ 66,451,666
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Corn futures contracts
$ 2,182,141 $ - $ - $ 2,182,141
December 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Cash Equivalents
$ 116,896,074 $ - $ - $ 116,896,074
Corn futures contracts
1,585,798 - - 1,585,798
Total
$ 118,481,872 $ - $ - $ 118,481,872
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Corn futures contracts
$ 2,967,103 $ - $ - $ 2,967,103
For the years ended December 31, 2023 and 2022 , the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
See the Fair Value - Definition and Hierarchy section in Note 3 above for an explanation of the transfers into and out of each level of the fair value hierarchy.
Note 5 - Derivative Instruments and Hedging Activities
In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the years ended December 31, 2023 and 2022 , the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with an FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
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The following table discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These recognized assets and liabilities are presented as defined in FASB ASU No. 2011 - 11 “Balance Sheet (Topic 210 ): Disclosures about Offsetting Assets and Liabilities” and subsequently clarified in FASB ASU 2013 - 01 “Balance Sheet (Topic 210 ): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities.”
The following table also identifies the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCMs, Marex and StoneX as of December 31, 2023 and 2022 . *The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Corn futures contracts
$ 2,182,141 $ - $ 2,182,141 $ - $ 2,182,141 $ -
Offsetting of Financial Assets and Derivative Assets as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Corn futures contracts
$ 1,585,798 $ - $ 1,585,798 $ 1,585,798 $ - $ -
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Corn futures contracts
$ 2,967,103 $ - $ 2,967,103 $ 1,585,798 $ 1,381,305 $ -
The following is a summary of realized and net change in unrealized gains (losses) of the derivative instruments utilized by the Fund:
Year ended December 31, 2023
Realized Loss on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ ( 26,707,038 ) $ ( 800,836 )
Year ended December 31, 2022
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 28,784,977 $ ( 7,317,857 )
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Year ended December 31, 2021
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 65,827,118 $ ( 14,218,054 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 101.5 million in 2023 , $ 212.2 million in 2022 , and $ 149.9 million in 2021 .
Note 6 - Financial Highlights
The following table presents per share performance data and other supplemental financial data for the years ended December 31, 2023 , 2022 , and 2021 . This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 26.90 $ 21.58 $ 15.54
Income (loss) from investment operations:
Investment income
1.18 0.43 0.03
Net realized and unrealized (loss) gain on commodity futures contracts
( 5.86 ) 5.34 6.38
Total expenses, net
( 0.61 ) ( 0.45 ) ( 0.37 )
Net (decrease) increase in net asset value
( 5.29 ) 5.32 6.04
Net asset value at end of period
$ 21.61 $ 26.90 $ 21.58
Total Return
( 19.64 )%
24.64 %
38.88 %
Ratios to Average Net Assets (Annualized)
Total expenses
2.57 %
1.88 %
2.62 %
Total expenses, net
2.57 %
1.72 %
1.91 %
Net investment gain (loss)
2.38 % ( 0.10 )%
( 1.74 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 7 - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees were borne directly by the Sponsor. The Fund is not obligated to reimburse these costs to the Sponsor. The Fund bears its own costs incurred in connection with the registration and offering of additional shares, which include registration fees, legal fees, underwriting fees and other similar costs.
Note 8 - Subsequent Events
Management has evaluated the financial statements for the year-ended December 31, 2023 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
Nothing to report.
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GRANT THORNTON LLP
757 Third Ave., 9th Floor
New York, NY 10017
D +1 212 599 0100
F +1 212 370 4520
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor and Shareholders of
Teucrium Soybean Fund
Opinion on the financial statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments of Teucrium Soybean Fund, a series of Teucrium Commodity Trust (the “Fund”) as of December 31, 2023 and 2022, the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’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 Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its 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 Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
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 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.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosure that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Fund’s auditor since 2014.
New York, New York
February 29, 2024
GT.COM
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd (GTIL). GTIL and each of its member firms are separate legal entities and are not a worldwide partnership.
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TEUCRIUM SOYBEAN FUND
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2023
December 31, 2022
Assets
Cash and cash equivalents
$ 28,107,189 $ 58,212,569
Interest receivable
36,662 66,135
Other assets
- 1,160
Equity in trading accounts:
Commodity futures contracts
- 2,520,370
Due from broker
2,385,040 543,205
Total equity in trading accounts
$ 2,385,040 $ 3,063,575
Total assets
$ 30,528,891 $ 61,343,439
Liabilities
Payable for shares redeemed
$ - $ 2,850,260
Management fee payable to Sponsor
25,659 55,430
Other liabilities
55,551 7,764
Equity in trading accounts:
Commodity futures contracts
1,391,661 -
Total liabilities
$ 1,472,871 $ 2,913,454
Net assets
$ 29,056,020 $ 58,429,985
Shares outstanding
1,075,004 2,050,004
Shares available
* *
Net asset value per share
$ 27.03 $ 28.50
Market value per share
$ 27.01 $ 28.50
*On April 7, 2022, the Teucrium Soybean Fund registered an indeterminate number of shares of the Fund pursuant to Rule 456(d) under the Securities Act of 1933.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SOYBEAN FUND
SCHEDULE OF INVESTMENTS
December 31, 2023
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
U.S. Bank Deposit Account
5.270 % $ 1,075,007 $ 1,075,007 3.70 %
1,075,007
Goldman Sachs Financial Square Government Fund - Institutional Class
5.250 % 6,671,092 6,671,092 22.96 6,671,092
Total money market funds
$ 7,746,099 $ 7,746,099 26.66 %
Maturity
Percentage of
Date
Yield
Cost
Fair Value
Net Assets
Principal Amount
Commercial Paper
Albemarle Corporation
January 8, 2024
5.738 % $ 2,476,151 $ 2,497,263 8.59 %
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 9, 2024
5.794 % 2,489,708 2,496,833 8.59 2,500,000
FMC Corporation
January 19, 2024
5.816 % 2,488,878 2,492,850 8.58 2,500,000
Harley-Davidson Financial Services, Inc.
February 1, 2024
5.867 % 2,480,400 2,487,600 8.56 2,500,000
Stanley Black & Decker, Inc.
January 22, 2024
5.807 % 2,479,021 2,491,688 8.58 2,500,000
WGL Holdings, Inc.
January 12, 2024
5.849 % 2,487,222 2,495,608 8.59 2,500,000
Total Commercial Paper
$ 14,901,380 $ 14,961,842 51.49 %
Total Cash Equivalents
$ 22,707,941 78.15 %
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States soybean futures contracts
CBOT soybean futures MAR24
156 $ 617,118 2.12 % $ 10,124,400
CBOT soybean futures MAY24
133 633,749 2.18 8,693,213
CBOT soybean futures NOV24
164 140,794 0.48 10,215,150
Total commodity futures contracts
$ 1,391,661 4.78 % $ 29,032,763
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SOYBEAN FUND
SCHEDULE OF INVESTMENTS
December 31, 2022
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X
4.105 % $ 10,287,270 $ 10,287,270 17.61 %
10,287,270
Goldman Sachs Financial Square Government Fund - Institutional Class
4.140 % 15,343,772 15,343,772 26.26 15,343,772
Total money market funds
$ 25,631,042 $ 25,631,042 43.87 %
Maturity
Percentage of
Date
Yield
Cost
Fair Value
Net Assets
Principal Amount
Commercial Paper
Brookfield Infrastructure Holdings (Canada) Inc.
January 17, 2023
4.734 % $ 4,959,225 $ 4,989,644 8.54 %
5,000,000
CNH Industrial Capital LLC
January 23, 2023
4.566 % 2,483,750 2,493,125 4.27 2,500,000
Crown Castle Inc.
January 10, 2023
4.877 % 2,481,000 2,497,000 4.27 2,500,000
Crown Castle Inc.
January 12, 2023
4.765 % 2,489,882 2,496,410 4.27 2,500,000
Entergy Corporation
January 4, 2023
4.311 % 2,481,702 2,499,115 4.28 2,500,000
Humana Inc.
January 9, 2023
4.670 % 2,482,750 2,497,444 4.27 2,500,000
V.F. Corporation
January 17, 2023
4.364 % 2,479,695 2,495,222 4.27 2,500,000
V.F. Corporation
February 2, 2023
4.669 % 2,483,389 2,489,778 4.26 2,500,000
VW Credit, Inc.
January 19, 2023
4.434 % 2,482,702 2,494,538 4.27 2,500,000
Walgreens Boots Alliance, Inc.
February 13, 2023
4.842 % 2,485,094 2,485,756 4.25 2,500,000
Total Commercial Paper
$ 27,309,189 $ 27,438,032 46.96 %
Total Cash Equivalents
$ 53,069,074 90.83 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States soybean futures contracts
CBOT soybean futures MAR23
268 $ 642,912 1.10 %
$ 20,421,600
CBOT soybean futures MAY23
229 807,218 1.38 17,518,500
CBOT soybean futures NOV23
289 1,070,240 1.82 20,472,038
Total commodity futures contracts
$ 2,520,370 4.30 %
$ 58,412,138
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SOYBEAN FUND
STATEMENTS OF OPERATIONS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain on commodity futures contracts
$ 940,552 $ 10,362,032 $ 27,370,674
Net change in unrealized depreciation on commodity futures contracts
( 3,912,031 ) ( 164,481 ) ( 12,439,375 )
Interest income
1,843,080 1,141,422 124,186
Total (loss) income
( 1,128,399 ) 11,338,973 15,055,485
Expenses
Management fees
369,531 677,727 727,110
Professional fees
282,599 140,044 278,476
Distribution and marketing fees
384,860 379,076 802,965
Custodian fees and expenses
39,143 37,114 91,007
Business permits and licenses fees
22,477 21,062 25,359
General and administrative expenses
30,129 43,514 79,574
Total expenses
1,128,739 1,298,537 2,004,491
Expenses waived by the Sponsor
- ( 89,562 ) ( 576,014 )
Total expenses, net
1,128,739 1,208,975 1,428,477
Net (loss) income
$ ( 2,257,138 ) $ 10,129,998 $ 13,627,008
Net (loss) gain per share
$ ( 1.47 ) $ 5.73 $ 3.28
Net (loss) gain per weighted average share
$ ( 1.68 ) $ 4.03 $ 4.11
Weighted average shares outstanding
1,345,346 2,515,004 3,319,593
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SOYBEAN FUND
STATEMENTS OF CHANGES IN NET ASSETS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Operations
Net (loss) income
$ ( 2,257,138 ) $ 10,129,998 $ 13,627,008
Capital transactions
Issuance of Shares
12,216,528 60,420,360 26,122,875
Redemption of Shares
( 39,333,355 ) ( 57,092,998 ) ( 83,956,120 )
Total capital transactions
( 27,116,827 ) 3,327,362 ( 57,833,245 )
Net change in net assets
( 29,373,965 ) 13,457,360 ( 44,206,237 )
Net assets, beginning of period
$ 58,429,985 $ 44,972,625 $ 89,178,862
Net assets, end of period
$ 29,056,020 $ 58,429,985 $ 44,972,625
Net asset value per share at beginning of period
$ 28.50 $ 22.77 $ 19.49
Net asset value per share at end of period
$ 27.03 $ 28.50 $ 22.77
Creation of Shares
450,000 2,200,000 1,225,000
Redemption of Shares
1,425,000 2,125,000 3,825,000
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SOYBEAN FUND
STATEMENTS OF CASH FLOWS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Cash flows from operating activities:
Net (loss) income
$ ( 2,257,138 ) $ 10,129,998 $ 13,627,008
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Net change in unrealized depreciation on commodity futures contracts
3,912,031 164,481 12,439,375
Changes in operating assets and liabilities:
Due from broker
( 1,841,835 ) ( 543,205 ) -
Interest receivable
29,473 ( 64,207 ) 3,550
Other assets
1,160 ( 1,160 ) 37
Due to broker
- ( 675,169 ) ( 10,582,397 )
Management fee payable to Sponsor
( 29,771 ) 18,973 ( 39,194 )
Payable for purchases of commercial paper
- - ( 4,997,451 )
Other liabilities
47,787 ( 14,648 ) 3,810
Net cash (used in) provided by operating activities
( 138,293 ) 9,015,063 10,454,738
Cash flows from financing activities:
Proceeds from sale of Shares
12,216,528 60,420,360 26,122,875
Redemption of Shares
( 42,183,615 ) ( 54,242,738 ) ( 83,956,120 )
Net cash (used in) provided by financing activities
( 29,967,087 ) 6,177,622 ( 57,833,245 )
Net change in cash and cash equivalents
( 30,105,380 ) 15,192,685 ( 47,378,507 )
Cash and cash equivalents, beginning of period
58,212,569 43,019,884 90,398,391
Cash and cash equivalents, end of period
$ 28,107,189 $ 58,212,569 $ 43,019,884
The accompanying notes are an integral part of these financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2023
Note 1 - Organization and Operation
Teucrium Soybean Fund (referred to herein as “SOYB” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “SOYB,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for soybean interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of SOYB is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the soybean market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for soybeans (“Soybean Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”):
SOYB Benchmark
CBOT Soybeans Futures Contract
Weighting
Second to expire (excluding August & September)
35 %
Third to expire (excluding August & September)
30 %
Expiring in the November following the expiration of the third to expire contract
35 %
The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 13, 2011, the initial Form S- 1 for SOYB was declared effective by the SEC. On September 16, 2011, two Creation Baskets were issued representing 100,000 shares and $ 2,500,000 . On September 19, 2011, SOYB started trading on the NYSE Arca. The current registration statement for SOYB was declared effective by the SEC on April 7, 2022. The registration statement for SOYB registered an indeterminate number of shares.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC, in its capacity as the Sponsor, may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.
Note 2 - Principal Contracts and Agreements
The Sponsor employs U.S. Bank N.A. as the Custodian for the Funds. The principal business address for U.S. Bank N.A is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. U.S. Bank N.A. is a Wisconsin state-chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department. The principal address for U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (“Global Fund Services”) is 615 E. Michigan Street, Milwaukee, WI 53202. In addition, effective on the Conversion Date, Global Fund Services, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative, accounting services, and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and Global Fund Services will receive an asset-based fee, subject to a minimum annual fee.
For custody services, the Funds will pay to U.S. Bank N.A. 0.0075 % of average gross assets up to $1 billion, and 0.0050 % of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to Global Fund Services 0.05 % of average gross assets on the first $500 million, 0.04 % on the next $500 million, 0.03 % on the next $2 billion, and 0.02 % on the balance over $3 billion annually. A combined minimum annual fee of up to $ 47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded in custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
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The Sponsor employs Foreside Fund Services, LLC, ("Foreside" or the "Distributor") a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), as the Distributor for the Fund. The Distribution Services Agreement among the Distributor, the Sponsor, and the Trust calls for the Distributor to work with the Transfer Agent in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into an agreement under which certain employees and officers of the Sponsor are licensed as registered representatives of the Distributor. These persons engage in certain marketing activities for the Fund. For its services as the Distributor, Foreside receives a fee of 0.01 % of the Fund’s average daily net assets and an aggregate annual fee of $ 100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $ 5,000 per registered representative and $ 1,000 per registered location. These services are recorded in distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below.
Marex Capital Markets, Inc. (“Marex”) and StoneX Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and provide other brokerage-related services. Marex and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as broker-dealers with the SEC and are each a member of FINRA. Marex and StoneX are each clearing members of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges. For Corn, Soybean, Sugar, and Wheat Futures Contracts Marex is paid $ 11.00 per round turn. StoneX is paid $ 2.50 per round turn exclusive of pass-through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 16.5 % return on the StoneX Capital Requirement at 9.6 % of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses can be found below.
The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $ 3,300 from the Trust. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Amount Recognized for Custody Services
$ 39,143 $ 37,114 $ 91,007
Amount of Custody Services Waived
$ - $ 4,000 $ 30,326
Amount Recognized for Distribution Services
$ 14,627 $ 19,183 $ 46,195
Amount of Distribution Services Waived
$ - $ 3,962 $ 24,812
Amount Recognized for Wilmington Trust
$ 317 $ 550 $ 631
Amount of Wilmington Trust Waived
$ - $ - $ 631
Note 3 - Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
The Fund qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
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Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents with financial institutions are recognized on an accrual basis. The Fund seeks to earn interest on funds held at the custodian and other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and on the statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
The Sponsor recognizes the expense for brokerage commissions for futures contract trades on a per-trade basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the years ended December 31, 2021 , 2022 , and 2023 .
SOYB
Year Ended December 31, 2023
$ 12,516
Year Ended December 31, 2022
$ 27,011
Year Ended December 31, 2021
$ 29,889
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704 (d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2021 to 2023 , the Fund remains subject to income tax examinations by major taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of and for the years ended December 31, 2023 , 2022 , and 2021 . However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
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The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the years ended December 31, 2023 , 2022 , and 2021 .
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (ET) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (ET) on the day the order to redeem the basket is properly received.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S- 1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturities. Each Fund that is a series of the Trust has the balance of its cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests a portion of the available cash for the Funds in alternative demand deposit savings accounts, which are classified as cash and not as cash equivalents. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the FCM in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
As of December 31, 2023
As of December 31, 2022
As of December 31, 2021
Money Market Funds
$ 7,746,099 $ 25,631,042 $ 11,462,494
Demand Deposit Savings Accounts
5,399,248 5,143,495 10,059,937
Commercial Paper
14,961,842 27,438,032 21,497,453
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 28,107,189 $ 58,212,569 $ 43,019,884
Payable for Purchases of Commercial Paper
The amount recorded by the Fund for commercial paper transactions awaiting settlement, which represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
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Due from/to Broker
The amount recorded by the Fund for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable to the clearing broker related to open transactions and payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a relatively small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than those in other forms of investment or speculation. As discussed below, adverse price changes in a futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
·
Taking the current market value of its total assets and
·
Subtracting any liabilities
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The NAV for a particular trading day is released after 4:15 p.m. (ET).
In determining the value of Soybean Futures Contracts, the administrator uses the CBOT closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The value of over the counter soybean interests is determined based on the value of the commodity or futures contract underlying such soybean interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such soybean interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Treasury securities held by the Fund are valued by the administrator using values received from recognized third -party vendors and dealer quotes. NAV includes any unrealized profit or loss on open soybean interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
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Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00 % per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective Funds based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation order activity.
These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees on the statements of operations. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Recognized Related Party Transactions
$ 251,775 $ 261,124 $ 571,585
Waived Related Party Transactions
$ - $ 32,056 $ 288,098
The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund. The Sponsor has determined that there would be no recovery sought for the amounts below in any future period:
SOYB
Year Ended December 31, 2023
$ -
Year Ended December 31, 2022
$ 89,562
Year Ended December 31, 2021
$ 576,014
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
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Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments does not entail a significant degree of judgment.
Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of valuation techniques and observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3 ) and will report such NAV in its applicable financial statements and reports.
On December 31, 2023 and 2022 , in the opinion of the Trust and the Fund, the reported value of the Soybean Futures Contracts traded on the CBOT fairly reflected the value of the Soybean Futures Contracts held by the Fund, with no adjustments necessary. The determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the years being reported.
For the quarter ended March 31, 2021, Soybean Futures Contracts for Jul21 CBOT soybean futures, and the Nov21 CBOT soybean futures settled in a “limit up” condition. Accordingly, the Trust and SOYB classified these as Level 2 assets. The adjustment in SOYB resulted in a $ 279,750 increase in the unrealized change in commodity futures contracts in excess of reported CBOT values. These contracts transferred back to a Level 1 asset for the quarter ended June 30, 2021.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the CBOT and the ICE, or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy. OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per Share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of Shares outstanding was computed for purposes of disclosing net income (loss) per weighted average Share. The weighted average Shares are equal to the number of Shares outstanding at the end of the period, adjusted proportionately for Shares created or redeemed based on the amount of time the Shares were outstanding during such period.
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New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) issued ASU 2023 - 06 – Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The amendments require an entity to disclose its accounting policy for where cash flows associated with derivative instruments and their related gains and losses are presented. The Trust and Fund already discloses the accounting policy related to the derivative gains and losses presented on the cash flow statement. The amendment was adopted early for the period ended December 31, 2023. There is no impact to the financial statements of the Trust or the Fund.
The FASB issued ASU 2023 - 01, related to Leases – (Topic 842 ). The response to concerns about applying Topic 842 to related party arrangements between entities under common control. The update was adopted early for the quarter ended March 31, 2023; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2022 - 03, related to fair value measurement (Topic 820 ) of equity securities subject to contractual sale restrictions. Under the clarified guidance, contractual restrictions on the sale of an equity security are not considered part of the unit of account of the equity security and, therefore, are not considered in measuring fair value, however they do require disclosures. The amendment was adopted for the quarter ended June 30, 2022; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2021 - 05: “Leases (Topic 842 ).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day- one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020 - 10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
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Note 4 - Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of December 31, 2023 and December 31, 2022 :
December 31, 2023
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Cash Equivalents
$ 22,707,941 $ - $ - $ 22,707,941
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Soybean futures contracts
$ 1,391,661 $ - $ - $ 1,391,661
December 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Cash Equivalents
$ 53,069,074 $ - $ - $ 53,069,074
Soybean futures contracts
2,520,370 - - 2,520,370
Total
$ 55,589,444 $ - $ - $ 55,589,444
For the years ended December 31, 2023 and 2022 , the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
See the Fair Value Definition and Hierarchy section in Note 3 above for an explanation of the transfers into and out of each level of the fair value hierarchy.
Note 5 - Derivative Instruments and Hedging Activities
In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the years ended December 31, 2023 and 2022 , the Fund invested only in commodity futures contracts.
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Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with an FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following table discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These recognized assets and liabilities are presented as defined in FASB ASU No. 2011 - 11 “Balance Sheet (Topic 210 ): Disclosures about Offsetting Assets and Liabilities” and subsequently clarified in FASB ASU 2013 - 01 “Balance Sheet (Topic 210 ): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities.”
The following table also identifies the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCMs, Marex and StoneX as of December 31, 2023 and 2022 . *The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Soybean futures contracts
$ 1,391,661 $ - $ 1,391,661 $ - $ 1,391,661 $ -
Offsetting of Financial Assets and Derivative Assets as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Soybean futures contracts
$ 2,520,370 $ - $ 2,520,370 $ - $ - $ 2,520,370
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The following is a summary of realized and net change in unrealized gains (losses) of the derivative instruments utilized by the Fund:
Year ended December 31, 2023
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Soybean futures contracts
$ 940,552 $ ( 3,912,031 )
Year ended December 31, 2022
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Soybean futures contracts
$ 10,362,032 $ ( 164,481 )
Year ended December 31, 2021
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Soybean futures contracts
$ 27,370,674 $ ( 12,439,375 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 35.3 million in 2023 , $ 67.3 million in 2022 , and $ 70.2 million in 2021 .
Note 6 - Financial Highlights
The following table presents per share performance data and other supplemental financial data for the years ended December 31, 2023, 2022 and 2021 . This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 28.50 $ 22.77 $ 19.49
Income (loss) from investment operations:
Investment income
1.37 0.45 0.04
Net realized and unrealized (loss) gain on commodity futures contracts
( 2.00 ) 5.76 3.67
Total expenses, net
( 0.84 ) ( 0.48 ) ( 0.43 )
Net (decrease) increase in net asset value
( 1.47 ) 5.73 3.28
Net asset value at end of period
$ 27.03 $ 28.50 $ 22.77
Total Return
( 5.17 )% 25.17 %
16.82 %
Ratios to Average Net Assets (Annualized)
Total expenses
3.05 %
1.92 %
2.76 %
Total expenses, net
3.05 %
1.78 %
1.96 %
Net investment loss
1.93 % ( 0.10 )% ( 1.79 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
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Note 7 - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees were borne directly by the Sponsor. The Fund is not obligated to reimburse these costs to the Sponsor. The Fund bears its own costs incurred in connection with the registration and offering of additional shares, which include registration fees, legal fees, underwriting fees and other similar costs.
Note 8 - Subsequent Events
Management has evaluated the financial statements for the year-ended December 31, 2023 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
Nothing to report.
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GRANT THORNTON LLP
757 Third Ave., 9th Floor
New York, NY 10017
D +1 212 599 0100
F +1 212 370 4520
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor and Shareholders of
Teucrium Sugar Fund
Opinion on the financial statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments of Teucrium Sugar Fund, a series of Teucrium Commodity Trust (the “Fund”) as of December 31, 2023 and 2022, the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’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 Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its 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 Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
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 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.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosure that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Fund’s auditor since 2014.
New York, New York
February 29, 2024
GT.COM
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd (GTIL). GTIL and each of its member firms are separate legal entities and are not a worldwide partnership.
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TEUCRIUM SUGAR FUND
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2023
December 31, 2022
Assets
Cash and cash equivalents
$ 16,773,745 $ 22,977,480
Interest receivable
31,551 30,669
Other assets
835 2,965
Equity in trading accounts:
Commodity futures contracts
- 911,329
Due from broker
3,650,191 447,801
Total equity in trading accounts
3,650,191 1,359,130
Total assets
20,456,322 24,370,244
Liabilities
Management fee payable to Sponsor
17,451 20,912
Other liabilities
30,774 1,845
Equity in trading accounts:
Commodity futures contracts
2,687,998 85,128
Total equity in trading accounts
2,687,998 85,128
Total liabilities
2,736,223 107,885
Net assets
$ 17,720,099 $ 24,262,359
Shares outstanding
1,425,004 2,550,004
Shares available
* *
Net asset value per share
$ 12.44 $ 9.51
Market value per share
$ 12.40 $ 9.53
*On April 7, 2022, the Teucrium Sugar Fund registered an indeterminate number of shares of the Fund pursuant to Rule 456(d) under the Securities Act of 1933.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SUGAR FUND
SCHEDULE OF INVESTMENTS
December 31, 2023
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
U.S. Bank Deposit Account
5.270 % $ 1,532,232 $ 1,532,232 8.65 %
1,532,232
Goldman Sachs Financial Square Government Fund - Institutional Class
5.250 % 1,501,006 1,501,006 8.47 1,501,006
Total Money Market Funds
$ 3,033,238 $ 3,033,238 17.12 %
Maturity
Percentage of
Principal
Date
Yield
Cost
Fair Value
Net Assets
Amount
Commercial Paper
Albemarle Corporation
January 4, 2024
5.753 % $ 2,480,382 $ 2,498,823 14.10 %
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 30, 2024
5.814 % 550,863 552,447 3.12 555,000
Entergy Corporation
March 1, 2024
5.665 % 2,467,625 2,476,875 13.98 2,500,000
FMC Corporation
January 19, 2024
5.816 % 2,488,878 2,492,850 14.07 2,500,000
National Fuel Gas Company
January 8, 2024
5.867 % 2,480,400 2,497,200 14.09 2,500,000
Total Commercial Paper
$ 10,468,148 $ 10,518,195 59.36 %
Total Cash Equivalents
$ 13,551,433 76.47 %
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures MAY24
270 $ 1,051,261 5.93 %
$ 6,175,008
ICE sugar futures JUL24
233 1,128,473 6.37 5,326,193
ICE sugar futures MAR25
268 508,264 2.87 6,216,314
Total commodity futures contracts
$ 2,687,998 15.17 % $ 17,717,515
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SUGAR FUND
SCHEDULE OF INVESTMENTS
December 31, 2022
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X
4.105 % $ 5,634,177 $ 5,634,177 23.22 %
5,634,177
Goldman Sachs Financial Square Government Fund - Institutional Class
4.140 % 4,286,322 4,286,322 17.67 4,286,322
Total Money Market Funds
$ 9,920,499 $ 9,920,499 40.89 %
Maturity
Percentage of
Principal
Date
Yield
Cost
Fair Value
Net Assets
Amount
Commercial Paper
Entergy Corporation
January 4, 2023
4.311 % $ 2,481,702 $ 2,499,115 10.30 %
2,500,000
General Motors Financial Company, Inc.
January 10, 2023
4.276 % 2,475,149 2,497,369 10.29 2,500,000
Glencore Funding LLC
January 13, 2023
4.526 % 2,482,656 2,496,283 10.29 2,500,000
VW Credit, Inc.
January 19, 2023
4.434 % 2,482,702 2,494,537 10.28 2,500,000
Total Commercial Paper
$ 9,922,209 $ 9,987,304 41.16 %
Total Cash Equivalents
$ 19,907,803 82.05 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures MAY23
401 $ 356,963 1.47 %
$ 8,407,526
ICE sugar futures JUL23
362 554,366 2.29 7,289,811
Total commodity futures contracts
$ 911,329 3.76 %
$ 15,697,337
Number of Percentage of Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures MAR24
427 $ 85,128 0.35 %
$ 8,565,278
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SUGAR FUND
STATEMENTS OF OPERATIONS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain (loss) on commodity futures contracts
$ 11,398,276 $ ( 442,477 ) $ 6,223,228
Net change in unrealized depreciation on commodity futures contracts
( 3,514,199 ) ( 172,519 ) ( 408,983 )
Interest income
1,340,056 452,734 27,813
Total income (loss)
9,224,133 ( 162,262 ) 5,842,058
Expenses
Management fees
267,574 278,028 204,160
Professional fees
251,061 77,992 60,302
Distribution and marketing fees
268,576 168,266 177,047
Custodian fees and expenses
27,216 15,692 18,782
Business permits and licenses fees
22,148 28,238 26,423
General and administrative expenses
22,598 20,254 22,387
Other expenses
- - 8
Total expenses
859,173 588,470 509,109
Expenses waived by the Sponsor
- ( 78,237 ) ( 134,294 )
Total expenses, net
859,173 510,233 374,815
Net income (loss)
$ 8,364,960 $ ( 672,495 ) $ 5,467,243
Net gain per share
$ 2.92 $ 0.28 $ 2.51
Net gain (loss) per weighted average share
$ 3.98 $ ( 0.22 ) $ 2.28
Weighted average shares outstanding
2,104,388 2,995,004 2,396,442
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SUGAR FUND
STATEMENTS OF CHANGES IN NET ASSETS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Operations
Net income (loss)
$ 8,364,960 $ ( 672,495 ) $ 5,467,243
Capital transactions
Issuance of Shares
25,041,780 27,142,395 14,673,718
Redemption of Shares
( 39,949,000 ) ( 25,042,205 ) ( 10,072,388 )
Total capital transactions
( 14,907,220 ) 2,100,190 4,601,330
Net change in net assets
( 6,542,260 ) 1,427,695 10,068,573
Net assets, beginning of period
$ 24,262,359 $ 22,834,664 $ 12,766,091
Net assets, end of period
$ 17,720,099 $ 24,262,359 $ 22,834,664
Net asset value per share at beginning of period
$ 9.51 $ 9.23 $ 6.72
Net asset value per share at end of period
$ 12.44 $ 9.51 $ 9.23
Creation of Shares
1,950,000 2,800,000 1,700,000
Redemption of Shares
3,075,000 2,725,000 1,125,000
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM SUGAR FUND
STATEMENTS OF CASH FLOWS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Cash flows from operating activities:
Net income (loss)
$ 8,364,960 $ ( 672,495 ) $ 5,467,243
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net change in unrealized depreciation on commodity futures contracts
3,514,199 172,519 408,983
Changes in operating assets and liabilities:
Due from broker
( 3,202,390 ) 88,182 ( 535,983 )
Interest receivable
( 882 ) ( 29,225 ) ( 540 )
Other assets
2,130 ( 2,965 ) -
Due to broker
- - ( 475,661 )
Management fee payable to Sponsor
( 3,461 ) 1,422 9,198
Other liabilities
28,929 ( 13,050 ) 9,000
Net cash provided by (used in) operating activities
8,703,485 ( 455,612 ) 4,882,240
Cash flows from financing activities:
Proceeds from sale of Shares
25,041,780 27,142,395 14,673,718
Redemption of Shares
( 39,949,000 ) ( 25,042,205 ) ( 10,072,388 )
Net cash (used in) provided by financing activities
( 14,907,220 ) 2,100,190 4,601,330
Net change in cash and cash equivalents
( 6,203,735 ) 1,644,578 9,483,570
Cash and cash equivalents, beginning of period
22,977,480 21,332,902 11,849,332
Cash and cash equivalents, end of period
$ 16,773,745 $ 22,977,480 $ 21,332,902
The accompanying notes are an integral part of these financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2023
Note 1 – Organization and Operation
Teucrium Sugar Fund (referred to herein as “CANE” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “CANE,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for sugar interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of CANE is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the sugar market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for No. 11 sugar (“Sugar Futures Contracts”) that are traded on the ICE Futures US (“ICE”):
CANE Benchmark
ICE Sugar Futures Contract
Weighting
Second to expire
35 %
Third to expire
30 %
Expiring in the March following the expiration of the third to expire contract
35 %
The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 13, 2011, the initial Form S- 1 for CANE was declared effective by the SEC. On September 16, 2011, two Creation Baskets were issued representing 100,000 shares and $ 2,500,000 . On September 19, 2011, CANE started trading on the NYSE Arca. The current registration statement for CANE was declared effective by the SEC April 7, 2022. The registration statement for CANE registered an indeterminate number of shares.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC, in its capacity as the Sponsor, may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.
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Note 2 – Principal Contracts and Agreements
The Sponsor employs U.S. Bank N.A. as the Custodian for the Funds. The principal business address for U.S. Bank N.A is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. U.S. Bank N.A. is a Wisconsin state-chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department. The principal address for U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (“Global Fund Services”) is 615 E. Michigan Street, Milwaukee, WI 53202. In addition, effective on the Conversion Date, Global Fund Services, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative, accounting services, and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and Global Fund Services will receive an asset-based fee, subject to a minimum annual fee.
For custody services, the Funds will pay to U.S. Bank N.A. 0.0075 % of average gross assets up to $1 billion, and 0.0050 % of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to Global Fund Services 0.05 % of average gross assets on the first $500 million, 0.04 % on the next $500 million, 0.03 % on the next $2 billion, and 0.02 % on the balance over $3 billion annually. A combined minimum annual fee of up to $ 47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded in custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Foreside Fund Services, LLC, ("Foreside" or the "Distributor") a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), as the Distributor for the Fund. The Distribution Services Agreement among the Distributor, the Sponsor, and the Trust calls for the Distributor to work with the Transfer Agent in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into an agreement under which certain employees and officers of the Sponsor are licensed as registered representatives of the Distributor. These persons engage in certain marketing activities for the Fund. For its services as the Distributor, Foreside receives a fee of 0.01 % of the Fund’s average daily net assets and an aggregate annual fee of $ 100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $ 5,000 per registered representative and $ 1,000 per registered location. These services are recorded in distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below.
Marex Capital Markets, Inc. (“Marex”) and StoneX Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and provide other brokerage-related services. Marex and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as broker-dealers with the SEC and are each a member of FINRA. Marex and StoneX are each clearing members of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges. For Corn, Soybean, Sugar, and Wheat Futures Contracts Marex is paid $ 11.00 per round turn. StoneX is paid $ 2.50 per round turn exclusive of pass-through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 16.5 % return on the StoneX Capital Requirement at 9.6 % of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses can be found below.
The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $ 3,300 from the Trust. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
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Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Amount Recognized for Custody Services
$ 27,216 $ 15,692 $ 18,782
Amount of Custody Services Waived
$ - $ 1,068 $ 9,186
Amount Recognized for Distribution Services
$ 10,199 $ 8,636 $ 10,036
Amount of Distribution Services Waived
$ - $ 3,331 $ 6,027
Amount Recognized for Wilmington Trust
$ 232 $ 550 $ 252
Amount of Wilmington Trust Waived
$ - $ - $ 252
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
The Fund qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents with financial institutions are recognized on an accrual basis. The Fund seeks to earn interest on funds held at the custodian and other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and on the statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
The Sponsor recognizes the expense for brokerage commissions for futures contract trades on a per-trade basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the years ended December 31, 2021 , 2022 , and 2023 .
CANE
Year Ended December 31, 2023
$ 21,902
Year Ended December 31, 2022
$ 33,469
Year Ended December 31, 2021
$ 21,123
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Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704 (d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2021 to 2023 , the Fund remains subject to income tax examinations by major taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of and for the years ended December 31, 2023 , 2022 , and 2021 . However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the years ended December 31, 2023 , 2022 , and 2021 .
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (ET) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (ET) on the day the order to redeem the basket is properly received.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S- 1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
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Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturities. Each Fund that is a series of the Trust has the balance of its cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests a portion of the available cash for the Funds in alternative demand deposit savings accounts, which are classified as cash and not as cash equivalents. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the FCM in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
As of December 31, 2023
As of December 31, 2022
As of December 31, 2021
Money Market Funds
$ 3,033,238 $ 9,920,499 $ 4,816,883
Demand Deposit Savings Accounts
3,222,312 3,069,677 9,016,479
Commercial Paper
10,518,195 9,987,304 7,499,540
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 16,773,745 $ 22,977,480 $ 21,332,902
Due from/to Broker
The amount recorded by the Fund for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable to the clearing broker related to open transactions and payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a relatively small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than those in other forms of investment or speculation. As discussed below, adverse price changes in a futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
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Calculation of Net Asset Value
The Fund’s NAV is calculated by:
·
Taking the current market value of its total assets and
·
Subtracting any liabilities
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The NAV for a particular trading day is released after 4:15 p.m. (ET).
In determining the value of Sugar Futures Contracts, the administrator uses the ICE closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The value of over the counter sugar interests is determined based on the value of the commodity or futures contract underlying such sugar interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such sugar interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Treasury securities held by the Fund are valued by the administrator using values received from recognized third -party vendors and dealer quotes. NAV includes any unrealized profit or loss on open sugar interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00 % per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, , or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective Funds based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation order activity.
These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees on the statements of operations. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Recognized Related Party Transactions
$ 180,135 $ 119,244 $ 124,660
Waived Related Party Transactions
$ - $ 25,739 $ 48,034
The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund. The Sponsor has determined that there would be no recovery sought for the amounts below in any future period:
CANE
Year Ended December 31, 2023
$ -
Year Ended December 31, 2022
$ 78,237
Year Ended December 31, 2021
$ 134,294
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Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value – Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments does not entail a significant degree of judgment.
Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of valuation techniques and observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3 ) and will report such NAV in its applicable financial statements and reports.
On December 31, 2023 and 2022 , in the opinion of the Trust and the Fund, the reported value of the Sugar Futures Contracts traded on the ICE fairly reflected the value of the Sugar Futures Contracts held by the Fund, and no adjustments were necessary. The determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the years being reported.
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For the years ended December 31, 2023 and 2022 , the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the CBOT and the ICE, or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy. OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per Share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of Shares outstanding was computed for purposes of disclosing net income (loss) per weighted average Share. The weighted average Shares are equal to the number of Shares outstanding at the end of the period, adjusted proportionately for Shares created or redeemed based on the amount of time the Shares were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) issued ASU 2023 - 06 – Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The amendments require an entity to disclose its accounting policy for where cash flows associated with derivative instruments and their related gains and losses are presented. The Trust and Fund already discloses the accounting policy related to the derivative gains and losses presented on the cash flow statement. The amendment was adopted early for the period ended December 31, 2023. There is no impact to the financial statements of the Trust or the Fund.
The FASB issued ASU 2023 - 01, related to Leases – (Topic 842 ). The response to concerns about applying Topic 842 to related party arrangements between entities under common control. The update was adopted early for the quarter ended March 31, 2023; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2022 - 03, related to fair value measurement (Topic 820 ) of equity securities subject to contractual sale restrictions. Under the clarified guidance, contractual restrictions on the sale of an equity security are not considered part of the unit of account of the equity security and, therefore, are not considered in measuring fair value, however they do require disclosures. The amendment was adopted for the quarter ended June 30, 2022; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
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The FASB issued ASU 2021 - 05: “Leases (Topic 842 ).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day- one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020 - 10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Note 4 - Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of December 31, 2023 and December 31, 2022 .
December 31, 2023
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Cash Equivalents
$ 13,551,433 $ - $ - $ 13,551,433
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Sugar futures contracts
$ 2,687,998 $ - $ - $ 2,687,998
December 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Cash Equivalents
$ 19,907,803 $ - $ - $ 19,907,803
Sugar futures contracts
911,329 - - 911,329
Total
$ 20,819,132 $ - $ - $ 20,819,132
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Sugar futures contracts
$ 85,128 $ - $ - $ 85,128
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For the years ended December 31, 2023 and 2022 , the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
See the Fair Value - Definition and Hierarchy section in Note 3 above for an explanation of the transfers into and out of each level of the fair value hierarchy.
Note 5 - Derivative Instruments and Hedging Activities
In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the years ended December 31, 2023 and 2022 , the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with an FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following table discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These recognized assets and liabilities are presented as defined in FASB ASU No. 2011 - 11 “Balance Sheet (Topic 210 ): Disclosures about Offsetting Assets and Liabilities” and subsequently clarified in FASB ASU 2013 - 01 “Balance Sheet (Topic 210 ): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities.”
The following table also identifies the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCM, Marex and StoneX as of December 31, 2023 and 2022 . *The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
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Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Sugar futures contracts
$ 2,687,998 $ - $ 2,687,998 $ - $ 2,687,998 $ -
Offsetting of Financial Assets and Derivative Assets as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Sugar futures contracts
$ 911,329 $ - $ 911,329 $ 85,128 $ - $ 826,201
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Sugar futures contracts
$ 85,128 $ - $ 85,128 $ 85,128 $ - $ -
The following is a summary of realized and net change in unrealized gains (losses) of the derivative instruments utilized by the Fund:
Year ended December 31, 2023
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Sugar futures contracts
$ 11,398,276 $ ( 3,514,199 )
Year ended December 31, 2022
Realized Loss on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Sugar futures contracts
$ ( 442,477 ) $ ( 172,519 )
Year ended December 31, 2021
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Sugar futures contracts
$ 6,223,228 $ ( 408,983 )
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Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 26.5 million in 2023 , $ 27.1 million in 2022 , and $ 20.9 million in 2021 .
Note 6 - Financial Highlights
The following table presents per share performance data and other supplemental financial data for the years ended December 31, 2023, 2022 and 2021 . This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 9.51 $ 9.23 $ 6.72
Income (loss) from investment operations:
Investment income
0.64 0.15 0.01
Net realized and unrealized gain on commodity futures contracts
2.69 0.31 2.65
Total expenses, net
( 0.41 ) ( 0.18 ) ( 0.15 )
Net increase in net asset value
2.92 0.28 2.51
Net asset value at end of period
$ 12.44 $ 9.51 $ 9.23
Total Return
30.70 %
3.13 %
37.31 %
Ratios to Average Net Assets (Annualized)
Total expenses
3.21 %
2.12 %
2.49 %
Total expenses, net
3.21 %
1.84 %
1.84 %
Net investment (gain) loss
1.80 %
( 0.21 )%
( 1.70 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 7 - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund is not obligated to reimburse these costs to the Sponsor. The Fund bears its own costs incurred in connection with the registration and offering of additional shares, which include registration fees, legal fees, underwriting fees and other similar costs.
Note 8 - Subsequent Events
Management has evaluated the financial statements for the year-ended December 31, 2023 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
Nothing to report.
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GRANT THORNTON LLP
757 Third Ave., 9th Floor
New York, NY 10017
D +1 212 599 0100
F +1 212 370 4520
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor and Shareholders of
Teucrium Wheat Fund
Opinion on the financial statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments of Teucrium Wheat Fund, a series of Teucrium Commodity Trust (the “Fund”) as of December 31, 2023 and 2022, the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’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 Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its 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 Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
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 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.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosure that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Fund’s auditor since 2014.
New York, New York
February 29, 2024
GT.COM
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd (GTIL). GTIL and each of its member firms are separate legal entities and are not a worldwide partnership.
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TEUCRIUM WHEAT FUND
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2023
December 31, 2022
Assets
Cash and cash equivalents
$ 168,732,086 $ 209,730,825
Interest receivable
226,748 92,540
Other assets
4,527 3,468
Equity in trading accounts:
Commodity futures contracts
2,237,493 3,160,732
Due from broker
17,783,729 48,610,031
Total equity in trading accounts
20,021,222 51,770,763
Total assets
188,984,583 261,597,596
Liabilities
Payable for shares redeemed
- 5,988,825
Management fee payable to Sponsor
160,231 210,795
Other liabilities
72,017 45,099
Equity in trading accounts:
Commodity futures contracts
4,575,666 26,380,838
Total liabilities
4,807,914 32,625,557
Net assets
$ 184,176,669 $ 228,972,039
Shares outstanding
30,800,004 28,675,004
Shares available
* *
Net asset value per share
$ 5.98 $ 7.99
Market value per share
$ 5.97 $ 7.98
*On March 9, 2022, the Teucrium Wheat Fund registered an indeterminate number of shares of the Fund pursuant to Rule 456(d) under the Securities Act of 1933.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM WHEAT FUND
SCHEDULE OF INVESTMENTS
December 31, 2023
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
U.S. Bank Deposit Account
5.270 % $ 27,315,653 $ 27,315,653 14.83 %
27,315,653
Goldman Sachs Financial Square Government Fund - Institutional Class
5.250 % 53,500,438 53,500,438 29.05 53,500,438
Total money market funds
$ 80,816,091 $ 80,816,091 43.88 %
Maturity
Percentage of
Principal
Date
Yield
Cost
Fair Value
Net Assets
Amount
Commercial Paper
Albemarle Corporation
January 4, 2024
5.753 % $ 2,480,382 $ 2,498,823 1.36 %
2,500,000
Albemarle Corporation
January 8, 2024
5.738 % 2,476,151 2,497,263 1.36 2,500,000
Albemarle Corporation
January 11, 2024
5.808 % 2,478,230 2,496,041 1.36 2,500,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 16, 2024
5.853 % 2,466,575 2,494,031 1.35 2,500,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 30, 2024
5.814 % 2,481,364 2,488,501 1.35 2,500,000
Entergy Corporation
March 1, 2024
5.665 % 2,467,625 2,476,875 1.34 2,500,000
General Motors Financial Company, Inc.
January 18, 2024
5.617 % 7,420,795 7,480,486 4.06 7,500,000
General Motors Financial Company, Inc.
January 24, 2024
5.661 % 4,941,417 4,982,271 2.71 5,000,000
General Motors Financial Company, Inc.
February 9, 2024
5.700 % 7,397,667 7,454,648 4.05 7,500,000
Harley-Davidson Financial Services, Inc.
January 9, 2024
5.843 % 2,474,533 2,496,817 1.36 2,500,000
Harley-Davidson Financial Services, Inc.
February 1, 2024
5.867 % 2,480,400 2,487,600 1.35 2,500,000
Harley-Davidson Financial Services, Inc.
February 14, 2024
5.927 % 4,947,549 4,964,494 2.70 5,000,000
National Fuel Gas Company
January 26, 2024
5.941 % 2,478,948 2,489,879 1.35 2,500,000
Oracle Corporation
March 6, 2024
5.562 % 2,467,452 2,475,399 1.34 2,500,000
Stanley Black & Decker, Inc.
January 22, 2024
5.807 % 4,958,042 4,983,375 2.71 5,000,000
V.F. Corporation
January 17, 2024
5.674 % 4,936,679 4,987,645 2.71 5,000,000
V.F. Corporation
January 18, 2024
5.606 % 2,473,646 2,493,507 1.35 2,500,000
V.F. Corporation
January 25, 2024
5.910 % 4,928,362 4,950,783 2.69 4,970,000
WGL Holdings, Inc.
January 3, 2024
5.793 % 2,490,896 2,499,208 1.36 2,500,000
WGL Holdings, Inc.
January 12, 2024
5.849 % 2,487,222 2,495,608 1.36 2,500,000
Walgreens Boots Alliance, Inc.
January 12, 2024
6.028 % 5,465,631 5,490,051 2.98 5,500,000
Total Commercial Paper
$ 77,199,566 $ 77,683,305 42.20 %
Total Cash Equivalents
$ 158,499,396 86.08 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures MAY24
2,018 $ 363,500 0.20 %
$ 64,525,550
CBOT wheat futures JUL24
1,711 1,873,993 1.02 55,243,913
Total commodity futures contracts
$ 2,237,493 1.22 %
$ 119,769,463
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures DEC24
1,924 $ 4,575,666 2.48 %
$ 64,357,800
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM WHEAT FUND
SCHEDULE OF INVESTMENTS
December 31, 2022
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X
4.105 % $ 8,255,546 $ 8,255,546 3.61 %
8,255,546
Goldman Sachs Financial Square Government Fund - Institutional Class
4.140 % 91,570,730 91,570,730 39.99 91,570,730
Total money market funds
$ 99,826,276 $ 99,826,276 43.60 %
Maturity
Percentage of
Principal
Date
Yield
Cost
Fair Value
Net Assets
Amount
Commercial Paper
American Electric Power Company, Inc.
January 17, 2023
4.565 % $ 4,968,750 $ 4,990,000 2.18 %
5,000,000
Brookfield Infrastructure Holdings (Canada) Inc.
January 17, 2023
4.742 % 7,438,744 7,484,443 3.27 7,500,000
CNH Industrial Capital LLC
January 23, 2023
4.566 % 4,967,500 4,986,250 2.18 5,000,000
CNH Industrial Capital LLC
February 13, 2023
4.780 % 4,949,736 4,971,931 2.17 5,000,000
Crown Castle Inc.
January 10, 2023
4.877 % 2,481,000 2,497,000 1.09 2,500,000
Crown Castle Inc.
January 12, 2023
4.765 % 4,979,764 4,992,820 2.18 5,000,000
Entergy Corporation
January 4, 2023
4.311 % 2,481,702 2,499,115 1.09 2,500,000
General Motors Financial Company, Inc.
January 10, 2023
4.276 % 2,475,149 2,497,369 1.09 2,500,000
General Motors Financial Company, Inc.
January 18, 2023
4.473 % 4,945,611 4,989,611 2.18 5,000,000
Glencore Funding LLC
January 10, 2023
4.506 % 9,934,607 9,988,895 4.36 10,000,000
Glencore Funding LLC
January 13, 2023
4.526 % 2,979,187 2,995,540 1.31 3,000,000
Harley-Davidson Financial Services, Inc.
January 3, 2023
4.721 % 2,780,470 2,799,277 1.22 2,800,000
Harley-Davidson Financial Services, Inc.
February 2, 2023
5.104 % 2,479,780 2,488,844 1.09 2,500,000
Humana Inc.
January 9, 2023
4.670 % 4,965,500 4,994,889 2.18 5,000,000
Hyundai Capital America
January 10, 2023
4.000 % 7,427,734 7,492,609 3.27 7,500,000
ITT Inc.
January 19, 2023
4.475 % 2,482,544 2,494,488 1.09 2,500,000
Oracle Corporation
January 5, 2023
4.358 % 4,973,125 4,997,611 2.18 5,000,000
Oracle Corporation
January 17, 2023
4.361 % 7,448,939 7,485,667 3.27 7,500,000
V.F. Corporation
January 17, 2023
4.364 % 2,479,695 2,495,222 1.09 2,500,000
V.F. Corporation
February 2, 2023
4.669 % 1,986,711 1,991,822 0.87 2,000,000
VW Credit, Inc.
January 19, 2023
4.434 % 2,482,702 2,494,538 1.09 2,500,000
Walgreens Boots Alliance, Inc.
February 13, 2023
4.842 % 2,485,094 2,485,756 1.09 2,500,000
Walgreens Boots Alliance, Inc.
February 28, 2023
4.827 % 2,479,549 2,480,868 1.08 2,500,000
Total Commercial Paper
$ 97,073,593 $ 97,594,565 42.62 %
Total Cash Equivalents
$ 197,420,841 86.22 %
Number of
Percentage of
Notional Amount
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures JUL23
1,711 $ 3,160,732 1.38 %
$ 68,696,650
Number of
Percentage of
Notional Amount
Description: Liabilities
Contracts
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures MAY23
2,005 $ 7,079,231 3.09 %
$ 80,074,688
CBOT wheat futures DEC23
1,956 19,301,607 8.43 80,220,450
Total commodity futures contracts
$ 26,380,838 11.52 %
$ 160,295,138
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM WHEAT FUND
STATEMENTS OF OPERATIONS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized (loss) gain on commodity futures contracts
$ ( 81,189,435 ) $ ( 81,457,408 ) $ 18,418,461
Net change in unrealized appreciation (depreciation) on commodity futures contracts
20,881,933 ( 26,279,809 ) ( 2,678,459 )
Interest income
9,252,100 5,619,025 131,765
Total (loss) income
( 51,055,402 ) ( 102,118,192 ) 15,871,767
Expenses
Management fees
1,878,763 3,549,506 809,682
Professional fees
532,146 663,700 201,641
Distribution and marketing fees
2,106,344 2,141,826 662,478
Custodian fees and expenses
226,411 228,096 74,742
Business permits and licenses fees
34,453 49,106 27,591
General and administrative expenses
139,454 123,180 60,012
Other expenses
- 2,108 -
Total expenses
4,917,571 6,757,522 1,836,146
Expenses waived by the Sponsor
- ( 425,164 ) ( 307,565 )
Total expenses, net
4,917,571 6,332,358 1,528,581
Net (loss) income
$ ( 55,972,973 ) $ ( 108,450,550 ) $ 14,343,186
Net (loss) gain per share
$ ( 2.01 ) $ 0.61 $ 1.22
Net (loss) gain per weighted average share
$ ( 1.92 ) $ ( 2.86 ) $ 1.20
Weighted average shares outstanding
29,084,936 37,882,059 11,913,086
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM WHEAT FUND
STATEMENTS OF CHANGES IN NET ASSETS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Operations
Net (loss) income
$ ( 55,972,973 ) $ ( 108,450,550 ) $ 14,343,186
Capital transactions
Issuance of Shares
96,589,613 896,636,750 26,494,978
Redemption of Shares
( 85,412,010 ) ( 634,835,748 ) ( 35,093,155 )
Total capital transactions
11,177,603 261,801,002 ( 8,598,177 )
Net change in net assets
( 44,795,370 ) 153,350,452 5,745,009
Net assets, beginning of period
$ 228,972,039 $ 75,621,587 $ 69,876,578
Net assets, end of period
$ 184,176,669 $ 228,972,039 $ 75,621,587
Net asset value per share at beginning of period
$ 7.99 $ 7.38 $ 6.16
Net asset value per share at end of period
$ 5.98 $ 7.99 $ 7.38
Creation of Shares
14,950,000 85,350,000 4,050,000
Redemption of Shares
12,825,000 66,925,000 5,150,000
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM WHEAT FUND
STATEMENTS OF CASH FLOWS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Cash flows from operating activities:
Net (loss) income
$ ( 55,972,973 ) $ ( 108,450,550 ) $ 14,343,186
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Net change in unrealized depreciation (appreciation) on commodity futures contracts
( 20,881,933 ) 26,279,809 2,678,459
Changes in operating assets and liabilities:
Due from broker
30,826,302 ( 48,610,031 ) -
Interest receivable
( 134,208 ) ( 87,547 ) ( 1,736 )
Other assets
( 1,059 ) ( 2,498 ) ( 970 )
Due to broker
- ( 213,708 ) ( 2,357,395 )
Management fee payable to Sponsor
( 50,564 ) 143,050 6,843
Other liabilities
26,918 40,857 ( 20,509 )
Net cash (used in) provided by operating activities
( 46,187,517 ) ( 130,900,618 ) 14,647,878
Cash flows from financing activities:
Proceeds from sale of Shares
96,589,613 896,636,750 26,802,808
Redemption of Shares
( 91,400,835 ) ( 628,846,923 ) ( 37,555,795 )
Net cash provided by (used in) financing activities
5,188,778 267,789,827 ( 10,752,987 )
Net change in cash and cash equivalents
( 40,998,739 ) 136,889,209 3,894,891
Cash and cash equivalents, beginning of period
209,730,825 72,841,616 68,946,725
Cash and cash equivalents, end of period
$ 168,732,086 $ 209,730,825 $ 72,841,616
The accompanying notes are an integral part of these financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2023
Note 1 – Organization and Operation
Teucrium Wheat Fund (referred to herein as “WEAT” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “WEAT,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for wheat interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of WEAT is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the wheat market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for wheat (“Wheat Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”):
WEAT Benchmark
CBOT Wheat Futures Contract
Weighting
Second to expire
35 %
Third to expire
30 %
December following the third to expire
35 %
The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 13, 2011, the Fund’s initial registration of 10,000,000 shares on Form S- 1 was declared effective by the SEC. On September 19, 2011, the Fund listed its shares on the NYSE Arca under the ticker symbol “WEAT.” On the business day prior to that, the Fund issued 100,000 shares in exchange for $ 2,500,000 at the Fund’s initial NAV of $ 25 per share. The Fund also commenced investment operations on September 19, 2011 by purchasing commodity futures contracts traded on the CBOT. On December 31, 2010, the Fund had four shares outstanding, which were owned by the Sponsor. The current registration statement for WEAT was declared effective on March 9, 2022. This registration statement for WEAT registered an indeterminate number of shares.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC, in its capacity as the Sponsor, may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.
Note 2 – Principal Contracts and Agreements
The Sponsor employs U.S. Bank N.A. as the Custodian for the Funds. The principal business address for U.S. Bank N.A is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. U.S. Bank N.A. is a Wisconsin state-chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department. The principal address for U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (“Global Fund Services”) is 615 E. Michigan Street, Milwaukee, WI 53202. In addition, effective on the Conversion Date, Global Fund Services, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative, accounting services, and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and Global Fund Services will receive an asset-based fee, subject to a minimum annual fee.
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For custody services, the Funds will pay to U.S. Bank N.A. 0.0075 % of average gross assets up to $1 billion, and 0.0050 % of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to Global Fund Services 0.05 % of average gross assets on the first $500 million, 0.04 % on the next $500 million, 0.03 % on the next $2 billion, and 0.02 % on the balance over $3 billion annually. A combined minimum annual fee of up to $ 47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded in custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Foreside Fund Services, LLC, ("Foreside" or the "Distributor") a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), as the Distributor for the Fund. The Distribution Services Agreement among the Distributor, the Sponsor, and the Trust calls for the Distributor to work with the Transfer Agent in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into an agreement under which certain employees and officers of the Sponsor are licensed as registered representatives of the Distributor. These persons engage in certain marketing activities for the Fund. For its services as the Distributor, Foreside receives a fee of 0.01 % of the Fund’s average daily net assets and an aggregate annual fee of $ 100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $ 5,000 per registered representative and $ 1,000 per registered location. These services are recorded in distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below.
Marex Capital Markets, Inc. (“Marex”) and StoneX Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and provide other brokerage-related services. Marex and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as broker-dealers with the SEC and are each a member of FINRA. Marex and StoneX are each clearing members of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges. For Corn, Soybean, Sugar, and Wheat Futures Contracts Marex is paid $ 11.00 per round turn. StoneX is paid $ 2.50 per round turn exclusive of pass-through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 16.5 % return on the StoneX Capital Requirement at 9.6 % of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses can be found below.
The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $ 3,300 from the Trust. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Amount Recognized for Custody Services
$ 226,411 $ 228,096 $ 74,742
Amount of Custody Services Waived
$ - $ 14,164 $ 14,267
Amount Recognized for Distribution Services
$ 82,223 $ 102,332 $ 38,391
Amount of Distribution Services Waived
$ - $ 14,931 $ 20,120
Amount Recognized for Wilmington Trust
$ 1,720 $ 550 $ 789
Amount of Wilmington Trust Waived
$ - $ - $ -
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Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
The Fund qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. The Fund seeks to earn interest on its assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian and at other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and on the statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
The Sponsor recognizes the expense for brokerage commissions for futures contract trades on a per-trade basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the years ended December 31, 2021 , 2022 , and 2023 .
WEAT
Year Ended December 31, 2023
$ 105,792
Year Ended December 31, 2022
$ 387,999
Year Ended December 31, 2021
$ 47,448
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704 (d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2021 to 2023 , the Fund remains subject to income tax examinations by major taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of and for the years ended December 31, 2023 , 2022 , and 2021 . However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
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The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the years ended December 31, 2023 , 2022 , and 2021 .
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (ET) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (ET) on the day the order to redeem the basket is properly received.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S- 1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturities. Each Fund that is a series of the Trust has the balance of its cash equivalents on deposit with financial institutions. The Trust holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests a portion of the available cash for the Funds in alternative demand deposit savings accounts, which are classified as cash and not as cash equivalents. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the FCM in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
As of December 31, 2023
As of December 31, 2022
As of December 31, 2021
Money Market Funds
$ 80,816,091 $ 99,826,276 $ 5,284,993
Demand Deposit Savings Accounts
10,232,690 12,309,984 30,064,031
Commercial Paper
77,683,305 97,594,565 37,492,592
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 168,732,086 $ 209,730,825 $ 72,841,616
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Due from/to Broker
The amount recorded by the Fund for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable to the clearing broker related to open transactions and payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a relatively small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than those in other forms of investment or speculation. As discussed below, adverse price changes in a futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over-the-counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
·
Taking the current market value of its total assets and
·
Subtracting any liabilities
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The NAV for a particular trading day is released after 4:15 p.m. (ET).
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In determining the value of Wheat Futures Contracts, the administrator uses the CBOT closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (ET). The value of over the counter wheat interests is determined based on the value of the commodity or futures contract underlying such wheat interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such wheat interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Treasury securities held by the Fund are valued by the administrator using values received from recognized third -party vendors and dealer quotes. NAV includes any unrealized profit or loss on open wheat interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00 % per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, , or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective Funds based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation order activity.
These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees on the statements of operations. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Recognized Related Party Transactions
$ 1,401,169 $ 1,388,272 $ 478,989
Waived Related Party Transactions
$ - $ 224,587 $ 134,898
The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund. The Sponsor has determined that there would be no recovery sought for the amounts below in any future period:
WEAT
Year Ended December 31, 2023
$ -
Year Ended December 31, 2022
$ 425,164
Year Ended December 31, 2021
$ 307,565
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
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Fair Value – - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 –- Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments does not entail a significant degree of judgment.
Level 2 –- Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 –- Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of valuation techniques and observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3 ) and will report such NAV in its applicable financial statements and reports.
On December 31, 2023 and 2022 , in the opinion of the Trust and the Fund, the reported value of the Wheat Futures Contracts traded on the CBOT fairly reflected the value of the Wheat Futures Contracts held by the Fund, and no adjustments were necessary. The determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the years being reported.
For the years ended December 31, 2023 and 2022 the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the CBOT and the ICE, or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy. OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.
Expenses
Expenses are recorded using the accrual method of accounting.
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Net Income (Loss) per Share
Net income (loss) per Share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of Shares outstanding was computed for purposes of disclosing net income (loss) per weighted average Share. The weighted average Shares are equal to the number of Shares outstanding at the end of the period, adjusted proportionately for Shares created or redeemed based on the amount of time the Shares were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) issued ASU 2023 - 06 – Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The amendments require an entity to disclose its accounting policy for where cash flows associated with derivative instruments and their related gains and losses are presented. The Trust and Fund already discloses the accounting policy related to the derivative gains and losses presented on the cash flow statement. The amendment was adopted early for the period ended December 31, 2023. There is no impact to the financial statements of the Trust or the Fund.
The FASB issued ASU 2023 - 01, related to Leases – (Topic 842 ). The response to concerns about applying Topic 842 to related party arrangements between entities under common control. The update was adopted early for the quarter ended March 31, 2023; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2022 - 03, related to fair value measurement (Topic 820 ) of equity securities subject to contractual sale restrictions. Under the clarified guidance, contractual restrictions on the sale of an equity security are not considered part of the unit of account of the equity security and, therefore, are not considered in measuring fair value, however they do require disclosures. The amendment was adopted for the quarter ended June 30, 2022; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
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The FASB issued ASU 2021 - 05: “Leases (Topic 842 ).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day- one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020 - 10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Note 4 – - Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of December 31, 2023 and December 31, 2022 :
December 31, 2023
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Cash Equivalents
$ 158,499,396 $ - $ - $ 158,499,396
Wheat futures contracts
2,237,493 - - 2,237,493
Total
$ 160,736,889 $ - $ - $ 160,736,889
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Wheat futures contracts
$ 4,575,666 $ - $ - $ 4,575,666
December 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Cash Equivalents
$ 197,420,841 $ - $ - $ 197,420,841
Wheat futures contracts
3,160,732 - - 3,160,732
Total
$ 200,581,573 $ - $ - $ 200,581,573
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Wheat futures contracts
$ 26,380,838 $ - $ - $ 26,380,838
For the years ended December 31, 2023 and 2022 , the Funds did not have any significant transfers between any of the levels of the fair value hierarchy.
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See the Fair Value – - Definition and Hierarchy section in Note 3 above for an explanation of the transfers into and out of each level of the fair value hierarchy.
Note 5 – - Derivative Instruments and Hedging Activities
In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the years ended December 31, 2023 and 2022 , the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with an FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following table discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These recognized assets and liabilities are presented as defined in FASB ASU No. 2011 - 11 “Balance Sheet (Topic 210 ): Disclosures about Offsetting Assets and Liabilities” and subsequently clarified in FASB ASU 2013 - 01 “Balance Sheet (Topic 210 ): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities.”
The following table also identifies the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCMs, Marex and StoneX as of December 31, 2023 and 2022 . *The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Assets and Derivative Assets as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Wheat futures contracts
$ 2,237,493 $ - $ 2,237,493 $ 2,237,493 $ - $ -
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Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2023
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Wheat futures contracts
$ 4,575,666 $ - $ 4,575,666 $ 2,237,493 $ 2,338,173 $ -
Offsetting of Financial Assets and Derivative Assets as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Wheat futures contracts
$ 3,160,732 $ - $ 3,160,732 $ 3,160,732 $ - $ -
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Wheat futures contracts
$ 26,380,838 $ - $ 26,380,838 $ 3,160,732 $ 23,220,106 $ -
The following is a summary of realized and net change in unrealized gains (losses) of the derivative instruments utilized by the Fund:
Year ended December 31, 2023
Realized Loss on Commodity Futures Contracts
Net Change in Unrealized Appreciation on Commodity Futures Contracts
Commodity Price
Wheat futures contracts
$ ( 81,189,435 ) $ 20,881,933
Year ended December 31, 2022
Realized Loss on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Wheat futures contracts
$ ( 81,457,408 ) $ ( 26,279,809 )
Year ended December 31, 2021
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Wheat futures contracts
$ 18,418,461 $ ( 2,678,459 )
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Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 183.4 million in 2023 , $ 345.8 million in 2022 , and $ 80.9 million in 2021 .
Note 6 – - Financial Highlights
The following table presents per share performance data and other supplemental financial data for the years ended December 31, 2023, 2022 and 2021 . This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 7.99 $ 7.38 $ 6.16
Income (loss) from investment operations:
Investment income
0.32 0.15 0.01
Net realized and unrealized (loss) gain on commodity futures contracts
( 2.16 ) 0.63 1.34
Total expenses, net
( 0.17 ) ( 0.17 ) ( 0.13 )
Net (decrease) increase in net asset value
( 2.01 ) 0.61 1.22
Net asset value at end of period
$ 5.98 $ 7.99 $ 7.38
Total Return
( 25.11 )%
8.23 %
19.84 %
Ratios to Average Net Assets (Annualized)
Total expenses
2.62 %
1.90 %
2.27 %
Total expenses, net
2.62 %
1.78 %
1.89 %
Net investment gain (loss)
2.31 % ( 0.20 )% ( 1.73 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 7 – - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund is not obligated to reimburse these costs to the Sponsor. The Fund bears its own costs incurred in connection with the registration and offering of additional shares, which include registration fees, legal fees, underwriting fees and other similar costs.
Note 8 – - Subsequent Events
Management has evaluated the financial statements for the year-ended December 31, 2023 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
Nothing to report.
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GRANT THORNTON LLP
757 Third Ave., 9th Floor
New York, NY 10017
D +1 212 599 0100
F +1 212 370 4520
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor and Shareholders of
Teucrium Agricultural Fund
Opinion on the financial statements
We have audited the accompanying statements of assets and liabilities, including the schedules of investments of Teucrium Agricultural Fund, a series of Teucrium Commodity Trust (the “Fund”) as of December 31, 2023 and 2022, the related statements of operations, changes in net assets, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’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 Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its 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 Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
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 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.
Critical audit matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ GRANT THORNTON LLP
We have served as the Fund’s auditor since 2014.
New York, New York
February 29, 2024
GT.COM
Grant Thornton LLP is the U.S. member firm of Grant Thornton International Ltd (GTIL). GTIL and each of its member firms are separate legal entities and are not a worldwide partnership.
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TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2023
December 31, 2022
Assets
Cash equivalents
$ 11,208 $ 4,716
Interest receivable
55 32
Other assets
- 622
Equity in trading accounts:
Investments in securities, at fair value (cost: $ 19,469,359 and $ 39,425,287 as of December 31, 2023 and December 31, 2022 respectively)
18,401,900 39,572,698
Total assets
18,413,163 39,578,068
Liabilities
Other liabilities
4,037 2,823
Net assets
$ 18,409,126 $ 39,575,245
Shares outstanding
625,002 1,262,502
Shares authorized
* *
Net asset value per share
$ 29.45 $ 31.35
Market value per share
$ 29.41 $ 31.32
*On April 7, 2022, the Teucrium Agricultural Fund registered an indeterminate number of shares of the Fund pursuant to Rule 456(d) under the Securities Act of 1933.
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM AGRICULTURAL FUND
SCHEDULE OF INVESTMENTS
December 31, 2023
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Exchange-traded funds
Teucrium Corn Fund
$ 4,567,949 24.81 %
211,348
Teucrium Soybean Fund
4,546,758 24.70 168,219
Teucrium Sugar Fund
4,624,253 25.12 371,871
Teucrium Wheat Fund
4,662,940 25.33 779,782
Total exchange-traded funds
$ 19,469,359 $ 18,401,900 99.96 %
Cash equivalents
Money market funds
U.S. Bank Deposit Account
5.270 % $ 11,208 $ 11,208 0.06 %
11,208
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM AGRICULTURAL FUND
SCHEDULE OF INVESTMENTS
December 31, 2022
Percentage of
Description: Assets
Yield
Cost
Fair Value
Net Assets
Shares
Exchange-traded funds
Teucrium Corn Fund
$ 9,885,980 24.97 %
367,555
Teucrium Soybean Fund
9,921,042 25.07 348,075
Teucrium Sugar Fund
9,745,653 24.63 1,024,284
Teucrium Wheat Fund
10,020,023 25.32 1,254,840
Total exchange-traded funds
$ 39,425,287 $ 39,572,698 99.99 %
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X
4.105 % $ 4,716 $ 4,716 0.01 %
4,716
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF OPERATIONS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Income
Realized and unrealized gain (loss) on trading of securities:
Realized (loss) gain on securities
$ ( 96,992 ) $ 182,252 $ 24,928
Net change in unrealized (depreciation) appreciation on securities
( 1,214,870 ) ( 1,231,110 ) 1,383,158
Interest income
590 432 18
Total (loss) income
( 1,311,272 ) ( 1,048,426 ) 1,408,104
Expenses
Professional fees
217,608 79,712 22,383
Distribution and marketing fees
190,696 187,385 69,107
Custodian fees and expenses
23,747 19,180 7,579
Business permits and licenses fees
14,109 13,601 14,935
General and administrative expenses
18,990 13,821 4,899
Other expenses
8 39 9
Total expenses
465,158 313,738 118,912
Expenses waived by the Sponsor
( 440,191 ) ( 262,928 ) ( 105,722 )
Total expenses, net
24,967 50,810 13,190
Net (loss) income
$ ( 1,336,239 ) $ ( 1,099,236 ) $ 1,394,914
Net (loss) gain per share
$ ( 1.90 ) $ 4.34 $ 5.89
Net (loss) gain per weighted average share
$ ( 1.49 ) $ ( 0.92 ) $ 4.60
Weighted average shares outstanding
897,742 1,189,659 303,324
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF CHANGES IN NET ASSETS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Operations
Net (loss) income
$ ( 1,336,239 ) $ ( 1,099,236 ) $ 1,394,914
Capital transactions
Issuance of Shares
- 45,566,391 13,467,624
Redemption of Shares
( 19,829,880 ) ( 19,071,565 ) ( 2,267,271 )
Total capital transactions
( 19,829,880 ) 26,494,826 11,200,353
Net change in net assets
( 21,166,119 ) 25,395,590 12,595,267
Net assets, beginning of period
$ 39,575,245 $ 14,179,655 $ 1,584,388
Net assets, end of period
$ 18,409,126 $ 39,575,245 $ 14,179,655
Net asset value per share at beginning of period
$ 31.35 $ 27.01 $ 21.12
Net asset value per share at end of period
$ 29.45 $ 31.35 $ 27.01
Creation of Shares
- 1,362,500 537,500
Redemption of Shares
637,500 625,000 87,500
The accompanying notes are an integral part of these financial statements.
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TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF CASH FLOWS
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Cash flows from operating activities:
Net (loss) income
$ ( 1,336,239 ) $ ( 1,099,236 ) $ 1,394,914
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
Net change in unrealized depreciation (appreciation) on securities
1,214,870 1,231,110 ( 1,383,158 )
Changes in operating assets and liabilities:
Net sale (purchase) of investments in securities
19,955,928 ( 26,625,789 ) ( 11,212,599 )
Interest receivable
( 23 ) ( 29 ) ( 3 )
Other assets
622 ( 592 ) ( 29 )
Other liabilities
1,214 ( 375 ) 2,537
Net cash provided by (used in) operating activities
19,836,372 ( 26,494,911 ) ( 11,198,338 )
Cash flows from financing activities:
Proceeds from sale of Shares
- 45,566,391 13,467,624
Redemption of Shares
( 19,829,880 ) ( 19,071,565 ) ( 2,267,271 )
Net cash (used in) provided by financing activities
( 19,829,880 ) 26,494,826 11,200,353
Net change in cash equivalents
6,492 ( 85 ) 2,015
Cash equivalents, beginning of period
4,716 4,801 2,786
Cash equivalents, end of period
$ 11,208 $ 4,716 $ 4,801
The accompanying notes are an integral part of these financial statements.
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NOTES TO FINANCIAL STATEMENTS
December 31, 2023
Note 1 - Organization and Operation
Teucrium Agricultural Fund (referred to herein as “TAGS” or the “Fund”) is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust organized on September 11, 2009. The Fund operates pursuant to the Trust’s Fifth Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”). The Fund was formed on March 29, 2011 and is managed and controlled by Teucrium Trading, LLC (the “Sponsor”). The Sponsor is a limited liability company formed in Delaware on July 28, 2009. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On April 22, 2011, a registration statement was filed with the Securities and Exchange Commission (“SEC”). On February 10, 2012, the Fund’s initial registration of 5,000,000 shares on Form S- 1 was declared effective by the SEC. On March 28, 2012, the Fund listed its shares on the NYSE Arca under the ticker symbol “TAGS.” On the business day prior to that, the Fund issued 300,000 shares in exchange for $ 15,000,000 at the Fund’s initial NAV of $ 50 per share. The Fund also commenced investment operations on March 28, 2012 by purchasing shares of the Underlying Funds. On December 31, 2011, the Fund had two shares outstanding, which were owned by the Sponsor. The current registration statement for TAGS was declared effective on April 7, 2022. This registration statement for TAGS registered an indeterminate number of shares.
The investment objective of the TAGS is to have the daily changes in percentage terms of the NAV of its Shares reflect the daily changes in percentage terms of a weighted average (the “Underlying Fund Average”) of the NAVs per share of four other commodity pools that are series of the Trust and are sponsored by the Sponsor: the Teucrium Corn Fund, the Teucrium Wheat Fund, the Teucrium Soybean Fund and the Teucrium Sugar Fund (collectively, the “Underlying Funds”). The Underlying Fund Average will have a weighting of 25 % to each Underlying Fund, and the Fund’s assets will be rebalanced, generally on a daily basis, to maintain the approximate 25 % allocation to each Underlying Fund:
TAGS Benchmark
Underlying Fund
Weighting
CORN
25 %
SOYB
25 %
CANE
25 %
WEAT
25 %
The Fund seeks to provide daily investment results that reflect the combined daily performance of the Underlying Funds. Under normal market conditions, the Fund seeks to achieve its investment objective generally by investing equally in shares of each Underlying Fund and, to a lesser extent, cash equivalents. The Fund’s investments in shares of Underlying Funds is rebalanced, generally on a daily basis, in order to maintain approximately a 25 % allocation of the Fund’s assets to each Underlying Fund. (This weighted average is referred to herein as the Underlying Fund’s “Benchmark,” the Futures Contracts that at any given time make up an Underlying Fund’s Benchmark are referred to herein as the Underlying Fund’s “Benchmark Component Futures Contracts,” and the commodity specified in the Underlying Fund’s name is referred to herein as its “Specified Commodity.”) Specifically, the Teucrium Corn Fund’s Benchmark is: ( 1 ) the second to expire Futures Contract for corn traded on the Chicago Board of Trade (“CBOT”), weighted 35 %, ( 2 ) the third to expire CBOT corn Futures Contract, weighted 30 %, and ( 3 ) the CBOT corn Futures Contract expiring in the December following the expiration month of the third to expire contract, weighted 35 %. The Teucrium Wheat Fund’s Benchmark is: ( 1 ) the second to expire CBOT wheat Futures Contract, weighted 35 %, ( 2 ) the third to expire CBOT wheat Futures Contract, weighted 30 %, and ( 3 ) the CBOT wheat Futures Contract expiring in the December following the expiration month of the third to expire contract, weighted 35 %. The Teucrium Soybean Fund’s Benchmark is: ( 1 ) the second to expire CBOT soybean Futures Contract, weighted 35 %, ( 2 ) the third to expire CBOT soybean Futures Contract, weighted 30 %, and ( 3 ) the CBOT soybean Futures Contract expiring in the November following the expiration month of the third to expire contract, weighted 35 %, except that CBOT soybean Futures Contracts expiring in August and September will not be part of the Teucrium Soybean Fund’s Benchmark because of the less liquid market for these Futures Contracts. The Teucrium Sugar Fund’s Benchmark is: ( 1 ) the second to expire Sugar No. 11 Futures Contract traded on ICE Futures US (“ICE Futures”), weighted 35 %, ( 2 ) the third to expire ICE Futures Sugar No. 11 Futures Contract, weighted 30 %, and ( 3 ) the ICE Futures Sugar No. 11 Futures Contract expiring in the March following the expiration month of the third to expire contract, weighted 35 %.
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While the Fund expects to maintain substantially all of its assets in shares of the Underlying Funds at all times, the Fund may hold some residual amount of assets in obligations of the United States government (“Treasury Securities”) or cash equivalents, and/or merely hold such assets in cash (generally in interest-bearing accounts). The Underlying Funds invest in Commodity Interests to the fullest extent possible without being leveraged or unable to satisfy their expected current or potential margin or collateral obligations with respect to their investments in Commodity Interests. After fulfilling such margin and collateral requirements, the Underlying Funds will invest the remainder of the proceeds from the sale of baskets in Treasury Securities or cash equivalents, and/or merely hold such assets in cash. Therefore, the focus of the Sponsor in managing the Underlying Funds is investing in Commodity Interests, in Treasury Securities, and cash and cash equivalents. The Fund and the Underlying Funds will seek to earn interest income from the Treasury Securities and cash equivalents that it purchases and on the cash it holds through the Fund’s custodian and other financial institutions.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC, in its capacity as the Sponsor, may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.
Note 2 - Principal Contracts and Agreements
The Sponsor employs U.S. Bank N.A. as the Custodian for the Funds. The principal business address for U.S. Bank N.A is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. U.S. Bank N.A. is a Wisconsin state-chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department. The principal address for U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (“Global Fund Services”) is 615 E. Michigan Street, Milwaukee, WI 53202. In addition, effective on the Conversion Date, Global Fund Services, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative, accounting services, and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and Global Fund Services will receive an asset-based fee, subject to a minimum annual fee.
For custody services, the Funds will pay to U.S. Bank N.A. 0.0075 % of average gross assets up to $1 billion, and 0.0050 % of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to Global Fund Services 0.05 % of average gross assets on the first $500 million, 0.04 % on the next $500 million, 0.03 % on the next $2 billion, and 0.02 % on the balance over $3 billion annually. A combined minimum annual fee of up to $ 47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded in custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Foreside Fund Services, LLC, ("Foreside" or the "Distributor") a wholly owned subsidiary of Foreside Financial Group, LLC (d/b/a ACA Group), as the Distributor for the Fund. The Distribution Services Agreement among the Distributor, the Sponsor, and the Trust calls for the Distributor to work with the Transfer Agent in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into an agreement under which certain employees and officers of the Sponsor are licensed as registered representatives of the Distributor. These persons engage in certain marketing activities for the Fund. For its services as the Distributor, Foreside receives a fee of 0.01 % of the Fund’s average daily net assets and an aggregate annual fee of $ 100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $ 5,000 per registered representative and $ 1,000 per registered location. These services are recorded in distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below.
Marex Capital Markets, Inc. (“Marex”) and StoneX Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and provide other brokerage-related services. Marex and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as broker-dealers with the SEC and are each a member of FINRA. Marex and StoneX are each clearing members of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges. For Corn, Soybean, Sugar, and Wheat Futures Contracts Marex is paid $ 11.00 per round turn. StoneX is paid $ 2.50 per round turn exclusive of pass-through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 16.5 % return on the StoneX Capital Requirement at 9.6 % of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses is included in the disclosure of the Underlying Funds.
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The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $ 3,300 from the Trust. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Amount Recognized for Custody Services
$ 23,747 $ 19,180 $ 7,579
Amount of Custody Services Waived
$ 20,690 $ 19,180 $ 7,199
Amount Recognized for Distribution Services
$ 8,177 $ 9,264 $ 3,860
Amount of Distribution Services Waived
$ 8,177 $ 9,264 $ 3,702
Amount Recognized for Wilmington Trust
$ 145 $ 550 $ 108
Amount of Wilmington Trust Waived
$ 145 $ - $ 108
Note 3 - Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
The Fund qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
Revenue Recognition
Investment transactions are accounted for on a trade-date basis. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on investments are reflected in the statements of assets and liabilities as the difference between the original amount and the fair market value as of the last business day of the year or as of the last date of the financial statements.
Brokerage Commissions
Brokerage commissions are accrued on the trade date and on a full-turn basis.
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704 (d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
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The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2021 to 2023 , the Fund remains subject to income tax examinations by major taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized results in the Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of and for the years ended December 31, 2023 , 2022 , and 2021 . However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the years ended December 31, 2023 , 2022 , and 2021 .
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 12,500 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (ET) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from the Fund only in blocks of 12,500 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (ET) on the day the order to redeem the basket is properly received.
The Fund will receive the proceeds from shares sold or will pay for redeemed shares within three business days after the trade date of the purchase or redemption, respectively. The amounts due from Authorized Purchasers will be reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption will be reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S- 1 filing, 50,000 shares represent four Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturities. The Fund has these balances of its cash equivalents on deposit with banks. Assets deposited with the bank may, at times, exceed federally insured limits. TAGS had a balance of $ 11,208 and $ 4,716 in money market funds at December 31, 2023 and December 31, 2022 , respectively; these balances are included in cash equivalents on the statements of assets and liabilities.
Payable/Receivable for Securities Purchased/Sold
Due from/to broker for investments in securities are securities transactions pending settlement. The Fund is subject to credit risk to the extent any broker with whom it conducts business is unable to fulfill contractual obligations on its behalf. The management of the Fund monitors the financial condition of such brokers and does not anticipate any losses from these counterparties.
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Calculation of Net Asset Value
The Fund’s NAV is calculated by:
·
Taking the current market value of its total assets and
·
Subtracting any liabilities
The administrator, Global Fund Services, will calculate the NAV of the Fund once each trading day. It will calculate the NAV as of the earlier of the close of the New York Stock Exchange or 4:00 p.m. (ET). The NAV for a particular trading day will be released after 4:15 p.m. (ET).
For purposes of the determining the Fund’s NAV, the Fund’s investments in the Underlying Funds will be valued based on the Underlying Funds’ NAVs. In turn, in determining the value of the Futures Contracts held by the Underlying Funds, the Administrator will use the closing price on the exchange on which they are traded. The Administrator will determine the value of all other Fund and Underlying Fund investments as of the earlier of the close of the New York Stock Exchange or 4:00 p.m. (ET), in accordance with the current Services Agreement between the Administrator and the Trust. The value of over the counter Commodity Interests will be determined based on the value of the commodity or Futures Contract underlying such Commodity Interest, except that a fair value may be determined if the Sponsor believes that the Underlying Fund is subject to significant credit risk relating to the counterparty to such Commodity Interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV of an Underlying Fund where necessary to reflect the “fair value” of a Futures Contract held by an Underlying Fund when a Futures Contract held by an Underlying Fund closes at its price fluctuation limit for the day. Treasury Securities held by the Fund or Underlying Funds will be valued by the Administrator using values received from recognized third -party vendors (such as Reuters) and dealer quotes. NAV will include any unrealized profit or loss on open Commodity Interests and any other credit or debit accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00 % per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective Funds based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation order activity.
These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees on the statements of operations. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.
Year Ended December 31, 2023
Year Ended December 31, 2022
Year Ended December 31, 2021
Recognized Related Party Transactions
$ 139,022 $ 125,972 $ 51,117
Waived Related Party Transactions
$ 70,069 $ 86,496 $ 46,063
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The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund. The Sponsor has determined that there would be no recovery sought for the amounts below in any future period:
TAGS
Year Ended December 31, 2023
$ 440,191
Year Ended December 31, 2022
$ 262,928
Year Ended December 31, 2021
$ 105,722
Expenses
Expenses are recorded using the accrual method of accounting.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) issued ASU 2023 - 06 – Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. The amendments require an entity to disclose its accounting policy for where cash flows associated with derivative instruments and their related gains and losses are presented. The Trust and Fund already discloses the accounting policy related to the derivative gains and losses presented on the cash flow statement. The amendment was adopted early for the period ended December 31, 2023. There is no impact to the financial statements of the Trust or the Fund.
The FASB issued ASU 2023 - 01, related to Leases – (Topic 842 ). The response to concerns about applying Topic 842 to related party arrangements between entities under common control. The update was adopted early for the quarter ended March 31, 2023; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2022 - 03, related to fair value measurement (Topic 820 ) of equity securities subject to contractual sale restrictions. Under the clarified guidance, contractual restrictions on the sale of an equity security are not considered part of the unit of account of the equity security and, therefore, are not considered in measuring fair value, however they do require disclosures. The amendment was adopted for the quarter ended June 30, 2022; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
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The FASB issued ASU 2021 - 05: “Leases (Topic 842 ).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day- one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020 - 10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Fair Value - Definition and Hierarchy
In accordance with GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments of the Underlying Funds and securities of the Fund, together the “financial instruments”. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments does not entail a significant degree of judgment.
Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
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The availability of valuation techniques and observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the Net Asset Value (“NAV”) on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3 ) and will report such NAV in its applicable financial statements and reports.
The determination is made as of the settlement of the underlying futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Fund considers the average volume of the underlying futures contracts traded on the relevant exchange for the years being reported.
Investments in the financial instruments of the Underlying Funds are freely tradable and listed on the NYSE Arca. These investments are valued at the NAV of the Underlying Fund as of the valuation date as calculated by the administrator based on the exchange-quoted prices of the commodity futures contracts held by the Underlying Funds.
Net Income (Loss) per Share
Net income (loss) per Share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of Shares outstanding was computed for purposes of disclosing net income (loss) per weighted average Share. The weighted average Shares are equal to the number of Shares outstanding at the end of the period, adjusted proportionately for Shares created or redeemed based on the amount of time the Shares were outstanding during such period.
Note 4 - Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of December 31, 2023 and December 31, 2022 :
December 31, 2023
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2023
Exchange Traded Funds
$ 18,401,900 $ - $ - $ 18,401,900
Cash Equivalents
11,208 - - 11,208
Total
$ 18,413,108 $ - $ - $ 18,413,108
December 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2022
Exchange Traded Funds
$ 39,572,698 $ - $ - $ 39,572,698
Cash Equivalents
4,716 - - 4,716
Total
$ 39,577,414 $ - $ - $ 39,577,414
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For the years ended December 31, 2023 and December 31, 2022 , the Fund did not have any transfers between any of the level of the fair value hierarchy.
See the Fair Value - Definition and Hierarchy section in Note 3 above for an explanation of the transfers into and out of each level of the fair value hierarchy.
Note 5 - Financial Highlights
The following table presents per share performance data and other supplemental financial data for the years ended December 31, 2023 , 2022 , and 2021 . This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Year ended
Year ended
Year ended
December 31, 2023
December 31, 2022
December 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 31.35 $ 27.01 $ 21.12
Income (loss) from investment operations:
Net realized and unrealized (loss) gain on investment transactions
( 1.87 ) 4.38 5.93
Total expenses, net
( 0.03 ) ( 0.04 ) ( 0.04 )
Net (decrease) increase in net asset value
( 1.90 ) 4.34 5.89
Net asset value at end of period
$ 29.45 $ 31.35 $ 27.01
Total Return
( 6.04 )% 16.06 %
27.85 %
Ratios to Average Net Assets (Annualized)
Total expenses
1.68 %
0.84 %
1.54 %
Total expenses, net
0.09 %
0.14 %
0.17 %
Net investment loss
( 0.09 )% ( 0.13 )% ( 0.17 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 6 - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund is not obligated to reimburse these costs to the Sponsor. The Fund bears
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.