Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common
Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information
The Shares are listed on the Exchange under the symbol
“NCIQ” and have been listed since February 14, 2025. The Trust’s Shares may trade in the secondary market at prices
that are at, above, or below the NAV per Share. The NAV is calculated on each Business Day as of the close of regular trading on the Exchange,
normally 4:00 p.m. E.T. The Trust does not buy or sell Shares in the secondary market.
Holders
As of December 31, 2025, there was approximately 1
DTC participating shareholder of record of the Trust. Because most of the Trust’s Shares are held by brokers and other institutions
on behalf of shareholders, we are unable to estimate the total number of shareholders represented by these record holders.
Dividends
The Trust has not declared or paid any cash dividends
on its Shares since its inception and does not anticipate paying any cash dividends in the foreseeable future.
Sales of Unregistered Securities
On January 21, 2025, in a transaction exempt from
registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), the Trust sold one Basket
of 10,000 Shares (the “Audit Seed Creation Basket”) to the Sponsor for an aggregate purchase price of $250,000 (based on a
per-Share price of $25.00). The proceeds from the sale of the Audit Seed Creation Basket were not converted to Index Constituents. The
Audit Seed Creation Basket was redeemed for cash on February 13, 2025.
Use of Proceeds from Registered Securities
On February 13, 2025, the Trust’s registration statement on Form S-1
(File No. 333-280990) was declared effective, pursuant to which the Trust registered an unlimited number of Shares. The Trust’s
Shares began trading on the Exchange on February 14, 2025 and since that date, and up to December 31, 2025 (excluding any redemptions),
the Trust sold 5,580,000 Shares for aggregate proceeds of $129,294,147. The Trust seeks to use substantially all of the proceeds of the
offering of the Shares of the Trust to make investments in Index Constituents in a manner consistent with its investment objective. The
Trust may also hold cash and cash equivalents (i) pending investments in Index Constituents, (ii) until delivered to Authorized Participants
in connection with redemptions of Baskets, and (iii) until transferred to pay the Management Fee and other Trust expenses or liabilities
not assumed by the Sponsor.
29
Issuer Purchases of Equity Securities
Although the Trust does not purchase Shares directly
from its shareholders, in connection with its redemption of Baskets, the Trust redeemed 240,000 Shares (24 Baskets) during the year ended
December 31, 2025, including 100,000 Shares (10 Baskets) for the three months ended December 31, 2025, as set forth in the table below.
Period
Total Shares
Redeemed
Average Price
Per Share
Redeemed
2/14/2025 (commencement of operations) - 3/31/2025
50,000
21.20
4/1/2025 - 6/30/2025
-
-
7/1/2025 - 9/30/2025
90,000
30.93
10/1/2025 - 12/31/2025
100,000
22.33
Total
240,000 (1)
25.32
(1) The initial seed creation of 10,000 Shares occurred on January
21, 2025, at a per-Share price of $25.00. These initial seed Shares were subsequently redeemed on February 13, 2025, at $25.00 per Share,
for a total redemption amount of $250,000. The Fund commenced operations on February 14, 2025, which is the date used as the inception
date for purposes of these financial statements. Accordingly, the seed Share creation and redemption are not reflected in the Share activity
or financial highlights presented herein. The quarterly reports on Form 10-Q filed during the fiscal year used January 21, 2025 (the
initial seed creation date) as the inception date and therefore included this seed redemption activity in their reported figures.
The following table
summarizes the redemptions during the quarter ended December 31, 2025:
Period
Total Shares
Redeemed
Average Price
Per Share
Redeemed
October 1, 2025 – October 31, 2025
-
-
November 1, 2025 – November 30, 2025
-
-
December 1, 2025 – December 31, 2025
100,000
22.33
Total
100,000
22.33
Item 6. [Reserved]
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.