UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ Quarterly report pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
for the quarterly period ended June 30, 2025 .
or
☐ Transition report pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
for the transition period from _________to _________.
Commission file number: 001-41280
VS Trust
(Exact name of registrant as specified
in its charter)
Delaware 84-6704517
(State or other jurisdiction of
incorporation or organization) (I.R.S. Employer
Identification No.)
c/o Volatility Shares LLC
2000 PGA Boulevard , Suite 4440
Palm Beach Gardens , FL . 33408
(Address of principal executive offices) (Zip
Code)
(866) 261-0273
(Registrant’s telephone number, including
area code)
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
-1x Short VIX Futures ETF SVIX Cboe BZX Exchange
2x Long VIX Futures ETF UVIX Cboe BZX Exchange
Securities registered pursuant to Section 12(g)
of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically
every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of
“large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth
company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer ☐ Accelerated Filer ☐
Non-Accelerated Filer ☒ Smaller Reporting Company ☒
Emerging Growth Company ☒
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act.). ☐ Yes ☒ No
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court. ☒ Yes ☐ No
As of June 30, 2025, the registrant had 44,027,473 shares of common
stock, $0 par value per share, outstanding.
VS Trust
Table of Contents
Page
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
1
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
2
Item 3. Quantitative and Qualitative Disclosures About Market Risk
7
Item 4. Controls and Procedures
8
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
9
Item 1A. Risk Factors
9
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
9
Item 3. Defaults Upon Senior Securities
9
Item 4. Mine Safety Disclosures
9
Item 5. Other Information
9
Item 6. Exhibits
10
i
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Index
Documents
Page
Statements of Financial Condition, Schedule of Investments, Statements of Operations, Statements of Changes in Shareholders’ Equity, and Statements of Cash Flows:
-1x Short VIX Futures ETF
F-8
2x Long VIX Futures ETF
F-12
Notes to Financial Statements
F-16
- 1 -
VS Trust
Statements of Assets and Liabilities
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
June 30,
2025
June 30,
2025
December 31,
December 31,
(Unaudited)
(Unaudited)
2024
2024
ASSETS
Cash
$ -
$ -
$ -
$ 1,189,437
Investments in securities, at value *
89,762,565
143,237,062
114,106,682
52,819,184
Interest receivable
622,124
668,113
595,610
383,703
Prepaid expenses and other assets
25,969
81,332
13,472
52,844
Receivable for shares sold
-
24,993,248
-
-
Deposits at Broker for Futures and Options Contracts
176,802,487
439,703,309
206,471,251
130,007,592
Variation margin receivable
2,370,919
-
-
4,152,478
Other receivable
-
7,498
4,952
-
Total Assets
269,584,064
608,690,562
321,191,967
188,605,238
LIABILITIES
Payables
Variation margin payable
$ -
$ 10,640,908
$ 3,655,035
$ -
Fund shares redeemed
-
-
16,505,580
-
Payable to Sponsor
323,845
701,435
350,201
318,004
Administrative, accounting and custodian fees payable
43,017
3,373
69,969
16,395
Professional fees payable
223,066
316,868
313,037
444,580
Licensing and registration fees payable
46,950
38,194
174,322
115,000
Total Liabilities
636,878
11,700,778
21,068,144
893,979
NET ASSETS
$ 268,947,186
$ 596,989,784
$ 300,123,823
$ 187,711,259
NET ASSETS CONSIST OF:
Paid-in capital
$ 222,816,450
$ 996,948,289
$ 173,281,568
$ 574,080,151
Total distributable earnings (accumulated deficit)
46,130,736
( 399,958,505 )
126,842,255
( 386,368,892 )
Net Assets
$ 268,947,186
$ 596,989,784
$ 300,123,823
$ 187,711,259
Net Asset Value (unlimited shares authorized):
Class I (unlimited shares authorized):
Net Assets
$ 268,947,186
$ 596,989,784
$ 300,123,823
$ 187,711,259
Shares Outstanding^
17,270,000
26,757,473 (1)
11,820,000
5,531,498 (1)
Net Asset Value, Offering and Redemption Price per Share
$ 15.57
$ 22.31 (1)
$ 25.39
$ 33.93 (1)
Market Value per Share (Note 2)
$ 15.51
$ 22.44 (1)
$ 25.37
$ 34.00 (1)
* Investments in securities, at cost
$ 89,881,942
$ 143,237,062
$ 113,974,059
$ 52,819,184
^ No Par Value
(1) Adjusted to reflect a 1:10 reverse stock split on January 15,
2025, as if it occurred at the commencement of operations.
See accompanying notes to the financial statements.
F- 1
VS Trust
Statements of Operations
For the Three Months Ended June 30, 2025 (Unaudited)
and June 30, 2024 (Unaudited)
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
June 30,
2025
June 30,
2025
June 30,
2024
June 30,
2024
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INVESTMENT INCOME
Income:
Interest income
$ 2,385,094
$ 1,188,948
$ 744,592
$ 299,459
Other Income
( 607 )
-
-
-
Total Income
2,384,487
1,188,948
744,592
299,459
Expenses:
Management fees
1,502,043
1,316,207
562,091
306,313
Administrative, accounting and custodian fees
82,841
48,909
33,644
33,398
Professional fees
78,270
97,340
74,638
96,229
Licensing and registration fees
48,181
42,822
25,772
3,113
Other
1,500
1,500
994
994
Total Expenses
1,712,835
1,506,778
697,139
440,047
Net Investment income (loss)
671,652
( 317,830 )
47,453
( 140,588 )
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FUTURES CONTRACTS
Net realized gain (loss) on:
Options
( 1,965,313 )
-
( 3,222,295 )
-
Futures
( 71,701,776 )
( 5,105,107 )
39,231,885
( 29,512,794 )
Net change in unrealized appreciation (depreciation) of:
Options
( 342,534 )
-
( 116,650 )
-
Futures
24,827,275
( 89,185,485 )
( 177,708 )
3,707,269
Net realized and unrealized gain (loss) on investments and futures contracts
( 49,182,348 )
( 94,290,592 )
35,715,232
( 25,805,525 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$ ( 48,510,696 )
$ ( 94,608,422 )
$ 35,762,685
$ ( 25,946,113 )
See accompanying notes to financial statements.
F- 2
VS Trust
Statements of Operations
For the Six Months Ended June 30, 2025 and June
30, 2024 (Unaudited)
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Six Months Ended
Six Months Ended
Six Months Ended
Six Months Ended
June 30,
2025
June 30,
2025
June 30,
2024
June 30,
2024
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INVESTMENT INCOME
Income:
Interest income
$ 3,790,120
$ 2,382,591
$ 1,128,372
$ 515,925
Other Income
( 607 )
( 117 )
-
-
Total Income
3,789,513
2,382,474
1,128,372
515,925
Expenses:
Management fees
2,359,979
2,076,828
994,505
592,945
Administrative, accounting and custodian fees
155,473
90,721
65,428
66,382
Professional fees
151,032
190,331
148,492
191,982
Licensing and registration fees
95,832
85,173
33,658
7,953
Other
2,983
2,983
1,967
1,967
Total Expenses
2,765,299
2,446,036
1,244,050
861,229
Net Investment income (loss)
1,024,214
( 63,562 )
( 115,678 )
( 345,304 )
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FUTURES CONTRACTS
Net realized gain (loss) on:
Options
( 3,484,146 )
-
( 6,756,441 )
-
Futures
( 98,163,632 )
72,972,541
62,272,953
( 60,257,560 )
Net change in unrealized appreciation (depreciation) of:
Options
( 252,000 )
-
672,336
-
Futures
20,164,045
( 86,498,592 )
( 4,533,352 )
4,593,712
Net realized and unrealized gain (loss) on investments and futures contracts
( 81,735,733 )
( 13,526,051 )
51,655,496
( 55,663,848 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$ ( 80,711,519 )
$ ( 13,589,613 )
$ 51,539,818
$ ( 56,009,152 )
See accompanying notes to the financial statements.
F- 3
VS Trust
Statements of Changes in Net Assets
For the Three Months Ended June 30, 2025 and June
30, 2024 (Unaudited)
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
June 30,
2025
June 30,
2025
June 30,
2024
June 30,
2024
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS
Net investment gain (loss)
$ 671,652
$ ( 317,830 )
$ 47,453
$ ( 140,588 )
Net realized gain (loss) on investments and futures contracts
( 73,667,089 )
( 5,105,107 )
36,009,590
( 29,512,794 )
Net change in unrealized appreciation (depreciation) of investments and futures contracts
24,484,741
( 89,185,485 )
( 294,358 )
3,707,269
Net increase (decrease) in net assets resulting from operations
( 48,510,696 )
( 94,608,422 )
35,762,685
( 25,946,113 )
CAPITAL SHARE TRANSACTIONS
Shares sold
777,860,047
1,043,390,295
146,784,826
100,534,349
Shares redeemed
( 748,288,765 )
( 525,203,375 )
( 87,250,271 )
( 70,175,910 )
Net increase in net assets from capital share transactions
29,571,282
518,186,920
59,534,555
30,358,439
Total increase (decrease) in net assets
( 18,939,414 )
423,578,498
95,297,240
4,412,326
NET ASSETS
Beginning of Period
287,886,600
173,411,286
91,385,835
77,969,884
End of Period
$ 268,947,186
$ 596,989,784
$ 186,683,075
$ 82,382,210
See accompanying notes to the financial statements.
F- 4
VS Trust
Statements of Changes in Net Assets
For the Six Months Ended June 30, 2025 and June
30, 2024 (Unaudited)
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Six Months Ended
Six Months Ended
Six Months Ended
Six Months Ended
June 30,
2025
June 30,
2025
June 30,
2024
June 30,
2024
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS
Net investment income (loss)
$ 1,024,214
$ ( 63,562 )
$ ( 115,678 )
$ ( 345,304 )
Net realized gain (loss) on investments and futures contracts
( 101,647,778 )
72,972,541
55,516,512
( 60,257,560 )
Net change in unrealized appreciation (depreciation) of investments and futures contracts
19,912,045
( 86,498,592 )
( 3,861,016 )
4,593,712
Net increase (decrease) in net assets resulting from operations
( 80,711,519 )
( 13,589,613 )
51,539,818
( 56,009,152 )
CAPITAL SHARE TRANSACTIONS
Shares sold
1,168,099,472
1,562,223,528
193,932,532
159,539,336
Shares redeemed
( 1,118,564,590 )
( 1,139,355,390 )
( 183,846,694 )
( 90,812,970 )
Net increase in net assets from capital share transactions
49,534,882
422,868,138
10,085,838
68,726,366
Total increase (decrease) in net assets
( 31,176,637 )
409,278,525
61,625,656
12,717,214
NET ASSETS
Beginning of Period
300,123,823
187,711,259
125,057,419
69,664,996
End of Period
$ 268,947,186
$ 596,989,784
$ 186,683,075
$ 82,382,210
See accompanying notes to the financial statements.
F- 5
VS Trust
Statements of Cash Flows
For the Three Months Ended June 30, 2025 and June
30, 2024 (Unaudited)
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
For the
Quarter Ended
For the
Quarter Ended
For the
Quarter Ended
For the
Quarter Ended
June 30,
2025
June 30,
2025
June 30,
2024
June 30,
2024
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
CASH FLOW FROM OPERATING ACTIVITIES
Net increase (decrease) in net assets resulting from operations
$ ( 48,510,696 )
$ ( 94,608,422 )
$ 35,762,685
$ ( 25,946,113 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Purchase of investments
( 848,645,731 )
( 623,042,293 )
( 188,559,546 )
( 90,056,187 )
Proceeds from sales or maturities of investments held
868,368,120
547,545,753
160,486,393
89,967,903
Net realized gain/loss on investments in options
1,965,313
-
3,222,295
-
Net change in unrealized appreciation/depreciation on investments in options
342,534
-
116,650
-
Decrease (Increase) in Deposits at broker for futures and options contracts
( 22,210,123 )
( 315,252,018 )
( 73,044,072 )
( 8,610,768 )
Decrease (Increase) in Variation margin receivable
( 899,245 )
-
-
886,777
Decrease (Increase) in interest receivable
5,283
( 292,043 )
( 105,042 )
979
Decrease (Increase) in other receivables
6,096
( 2,604 )
( 750 )
-
Decrease (Increase) in Prepaid expenses and other assets
( 2,535 )
( 15,922 )
4,039
18,084
Increase (Decrease) in Due to Other
-
-
-
921
Increase (Decrease) in Variation margin payable
-
8,449,780
263,281
-
Increase (Decrease) in Payable to Sponsor
( 50,411 )
514,222
85,507
1,606
Increase (Decrease) in Administrative, accounting and custodian fees payable
( 64,695 )
( 19,118 )
16,918
5,674
Increase (Decrease) in Professional fees payable
( 26,928 )
( 49,148 )
23,432
46,454
Increase (Decrease) in Licensing and registration fees payable
( 167,564 )
( 107,628 )
( 1,658 )
( 7,168 )
Net cash provided by (used in) operating activities
( 49,890,582 )
( 476,879,440 )
( 61,729,868 )
( 33,691,838 )
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from shares sold, net of receivable for shares sold
798,179,347
1,018,397,048
146,784,826
100,534,349
Cost of shares redeemed, net of payable for fund shares redeemed
( 748,288,765 )
( 541,517,608 )
( 87,250,271 )
( 70,175,910 )
Net cash provided by (used in) financing activities
49,890,582
476,879,440
59,534,555
30,358,439
NET INCREASE (DECREASE) IN CASH
-
-
( 2,195,313 )
( 3,333,399 )
Beginning of Period
-
-
3,366,089
3,333,399
End of Period
$ -
$ -
$ 1,170,776
$ -
See accompanying notes to the financial statements.
F- 6
VS Trust
Statements of Cash Flows
For the Six Months Ended June 30, 2025 and June
30, 2024 (Unaudited)
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Six Months Ended
Six Months Ended
Six Months Ended
Six Months Ended
June 30,
2025
June 30,
2025
June 30,
2024
June 30,
2024
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
CASH FLOW FROM OPERATING ACTIVITIES
Net increase (decrease) in net assets resulting from operations
$ ( 80,711,519 )
$ ( 13,589,613 )
$ 51,539,818
$ ( 56,009,152 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Purchase of investments
( 1,158,003,446 )
( 969,786,830 )
( 345,494,235 )
( 171,901,444 )
Proceeds from sales or maturities of investments held
1,178,611,417
879,368,952
304,573,876
161,682,999
Net realized gain/loss on investments in options
3,484,146
-
6,756,441
-
Net change in unrealized appreciation/depreciation on investments in options
252,000
-
( 672,336 )
-
Decrease (Increase) in Deposits at broker for futures and options contracts
29,668,764
( 309,695,717 )
( 22,689,409 )
( 1,378,784 )
Decrease (Increase) in Variation margin receivable
( 2,370,919 )
4,152,478
-
( 1,212,627 )
Decrease (Increase) in interest receivable
( 26,514 )
( 284,410 )
( 123,128 )
( 32,670 )
Decrease (Increase) in other receivables
4,952
( 7,498 )
2,089
-
Decrease (Increase) in Prepaid expenses and other assets
( 12,497 )
( 28,488 )
( 3,453 )
13,778
Increase (Decrease) in Due to Custodian
-
-
-
921
Increase (Decrease) in Variation margin payable
( 3,655,035 )
10,640,908
1,477,635
-
Increase (Decrease) in Payable to Sponsor
( 26,356 )
383,431
59,065
( 2,399 )
Increase (Decrease) in Administrative, accounting and custodian fees payable
( 26,952 )
( 13,022 )
10,888
6,883
Increase (Decrease) in Professional fees payable
( 89,971 )
( 127,712 )
62,321
108,267
Increase (Decrease) in Licensing and registration fees payable
( 127,372 )
( 76,806 )
368
( 2,138 )
Net cash provided by (used in) operating activities
( 33,029,302 )
( 399,064,327 )
( 4,500,060 )
( 68,726,366 )
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from shares sold, net of receivable for shares sold
1,168,099,472
1,537,230,280
193,932,532
159,539,336
Cost of shares redeemed, net of payable for fund shares redeemed
( 1,135,070,170 )
( 1,139,355,390 )
( 193,294,094 )
( 90,812,970 )
Net cash provided by (used in) financing activities
33,029,302
397,874,890
638,438
68,726,366
NET INCREASE (DECREASE) IN CASH
-
( 1,189,437 )
( 3,861,622 )
-
Beginning of Period
-
1,189,437
5,032,398
-
End of Period
$ -
$ -
$ 1,170,776
$ -
See accompanying notes to the financial statements.
F- 7
-1x Short VIX Futures ETF
Schedule of Investments
as of June 30, 2025 (Unaudited)
Notional Amount Contracts Value
PURCHASED OPTIONS - 0.5%
Call Options - 0.5%
CBOE Volatility Index, Expiration: 08/20/2025 ; Exercise Price: $ 31.00 (a)(b) $ 23,422,000 14,000 1,274,000
TOTAL PURCHASED OPTIONS (Cost $ 1,393,377 ) 1,274,000
Shares
Value
SHORT-TERM INVESTMENTS - 32.9%
Money Market Funds - 32.9%
First American Government Obligations Fund - Class X, 4.25 % (c)(d)
88,488,565
88,488,565
TOTAL SHORT-TERM INVESTMENTS (Cost $ 88,488,565 )
88,488,565
TOTAL INVESTMENTS - 33.4 % (Cost $ 89,881,942 )
89,762,565
Other Assets in Excess of Liabilities - 66.6 % (e)
179,184,621
TOTAL NET ASSETS - 100.0 %
$ 268,947,186
Percentages
are stated as a percent of net assets.
(a) Exchange-traded.
(b) 100 shares per contract.
(c) The rate shown represents the 7-day annualized effective yield as of June 30, 2025.
(d) Fair value of this security exceeds 25% of the Fund’s net assets. Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.
(e) Includes cash of $176,802,487 that is pledged as collateral for options and
futures contracts.
F- 8
-1x Short VIX Futures ETF
Schedule of Futures Contracts
June 30, 2025 (Unaudited)
Description Contracts Sold Expiration Date Notional Value Value / Unrealized Appreciation (Depreciation)
CBOE VIX FUTURE Aug25 ( 6,196 ) 08/20/2025 $ 124,353,720 $ 3,544,500
CBOE VIX FUTURE Jul25 ( 7,745 ) 07/16/2025 144,599,150 11,272,636
Net Unrealized Appreciation (Depreciation) $ 14,817,136
Summary of Fair Value Disclosure as of June
30, 2025 (Unaudited)
-1x Short VIX Futures ETF (the “Fund”)
has adopted fair value accounting standards which establish a definition of fair value and set out a hierarchy for measuring fair value.
These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair
value, a discussion of changes in valuation techniques and related inputs during the period, and expanded disclosure of valuation levels
for major security types. These inputs are summarized in the three broad levels listed below. The inputs or valuation methodology used
for valuing securities are not an indication of the risk associated with investing in those securities.
Level 1 - Unadjusted quoted prices in active
markets for identical assets or liabilities that the Fund has the ability to access.
Level 2 - Observable inputs other than quoted
prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted
prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk,
yield curves, default rates and similar data.
Level 3 - Unobservable inputs for the asset or
liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions
a market participant would use in valuing the asset or liability, and based on the best information available.
The following is a summary of the fair valuation
hierarchy of the Fund’s securities as of June 30, 2025:
Level 1
Level 2
Level 3
Total
Assets:
Investments:
Purchased Options
1,274,000
-
-
1,274,000
Money Market Funds
88,488,565
-
-
88,488,565
Total Investments
89,762,565
-
-
89,762,565
Other Financial Instruments:
Futures Contracts*
-
14,817,136
-
14,817,136
Total Other Financial Instruments
-
14,817,136
-
14,817,136
* The fair value of the Fund’s investment represents the unrealized
appreciation (depreciation) as of June 30, 2025.
Refer to the Schedule
of Investments for further disaggregation of investment categories.
F- 9
-1x Short VIX Futures ETF
Schedule of Investments
December 31, 2024
Notional Amount Contracts Value
PURCHASED OPTIONS - 0.5%
Call Options - 0.5%
CBOE Volatility Index , Expiration: 02/19/2025 ; Exercise Price: $ 28.00 (a)(b) $ 24,290,000 14,000 $ 1,484,000
TOTAL PURCHASED OPTIONS (Cost $ 1,351,377 ) 1,484,000
Shares
Value
SHORT-TERM INVESTMENTS - 37.5%
Money Market Funds - 37.5%
First American Government Obligations Fund - Class X, 4.41 % (c)(d)
112,622,682
112,622,682
TOTAL SHORT-TERM INVESTMENTS (Cost $ 112,622,682 )
112,622,682
TOTAL INVESTMENTS - 38.0 % (Cost $ 113,974,059 )
114,106,682
Other Assets in Excess of Liabilities - 62.0 % (e)
186,017,141
TOTAL NET ASSETS - 100.0 %
$ 300,123,823
Percentages are stated as a percent of net assets.
(a) Exchange-traded.
(b) 100
shares per contract.
(c) The rate shown represents the 7-day annualized effective yield as of December 31, 2024.
(d) Fair value of this security exceeds 25% of the Fund’s
net assets. Additional information for this security, including the financial statements, is available from the SEC’s
EDGAR database at www.sec.gov.
(e) Includes cash of $206,471,251 that is pledged as collateral
for futures contracts.
See accompanying notes to financial statements.
F- 10
-1x Short VIX Futures ETF
Schedule of Futures Contracts
December 31, 2024
Description Contracts Sold Expiration Date Notional Value Value / Unrealized Appreciation (Depreciation)
CBOE VIX FUTURE Feb25 ( 6,959 ) 02/19/2025 $ 124,496,510 $ ( 919,561 )
CBOE VIX FUTURE Jan25 ( 10,051 ) 01/22/2025 175,691,480 ( 4,427,348 )
Net Unrealized Appreciation (Depreciation) $ ( 5,346,909 )
Summary of Fair Value Disclosure as of December
31, 2024
-1x Short VIX Futures ETF has adopted authoritative
fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.
These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair
value, a discussion of changes in valuation techniques and related inputs during the period, and expanded disclosure of valuation levels
for major security types. These inputs are summarized in the three broad levels listed below. The inputs or methodology used for valuing
securities are not an indication of the risk associated with investing in those securities.
Level 1 - Unadjusted quoted prices in active
markets for identical assets or liabilities that the Fund has the ability to access.
Level 2 - Observable inputs other than quoted
prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted
prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk,
yield curves, default rates and similar data.
Level 3 - Unobservable inputs for the asset or
liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions
a market participant would use in valuing the asset or liability, and would be based on the best information available.
The following is a summary of the fair valuation
hierarchy of the Fund’s securities as of December 31, 2024:
Level 1
Level 2
Level 3
Total
Assets:
Investments:
Purchased Options
$ 1,484,000
$ -
$ -
$ 1,484,000
Money Market Funds
112,622,682
-
-
112,622,682
Total Investments
$ 114,106,682
$ -
$ -
$ 114,106,682
Liabilities:
Other Financial Instruments:
Futures Contracts*
-
( 5,346,909 )
-
( 5,346,909 )
Total Other Financial Instruments
$ -
$ ( 5,346,909 )
$ -
$ ( 5,346,909 )
* The fair value of the Fund’s investment represents the net unrealized
appreciation (depreciation) as of December 31, 2024.
Refer to the Schedule of Investments for further
disaggregation of investment categories.
See accompanying notes to financial statements.
F- 11
2x Long VIX Futures ETF
Schedule of Investments
as of June 30, 2025 (Unaudited)
Shares
Value
SHORT-TERM INVESTMENTS - 24.0%
Money Market Funds - 24.0%
First American Government Obligations Fund - Class X, 4.25 % (a)(b)
143,237,062
$ 143,237,062
TOTAL SHORT-TERM INVESTMENTS (Cost $ 143,237,062 )
143,237,062
TOTAL INVESTMENTS - 24.0 % (Cost $ 143,237,062 )
143,237,062
Other Assets in Excess of Liabilities - 76.0 % (c)
453,752,722
TOTAL NET ASSETS - 100.0 %
$ 596,989,784
Percentages are stated as a percent of net assets.
(a) The rate shown represents the 7-day annualized effective
yield as of June 30, 2025.
(b) Fair value of this security exceeds 25% of the Fund’s
net assets. Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database
at www.sec.gov.
(c) Includes cash of $439,703,309 that is pledged as collateral for futures contracts.
F- 12
2x Long VIX Futures ETF
Schedule of Futures Contracts
June 30, 2025 (Unaudited)
Description Contracts Purchased Expiration Date Notional Value Value / Unrealized Appreciation (Depreciation)
CBOE VIX FUTURE Aug25 27,511 08/20/2025 $ 552,145,770 $ ( 15,041,964 )
CBOE VIX FUTURE Jul25 34,388 07/16/2025 642,023,960 ( 63,188,922 )
Net Unrealized Appreciation (Depreciation) $ ( 78,230,886 )
Summary of Fair Value Disclosure as of June
30, 2025 (Unaudited)
2x Long VIX Futures ETF (the “Fund”)
has adopted fair value accounting standards which establish a definition of fair value and set out a hierarchy for measuring fair value.
These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair
value, a discussion of changes in valuation techniques and related inputs during the period, and expanded disclosure of valuation levels
for major security types. These inputs are summarized in the three broad levels listed below. The inputs or valuation methodology used
for valuing securities are not an indication of the risk associated with investing in those securities.
Level 1 - Unadjusted quoted prices in active
markets for identical assets or liabilities that the Fund has the ability to access.
Level 2 - Observable inputs other than quoted
prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted
prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk,
yield curves, default rates and similar data.
Level 3 - Unobservable inputs for the asset or
liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions
a market participant would use in valuing the asset or liability, and based on the best information available.
The following is a summary of the fair valuation
hierarchy of the Fund’s securities as of June 30, 2025:
Level 1
Level 2
Level 3
Total
Assets:
Investments:
Money Market Funds
143,237,062
-
-
143,237,062
Total Investments
143,237,062
-
-
143,237,062
Liabilities:
Other Financial Instruments:
Futures Contracts*
-
( 78,230,886 )
-
( 78,230,886 )
Total Other Financial Instruments
-
( 78,230,886 )
-
( 78,230,886 )
* The fair value of the Fund’s investment represents the unrealized
appreciation (depreciation) as of June 30, 2025.
Refer to the Schedule of Investments for further disaggregation
of investment categories.
F- 13
2x Long VIX Futures ETF
Schedule of Investments
as of December 31, 2024
Shares
Value
SHORT-TERM INVESTMENTS - 28.1%
Money Market Funds - 28.1%
First American Government Obligations Fund - Class X, 4.41 % (a)(b)
52,819,184
$ 52,819,184
TOTAL SHORT-TERM INVESTMENTS (Cost $ 52,819,184 )
52,819,184
TOTAL INVESTMENTS - 28.1 % (Cost $ 52,819,184 )
52,819,184
Other Assets in Excess of Liabilities - 71.9 % (c)
134,892,075
TOTAL NET ASSETS - 100.0 %
$ 187,711,259
Percentages are stated as a percent of net assets.
(a) The rate shown represents the 7-day annualized effective yield as of December 31, 2024.
(b) Fair value of this security exceeds 25% of the Fund’s net assets. Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.
(c) Includes cash of $130,007,592 that is pledged as collateral for futures contracts.
See accompanying notes to financial statements.
F- 14
2x Long
VIX Futures ETF
Schedule
of Open Futures Contracts
as of
December 31, 2024
Description Contracts Purchased Expiration Date Notional Value Value / Unrealized Appreciation (Depreciation)
CBOE VIX FUTURE Feb25 8,706 02/19/2025 $ 155,750,340 $ ( 984,305 )
CBOE VIX FUTURE Jan25 12,575 01/22/2025 219,811,000 9,252,011
Net Unrealized Appreciation (Depreciation) $ 8,267,706
Summary of Fair Value Disclosure as of December
31, 2024
2x Long VIX Futures ETF has adopted authoritative
fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.
These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair
value, a discussion of changes in valuation techniques and related inputs during the period, and expanded disclosure of valuation levels
for major security types. These inputs are summarized in the three broad levels listed below. The inputs or methodology used for valuing
securities are not an indication of the risk associated with investing in those securities.
Level 1 - Unadjusted quoted prices in active
markets for identical assets or liabilities that the Fund has the ability to access.
Level 2 - Observable inputs other than quoted
prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted
prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk,
yield curves, default rates and similar data.
Level 3 - Unobservable inputs for the asset or
liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions
a market participant would use in valuing the asset or liability, and would be based on the best information available.
The following is a summary of the fair valuation
hierarchy of the Fund’s securities as of December 31, 2024:
Level 1
Level 2
Level 3
Total
Assets:
Investments:
Money Market Funds
$ 52,819,184
$ -
$ -
$ 52,819,184
Total Investments
$ 52,819,184
$ -
$ -
$ 52,819,184
Other Financial Instruments:
Futures Contracts*
9,252,011
-
9,252,011
Total Other Financial Instruments
$
$ 9,252,011
$ -
$ 9,252,011
Liabilities:
Other Financial Instruments:
Futures Contracts*
( 984,305 )
-
( 984,305 )
Total Other Financial Instruments
$
$ ( 984,305 )
$ -
$ ( 984,305 )
* The fair value of the Fund’s investment represents the net unrealized
appreciation (depreciation) as of December 31, 2024.
Refer to the Schedule of Investments for further
disaggregation of investment categories.
See accompanying notes to financial statements.
F- 15
VS Trust
NOTES TO FINANCIAL STATEMENTS
June 30, 2024 (Unaudited)
NOTE 1 - ORGANIZATION
VS Trust (the “Trust”) is a Delaware
statutory trust formed on October 24, 2019, and is currently organized into separate series (each, a “Fund” and collectively,
the “Funds”). As of June 30, 2025, the following two series of the Trust have commenced investment operations: -1x Short VIX
Futures ETF (“SVIX”) and 2x Long VIX Futures ETF (“UVIX”). Each of the Funds listed above issues common units
of beneficial interest (“Shares”), which represent units of fractional undivided beneficial interest in and ownership of only
that Fund. The Shares of each Fund are listed on the Cboe BZX Exchange (“Cboe BZX”).
The Funds’ inception of operation was March
28, 2022. Neither the Trust nor the Funds had any operations prior to March 28, 2022, other than matters relating to its organization
and the registration of each series under the Securities Act of 1933.
Each Fund’s investment exposure to VIX futures
contracts will cause each to be deemed a commodity pool, thereby subjecting each Fund to regulation under the Commodity Exchange Act of
1934 (“CEA”) and Commodity Futures Trading Commission (“CFTC”) rules. The Sponsor is registered as a Commodity
Pool Operator (“CPO”) and the Fund will be operated in accordance with applicable CFTC rules. Registration as a CPO imposes
additional compliance obligations on the Sponsor and the Funds related to additional laws, regulations, and enforcement policies, which
could increase compliance costs and may affect the operations and financial performance of the Funds.
Volatility Shares LLC (the “Sponsor”)
is the sponsor of the Trust and the Funds. The Sponsor also will serve as the Trust’s commodity pool operator. The Funds are commodity
pools, as defined under the Commodity Exchange Act (the “CEA”), and the applicable regulations of the CFTC and are operated
by the Sponsor, which is registered as a commodity pool operator with the CFTC. The Trust is not an investment company registered under
the Investment Company Act of 1940.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
Each Fund is an investment company, as defined
by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 “Financial
Services — Investment Companies.” As such, the Funds follow the investment company accounting and reporting guidance. The
following is a summary of significant accounting policies followed by each Fund, as applicable, in preparation of its financial statements.
These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
The accompanying unaudited financial statements
were prepared in accordance with GAAP for interim financial information and with the instructions for Form 10-Q and the rules and regulations
of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, all material adjustments, consisting
only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made.
Interim period results are not necessarily indicative of results for a full-year period.
Emerging growth company
The Trust is an “emerging growth company,”
as defined in the Jumpstart Our Business Startups Act of 2012. It will remain an emerging growth company until the earlier of (1) the
beginning of the first fiscal year following the fifth anniversary of its initial public offering, (2) the beginning of the first fiscal
year after annual gross revenue is $ 1.235 billion (subject to adjustment for inflation) or more, (3) the date on which the Fund has, during
the previous three-year period, issued more than $ 1.0 billion in non-convertible debt securities and (4) as of the end of any fiscal year
in which the market value of common equity held by non-affiliates exceeded $ 700 million as of the end of the second quarter of that fiscal
year.
For as long as the Trust remains an “emerging
growth company,” it may take advantage of certain exemptions from the various reporting requirements that are applicable to public
companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor
attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation and
financial statements in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory
vote to approve executive compensation and shareholder approval of any golden parachute payments not previously approved. The Trust will
take advantage of these reporting exemptions until it is no longer an “emerging growth company.”
Use of Estimates & Indemnifications
The preparation of financial statements in conformity
with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures
of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
In the normal course of business, the Trust enters
into contracts that contain a variety of representations which provide general indemnifications. The Trust’s maximum exposure under
these arrangements cannot be known; however, the Trust expects any risk of loss to be remote.
F- 16
Basis of Presentation
Pursuant to rules and regulations of the SEC, these
financial statements are presented for the Trust as a whole, as the SEC registrant, and for each Fund individually. The debts, liabilities,
obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Fund shall be enforceable only against
the assets of such Fund and not against the assets of the Trust generally or any other Fund. Accordingly, the assets of each Fund of the
Trust include only those funds and other assets that are paid to, held by or distributed to the Trust for the purchase of Shares in that
Fund.
The cash amount shown in the Statements of Cash
Flows is the amount reported as cash in the Statements of Financial Condition dated June 30, 2025, and December 31, 2024, and represents
cash, but does not include short-term investments.
Final Net Asset Value for Fiscal Period
The cut-off times and the times of the calculation
of the Funds’ final net asset value for creation and redemption of fund Shares for the three months ended June 30, 2025, were typically
as follows. All times are Eastern Standard Time:
Fund Create/Redeem
Cut-off* (EST) NAV
Calculation
Time (EST) NAV
Calculation Date
-1x Short VIX Futures ETF and 2:00 p.m. 4:00 p.m. June 30, 2025
2x Long VIX Futures ETF 2:00 p.m. 4:00 p.m. June 30, 2025
* Although the Funds’ shares may continue to trade on secondary markets subsequent to the calculation of the final NAV, these times represent the final opportunity to transact in creation or redemption units for the three months ended June 30, 2025.
Market value per Share is determined at the close
of Cboe BZX and may be later than when the Funds’ NAV per Share is calculated.
For financial reporting purposes, the Funds value
transactions based upon the final closing price in their primary markets. Accordingly, the investment valuations in these financial statements
may differ from those used in the calculation of certain of the Funds’ final creation/redemption NAV for the three months ended
June 30, 2025.
Investment Valuation
Short-term investments are valued at amortized
cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short- term investments are valued at their
market price using information provided by a third-party pricing service or market quotations. In each of these situations, valuations
are typically categorized as Level I in the fair value hierarchy.
VIX futures contracts are valued using the Time
Weighted Average Price (TWAP) of the futures during the last 15 minutes of NYSE’s regular trading session, rather than solely from
the VIX futures’ settlement price. The value of a Fund’s non-exchange-traded Financial Instruments typically is determined
by applying the then-current disseminated levels for the Index to the terms of the Fund’s non-exchange-traded Financial Instruments.
In certain circumstances (e.g., if the Sponsor
believes market quotations do not accurately reflect the fair value of a Fund’s investment, or a trading halt closes an exchange
or market early), the Sponsor may, in its sole discretion, choose to determine a fair value price as the basis for determining the market
value of such investment for such day. Such fair value prices would generally be determined based on available inputs about the current
value of the underlying VIX futures contract and would be based on principles that the Sponsor deems fair and equitable.
The Funds may use a variety of money market instruments.
Money market instruments generally will be valued using market prices or at amortized cost.
Fair value pricing may require subjective determinations
about the value of an investment. While the Funds’ policies are intended to result in a calculation of its respective Fund’s
NAV that fairly reflects investment values as of the time of pricing, such Fund cannot ensure that fair values determined by the Sponsor
or persons acting at their direction would accurately reflect the price that a Fund could obtain for an investment if it were to dispose
of that investment as of the time of pricing (for instance, in a forced or distressed sale). The prices used by such Fund may differ from
the value that would be realized if the investments were sold and the differences could be material to the financial statements.
Options are valued using the last traded price
as of the close of regular trading hours on the CBOE Options Exchange.
F- 17
Investment Transactions and Related Income
Investment transactions are recorded on the trade
date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation (depreciation)
on open contracts are reflected in the Statements of Financial Condition and changes in the unrealized appreciation (depreciation) between
periods are reflected in the Statements of Operations.
Interest income is recognized on an accrual basis
and includes, where applicable, the amortization of premium or discount, and is reflected as Interest Income in the Statement of Operations.
Brokerage Commissions and Futures Account Fees
Each Fund pays its respective brokerage commissions,
including applicable exchange fees, National Futures Association (“NFA”) fees, give-up fees, pit brokerage fees and other
transaction related fees and expenses charged in connection with trading activities for each Fund’s investment in U.S. Commodity
Futures Trading Commission (“CFTC”) regulated investments. The effects of trading spreads, financing costs/fees associated
with Financial Instruments, and costs relating to the purchase of U.S. Treasury securities or similar high credit quality short-term fixed-income
would also be borne by the Funds. Brokerage commissions on futures contracts are recognized on a half-turn basis (e.g., the first half
is recognized when the contract is purchased (opened) and the second half is recognized when the transaction is closed).
Federal Income Tax
Each Fund is registered as a series of a Delaware
statutory trust and is treated as a partnership for U.S. federal income tax purposes. Accordingly, no Fund expects to incur U.S. federal
income tax liability; rather, each beneficial owner of a Fund’s Shares is required to take into account its allocable share of its
Fund’s income, gain, loss, deductions and other items for its Fund’s taxable year ending with or within the beneficial owner’s
taxable year.
Management of the Funds has reviewed all open tax
years and major jurisdictions (i.e., the last four tax year ends and the interim tax period since then, as applicable) and concluded that
there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be
taken in future tax returns. The Funds are also not aware of any tax positions for which it is reasonably possible that the total amounts
of unrecognized tax benefits will significantly change in the next twelve months. On an ongoing basis, management monitors its tax positions
taken under the interpretation to determine if adjustments to conclusions are necessary based on factors including, but not limited to,
on-going analysis of tax law, regulation, and interpretations thereof.
F- 18
NOTE 3 - INVESTMENTS
Short-Term Investments
The Funds may purchase U.S. Treasury Bills, agency
securities, and other high-credit quality short-term fixed income or similar securities with original maturities of one year or less.
A portion of these investments may be posted as collateral in connection with swap agreements, futures, and/or forward contracts.
Accounting for Derivative Instruments
In seeking to achieve each Fund’s investment
objective, the Sponsor uses a mathematical approach to investing. Using this approach, the Sponsor determines the type, quantity and mix
of investment positions, including derivative positions, which the Sponsor believes in combination, should produce returns consistent
with a Fund’s objective.
All open derivative positions at period end are
reflected on each respective Fund’s Schedule of Investments. Certain Funds utilized a varying level of derivative instruments in
conjunction with investment securities in seeking to meet their investment objectives during the period. While the volume of open positions
may vary on a daily basis as each Fund transacts derivatives contracts in order to achieve the appropriate exposure to meet its investment
objective, the volume of these open positions relative to the net assets of each respective Fund at the date of this report is generally
representative of open positions throughout the reporting period.
Following is a description of the derivative instruments
used by the Funds during the reporting period, including the primary underlying risk exposures related to each instrument type.
Futures Contracts
The Funds may enter into futures contracts to gain
exposure to changes in the value of, or as a substitute for investing directly in (or shorting), an underlying benchmark. A futures contract
obligates the seller to deliver (and the purchaser to accept) the future delivery of a specified quantity and type of asset at a specified
time and place. The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the
underlying commodity, if applicable, or by making an offsetting sale or purchase of an identical futures contract on the same or linked
exchange before the designated date of delivery, or by cash settlement at expiration of contract.
Upon entering into a futures contract, each Fund
is required to deposit and maintain as collateral at least such initial margin as required by the exchange on which the transaction is
affected. The initial margin is segregated as cash and/or securities balances with brokers for futures contracts, as disclosed in the
Statements of Financial Condition, and is restricted as to its use. The Funds that enter into futures contracts maintain collateral at
the broker in the form of cash and/or securities. Pursuant to the futures contract, each Fund generally agrees to receive from or pay
to the broker(s) an amount of cash equal to the daily fluctuation in value of the futures contract. Such receipts or payments are known
as variation margin and are recorded by each Fund as unrealized gains or losses. Each Fund will realize a gain or loss upon closing of
a futures transaction.
Futures contracts involve, to varying degrees,
elements of market risk (specifically exchange rate sensitivity, commodity price risk or equity market volatility risk) and exposure to
loss in excess of the amount of variation margin. The face or contract amounts reflect the extent of the total exposure each Fund has
in the particular classes of instruments. Additional risks associated with the use of futures contracts are imperfect correlation between
movements in the price of the futures contracts and the market value of the underlying Index or commodity and the possibility of an illiquid
market for a futures contract. With futures contracts, there is minimal but some counterparty risk to the Funds since futures contracts
are exchange-traded and the credit risk resides with the Funds’ clearing broker or clearinghouse itself. Many futures exchanges
and boards of trade limit the amount of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit
has been reached in a particular contract, no trades may be made that day at a price beyond that limit or trading may be suspended for
specified times during the trading day. Futures contracts prices could move to the limit for several consecutive trading days with little
or no trading, thereby preventing prompt liquidation of futures positions and potentially subjecting a Fund to substantial losses. If
trading is not possible, or if a Fund determines not to close a futures position in anticipation of adverse price movements, the Fund
will be required to make daily cash payments of variation margin. The risk the Fund will be unable to close out a futures position will
be minimized by entering into such transactions on a national exchange with an active and liquid secondary market.
F- 19
Option Contracts
An option is a contract that gives the buyer the
right, but not the obligation, to buy or sell a specified quantity of a commodity or other instrument at a specific (or strike) price
within a specified period of time, regardless of the market price of that instrument. There are two types of options: calls and puts.
A call option conveys to the option buyer the right to purchase a particular futures contract at a stated price at any time during the
life of the option. A put option conveys to the option buyer the right to sell a particular futures contract at a stated price at any
time during the life of the option. Options written by a Fund may be wholly or partially covered (meaning that the Fund holds an offsetting
position) or uncovered. In the case of the purchase of an option, the risk of loss of an investor’s entire investment (i.e., the
premium paid plus transaction charges) reflects the nature of an option as a wasting asset that may become worthless when the option expires.
Where an option is written or granted (i.e., sold) uncovered, the seller may be liable to pay substantial additional margin, and the risk
of loss is unlimited, as the seller will be obligated to deliver, or take delivery of, an asset at a predetermined price which may, upon
exercise of the option, be significantly different from the market value.
When a Fund writes a call or put, an amount equal
to the premium received is recorded and subsequently marked to market to reflect the current value of the option written. Premiums received
from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or closed
are added to the proceeds or offset against amounts paid on the underlying futures, swap or security transaction to determine the realized
gain (loss).
When a Fund purchases an option, the Fund pays
a premium which is included as an asset on the Statement of Financial Condition and subsequently marked to market to reflect the current
value of the option. Premiums paid for purchasing options which expire are treated as realized losses. The risk associated with purchasing
put and call options is limited to the premium paid. Premiums paid for purchasing options which are exercised or closed are added to the
amounts paid or offset against the proceeds on the underlying investment transaction to determine the realized gain (loss) when the underlying
transaction is executed.
Certain options transactions may subject the writer
(seller) to unlimited risk of loss in the event of an increase in the price of the contract to be purchased or delivered. The value of
a Fund’s options transactions, if any, will be affected by, among other things, changes in the value of a Fund’s underlying
benchmark relative to the strike price, changes in interest rates, changes in the actual and implied volatility of the Fund’s underlying
benchmark, and the remaining time until the options expire, or any combination thereof. The value of the options should not be expected
to increase or decrease at the same rate as the level of the Fund’s underlying benchmark, which may contribute to tracking error.
Options may be less liquid than certain other securities. A Fund’s ability to trade options will be dependent on the willingness
of counterparties to trade such options with the Fund. In a less liquid market for options, a Fund may have difficulty closing out certain
option positions at desired times and prices. A Fund may experience substantial downside from specific option positions and certain option
positions may expire worthless. Over-the-counter options generally are not assignable except by agreement between the parties concerned,
and no party or purchaser has any obligation to permit such assignments. The over-the-counter market for options is relatively illiquid,
particularly for relatively small transactions. The use of options transactions exposes a Fund to liquidity risk and counterparty credit
risk, and in certain circumstances may expose the Fund to unlimited risk of loss. The Funds may buy and sell options on futures contracts,
which may present even greater volatility and risk of loss.
Swap Agreements
The Funds may enter into swap agreements for purposes
of pursuing their investment objectives or as a substitute for investing directly in (or shorting) an underlying Index or to create an
economic hedge against a position. Swap agreements are two-party contracts that have traditionally been entered into primarily with institutional
investors in over-the-counter (“OTC”) markets for a specified period, ranging from a day to more than one year. However, the
Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) provides for significant reforms of the OTC
derivative markets, including a requirement to execute certain swap transactions on a CFTC-regulated market and/or to clear such transactions
through a CFTC-regulated central clearing organization. In a standard swap transaction, two parties agree to exchange the returns earned
or realized on a particular predetermined investment, instrument or Index in exchange for a fixed or floating rate of return in respect
of a predetermined notional amount. Transaction or commission costs are reflected in the benchmark level at which the transaction is entered
into. The gross returns to be exchanged are calculated with respect to a notional amount and the benchmark returns to which the swap is
linked. Swap agreements do not involve the delivery of underlying instruments.
Generally, swap agreements entered into by the
Funds calculate and settle the obligations of the parties to the agreement on a “net basis” with a single payment. Consequently,
each Fund’s current obligations (or rights) under a swap agreement will generally be equal only to the net amount to be paid or
received under the agreement based on the relative values of such obligations (or rights) (the “net amount”). In a typical
swap agreement entered into by UVIX, the would be entitled to settlement payments in the event the level of the benchmark increases and
would be required to make payments to the swap counterparties in the event the level of the benchmark decreases, adjusted for any transaction
costs or trading spreads on the notional amount the Funds may pay. In a typical swap agreement entered into by SVIX, the Fund would be
required to make payments to the swap counterparties in the event the level of the benchmark increases and would be entitled to settlement
payments in the event the level of the benchmark decreases, adjusted for any transaction costs or trading spreads on the notional amount
the Funds may pay.
F- 20
The net amount of the excess, if any, of each Fund’s
obligations over its entitlements with respect to each OTC swap agreement is accrued on a daily basis and an amount of cash and/or securities
having an aggregate value at least equal to such accrued excess is maintained for the benefit of the counterparty in a segregated account
by the Funds’ Custodian. The net amount of the excess, if any, of each Fund’s entitlements over its obligations with respect
to each OTC swap agreement is accrued on a daily basis and an amount of cash and/or securities having an aggregate value at least equal
to such accrued excess is maintained for the benefit of the Fund in a segregated account by a third party custodian. Until a swap agreement
is settled in cash, the gain or loss on the notional amount less any transaction costs or trading spreads payable by each Fund on the
notional amount are recorded as “unrealized appreciation or depreciation on swap agreements” and, when cash is exchanged,
the gain or loss realized is recorded as “realized gains or losses on swap agreements.” Swap agreements are generally valued
at the last settled price of the benchmark referenced asset.
Swap agreements contain various conditions, events
of default, termination events, covenants and representations. The triggering of certain events or the default on certain terms of the
agreement could allow a party to terminate a transaction under the agreement and request immediate payment in an amount equal to the net
positions owed to the party under the agreement. This could cause a Fund to have to enter into a new transaction with the same counterparty,
enter into a transaction with a different counterparty or seek to achieve its investment objective through any number of different investments
or investment techniques.
Swap agreements involve, to varying degrees, elements
of market risk and exposure to loss in excess of the unrealized gain/loss reflected. The notional amounts reflect the extent of the total
investment exposure each Fund has under the swap agreement, which may exceed the NAV of each Fund. Additional risks associated with the
use of swap agreements are imperfect correlations between movements in the notional amount and the price of the underlying reference Index
and the inability of counterparties to perform. Each Fund bears the risk of loss of the amount expected to be received under a swap agreement
in the event of the default or bankruptcy of a swap agreement counterparty. A Fund will typically enter into swap agreements only with
major global financial institutions. The creditworthiness of each of the firms that is a party to a swap agreement is monitored by the
Sponsor. The Sponsor may use various techniques to minimize credit risk including early termination and payment, using different counterparties,
limiting the net amount due from any individual counterparty and generally requiring collateral to be posted by the counterparty in an
amount approximately equal to that owed to the Funds. Outstanding swap agreements contractually terminate within one month but may be
terminated without penalty by either party at any time. Upon termination, the Fund is obligated to pay or receive the “unrealized
appreciation or depreciation” amount.
The Funds, as applicable, collateralize swap agreements
by segregating or designating cash and/or certain securities as indicated on the Statements of Financial Condition or Schedules of Investments.
As noted above, collateral posted in connection with OTC derivative transactions is held for the benefit of the counterparty in a segregated
tri-party account at the Custodian to protect the counterparty against non-payment by the Funds. The collateral held in this account is
restricted as to its use. In the event of a default by the counterparty, the Funds will seek withdrawal of this collateral from the segregated
account and may incur certain costs in exercising its right with respect to the collateral. If a counterparty becomes bankrupt or otherwise
fails to perform its obligations due to financial difficulties, the Funds may experience significant delays in obtaining any recovery
in a bankruptcy or other reorganizational proceeding. The Funds may obtain only limited recovery or may obtain no recovery in such circumstances.
The Funds remain subject to credit risk with respect
to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks in connection with OTC
swaps by generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market
daily, in an amount approximately equal to what the counterparty owes the Fund, subject to certain minimum thresholds. In the event of
a bankruptcy of a counterparty, such Fund will have direct access to the collateral received from the counterparty, generally as of the
day prior to the bankruptcy, because there is a one day time lag between the Fund’s request for collateral and the delivery of such
collateral. To the extent any such collateral is insufficient, the Funds will be exposed to counterparty risk as described above, including
the possible delays in recovering amounts as a result of bankruptcy proceedings.
The counterparty/credit risk for cleared derivative
transactions is generally lower than for OTC derivatives since generally a clearing organization becomes substituted for each counterparty
to a cleared derivative contract and, in effect, guarantees the parties’ performance under the contract as each party to a trade
looks only to the clearing organization for performance of financial obligations. In addition, cleared derivative transactions benefit
from daily marking- to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries.
Statements of Assets and Liabilities
Fair values of derivative instruments as of June 30, 2025 (Unaudited)
and December 31, 2024:
Statements of Assets and Statements of Assets and
Liabilities Fair Value Liabilities Fair Value
Location As of June 30, 2025 (Unaudited) Location As of December 31, 2024
-1x Short VIX Futures ETF Assets Liabilities Assets Liabilities
Purchased Option Contracts:
Index Investments, at value $ 1,274,000 $ -
Investments, at value $ 1,484,000 $ -
Short Futures Contracts:
Index Unrealized Appreciation* 14,817,136 -
Unrealized Appreciation*
( 5,346,909 )
Total fair values of derivative instruments $ 16,091,136 $ -
$ 1,484,000 $ ( 5,346,909 )
F- 21
2x Long VIX Futures ETF Assets Liabilities Assets Liabilities
Long Futures Contracts:
Index Unrealized Appreciation* $ -
$ ( 78,230,886 ) Unrealized Appreciation* $ 9,252,011 $ ( 984,305 )
Total fair values of derivative instruments $ -
$ ( 78,230,886 ) $ 9,252,011 $ ( 984,305 )
* Includes
cumulative appreciation (depreciation) of futures contracts as reported in the Schedule of Investments. Only current day’s variation
margin is reported within the Statements of Financial Condition in receivable/payable on open futures.
Statements of Operations
The effect of derivative instruments on the Statement of Operations
for the three months ended June 30, 2025 (Unaudited) and June 30, 2024 (Unaudited):
Net Realized Gain (Loss) on Derivatives
Net Realized Gain (Loss) on Derivatives
For the three months ended
June 30, 2025 (Unaudited)
For the three months ended
June 30, 2024 (Unaudited)
Purchased
Short
Purchased
Short
-1x Short VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts*
Contracts
Total
Contracts*
Contracts
Total
Index Contracts
$ ( 1,965,313 )
$ ( 71,701,776 )
$ ( 73,667,089 )
$ ( 3,222,295 )
$ 39,231,885
$ 36,009,590
Total
$ ( 1,965,313 )
$ ( 71,701,776 )
$ ( 73,667,089 )
$ ( 3,222,295 )
$ 39,231,885
$ 36,009,590
Purchased
Long
Purchased
Long
2x Long VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts*
Contracts
Total
Contracts*
Contracts
Total
Index Contracts
$ -
$ ( 5,105,107 )
$ ( 5,105,107 )
$ -
$ ( 29,512,794 )
$ ( 29,512,794 )
Total
$ -
$ ( 5,105,107 )
$ ( 5,105,107 )
$ -
$ ( 29,512,794 )
$ ( 29,512,794 )
Net Change in Unrealized Appreciation (Depreciation) on Derivatives
Net Change in Unrealized Appreciation (Depreciation) on Derivatives
For the three months ended
June 30, 2025 (Unaudited)
For the three months ended
June 30, 2024 (Unaudited)
Purchased
Short
Purchased
Short
-1x Short VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts**
Contracts
Total
Contracts**
Contracts
Total
Index Contracts
$ ( 342,534 )
$ 24,827,275
$ 24,484,741
$ ( 116,650 )
$ ( 177,708 )
$ ( 294,358 )
Total
$ ( 342,534 )
$ 24,827,275
$ 24,484,741
$ ( 116,650 )
$ ( 177,708 )
$ ( 294,358 )
Purchased
Long
Purchased
Long
2x Long VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts**
Contracts
Total
Contracts**
Contracts
Total
Index Contracts
$ -
$ ( 89,185,485 )
$ ( 89,185,485 )
$ -
$ 3,707,269
$ 3,707,269
Total
$ -
$ ( 89,185,485 )
$ ( 89,185,485 )
$ -
$ 3,707,269
$ 3,707,269
* The amounts disclosed are included in the realized gain (loss)
on investments.
** The amounts disclosed are included in the change in unrealized
appreciation (depreciation) on investments.
F- 22
The following table indicates the average volume when in use for the
quarter ended June 30, 2025 (Unaudited):
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of long futures contracts
$ -
$ 770,513,150
Average notional value of short futures contracts
( 278,413,570 )
-
The following table indicates the average volume when in use for the
quarter ended June 30, 2024 (Unaudited):
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of long futures contracts
$ -
$ 160,428,055
Average notional value of short futures contracts
( 138,983,945 )
-
The following table indicates the average volume when in use for the quarter ended June 30, 2025 (Unaudited):
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of purchased options contracts
$ 31,023,300
$ -
The following table indicates the average volume when in use for the quarter ended June 30, 2024 (Unaudited):
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of purchased options contracts
$ 45,827,900
$ -
The effect of derivative instruments on the Statement of
Operations for the six months ended June 30, 2025 (Unaudited) and June 30, 2024 (Unaudited):
Net Realized Gain (Loss) on Derivatives
Net Realized Gain (Loss) on Derivatives
For the six months ended
June 30, 2025 (Unaudited)
For the six months ended
June 30, 2024 (Unaudited)
Purchased
Short
Purchased
Short
-1x Short VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts*
Contracts
Total
Contracts*
Contracts
Total
Index Contracts
$ ( 3,484,146 )
$ ( 98,163,632 )
$ ( 101,647,778 )
$ ( 6,756,441 )
$ 62,272,953
$ 55,516,512
Total
$ ( 3,484,146 )
$ ( 98,163,632 )
$ ( 101,647,778 )
$ ( 6,756,441 )
$ 62,272,953
$ 55,516,512
Purchased
Long
Purchased
Long
2x Long VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts*
Contracts
Total
Contracts*
Contracts
Total
Index Contracts
$ -
$ 72,972,541
$ 72,972,541
$ -
$ ( 60,257,560 )
$ ( 60,257,560 )
Total
$ -
$ 72,972,541
$ 72,972,541
$ -
$ ( 60,257,560 )
$ ( 60,257,560 )
F- 23
Net Change in Unrealized Appreciation (Depreciation) on Derivatives
Net Change in Unrealized Appreciation (Depreciation) on Derivatives
For the six months ended
June 30, 2025 (Unaudited)
For the six months ended
June 30, 2024 (Unaudited)
Purchased
Short
Purchased
Short
-1x Short VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts**
Contracts
Total
Contracts**
Contracts
Total
Index Contracts
$ ( 252,000 )
$ 20,164,045
$ 19,912,045
$ 672,336
$ ( 4,533,352 )
$ ( 3,861,016 )
Total
$ ( 252,000 )
$ 20,164,045
$ 19,912,045
$ 672,336
$ ( 4,533,352 )
$ ( 3,861,016 )
Purchased
Long
Purchased
Long
2x Long VIX Futures ETF
Option
Futures
Option
Futures
Derivatives
Contracts**
Contracts
Total
Contracts**
Contracts
Total
Index Contracts
$ -
$ ( 86,498,592 )
$ ( 86,498,592 )
$ -
$ 4,593,712
$ 4,593,712
Total
$ -
$ ( 86,498,592 )
$ ( 86,498,592 )
$ -
$ 4,593,712
$ 4,593,712
* The
amounts disclosed are included in the realized gain (loss) on investments.
** The
amounts disclosed are included in the change in unrealized appreciation (depreciation) on investments.
The following table indicates the average volume when in use for the
six months ended June 30, 2025:
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of long futures contracts
$ -
$ 638,862,547
Average notional value of short futures contracts
( 285,671,710 )
-
The following table indicates the average volume when in use for the six months ended June 30, 2024:
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of long futures contracts
$ -
$ 153,410,633
Average notional value of short futures contracts
( 134,345,370 )
-
The following table indicates the average volume when in use for the six months ended June 30, 2025:
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of purchased options contracts
$ 26,864,171
$ -
The following table indicates the average volume when in use for the six months ended June 30, 2024:
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Average notional value of purchased options contracts
$ 41,159,514
$ -
F- 24
Offsetting Assets and Liabilities
Each Fund is subject to master netting agreements
or similar arrangements that allow for amounts owed between each Fund and the counterparty to be netted upon an early termination. The
party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The master netting
agreements or similar arrangements do not apply to amounts owed to/from different counterparties. As described above, the Funds utilize
derivative instruments to achieve their investment objective during the year. The amounts shown in the Statements of Financial Condition
do not take into consideration the effects of legally enforceable master netting agreements or similar arrangements.
For financial reporting purposes, the Funds do
not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Financial Condition.
The following table presents each Fund’s derivatives by investment type and by counterparty net of amounts available for offset
under a master netting agreement and the related collateral received or pledged by the Funds as of June 30, 2025 and December 31, 2024.
Fair Values of Derivative Instruments as of June 30, 2025 (Unaudited)
Assets
Liabilities
Fund
Gross Amounts of Recognized Assets presented
in the Statements of Financial Condition
Gross Amounts Offset
in the Statements of Financial Condition
Net Amounts of Assets presented
in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented
in the Statements of Financial Condition
Gross Amounts Offset
in the Statements of Financial Condition
Net Amounts of Liabilities presented
in the Statements of Financial Condition
-1x Short VIX Futures ETF
$ 2,370,919
$ -
$ 2,370,919
$ -
$ -
$ -
2x Long VIX Futures ETF
-
-
-
10,640,908
-
10,640,908
Fair Values of Derivative Instruments as of December 31, 2024
Assets
Liabilities
Fund
Gross Amounts of Recognized Assets presented
in the Statements of Financial Condition
Gross Amounts Offset
in the Statements of Financial Condition
Net Amounts of Assets presented
in the Statements of Financial Condition
Gross Amounts of Recognized Liabilities presented
in the Statements of Financial Condition
Gross Amounts Offset
in the Statements of Financial Condition
Net Amounts of Liabilities presented
in the Statements of Financial Condition
-1x Short VIX Futures ETF
$ -
$ -
$ -
$ 3,655,035
$ -
$ 3,655,035
2x Long VIX Futures ETF
4,152,478
-
4,152,478
-
-
-
F- 25
Asset (Liability) amounts shown in the table below
represent amounts owed to (by) the Funds for the derivative-related investments at June 30, 2025 and December 31, 2024. These amounts
may be collateralized by cash or financial instruments, segregated for the benefit of the Funds or the counterparties, depending on whether
the related contracts are in an appreciated or depreciated position at period end. Amounts shown in the column labeled “Net Amount”
represent the uncollateralized portions of these amounts at period end. These amounts may be un-collateralized due to timing differences
related to market movements or due to minimum thresholds for collateral movement, as further described above under the caption “Accounting
for Derivative Instruments”.
Gross Amounts Not Offset in the Statements of Financial Condition as of June 30, 2025 (Unaudited)
Fund
Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition
Financial Instruments for the Benefit of (the Funds) / the Counterparties
Cash Collateral for the Benefit of (the Funds) / the Counterparties
Net Amount
-1x Short VIX Futures ETF
$ 2,370,919
$ -
$ -
$ 2,370,919
2x Long VIX Futures ETF
( 10,640,908 )
-
-
( 10,640,908 )
Gross Amounts Not Offset in the Statements of Financial Condition as of December 31, 2024
Fund
Amounts of Recognized Assets / (Liabilities) presented in the Statements of Financial Condition
Financial Instruments for the Benefit of (the Funds) / the Counterparties
Cash Collateral for the Benefit of (the Funds) / the Counterparties
Net Amount
-1x Short VIX Futures ETF
$ ( 3,655,035 )
$ -
$ -
$ ( 3,655,035 )
2x Long VIX Futures ETF
4,152,478
-
-
4,152,478
F- 26
NOTE 4 - AGREEMENTS
Management Fee
SVIX pays the Sponsor a management fee (the “Management
Fee”), monthly in arrears, in an amount equal to 1.35 % per annum of its average daily net assets. UVIX pays the Sponsor a
Management Fee, monthly in arrears, in an amount equal to 1.65 % per annum of its average daily net assets. “Average daily
net assets” is calculated by dividing the month-end net assets of each Fund by the number of calendar days in such month.
No other Management Fee is paid by the Funds. The
Management Fee is paid in consideration of the Sponsor’s trading advisory services and the other services provided to the Fund that
the Sponsor pays directly.
Prior to September 16, 2024, Penserra Capital Management
LLC (“Penserra”) served as the Funds’ commodity sub-adviser. During the period in which Penserra served as the commodity
sub-adviser, the Sponsor oversaw and paid Penserra an annual sub-advisory fee of 0.20 % for its services as commodity sub-adviser, based
on each Fund’s average daily net assets (total assets of the Fund, minus the sum of its accrued liabilities) The Funds did not directly
pay Penserra.
Non-Recurring Fees and Expenses
Each Fund pays all its non-recurring and unusual
fees and expenses, if any, as determined by the Sponsor. Non-recurring and unusual fees and expenses are fees and expenses that are unexpected
or unusual in nature, such as legal claims and liabilities, litigation costs or indemnification or other material expenses which are not
currently anticipated obligations of the Funds.
The Administrator, Transfer Agent and Custodian
U.S. Bancorp Fund Services, LLC, doing business
as U.S. Bank Global Fund Services (“Fund Services”), an indirect subsidiary of U.S. Bancorp, serves as the Fund’s fund
accountant, administrator and transfer agent pursuant to certain fund accounting servicing, fund administration servicing and transfer
agent servicing agreements. U.S. Bank National Association, a subsidiary of U.S. Bancorp and parent company of Fund Services, intends
to serve as the Fund’s custodian pursuant to a custody agreement.
The Marketing Agent
Foreside Fund Services, LLC (the “Marketing
Agent”) serves as the Marketing Agent of the Funds. Its principal duties are: (i) to work with the Transfer Agent to review and
approve orders placed by Authorized Participants and transmitted to the Transfer Agent; (ii) maintain copies of confirmations of Creation
Unit creation and redemption order acceptances; (iii) maintain telephonic, facsimile and/or access to direct computer communications links
with the Transfer Agent; and (iv) review and approve, prior to use, all Trust marketing materials for compliance with applicable SEC and
FINRA advertising rules.
The Marketing Agent retains all marketing materials separately
for the Funds, at their offices located at Three Canal Plaza, Suite 100 Portland, Maine 04101.
As compensation for the services it provides, the Marketing
Agent receives a fee from the Funds.
F- 27
NOTE 5 - OFFERING COSTS
Offering costs will be amortized by the Funds over
a twelve month period on a straight-line basis beginning once the fund commences operations. The Sponsor will not charge its Management
Fee in the first year of operations of a Fund in an amount equal to the offering costs. Normal and expected expenses incurred in connection
with the continuous offering of Shares of a Fund after the commencement of its trading operations will be paid by the Sponsor.
NOTE 6 - CREATION AND REDEMPTION OF CREATION UNITS
Each Fund issues and redeems shares from time to
time, but only in one or more Creation Units. A Creation Unit is a block of at least 10,000 Shares of a Fund. Creation Units may be created
or redeemed only by Authorized Participants.
Except when aggregated in Creation Units, the Shares
are not redeemable securities. Retail investors, therefore, generally will not be able to purchase or redeem Shares directly from or with
a Fund. Rather, most retail investors will purchase or sell Shares in the secondary market with the assistance of a broker. Thus, some
of the information contained in these Notes to Financial Statements—such as references to the Transaction Fees imposed on purchases
and redemptions is not relevant to retail investors.
Transaction Fees on Creation and Redemption Transactions
The manner by which Creation Units are purchased
or redeemed is governed by the terms of the Authorized Participant Agreement and Authorized Participant Procedures Handbook. By placing
a purchase order, an Authorized Participant agrees to: (1) deposit cash with the Custodian; and (2) if permitted by the Sponsor in its
sole discretion, enter into or arrange for an exchange of futures contract for related position or block trade with the relevant fund
whereby the Authorized Participant would also transfer to such Fund a number and type of exchange-traded futures contracts at or near
the closing settlement price for such contracts on the purchase order date.
Authorized Participants may pay a fee up to 0.03 %
of the value of each order they place with each order to create or redeem a Creation Unit in order to compensate the Administrator, the
Custodian and the Transfer Agent of each Fund and its Shares, for services in processing the creation and redemption of Creation Units
and to offset the costs of increasing or decreasing derivative positions, unless the transaction fee is waived or otherwise adjusted by
the Sponsor.
The Sponsor provides such Authorized Participant
with prompt notice in advance of any such waiver or adjustment of the transaction fee. Authorized Participants may sell the Shares included
in the Creation Units they purchase from the Funds to other investors in the secondary market.
Transaction Fees for the three months ended June
30, 2025 (Unaudited) and June 30, 2024 (Unaudited) were as follows:
Fund
Three Months
Ended
June 30,
2025 (Unaudited)
Three Months
Ended
June 30,
2024 (Unaudited)
-1x Short VIX Futures ETF
$ 457,707
$ 70,190
2x Long VIX Futures ETF
470,437
51,197
$ 928,144
$ 121,387
Fund
Six Months
Ended
June 30,
2025 (Unaudited)
Six Months
Ended
June 30,
2024 (Unaudited)
-1x Short VIX Futures ETF
$ 685,793
$ 113,300
2x Long VIX Futures ETF
810,230
75,083
$ 1,496,023
$ 188,383
F- 28
NOTE 7 - FINANCIAL HIGHLIGHTS
Selected data is for a Share outstanding throughout
the three months ended June 30, 2025 (Unaudited) and June 30, 2024 (Unaudited):
VS
Trust
Financial Highlights
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
June 30,
2025 (Unaudited)
June 30,
2025 (Unaudited)
June 30,
2024 (Unaudited)
June 30,
2024 (7) (Unaudited)
Net Asset Value, Beginning of Period
$ 20.32
$ 37.07
$ 42.51
$ 86.78
Net investment income (loss) (1)
0.02
( 0.03 )
0.01
( 0.13 )
Net Realized and Unrealized Gain (Loss) on Investments and Futures Contracts (2)
( 4.77 )
( 14.73 )
5.23
( 31.37 )
Net Increase (Decrease) in Net Asset Value Resulting from Operations
( 4.75 )
( 14.76 )
5.24
( 31.50 )
Net Asset Value, End of Period
$ 15.57
$ 22.31
$ 47.75
$ 55.28
Market Value Per Share (3)
$ 15.51
$ 22.44
$ 47.67
$ 56.00
Total Return at Net Asset Value (4)
- 23.38 %
- 39.82 %
12.33 %
- 36.30 %
Total Return at Market Value (4)
- 23.75 %
- 39.74 %
12.54 %
- 35.96 %
Ratios to Average Net Assets: (5)
Expense ratio (6)
1.54 %
1.89 %
1.67 %
2.37 %
Net Investment Loss
0.60 %
- 0.40 %
0.11 %
- 0.76 %
(1) Net investment income (loss) per share represents net investment
income (loss) divided by the daily average shares of beneficial interest outstanding during the period.
(2) Due to timing of capital share transactions, per share amounts
may not compare with amounts appearing elsewhere within these Financial Statements.
(3) Market values are determined at the close of the applicable
primary listing exchange, which may be later than when the Funds’ net asset value is calculated.
(4) Percentages are not annualized for the period ended June
30, 2025 and June 30, 2024
(5) Percentages are annualized.
(6) The expense ratio would be 1.54 % and 1.89 % respectively,
for the three months ended June 30, 2025, and 1.67 % and 2.37 % for the three months ended June 30, 2024 if brokerage commissions and futures account fees were excluded.
(7) Adjusted to reflect a 1:10 reverse stock split on January
15, 2025, as if it occurred at the commencement of operations.
See accompanying notes to financial statements.
F- 29
Selected data is for a Share outstanding throughout the Six Months
Ended June 30, 2025 (Unaudited) and June 30, 2024 (Unaudited)
VS Trust
Financial Highlights
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
-1x Short VIX Futures ETF
2x Long VIX Futures ETF
Six Months Ended
Six Months Ended
Six Months Ended
Six Months Ended
June 30,
2025 (Unaudited)
June 30,
2025 (7) (Unaudited)
June 30,
2024 (Unaudited)
June
30,
2024 (7) (Unaudited)
Net Asset Value, Beginning of Period
$ 25.39
$ 33.93
$ 37.78
$ 137.27
Net investment income (loss) (1)
0.05
( 0.01 )
( 0.03 )
( 0.41 )
Net Realized and Unrealized Gain (Loss) on Investments and Futures Contracts (2)
( 9.87 )
( 11.61 )
10.00
( 81.58 )
Net Increase (Decrease) in Net Asset Value Resulting from Operations
( 9.82 )
( 11.62 )
9.97
( 81.99 )
Net Asset Value, End of Period
$ 15.57
$ 22.31
$ 47.75
$ 55.28
Market Value Per Share (3)
$ 15.51
$ 22.44
$ 47.67
$ 56.00
Total Return at Net Asset Value (4)
- 38.68 %
- 34.25 %
26.39 %
- 59.73 %
Total Return at Market Value (4)
- 38.86 %
- 34.00 %
26.35 %
- 59.21 %
Ratios to Average Net Assets: (5)
Expense ratio (6)
1.58 %
1.94 %
1.69 %
2.40 %
Net Investment Loss
0.59 %
- 0.05 %
- 0.16 %
- 0.96 %
(1) Net investment income (loss) per share represents net investment
income (loss) divided by the daily average shares of beneficial interest outstanding during the period.
(2) Due to timing of capital share transactions, per share amounts
may not compare with amounts appearing elsewhere within these Financial Statements.
(3) Market values are determined at the close of the applicable
primary listing exchange, which may be later than when the Funds’ net asset value is calculated.
(4) Percentages are not annualized for the period ended June
30, 2025 and June 30, 2024
(5) Percentages are annualized.
(6) The expense ratio would be 1.58 % and 1.94 % respectively,
for the six months ended June 30, 2025, and 1.69 % and 2.40 % for the six months ended June 30, 2024 if brokerage commissions and
futures account fees were excluded.
(7) Adjusted to reflect a 1:10 reverse stock split on January
15, 2025, as if it occurred at the commencement of operations.
See accompanying notes to financial statements.
F- 30
NOTE 8 - RISK
Correlation and Compounding Risk
The Funds do not seek to achieve their stated investment
objective over a period of time greater than a single day (as measured from NAV calculation time to NAV calculation time). The return
of a Fund for a period longer than a single day is the result of its return for each day compounded over the period and usually will differ
in amount and possibly even direction from the inverse (-1x) or two times (2x) the return of the Fund’s benchmark for the period.
A Fund will lose money if its benchmark performance is flat over time, and it is possible for a Fund to lose money over time even if the
performance of its benchmark increases in the case of UVIX (or decreases in the case of SVIX), as a result of daily rebalancing, the benchmark’s
volatility, compounding, and other factors. Compounding is the cumulative effect of applying investment gains and losses and income to
the principal amount invested over time. Gains or losses experienced over a given period will increase or reduce the principal amount
invested from which the subsequent period’s returns are calculated. The effects of compounding will likely cause the performance
of a Fund to differ from the Fund’s stated multiple times the return of its benchmark for the same period. The effect of compounding
becomes more pronounced as benchmark volatility and holding period increase. The impact of compounding will impact each shareholder differently
depending on the period of time an investment in a Fund is held and the volatility of the benchmark during the holding period of an investment
in the Fund. Longer holding periods, higher benchmark volatility, inverse exposure and greater leverage each affect the impact of compounding
on a Fund’s returns. Daily compounding of a Fund’s investment returns can dramatically and adversely affect its longer-term
performance during periods of high volatility. Volatility may be at least as important to a Fund’s return for a period as the return
of the Fund’s underlying benchmark.
Each Fund uses leverage and should produce daily
returns that are more volatile than that of its benchmark. For example, the daily return of UVIX should be approximately two times as
volatile on a daily basis as is the return of a fund with an objective of matching the same benchmark. The daily return of SVIX is designed
to return the inverse (-1x) of the return that would be expected of a fund with an objective of matching the same benchmark. The
Funds are not appropriate for all investors and present significant risks not applicable to other types of funds. The Funds use
leverage and are riskier than similarly benchmarked exchange-traded funds that do not use leverage. An investor should only consider an
investment in a Fund if he or she understands the consequences of seeking daily leveraged or daily inverse investment results. Shareholders
who invest in the Funds should actively manage and monitor their investments, as frequently as daily.
While the Funds seek to meet their investment objectives,
there is no guarantee they will do so. Factors that may affect a Fund’s ability to meet its investment objective include: (1) the
Sponsor’s ability to purchase and sell Financial Instruments in a manner that correlates to a Fund’s objective; (2) an imperfect
correlation between the performance of Financial Instruments held by a Fund and the performance of the applicable benchmark; (3) bid-ask
spreads on such Financial Instruments; (4) fees, expenses, transaction costs, financing costs associated with the use of Financial Instruments
and commission costs; (5) holding or trading instruments in a market that has become illiquid or disrupted; (6) a Fund’s Share prices
being rounded to the nearest cent and/or valuation methodology; (7) changes to a benchmark Index that are not disseminated in advance;
(8) the need to conform a Fund’s portfolio holdings to comply with investment restrictions or policies or regulatory or tax law
requirements; (9) early and unanticipated closings of the markets on which the holdings of a Fund trade, resulting in the inability of
the Fund to execute intended portfolio transactions; (10) accounting standards; and (11) differences caused by a Fund obtaining exposure
to only a representative sample of the components of a benchmark, over weighting or under weighting certain components of a benchmark
or obtaining exposure to assets that are not included in a benchmark.
A number of factors may affect a Fund’s ability
to achieve a high degree of correlation with its benchmark, and there can be no guarantee that a Fund will achieve a high degree of correlation.
Failure to achieve a high degree of correlation may prevent a Fund from achieving its investment objective. In order to achieve a high
degree of correlation with their underlying benchmarks, the Funds seek to rebalance their portfolios daily to keep exposure consistent
with their investment objectives. Being materially under- or over-exposed to the benchmark may prevent such Funds from achieving a high
degree of correlation with such benchmark. Market disruptions or closure, large amounts of assets into or out of the Funds, regulatory
restrictions, extreme market volatility, and other factors will adversely affect such Funds’ ability to adjust exposure to requisite
levels. The target amount of portfolio exposure is impacted dynamically by the benchmarks’ movements during each day. Other things
being equal, more significant movement in the value of its benchmark up or down will require more significant adjustments to a Fund’s
portfolio. Because of this, it is unlikely that the Funds will be perfectly exposed (i.e., --1x, -2x, as applicable) to its benchmark
at the end of each day, and the likelihood of being materially under- or over-exposed is higher on days when the benchmark levels are
volatile near the close of the trading day.
Each Fund seeks to rebalance its portfolio on a
daily basis. The time and manner in which a Fund rebalances its portfolio may vary from day to day depending upon market conditions and
other circumstances at the discretion of the Sponsor. Unlike other funds that do not rebalance their portfolios as frequently, each Fund
may be subject to increased trading costs associated with daily portfolio rebalancing in order to maintain appropriate exposure to the
underlying benchmarks.
Counterparty Risk
Each Fund may use derivatives such as swap agreements
and forward contracts (collectively referred to herein as “derivatives”) in the manner described herein as a means to achieve
their respective investment objectives. The use of derivatives by a Fund exposes the Fund to counterparty risks.
F- 31
Regulatory Treatment
Derivatives are generally traded in OTC markets
and have only recently become subject to comprehensive regulation in the United States. Cash-settled forwards are generally regulated
as “swaps”, whereas physically settled forwards are generally not subject to regulation (in the case of commodities other
than currencies) or subject to the federal securities laws (in the case of securities). Title VII of the Dodd-Frank Act (“Title
VII”) created a regulatory regime for derivatives, with the CFTC responsible for the regulation of swaps and the SEC responsible
for the regulation of “security-based swaps.” The SEC requirements have largely yet to be made effective, but the CFTC requirements
are largely in place. The CFTC requirements have included rules for some of the types of transactions in which the Funds will engage,
including mandatory clearing and exchange trading, reporting, and margin for OTC swaps. Title VII also created new categories of regulated
market participants, such as “swap dealers,” “security-based swap dealers,” “major swap participants,”
and “major security-based swap participants” who are, or will be, subject to significant new capital, registration, recordkeeping,
reporting, disclosure, business conduct and other regulatory requirements. The regulatory requirements under Title VII continue to be
developed and there may be further modifications that could materially and adversely impact the Funds, the markets in which a Fund trades
and the counterparties with which the Fund engages in transactions.
As noted, the CFTC rules may not apply to all of
the swap agreements and forward contracts entered into by the Funds. Investors, therefore, may not receive the protection of CFTC regulation
or the statutory scheme of the Commodity Exchange Act (the “CEA”) in connection with each Fund’s swap agreements or
forward contracts. The lack of regulation in these markets could expose investors to significant losses under certain circumstances, including
in the event of trading abuses or financial failure by participants.
Counterparty Credit Risk
The Funds will be subject to the credit risk of
the counterparties to the derivatives. In the case of cleared derivatives, the Funds will have credit risk to the clearing corporation
in a similar manner as the Funds would for futures contracts. In the case of OTC derivatives, the Funds will be subject to the credit
risk of the counterparty to the transaction - typically a single bank or financial institution. As a result, a Fund is subject to
increased credit risk with respect to the amount it expects to receive from counterparties to OTC derivatives entered into as part of
that Fund’s principal investment strategy. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due
to financial difficulties, a Fund could suffer significant losses on these contracts and the value of an investor’s investment in
a Fund may decline.
The Funds have sought to mitigate these risks by
generally requiring that the counterparties for each Fund agree to post collateral for the benefit of the Fund, marked to market daily,
subject to certain minimum thresholds. However, there are no limitations on the percentage of assets each Fund may invest in swap agreements
or forward contracts with a particular counterparty. To the extent any such collateral is insufficient or there are delays in accessing
the collateral, the Funds will be exposed to counterparty risk as described above, including possible delays in recovering amounts as
a result of bankruptcy proceedings. The Funds typically enter into transactions only with major global financial institutions.
OTC derivatives of the type that may be utilized
by the Funds are generally less liquid than futures contracts because they are not traded on an exchange, do not have uniform terms and
conditions, and are generally entered into based upon the creditworthiness of the parties and the availability of credit support, such
as collateral, and in general, are not transferable without the consent of the counterparty. These agreements contain various conditions,
events of default, termination events, covenants and representations. The triggering of certain events or the default on certain terms
of the agreement could allow a party to terminate a transaction under the agreement and request immediate payment in an amount equal to
the net positions owed to the party under the agreement. For example, if the level of the Fund’s benchmark has a dramatic intraday
move that would cause a material decline in the Fund’s NAV, the terms of the swap may permit the counterparty to immediately close
out the transaction with the Fund. In that event, it may not be possible for the Fund to enter into another swap or to invest in other
Financial Instruments necessary to achieve the desired exposure consistent with the Fund’s objective. This, in turn, may prevent
the Fund from achieving its investment objective, particularly if the level of the Fund’s benchmark reverses all or part of its
intraday move by the end of the day.
In addition, cleared derivatives benefit from daily
marking-to-market and settlement, and segregation and minimum capital requirements applicable to intermediaries. To the extent the Fund
enters into cleared swap transactions, the Fund will deposit collateral with a FCM in cleared swaps customer accounts, which are required
by CFTC regulations to be separate from its proprietary collateral posted for cleared swaps transactions. Cleared swap customer collateral
is subject to regulations that closely parallel the regulations governing customer segregated funds for futures transactions but provide
certain additional protections to cleared swaps collateral in the event of a clearing broker or clearing broker customer default. For
example, in the event of a default of both the clearing broker and a customer of the clearing broker, a clearing house is only permitted
to access the cleared swaps collateral in the legally separate (but operationally comingled) account of the defaulting cleared swap customer
of the clearing broker, as opposed to the treatment of customer segregated funds, under which the clearing house may access all of the
commingled customer segregated funds of a defaulting clearing broker. Derivatives entered into directly between two counterparties do
not necessarily benefit from such protections, particularly if entered into with an entity that is not registered as a “swap dealer”
with the CFTC. This exposes the Funds to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions
because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing
the Funds to suffer a loss.
The Sponsor regularly reviews the performance of
its counterparties for, among other things, creditworthiness and execution quality. In addition, the Sponsor periodically considers the
addition of new counterparties and the counterparties used by a Fund may change at any time. Each day, the Funds disclose their portfolio
holdings as of the prior Business Day. Each Fund’s portfolio holdings identifies its counterparties, as applicable. This portfolio
holdings information may be accessed through the web on the Sponsor’s website at www.volatilityshares.com.
Each counterparty and/or any of its affiliates
may be an Authorized Participant or shareholder of a Fund, subject to applicable law.
The counterparty risk for cleared derivatives transactions
is generally lower than for OTC derivatives. Once a transaction is cleared, the clearing organization is substituted and is a Fund’s
counterparty on the derivative. The clearing organization guarantees the performance of the other side of the derivative. Nevertheless,
some risk remains, as there is no assurance that the clearing organization, or its members, will satisfy its obligations to a Fund.
F- 32
Leverage Risk
The Funds may utilize leverage in seeking to achieve
their respective investment objectives and will lose more money in market environments adverse to their respective daily investment objectives
than funds that do not employ leverage. The use of leveraged and/or inverse leveraged positions increases the risk of total loss of an
investor’s investment, even over periods as short as a single day.
For example, because UVIX includes a two times
(2x) multiplier, a single-day movement in the relevant benchmark approaching 50% at any point in the day could result in the total loss
or almost total loss of an investor’s investment if that movement is contrary to the investment objective of the Fund in which an
investor has invested, even if such Fund’s benchmark subsequently moves in an opposite direction, eliminating all or a portion of
the movement. This would be the case with downward single-day or intraday movements in the underlying benchmark of a Fund or upward single-day
or intraday movements in the benchmark of a Fund, even if the underlying benchmark maintains a level greater than zero at all times.
Liquidity Risk
Financial Instruments cannot always be liquidated
at the desired price. It is difficult to execute a trade at a specific price when there is a relatively small volume of buy and sell orders
in a market. A market disruption can also make it difficult to liquidate a position or find a swap or forward contract counterparty at
a reasonable cost. Market illiquidity may cause losses for the Funds. The large size of the positions which the Funds may acquire increases
the risk of illiquidity by both making their positions more difficult to liquidate and increasing the losses incurred while trying to
do so. Any type of disruption or illiquidity will potentially be exacerbated due to the fact that the Funds will typically invest in Financial
Instruments related to one benchmark, which in many cases is highly concentrated.
“Contango” and “Backwardation” Risk
The Funds typically hold futures contracts. As
the futures contracts near expiration, they are generally replaced by contracts that have a later expiration. Thus, for example, a contract
purchased and held in November 2019 may specify a January 2020 expiration. As that contract nears expiration, it may be replaced by selling
the January 2020 contract and purchasing the contract expiring in March 2020. This process is referred to as “rolling.” Rolling
may have a positive or negative impact on performance. For example, historically, the prices of certain types of futures contracts have
frequently been higher for contracts with shorter-term expirations than for contracts with longer-term expirations, which is referred
to as “backwardation.” In these circumstances, absent other factors, the sale of the January 2020 contract would take place
at a price that is higher than the price at which the March 2020 contract is purchased, thereby creating a gain in connection with rolling.
While certain types of futures contracts have historically exhibited consistent periods of backwardation, backwardation will likely not
exist in these markets at all times.
Since the introduction of VIX futures contracts,
there have frequently been periods where VIX futures prices reflect higher expected volatility levels further out in time. This can result
in a loss from “rolling” the VIX futures to maintain the constant weighted average maturity of the applicable Fund benchmark.
Losses from exchanging a lower priced VIX future for a higher priced longer-term future in the rolling process could adversely affect
the value of a Fund and, accordingly, decrease the return of a Fund.
Natural Disaster/Epidemic Risk
Natural or environmental disasters, such as earthquakes,
fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics
and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have
recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health
crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns,
social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results
on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious
viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities,
and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial
projections. Under these circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact
performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual
companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities
and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the
value of the Funds’ investments. These factors can cause substantial market volatility, exchange trading suspensions and closures
and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary
market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long
such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact
on a Fund’s performance, resulting in losses to your investment.
Risk that Current Assumptions and Expectations Could Become Outdated
As a Result of Global Economic Shocks
The onset of the novel coronavirus (COVID-19) has
caused significant shocks to global financial markets and economies, with many governments taking extreme actions to slow and contain
the spread of COVID-19. These actions have had, and likely will continue to have, a severe economic impact on global economies as economic
activity in some instances has essentially ceased. Financial markets across the globe are experiencing severe distress at least equal
to what was experienced during the global financial crisis in 2008. In March 2020, U.S. equity markets entered a bear market in the fastest
such move in the history of U.S. financial markets. Contemporaneous with the onset of the COVID-19 pandemic in the US, oil experienced
shocks to supply and demand, impacting the price and volatility of oil. The global economic shocks being experienced as of the date hereof
may cause the underlying assumptions and expectations of the Funds to become outdated quickly or inaccurate, resulting in significant
losses.
NOTE 9 - SUBSEQUENT EVENTS
In preparing these financial statements, management
has evaluated Fund related events and transactions for potential recognition or disclosure through the date the financial statements
were issued. There were no other events or translations that occurred during the year that materially impacted the amounts or disclosures
in the Funds’ financial statements.
F- 33
Item 2. Management’s Discussion and Analysis of Financial
Condition and Results of Operations.
This information should be read in conjunction
with the financial statements and notes to the financial statements included with this Quarterly Report on Form 10-Q. The discussion and
analysis that follows may contain statements that relate to future events or future performance. In some cases, such forward- looking
statements can be identified by terminology such as “will,” “may,” “should,” “expect,”
“plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,”
“intend,” “project,” “seek” or the negative of these terms or other comparable terminology. None of
the Trust, the Sponsor, the Trustee, or the Administrator assumes responsibility for the accuracy or completeness of any forward-looking
statements. Except as expressly required by federal securities laws, none of the Trust, the Sponsor, the Trustee, or the Administrator
is under a duty to update any of the forward-looking statements to conform such statements to actual results or to a change in expectations
or predictions.
Because forward-looking statements relate to
the future, they are subject to inherent uncertainties, risk and changes in circumstances that are difficult to predict and many of which
are outside of the Funds’ control. The Funds’ forward-looking statements are not guarantees of future results and conditions
and important factors, risks and uncertainties in the markets for financial instruments that the Funds trade, in the markets for related
physical commodities, in the legal and regulatory regimes applicable to the Sponsor, the Funds, and the Funds’ service providers,
and in the broader economy may cause the Funds’ actual results to differ materially from those expressed in forward-looking statements.
Introduction
VS Trust (the “Trust”) is a Delaware
statutory trust formed on October 24, 2019 and is currently organized into two separate series (each, a “Fund” and collectively,
the “Funds”). As of September 30, 2022, the following two series of the Trust have commenced investment operations: -1x Short
VIX Futures ETF and 2x Long VIX Futures ETF. Each of the Funds listed above issues common units of beneficial interest (“Shares”),
which represent units of fractional undivided beneficial interest in and ownership of only that Fund. The Shares of each Fund are listed
on the Cboe BZX Exchange (“Cboe BZX”).
The Trust had no operations prior to March 28,
2022, other than matters relating to its organization, the registration of each series under the Securities Act of 1933, as amended.
The Sponsor also serves as the Trust’s commodity
pool operator. Wilmington Trust Company serves as the Trustee of the Trust (the “Trustee”). The Funds are commodity pools,
as defined under the Commodity Exchange Act (the “CEA”), and the applicable regulations of the Commodity Futures Trading Commission
(the “CFTC”) and are operated by the Sponsor, a commodity pool operator registered with the CFTC. The Trust is not an investment
company registered under the Investment Company Act of 1940, as amended.
SVIX seeks daily investment results, before fees
and expenses, that correspond to the performance of the Short VIX Futures Index (the “Short Index”) for a single day, not
for any other period. UVIX seeks daily investment results, before fees and expenses, that correspond to twice the performance of the Long
VIX Futures Index (the “Long Index”). A “single day” is measured from the time a Fund calculates its net asset
value (“NAV”) to the time of the Fund’s next NAV calculation. The NAV calculation time for a Fund typically is 4:00
p.m. (Eastern Time).
The Funds seek to achieve their investment objective
through the appropriate amount of exposure to the VIX futures contracts included in their respective index. The Funds also have the ability
to engage in options transactions, swaps, forward contracts and other instruments in order to achieve their investment objective, in the
manner and to the extent described herein.
SVIX is not benchmarked to the inverse of, and
UVIX is not benchmarked to twice, the widely referenced VIX. The Short Index and the inverse of the VIX are separate measurements and
can be expected to perform very differently. The Long Index and twice the VIX also are separate measurements and can be expected to perform
very differently. As such, SVIX can be expected to perform very differently from the inverse (-1x) of the performance of the VIX over
any period, and UVIX can be expected to perform very differently from twice (2x) of the performance of the VIX over any period.
The Funds continuously offer and redeem Shares
in blocks of at least 10,000 Shares (each such block, a “Creation Unit”). Only Authorized Participants (as defined herein)
may purchase and redeem Shares from a Fund and then only in Creation Units. An Authorized Participant is an entity that has entered into
an Authorized Participant Agreement with the Trust and Volatility Shares LLC (the “Sponsor”). Shares are offered on a continuous
basis to Authorized Participants in Creation Units at NAV. Authorized Participants may then offer to the public, from time to time, Shares
from any Creation Unit they create at a per-Share market price. The form of Authorized Participant Agreement and the related Authorized
Participant Procedures Handbook set forth the terms and conditions under which an Authorized Participant may purchase or redeem a Creation
Unit. Authorized Participants will not receive from a Fund, the Sponsor, or any of their affiliates, any fee or other compensation in
connection with their sale of Shares to the public. An Authorized Participant may receive commissions or fees from investors who purchase
Shares through their commission or fee-based brokerage accounts.
The form of Authorized Participant Agreement and
related Authorized Participant Handbook set forth the terms and conditions under which an Authorized Participant may purchase or redeem
a Creation Unit. Authorized Participants do not receive from any Fund, the Sponsor, or any of their affiliates, any underwriting fees
or compensation in connection with their sale of Shares to the public. The Sponsor maintains a website at www.volatilityshares.com, through
which monthly account statements and the Trust’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those
reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “1934 Act”),
can be accessed free of charge, as soon as reasonably practicable after such material is electronically filed with, or furnished to, the
U.S. Securities and Exchange Commission (the “SEC”). Additional information regarding the Trust may also be found on the SEC’s
EDGAR database at www.sec.gov.
- 2 -
Liquidity and Capital Resources
In order to collateralize derivatives positions
in indices, commodities or currencies, a portion of the NAV of each Fund is held in cash and/or U.S. Treasury securities, agency securities,
or other high credit quality short term fixed-income or similar securities (such as shares of money market funds, bank deposits, bank
money market accounts, certain variable rate-demand notes and repurchase agreements collateralized by government securities. A portion
of these investments may be posted as collateral in connection with swap agreements, futures, and/or forward contracts. The percentage
that U.S. Treasury bills and other short-term fixed-income securities bear to the shareholders’ equity of each Fund varies from
period to period as the market values of the underlying swaps, futures contracts and forward contracts change.
Interest Income for the three months ended June 30, 2025
(Unaudited) and June 30, 2024 (Unaudited) were as follows:
Interest Income
Fund
Three Months
Ended
June 30,
2025 (Unaudited)
Three Months
Ended
June 30,
2024 (Unaudited)
-1x Short VIX Futures ETF
$ 2,385,094
$ 744,592
2x Long VIX Futures ETF
1,188,948
299,459
Total Trust
$ 3,574,042
$ 1,044,051
Interest Income for the six months ended June 30, 2025 (Unaudited),
and June 30, 2024 (Unaudited) were as follows.
Fund
Six Months
Ended
June 30,
2025 (Unaudited)
Six Months
Ended
June 30,
2024 (Unaudited)
-1x Short VIX Futures ETF
$ 3,790,120
$ 1,128,372
2x Long VIX Futures ETF
2,382,591
515,925
Total Trust
$ 6,172,711
$ 1,644,297
Futures Contracts
A futures contract is a standardized contract traded
on, or subject to the rules of, an exchange that calls for the future delivery of a specified quantity and type of a particular underlying
asset at a specified time and place or alternatively may call for cash settlement. Futures contracts are traded on a wide variety of underlying
assets, including bonds, interest rates, agricultural products, stock indexes, currencies, energy, metals, economic indicators and statistical
measures. The notional size and calendar term futures contracts on a particular underlying asset are identical and are not subject to
any negotiation, other than with respect to price and the number of contracts traded between the buyer and seller. A Fund generally deposits
cash and/or securities with an FCM for its open positions in futures contracts, which may, in turn, transfer such deposits to the clearinghouse
to protect the clearing house against non-payment by the Fund. The clearing house becomes substituted for each counterparty to a futures
contract, and, in effect, guarantees performance. In addition, the FCM may require a Fund to deposit collateral in excess of the clearing
house’s margin requirements for the FCM’s own protection.
Certain futures contracts, including stock index
contracts, VIX futures contracts and certain commodity futures contracts settle in cash. The cash settlement amount reflects the difference
between the contract purchase/sale price and the contract settlement price. The cash settlement mechanism avoids the potential for either
side to have to deliver the underlying asset. For other futures contracts, the contractual obligations of a buyer or seller may generally
be satisfied by taking or making physical delivery of the underlying asset or by making an offsetting sale or purchase of an identical
futures contract on the same or linked exchange before the designated date of delivery. The difference between the price at which the
futures contract is purchased or sold and the price paid for the offsetting sale or purchase, after allowance for brokerage commissions
and exchange fees, constitutes the profit or loss to the trader.
Futures contracts involve, to varying degrees,
elements of market risk and exposure to loss in excess of the amounts of variation margin, which are the amounts of cash that a Fund agrees
to pay to or receive from FCMs equal to the daily fluctuation in the value of a futures contract. Additional risks associated with the
use of futures contracts are imperfect correlation between movements in the price of the futures contracts and the level of the underlying
benchmark and the possibility of an illiquid market for a futures contract. With futures contracts, there is minimal but some counterparty
risk to a Fund since futures contracts are exchange traded and the exchange’s clearing house, as counterparty to all exchange-traded
futures contracts, effectively guarantees futures contracts against default. Many futures exchanges and boards of trade limit the amount
of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit has been reached in a particular
contract, no trades may be made that day at a price beyond that limit or trading may be suspended for specified times during the trading
day. Futures contracts prices could move to the limit for several consecutive trading days with little or no trading, thereby preventing
prompt liquidation of futures positions and potentially subjecting a Fund to substantial losses. If trading is not possible or if a Fund
determines not to close a futures position in anticipation of adverse price movements, the Fund may be required to make daily cash payments
of variation margin.
- 3 -
Futures Account Agreements
Each Fund has entered into a written agreement
(each, a “Futures Account Agreement”) with one or more FCMs governing the terms of futures transactions of a Fund cleared
by such FCM. Each FCM has its own agreement and other documentation used for establishing customer relationships. As such, the terms of
the Futures Account Agreement and other documentation that a Fund has with a particular FCM may differ in material respects from that
with another FCM.
Most Futures Account Agreements do not require
the FCM to enter into new transactions or maintain existing transactions with a Fund. In general, each FCM is permitted to terminate its
agreement with a Fund at any time in its sole discretion. In addition, an FCM generally will have the discretion to set margin requirements
and/or position limits that would be in addition to any margin requirements and/or position limits required by applicable law, set by
the exchange, or set by the clearing house that clears the futures contracts in which a Fund transacts. As a result, a Fund’s ability
to engage in futures transactions or maintain open positions in such contracts will be dependent on the willingness of its FCMs to continue
to accept or maintain such transactions on terms that are economically appropriate for a Fund’s investment strategy.
When a Fund has an open futures contract position,
it is subject to at least daily variation margin calls by an FCM that could be substantial in the event of adverse price movements. Because
futures contracts may require only a small initial investment in the form of a deposit or margin, they may involve a high degree of leverage.
A Fund with open positions is subject to maintenance or variance margin on its open positions. If a Fund has insufficient cash to meet
daily variation margin requirements, it may need to sell Financial Instruments at a time when such sales are disadvantageous. Futures
markets are highly volatile and the use of or exposure to futures contracts may increase volatility of a Fund’s NAV.
Margin posted by a Fund to an FCM typically will
be held by relevant exchange’s clearing house (in the case of clearing house-required margin) or the FCM (in the case of “house”
margin requirements of the FCM). In the event that market movements favorable to a Fund result in the Fund having posted more margin than
is required, the Fund typically would have a right to return of margin from the FCM. However, the timing of such return may be uncertain.
As a result, it is possible that a Fund may face liquidity constraints including potential delays in its ability to pay redemption proceeds,
where margin is not immediately returned by an FCM.
In the event that a Fund fails to comply with its
obligations under a Futures Account Agreement (including, for example, failing to deliver the margin required by an FCM on a timely basis),
the Futures Account Agreement typically will provide the FCM with broad discretion to take remedial action against the Fund. Among other
things, the FCM typically will have the right, upon the occurrence of such a failure by a Fund, to terminate any or all futures contracts
in the Fund’s account with that FCM, to sell the collateral posted as margin by the Fund, to close out any open positions of the
Fund in whole or in part, and to cancel any or all pending transactions with the Fund. Futures Account Agreements typically provide that
the Fund will remain liable for paying to the relevant FCM, on demand, the amount of any deficiency in a Fund’s account with that
FCM.
The Futures Account Agreement between the Fund
and an FCM generally requires the Fund to indemnify and hold harmless the FCM, its directors, officers, employees, agents and affiliates
(collectively, “indemnified persons”) from and against all claims, damages, losses and costs (including reasonable attorneys’
fees) incurred by the indemnified persons, in connection with: (1) any failure by the Fund to perform its obligations under the Futures
Account Agreement and the FCM’s exercise of its rights and remedies thereunder; (2) any failure by the Fund to comply with applicable
law; (3) any action reasonably taken by the indemnified persons pursuant to the Futures Account Agreement to comply with applicable law;
and (4) any actions taken by the FCM in reliance on instructions, notices and other communications that the FCM and its relevant personnel,
as applicable, reasonably believes to originate from a person authorized to act on behalf of the Fund.
To the extent that the Fund
trades in futures contracts on U.S. exchanges, the assets deposited by the Fund with the FCMs (or another eligible financial institution,
as applicable) as margin must be segregated pursuant to the regulations of the CFTC. Such segregated funds may be invested only in a limited
range of instruments — principally U.S. government obligations to margin futures and forward contract positions.
Options
An option is a contract that gives the purchaser
of the option, in return for the premium paid, the right to buy an underlying reference instrument, such as a specified security index,
or other instrument, from the writer of the option (in the case of a call option), or to sell a specified reference instrument to the
writer of the option (in the case of a put option) at a designated price during the term of the option. The premium paid by the buyer
of an option will reflect, among other things, the relationship of the exercise price to the market price and the volatility of the underlying
reference instrument, the remaining term of the option, supply, demand or interest rates. An American style put or call option may be
exercised at any time during the option period while a European style put or call option may be exercised only upon expiration or during
a fixed period prior thereto. Put and call options are traded on national securities exchanges and in the OTC market. Options traded on
national securities exchanges are within the jurisdiction of the SEC or other appropriate national securities regulator, as are securities
traded on such exchanges. As a result, many of the protections provided to traders on organized exchanges will be available with respect
to such transactions. In particular, all option positions entered into on a national securities exchange in the United States are cleared
and guaranteed by the Options Clearing Corporation, thereby reducing the risk of counterparty default. Furthermore, a liquid secondary
market in options traded on a national securities exchange may be more readily available than in the OTC market, potentially permitting
a Fund to liquidate open positions at a profit prior to exercise or expiration, or to limit losses in the event of adverse market movements.
There is no assurance, however, that higher than anticipated trading activity or other unforeseen events might not temporarily render
the capabilities of the Options Clearing Corporation inadequate, and thereby result in the exchange instituting special procedures which
may interfere with the timely execution of a Fund’s orders to close out open options positions.
- 4 -
Swap Agreements
Swaps are contracts that have traditionally been
entered into primarily by institutional investors in OTC markets for a specified period ranging from a day to many years. Certain types
of swaps may be cleared, and certain types are, in fact, required to be cleared. The types of swaps that may be cleared are generally
limited to only swaps where the most liquidity exists and a clearing organization is willing to clear the trade on standardized terms.
Swaps with customized terms or those for which significant market liquidity does not exist are generally not able to be cleared.
In a standard swap transaction, the parties agree
to exchange the returns on, among other things, a particular predetermined security, commodity, interest rate, or index for a fixed or
floating rate of return (the “interest rate leg,” which will also include the cost of borrowing for short swaps) in respect
of a predetermined notional amount. The notional amount of the swap reflects the extent of a Fund’s total investment exposure under
the swap.
In the case of futures contracts-based indexes, such as those used
by a Fund, the reference interest rate typically is zero, although a financing spread or fee is generally still applied. Transaction
or commission costs are reflected in the benchmark level at which the transaction is entered into. The gross returns to be exchanged
are calculated with respect to the notional amount and the benchmark returns to which the swap is linked. Swaps are usually closed out
on a net basis, i.e. , the two payment streams are netted out in a cash settlement on the payment date specified in the agreement,
with the parties receiving or paying, as the case may be, only the net amount of the two payments. Thus, while the notional amount reflects
a Fund’s total investment exposure under the swap ( i.e. , the entire face amount or principal of a swap), the net amount
is the Fund’s current obligations (or rights) under the swap. That is the amount to be paid or received under the agreement based
on the relative values of the positions held by each party to the agreement on any given termination date.
Swaps may also expose a Fund to liquidity risk.
Although a Fund may have the ability to terminate a swap at any time, doing so may subject the Fund to certain early termination charges.
In addition, there may not be a liquid market within which to dispose of an outstanding swap even if a permitted disposal might avoid
an early termination charge. Uncleared swaps generally are not assignable except by agreement between the parties to the swap, and generally
no party or purchaser has any obligation to permit such assignments.
Swaps involve, to varying degrees, elements of
market risk and exposure to loss in excess of the amount which would be reflected on a Fund’s Statement of Financial Condition.
In addition to market risk and other risks, the use of swaps also comes with counterparty credit risk — i.e. , the inability
of a counterparty to a swap to perform its obligations. A Fund that invests in swaps bears the risk of loss of the net amount, if any,
expected to be received under a swap agreement in the event of the default or bankruptcy of a swap counterparty. A Fund enters or intends
to enter into swaps only with major, global financial institutions. However, there are no limitations on the percentage of its assets
a Fund may invest in swaps with a particular counterparty.
A Fund that invests in swaps may use various techniques
to minimize counterparty credit risk. A Fund that invests in swaps generally enters into arrangements with its counterparties whereby
both sides exchange collateral on a mark-to-market basis. In addition, the Fund may post “initial margin” or “independent
amount” to counterparties in swaps. Such collateral serves as protection for the counterparty in the event of a failure by the Fund
and is in addition to any mark-to-market collateral that ( i.e. , the Fund may post initial margin to the counterparty even where
the counterparty would owe money to the Fund if the swap were to be terminated). The amount of initial margin posted by the Fund may vary
depending on the risk profile of the swap. The collateral, whether for mark-to-market or for initial margin, generally consists of cash
and/or securities.
Collateral posted by a Fund to a counterparty in
connection with uncleared derivatives transactions is generally held for the benefit of the counterparty in a segregated tri-party account
at a third-party custodian to protect the counterparty against non-payment by the Fund. In the event of a default by a Fund where the
counterparty is owed money in the uncleared swap transaction, such counterparty will seek withdrawal of this collateral from the segregated
account.
Collateral posted by the counterparty
to a Fund is typically held for the benefit of the Fund in a segregated tri-party account at a third-party custodian. In the event of
a default by the counterparty where the Fund is owed money in the uncleared swap transaction, the Fund will seek withdrawal of this collateral
from the segregated account. The Fund may incur certain costs exercising its right with respect to the collateral.
Notwithstanding the use of collateral arrangements,
to the extent any collateral provided to a Fund is insufficient or there are delays in accessing the collateral, a Fund will be exposed
to counterparty risk as described above, including possible delays in recovering amounts as a result of bankruptcy proceedings.
- 5 -
Off-Balance Sheet Arrangements and Contractual Obligations
As of June 30, 2025, the Funds have not used, nor
do they expect to use in the future, special purpose entities to facilitate off-balance sheet financing arrangements and have no loan
guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business,
which may include indemnification provisions related to certain risks service providers undertake in performing services which are in
the best interests of the Funds. While each Fund’s exposure under such indemnification provisions cannot be estimated, these general
business indemnifications are not expected to have a material impact on a Fund’s financial position.
Management fee payments made to the Sponsor are
calculated as a fixed percentage of each Fund’s NAV. As such, the Sponsor cannot anticipate the payment amounts that will be required
under these arrangements for future periods as NAVs are not known until a future date. The agreement with the Sponsor may be terminated
by either party upon 30 days written notice to the other party.
Critical Accounting Policies
Preparation of the financial statements and related
disclosures in compliance with accounting principles generally accepted in the United States of America requires the application of appropriate
accounting rules and guidance, as well as the use of estimates. The Trust’s and the Funds’ application of these policies involves
judgments and actual results may differ from the estimates used.
Each Fund has significant exposure to Financial
Instruments. The Funds hold a significant portion of their assets in futures, all of which are recorded on a trade date basis and at fair
value in the financial statements, with changes in fair value reported in the Statements of Operations.
The use of fair value to measure
Financial Instruments, with related unrealized gains or losses recognized in earnings in each period, is fundamental to the Trust’s
and the Funds’ financial statements. The fair value of a Financial Instrument is the amount that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price).
For financial reporting purposes,
the Funds value investments based upon the closing price in their primary markets. Accordingly, the investment valuations in these financial
statements may differ from those used in the calculation of certain Funds’ final creation/redemption NAV for the period ended June
30, 2025.
Short-term investments are valued at amortized
cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short- term investments are valued at their
market price using information provided by a third-party pricing service or market quotations.
Derivatives (e.g., futures contracts, options,
swap agreements) are generally valued using independent sources and/or agreements with counterparties or other procedures as determined
by the Sponsor. Futures contracts, are generally valued at the last settled price on the applicable exchange on which that future trades.
Futures contracts valuations are typically categorized as Level I in the fair value hierarchy. Swap agreement valuations are typically
categorized as Level II in the fair value hierarchy. The Sponsor may in its sole discretion choose to determine a fair value price as
the basis for determining the market value of such position. Such fair value prices would be generally determined based on available inputs
about the current value of the underlying financial instrument or commodity and would be based on principles that the Sponsor deems fair
and equitable so long as such principles are consistent with normal industry standards. The Sponsor may fair value an asset of a Fund
pursuant to the policies the Sponsor has adopted, which are consistent with normal industry standards. Depending on the source and relevant
significance of valuation inputs, these instruments may be classified as Level II or Level III in the fair value hierarchy.
Fair value pricing may require subjective determinations
about the value of an investment. While each Fund’s policy is intended to result in a calculation of the Fund’s NAV that fairly
reflects investment values as of the time of pricing, the Funds cannot ensure that fair values determined by the Sponsor or persons acting
at their direction would accurately reflect the price that the Fund could obtain for an investment if it were to dispose of that investment
as of the time of pricing (for instance, in a forced or distressed sale).
- 6 -
The prices used by a Fund may differ from the value
that would be realized if the investments were sold and the differences could be material to the financial statements.
The Funds disclose the fair value of their investments
in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Discounts on short-term securities purchased
are amortized and reflected as Interest Income in the Statements of Operations.
Realized gains (losses) and changes in unrealized
gain (loss) on open investments are determined on a specific identification basis and recognized in the Statements of Operations in the
period in which the contract is closed or the changes occur, respectively.
Each Fund pays its respective brokerage commissions,
including applicable exchange fees, NFA fees, give up fees, pit futures account fees and other transaction related fees and expenses charged
in connection with trading activities for each Fund’s investment in U.S. Commodity Futures Trading Commission regulated investments.
Brokerage commissions on futures contracts are recognized on a half-turn basis. The Sponsor is currently paying brokerage commissions
in VIX futures contracts exceed variable create/redeem fees collected by more than 0.02% of the Fund’s average net assets annually.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Quantitative Disclosure
Equity Market Volatility Sensitivity
Each of the Funds is exposed to certain risks pertaining
to the use of Financial Instruments. Each Fund is exposed to equity market volatility risk through its holdings of Financial Instruments.
The tables below provide information about each
Fund’s Financial Instruments. As of June 30, 2025 (Unaudited) and December 31, 2024, each of the Fund’s positions were as
follows:
-1x Short VIX Futures ETF
As of June 30, 2025, SVIX was exposed to inverse
equity market volatility risk through its holding of VIX futures contracts. The following tables provide information about the Fund’s
positions in VIX futures contracts as of June 30, 2025 (Unaudited) and December 31, 2024, which were sensitive to equity market volatility
risk.
Futures Positions as of June 30, 2025 (Unaudited)
Contract
Long or Short
Expiration Date
Contracts Sold
Valuation Price
Contract Multiplier
Notional Amount at Value
CBOE Volatility Index
Short
7/16/2025
(7,745 )
$ 18.67
1,000
$ (144,599,150 )
CBOE Volatility Index
Short
8/20/2025
(6,196 )
20.07
1,000
(124,353,720 )
Futures Positions as of December 31, 2024
Contract
Long or Short
Expiration Date
Contracts Sold
Valuation Price
Contract Multiplier
Notional Amount at Value
CBOE Volatility Index
Short
1/22/2025
(10,051 )
$ 17.48
1,000
$ (175,691,480 )
CBOE Volatility Index
Short
2/19/2025
(6,959 )
17.89
1,000
(124,496,510 )
- 7 -
The short futures notional values are calculated
by multiplying the number of contracts held times the valuation price times the contract multiplier. The short notional values will increase
(decrease) proportionally with decreases (increases) in the price of the futures contract. Additional gains (losses) associated with these
contracts will be equal to any such subsequent decreases (increases) in short notional values, before accounting for spreads or transaction
or financing costs. The Fund will generally attempt to adjust its position in Financial Instruments each day to have -$1.00 of short exposure
to the Index for every $1.00 of net assets. Future period returns, before fees and expenses, cannot be estimated simply by estimating
the return of the Index and multiplying by negative one-half. See “Item 1A. Risk Factors” in the Annual Report on Form 10-K
for additional information regarding performance for periods longer than a single day.
2x Lon g VIX Futures ETF
As of June 30, 2025, UVIX was exposed to equity
market volatility risk through its holding of VIX futures contracts. The following tables provide information about the Fund’s positions
in these Financial Instruments as of June 30, 2024 and December 31, 2024, which were sensitive to equity market volatility risk.
Futures Positions as of June 30, 2025 (Unaudited)
Contract
Long or Short
Expiration Date
Contracts Sold
Valuation Price
Contract Multiplier
Notional Amount at Value
CBOE Volatility Index
Long
7/16/2025
34,388
$ 18.67
1,000
$ 642,023,960
CBOE Volatility Index
Long
8/20/2025
27,511
20.07
1,000
552,145,770
Futures Positions as of December 31, 2024
Contract
Long or Short
Expiration
Contracts Purchased
Valuation Price
Contract Multiplier
Notional Amount at Value
CBOE Volatility Index
Long
1/22/2025
12,575
$ 17.48
1,000
$ 219,811,000
CBOE Volatility Index
Long
2/19/2025
8,706
17.89
1,000
155,750,340
The futures notional values are calculated by multiplying
the number of contracts held times the valuation price times the contract multiplier. The swap notional values are calculated by multiplying
the number of units times the closing level of the Index. These notional values will increase (decrease) proportionally with increases
(decreases) in the price of the futures contract or the level of the Index, as applicable. Additional gains (losses) associated with these
contracts will be equal to any such subsequent increases (decreases) in notional values, before accounting for spreads or transaction
or financing costs.
The Fund will generally attempt to adjust its positions
in Financial Instruments each day to have $2.00 of exposure to the Index for every $1.00 of net assets. Future period returns, before
fees and expenses, cannot be estimated simply by estimating the return of the Index and multiplying by one and one-half. See “Item
1A. Risk Factors” in the Annual Report on Form 10-K.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
Under the supervision and with the participation
of the principal executive officer and principal financial officer of the Trust, Trust management has evaluated the effectiveness of the
Trust’s and the Funds’ disclosure controls and procedures, and have concluded that the disclosure controls and procedures
of the Trust and the Funds (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “1934
Act”)) were effective, as of June 30, 2022, including providing reasonable assurance that information required to be disclosed in
the reports that the Trust files or submits under the 1934 Act on behalf of the Trust and the Funds is recorded, processed, summarized
and reported, within the time periods specified in the applicable rules and forms, and that such information is accumulated and communicated
to management, including the principal executive officer and principal financial officer, of the Trust as appropriate to allow timely
decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
There were no changes in the Trust’s or the
Funds’ internal control over financial reporting that occurred during the quarter ended June 30, 2025 that have materially affected,
or are reasonably likely to materially affect, the Trust’s or the Funds’ internal control over financial reporting.
Certifications
The certifications by the Principal Executive Officer
and Principal Financial Officer of the Trust required by Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002, which are filed
or furnished as exhibits to this Quarterly Report on Form 10-Q, apply both to the Trust taken as a whole and each Fund, and the Principal
Executive Officer and Principal Financial Officer of the Trust are certifying both as to the Trust taken as a whole and each Fund.
- 8 -
Part II. OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 1A. Risk Factors.
Investments in futures contracts are subject to
current position limits and accountability levels established by the exchanges. Accordingly, the Sponsor and the Funds may be required
to reduce the size of outstanding positions or be restricted from entering into new positions that would otherwise be taken for a Fund
or not trade in certain markets on behalf of the Fund in order to comply with those limits or any future limits. These restrictions, if
implemented, could limit the ability of each Fund to invest in additional futures contracts, add to existing positions in the desired
amount, or create additional Creation Units and could otherwise have a significant negative impact on Fund operations and performance,
decreasing a Fund’s correlation to the performance of its benchmark, and otherwise preventing a Fund from achieving its investment
objective.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
a) None.
b) Not applicable.
Title of Securities Registered
Amount
Registered as of
June 30,
2025
Shares Sold
For the Three Months
Ended
June 30,
2025
(Unaudited)
Sale Price of
Shares Sold
For the
Three Months
Ended
June 30,
2025
(Unaudited)
-1x Short VIX Futures ETF
Unlimited
59,980,000
$ 777,860,047
2x Long VIX Futures ETF
Unlimited
35,110,000
1,043,390,295
Total Trust
95,090,000
$ 1,821,250,342
Title of Securities Registered
Amount
Registered as of
June 30,
2025
Shares Sold
For the Six
Months Ended
June 30,
2025 (1)
(Unaudited)
Sale Price of
Shares Sold
For the Six Months Ended
June 30,
2025
(Unaudited)
-1x Short VIX Futures ETF
Unlimited
77,910,000
1,168,099,472
2x Long VIX Futures ETF
Unlimited
52,700,000
1,562,223,528
Total Trust
130,610,000
2,730,323,000
(1) For 2x Long VIX Futures ETF, financial highlights have been
adjusted to reflect a 1:10 reverse stock split on January 15, 2025, as if it occurred at the commencement of operations.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
None .
- 9 -
Item 6. Exhibits.
Exhibit No.
31.1*
Description of Document Certification by Principal Executive Officer of the Trust Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2*
Description of Document Certification by Principal Financial Officer of the Trust Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
32.1*
Description of Document Certification by Principal Executive Officer of the Trust Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 under the Securities Exchange Act of 1934
32.2*
Description of Document Certification by Principal Financial Officer of the Trust Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 under the Securities Exchange Act of 1934
101.INS
Inline XBRL Instance Document (1)
101.SCH
Inline XBRL Taxonomy Extension Schema (1)
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase (1)
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase (1)
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase (1)
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase (1)
104.1
Cover Page Interactive Data File - The cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.
*
Filed herewith.
These certifications are furnished to the SEC pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except
as shall be expressly set forth by specific reference in such filing.
- 10 -
Signatures
Pursuant to the requirements
of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
VS Trust
/s/ Justin Young
By:
Justin Young
Principal Executive Officer
Date: August 13, 2025
/s/ Justin Young
By:
Justin Young
Principal Financial and Accounting Officer
Date: August 13, 2025
- 11 -
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.