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sAlpha
Architect 1-3 Month Box ETF
Ticker
Symbol: BOXX
(a
series of EA Series Trust)
Prospectus
February 28,
2024
(as
supplemented June 24,
2024)
Listed
on Cboe BZX Exchange, Inc.
These
securities have not been approved or disapproved by the Securities and Exchange
Commission nor has the Securities and Exchange Commission passed upon the
accuracy or adequacy of this Prospectus. Any representation to the contrary is a
criminal offense.
Table
of Contents
ALPHA
ARCHITECT 1-3 MONTH BOX ETF
INVESTMENT
OBJECTIVE
The
Alpha
Architect 1-3 Month Box ETF (the “Fund”) seeks to provide
investment results that, before fees and expenses, equals or exceeds the price
and yield performance of an investment that tracks the 1-3 month sector of the
United States Treasury Bill market.
FEES AND
EXPENSES
This
table describes the fees and expenses that you may pay if you buy, hold, and
sell shares of the Fund (“Shares”). You
may also pay brokerage commissions on the purchase and sale of Shares, which are
not reflected in the table or example.
ANNUAL FUND
OPERATING EXPENSES (EXPENSES THAT YOU PAY EACH YEAR AS A PERCENTAGE OF THE VALUE
OF YOUR INVESTMENT)
|
|
|
|
| |
Management
Fee |
0.3949 |
% |
Distribution
and/or Service (12b-1) Fees |
0.00 |
% |
Other
Expenses |
0.00 |
% |
Total
Annual Fund Operating Expenses |
0.3949 |
% |
Fees
Waived and/or Reimbursed1 |
(0.20) |
% |
Total
Annual Fund Operating Expenses After Waiving and/or Reimbursing
Expenses |
0.1949 |
% |
1The
Adviser has contractually agreed to waive receipt of its management fees and/or
assume expenses of the Fund so that the total annual operating expenses of the
Fund (excluding payments under the Fund’s Rule 12b-1 distribution and service
plan (if any), acquired fund fees and expenses, brokerage expenses, taxes
(including tax-related services), interest (including borrowing costs),
litigation expense (including class action-related services) and other
non-routine or extraordinary expenses) do not exceed 0.1949% of the Fund’s
average daily net assets. This agreement will remain in place until at least
February 28, 2025. The agreement may be
terminated only by the Board of Trustees.
EXAMPLE
The following example is intended to help you compare the cost of
investing in the Fund with the cost of investing in other funds. The example
assumes that you invest $10,000 for the time periods indicated and then redeem
all of your Shares at the end of those periods. The example reflects the Fund’s
contractual expense limitation agreement only for the term of the contractual
expense limitation agreement. The example also assumes that the Fund provides a
return of 5% a year and that operating expenses remain the same. You may also
pay brokerage commissions on the purchase and sale of Shares, which are not
reflected in the example. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
| |
One
Year: |
Three
Years: |
Five
Years: |
Ten
Years: |
$20 |
$107 |
$201 |
$479 |
PORTFOLIO
TURNOVER
The
Fund may pay transaction costs, including commissions when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in annual fund
operating expenses or in the example, affect the Fund’s performance. For the
fiscal period ended October 31, 2023, the Fund’s portfolio turnover rate was
0%
of the average value of its portfolio. This rate excludes the value of portfolio
securities whose maturities or expiration dates at the time of acquisition were
one year or less.
PRINCIPAL INVESTMENT
STRATEGIES
Alpha
Architect 1-3 Month Box ETF (the “Fund”) is an actively managed exchange-traded
fund (“ETF”) whose investment objective is to provide investment results that,
before fees and expenses, equal or exceed the price and yield performance of an
investment that tracks the 1-3 month sector of the United States Treasury Bill
market. To do so, the principal investment strategy of the Fund will be to
utilize a series of long and short exchange-listed options combinations called a
box spread (“Box Spread”). In order to accomplish its investment goals, the Fund
may utilize either standard exchange-listed options or FLexible EXchange®
Options (“FLEX Options”) or a combination of both.
In
general, an option contract is an agreement between a buyer and seller that
gives the purchaser of the option the right to buy or sell a particular asset at
a specified future date at an agreed upon price, commonly known as the “strike
price.” In the case of a “call option”, the purchaser has the right to buy the
particular asset and the seller of a “call option” has the obligation to deliver
the particular asset at the strike price. In the case of a “put option”, the
purchaser has the right to sell the particular asset and the seller of a “put
option” has the obligation to deliver the particular asset at the strike
price.
By
way of background, a Box Spread is the combination of a synthetic long position
coupled with an offsetting synthetic short position through a combination of
options contracts on an equity security or an equity index at the same
expiration date. The synthetic long consists of buying a call option and selling
a put option on the same security or index where the call option and put option
share the same strike and expiration date (a “Synthetic Long”). When purchasing
a Box Spread, the Synthetic Long will have a strike price that is less than the
strike price for the Synthetic Short. The difference between the strike prices
of the Synthetic Long and the Synthetic Short will determine the expiration
value (or value at maturity) of the Box Spread. The synthetic short consists of
buying a put option and selling a call option on the same security or index with
the same expiration date as the synthetic long but using a different strike
price (a “Synthetic Short”). When purchasing a Box Spread, the Synthetic Long
will have a strike price that is less than the strike price for the Synthetic
Short. The difference between the strike prices of the Synthetic Long and the
Synthetic Short will determine the expiration value (or value at maturity) of
the Box Spread. An important feature of the Box Spread construction process is
the elimination of risk tied to underlying market movements associated with the
underlying option’s security or equity index. As displayed in the diagram below,
the Box Spread return stays constant no matter how low or how high the
underlying option’s security or equity index price moves. Once the Box Spread is
initiated, its return from the initiation date of such Box Spread through its
expiration date will generally not change. The Fund anticipates buying, holding,
and/or selling multiple Box Spreads, and consequently, the Fund’s anticipated
return from Box Spreads will reflect all of its investment activity, as well as
changes in market prices and expected interest rates, among other factors, and
will vary over time.

Buying
(or selling) a Box Spread is similar to buying (or selling) a zero-coupon bond.
A zero-coupon bond does not pay periodic coupons, but the bond trades
at a discount to its face value. The maturity value of a zero-coupon
bond is comparable to the difference in the strike prices of the Box Spread. The
maturity date of a zero-coupon bond is comparable to the expiration date of the
options comprising the Box Spread. When constructing a Box Spread, the strike
price of the Synthetic Long will be at a lower strike price than the strike
price of the Synthetic Short. When buying or selling a Box Spread, the buyer or
seller generally expects the price of the Box Spread to be less than the
difference in the strike prices of the Box Spread. A buyer or seller of a Box
Spread will earn a profit or loss equal to the difference between the beginning
price (price paid to buy or received if sold) and the ending price (expiration
value or closing trade price). If the Fund holds the Box Spread until
expiration, then its profit or loss will be determined by the difference between
the price it paid to buy the Box Spread (or received in the case of selling the
Box Spread) and the value of the Box Spread upon expiration.
As
an example, a typical Box Spread could include the simultaneous purchase of a
call option and sale of a put option (i.e. Synthetic Long) with a strike of
$1,000 on the S&P 500 Index (“SPX”) together with the sale of a call option
and purchase of a put option (i.e. Synthetic Short) with a strike of $2,000 on
the SPX where all four of these options share the same expiration date. The
expiration or maturity value would be the difference in the strikes or $1,000 in
this case. The expected profit earned would equal the difference between the
price paid for this Box Spread and its expiration value of $1,000 minus any
transaction costs associated with the options trades. The effective yield on
each Box Spread is determined by annualizing the profit over the price paid. The
Fund will only purchase Box Spreads where the purchase price (after considering
all costs to the Fund for entering such trade) is less than the expiration
value.
Arin
Risk Advisors, LLC (“Arin”) may invest the Fund’s assets in a series of Box
Spreads with various expiration dates. The quantity and expiration dates of the
Box Spreads held by the Fund will be based on several factors, including the
Fund’s asset size, the effective yield for various Box Spread expiration dates
available in the marketplace, and Arin’s view of future interest rates. Based
upon historical examples of Box Spreads actually traded in the marketplace, Arin
expects that there will be market participants willing to sell Box Spreads to
the Fund in sufficient quantities to satisfy the objective of the
Fund.
Under normal
market conditions, the Fund generally invests substantially all, but at least
80%, of its total assets in a series of Box Spreads such that the weighted
average maturity of the Box Spreads based upon expiration dates is less than 90
days. The Fund may sell Box Spreads with a longer or shorter
period to expiration in an effort to gain
exposure
to the forward rate implied by the execution of longer and shorter dated Box
Spreads. The Fund expects to trade some or all of the Box Spreads prior to their
respective expiration dates, if Arin believes it is advantageous for the Fund to
do so. Upon expiration or sale of any Box Spread, Arin may seek to purchase
additional Box Spreads at an effective yield and expiration date that offers
favorable risk and reward characteristics under current market conditions. The
Fund may also invest in cash, cash equivalents, money market funds or treasury
bills. The Fund’s strategy is expected to result in high portfolio turnover. The
return that the Fund expects to earn from Box Spreads will fluctuate but remain
consistent with the market rate for similar short-term interest rate sensitive
securities as indicated by the Federal Funds Futures market.
When
purchasing or selling a Box Spread, the Fund will primarily use European-style
options. European style options may not be terminated or assigned in advance of
the option’s expiration date and may only be exercised on their expiration date.
This ensures that none of the synthetic positions created using the Box Spread
will be forcibly closed prior to the Box Spread’s maturity. The Fund expects to
use options on broad-based diversified assets such as the SPDR® S&P 500® ETF
Trust for substantially all of the Fund’s holdings. The Fund may purchase or
sell Box Spreads using exchange-listed option contracts on an ETF other than the
SPDR® S&P 500® ETF Trust or on an index or individual equity security when
Arin has determined that doing so would provide the Fund with better risk and
return or tax characteristics. The Fund may also utilize an exchange-listed
options strategy using long shares of an individual equity security or ETF (in
place of the Synthetic Long) together with a Synthetic Short created by
purchasing a put option and selling a call option on that equity security or ETF
with the same strike and expiration date. This individual equity security or ETF
strategy will generally be purchased when such purchase is in the best interest
of the Fund because it offers more favorable price or tax characteristics. The
Fund’s collateral will typically be utilized to fully pay for the Box Spreads or
other similar strategies as described above.
The
Fund may engage in active and frequent trading of portfolio securities to
achieve its investment objective. In order to achieve its objective, the Fund
will typically purchase a new Box Spread at the time (or shortly thereafter) any
existing Box Spread expires or is sold or when Arin believes purchasing a new
Box Spread would offer a favorable investment opportunity. The Fund may also
sell or “roll” any Box Spread at any time. When rolling a Box Spread, the Fund
enters into a trade where it simultaneously closes on each component of an
existing Box Spread while opening a new Box Spread position. The Fund may also
sell Box Spreads that utilize the same or a different reference assets, strike
prices, and expiration dates as Box Spreads owned by the Fund. When selling or
rolling a Box Spread, the Fund may incur additional transaction costs than if it
waited until such Box Spread expired.
Exchange-traded options on certain indexes, such as the SPX, are
currently taxed under section 1256 of the Internal Revenue Code of 1986 (the
“Code”). Pursuant to section 1256 of the Code, profit and loss on transactions
in non-equity options, including SPX options, are subject to taxation at a rate
equal to 60% long-term and 40% short-term capital gain or loss regardless of the
Fund’s holding period. Based on the advice of its accountants, the Fund expects
that distributions related to the Fund’s SPX positions, if any, will be
characterized by the Fund as capital gains with these preferential terms. The
Fund expects that distributions, if any, related to the Fund’s positions that do
not qualify for the preferential treatment under section 1256 are expected to be
characterized by the Fund as either short-term capital gain or ordinary
income.
PRINCIPAL
RISKS
An
investment in the Fund involves risk, including those described below.
There
is no assurance that the Fund will achieve its investment objective.
An
investor may lose money by investing in the Fund. An investment in
the Fund is not a bank deposit and is not insured or guaranteed by the FDIC or
any government agency. More complete risk descriptions are set
forth below under the heading “Additional
Information About the Fund’s Risks”.
Options
Risk.
•Selling
or Writing Options.
Writing option contracts can result in losses that exceed the seller’s initial
investment and may lead to additional turnover and higher tax liability. The
risk involved in writing a call option is that there could be an increase in the
market value of the underlying or reference asset. An underlying or reference
asset may be an index, equity security, or ETF. If this occurs, the call option
could be exercised and the underlying asset would then be sold at a lower price
than its current market value. In the case of cash settled call options such as
SPX options, the call seller would be required to purchase the call option at a
price that is higher than the original sales price for such call option.
Similarly, while writing
call
options can reduce the risk of owning the underlying asset, such a strategy
limits the opportunity to profit from an increase in the market value of the
underlying asset in exchange for up-front cash at the time of selling the call
option. The risk involved in writing a put option is that there could be a
decrease in the market value of the underlying asset. If this occurs, the put
option could be exercised and the underlying asset would then be sold at a
higher price than its current market value. In the case of cash settled put
options, the put seller would be required to purchase the put option at a price
that is higher than the original sales price for such put
option.
•Buying
or Purchasing Options Risk.
If a call or put option is not sold when it has remaining value and if the
market price of the underlying asset, in the case of a call option, remains less
than or equal to the exercise price, or, in the case of a put option, remains
equal to or greater than the exercise price, the buyer will lose its entire
investment in the call or put option. Since many factors influence the value of
an option, including the price of the underlying asset, the exercise price, the
time to expiration, the interest rate, and the dividend rate of the underlying
asset, the buyer’s success in implementing an option buying strategy may depend
on an ability to predict movements in the prices of individual assets,
fluctuations in markets, and movements in interest rates. There is no assurance
that a liquid market will exist when the buyer seeks to close out any option
position. When an option is purchased to hedge against price movements in an
underlying asset, the price of the option may move more or less than the price
of the underlying asset.
•Box
Spread Risk.
A Box Spread is the combination of a Synthetic Long position coupled with an
offsetting Synthetic Short position through a combination of options contracts
on an underlying or reference asset such as index, equity security or ETF with
the same expiration date. A Box Spread typically consists of four option
positions two of which represent the Synthetic Long and two representing the
Synthetic Short. If one or more of these individual option positions are
modified or closed separately prior to the option contract’s expiration, then
the Box Spread may no longer effectively eliminate risk tied to underlying
asset’s movement. Furthermore, the Box Spread’s value is derived in the market
and is in part, based on the time until the options comprising the Box Spread
expire and the prevailing market interest rates. If the Fund sells a Box Spread
prior to its expiration, then the Fund may incur a loss. The Fund’s ability to
profit from Box Spreads is dependent on the availability and willingness of
other market participants to sell Box Spreads to the Fund at competitive
prices.
•FLEX
Options Risk.
FLEX
Options are exchange-traded options contracts with uniquely customizable terms
like exercise price, style, and expiration date. Due to their customization and
potentially unique terms, FLEX Options may be less liquid than other securities,
such as standard exchange listed options. In less liquid markets for the FLEX
Options, the Fund may have difficulty closing out certain FLEX Options positions
at desired times and prices. The value of FLEX Options will be affected by,
among others, changes in the underlying share or equity index price, changes in
actual and implied interest rates, changes in the actual and implied volatility
of the underlying shares or equity index and the remaining time to until the
FLEX Options expire. The value of the FLEX Options will be determined based upon
market quotations or using other recognized pricing methods. During periods of
reduced market liquidity or in the absence of readily available market
quotations for the holdings of the Fund, the ability of the Fund to value the
FLEX Options becomes more difficult and the judgment of Arin (employing the fair
value procedures adopted by the Board of Trustees of the Trust) may play a
greater role in the valuation of the Fund’s holdings due to reduced availability
of reliable objective pricing
data.
Counterparty
Risk. Counterparty
risk is the risk that a counterparty to a financial instrument held by the Fund
or by a special purpose or structured vehicle invested in by the Fund may become
insolvent or otherwise fail to perform its obligations, and the Fund may obtain
no or limited recovery of its investment, and any recovery may be significantly
delayed. Exchange listed options, including FLEX Options, are issued and
guaranteed for settlement by the Options Clearing Corporation (“OCC”). The
Fund’s investments are at risk that the OCC will be unable or unwilling to
perform its obligations under the option contract terms. In the unlikely event
that the OCC becomes insolvent or is otherwise unable to meet its settlement
obligations, the Fund could suffer significant
losses.
Low
Short-Term Interest Rates Risk.
During market conditions in which short-term interest rates are at low levels,
the Fund’s yield can be very low, and the Fund may have a negative yield (i.e.,
it may lose money on an operating basis). During these conditions, it is
possible that the Fund will generate an insufficient amount of income
to
pay its expenses. In addition, it is possible that during these conditions the
Fund may experience difficulties purchasing and/or selling securities with
respect to scheduled rebalances, and may, as a result, maintain a portion of its
assets in cash, on which it may earn little, if any,
income.
Investment
Risk. When
you sell your Shares of the Fund, they could be worth less than what you paid
for them. The Fund could lose money due to short-term interest rate market
movements and over longer periods during continued interest rate market
movements. Therefore, you may lose money by investing in the
Fund.
Management
Risk.
The Fund is actively managed and may not meet its investment objective based on
Arin’s success or failure to implement investment strategies for the Fund. In
addition, there is the risk that the investment process, techniques and analyses
used by Arin will not produce the desired investment results and the Fund may
lose value as a result.
Market
Risk.
The Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in interest
rate sensitive markets. Interest rate markets can be volatile and prices of
investments can change substantially due to various factors including, but not
limited to, economic growth or recession, the investment’s average time to
maturity, changes in interest rates, changes in the actual or perceived
creditworthiness of issuers, and general market liquidity. The Fund is subject
to the risk that geopolitical events will disrupt securities markets and
adversely affect global economies and markets. Local, regional or global events
such as war, acts of terrorism, the spread of infectious illness or other public
health issues, or other events could have a significant impact on the Fund and
its investments.
Tax
Risk.
The Fund may enter into various transactions for which there is a lack of clear
guidance under the Code, which may affect the taxation of the Fund or its
distributions to shareholders. In particular, the use of certain derivatives may
cause the Fund to realize higher amounts of ordinary income or short-term
capital gain, to suspend or eliminate holding periods of positions, and/or to
defer realized losses, potentially increasing the amount of taxable
distributions, and of ordinary income distributions in particular. In addition,
certain derivatives are subject to mark-to-market or straddle provisions of the
Code. If such provisions are applicable, there could be an increase (or
decrease) in the amount of taxable distributions paid by the Fund. The Fund
intends to qualify as a regulated investment company (“RIC”) under the Code,
which requires the Fund to distribute a certain portion of its income and gains
each tax year, among other requirements. Similar to other ETFs and pursuant to
the Code, when the Fund disposes of appreciated property by distributing such
appreciated property in-kind pursuant to redemption requests, the Fund does not
recognize any built-in gain in such appreciated property. If the Internal
Revenue Service (“IRS”) disagrees with the Fund’s position as to the
applicability of this non-recognition rule to the Fund’s disposition of
derivatives, the Fund may not have distributed sufficient income or gains to
qualify as a RIC. If, in any year, the Fund fails to qualify as a RIC, the Fund
itself generally would be subject to U.S. federal income and potentially excise
taxation and distributions received by its shareholders generally would be
subject to further U.S. federal income taxation. Failure to comply with the
requirements for qualification as a RIC would have significant negative economic
and tax consequences to Fund shareholders. Additionally, section 1258 of the
Code requires that gain be recharacterized as ordinary income if it is derived
from any transaction in which substantially all of the expected return is
attributable to the time value of the investment in such transaction and which
falls into certain categories defined in the Code (a “conversion transaction”).
If any of the Fund’s transactions are deemed to be conversion transactions,
gains recognized, if any, from such transactions would be treated as ordinary
income, which could result in the Fund being under-distributed with the same
consequences as described above. It may be asserted that the Fund itself has
engaged in conversion transactions, the mere holding of Shares by a Fund
shareholder is a conversion transaction, or
both.
Valuation
Risk.
Some portfolio holdings, potentially a large portion of the Fund’s investment
portfolio, may be valued on the basis of factors other than market quotations.
This may occur more often in times of market turmoil or reduced liquidity. There
are multiple methods that can be used to value a portfolio holding when market
quotations are not readily available. The value established for any portfolio
holding at a point in time might differ from what would be produced using a
different methodology or if it had been priced using market
quotations.
Portfolio
holdings that are valued using techniques other than market quotations,
including “fair valued” securities, may be subject to greater fluctuation in
their valuations from one day to the next than if market quotations were used.
In addition, there is no assurance that the Fund could sell or close out a
portfolio position for the value
established
for it at any time, and it is possible that the Fund would incur a loss because
a portfolio position is sold or closed out at a discount to the valuation
established by the Fund at that
time.
ETF
Risks.
•Authorized
Participants, Market Makers and Liquidity Providers Concentration Risk.
The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In particular, the Fund will have a limited pool of APs
that are able to transact in standard exchange-listed options as well as FLEX
Options, therefore the pool of competitive markets for the Fund will be small.
This can result in increased costs to the Fund. In addition, there may be a
limited number of market makers and/or liquidity providers in the marketplace.
To the extent either of the following events occur, Shares may trade at a
material discount to NAV and possibly face delisting: (i) APs exit the business
or otherwise become unable to process creation and/or redemption orders and no
other APs step forward to perform these services, or (ii) market makers and/or
liquidity providers exit the business or significantly reduce their business
activities and no other entities step forward to perform their
functions.
•Premium-Discount
Risk.
The Shares may trade above or below their net asset value (“NAV”). The
market prices of Shares will generally fluctuate in accordance with changes in
NAV as well as the relative supply of, and demand for, Shares on Cboe BZX
Exchange, Inc. (the “Exchange”) or other securities exchanges. The trading price
of Shares may deviate significantly from NAV during periods of market volatility
or limited trading activity in Shares. In addition, you may incur the cost of
the “spread,” that is, any difference between the bid price and the ask price of
the Shares.
•Cost
of Trading Risk.
Investors
buying or selling Shares in the secondary market will pay brokerage commissions
or other charges imposed by brokers as determined by that broker. Brokerage
commissions are often a fixed amount and may be a significant proportional cost
for investors seeking to buy or sell relatively small amounts of
Shares.
•Trading
Risk.
Although
the Shares are listed on the Exchange, there can be no assurance that an active
or liquid trading market for them will develop or be maintained. In addition,
trading in Shares on the Exchange may be halted. In stressed market conditions,
the liquidity of Shares may begin to mirror the liquidity of its underlying
portfolio holdings, which can be less liquid than Shares, potentially causing
the market price of Shares to deviate from its NAV. The spread varies over time
for Shares of the Fund based on the Fund’s trading volume and market liquidity
and is generally lower if the Fund has high trading volume and market liquidity,
and higher if the Fund has little trading volume and market liquidity (which is
often the case for funds that are newly launched or small in
size).
Cash
Transactions Risk. Unlike most other ETFs, the Fund expects to effect a substantial
portion of its creations for cash, rather than in-kind securities. Cash creation
transactions may result in certain brokerage, tax, execution, price movement and
other costs and expenses related to the execution of trades resulting from such
transactions, and these costs and expenses are typically reimbursed to the Fund
by the AP placing the order(s). To the extent that the maximum additional charge
for creation transactions is insufficient to cover these costs and expenses, the
Fund’s performance could be negatively impacted. The use of cash creations may
also cause the Fund’s shares to trade in the market at greater bid-ask spreads
or greater premiums or discounts to the Fund’s NAV. Further, an investment in
the Fund may be less tax-efficient than an investment in an ETF that effects its
redemptions only in-kind. ETFs are able to make in-kind redemptions and avoid
being taxed on gains on the distributed portfolio securities at the fund level.
A Fund that effects redemptions for cash may be required to sell portfolio
securities to obtain the cash needed to distribute redemption proceeds. Any
recognized gain on these sales by the Fund will generally cause the Fund to
recognize a gain it might not otherwise have recognized, or to recognize such
gain sooner than would otherwise be required if it were to distribute portfolio
securities only in-kind. The Fund intends to distribute these gains to
shareholders to avoid being taxed on this gain at the fund level. As a practical
matter, only institutions and large investors, such as market makers or other
large broker dealers, create or redeem shares directly through the Fund. Most
investors will buy and sell shares of the Fund on an exchange through a
broker-dealer.
Large
Shareholder Risk. Certain
large shareholders, including other funds advised by the Fund’s investment
adviser or sub-advisers, may from time to time own a substantial amount of the
Fund’s Shares. Any such investment may be held for a limited period of time.
There can be no assurance that any large shareholder will not redeem its
investment.
Dispositions of a large number of Shares by such shareholders, which may occur
rapidly or unexpectedly, may adversely affect the Fund’s liquidity and net
assets to the extent such transactions are executed directly with the Fund in
the form of redemptions through an AP, rather than executed in the secondary
market. To the extent effected in cash, these redemptions may also force the
Fund to sell portfolio securities when it might not otherwise do so, which may
negatively impact the Fund’s NAV and increase the Fund’s brokerage costs. Such
cash redemptions may also accelerate the realization of taxable income to
shareholders. Similarly, large Fund share purchases through an AP may adversely
affect the performance of the Fund to the extent that the Fund is delayed in
investing new cash or otherwise maintains a larger cash position than it
ordinarily would. If these large shareholders transact in Shares on the
secondary market, such transactions may account for a large percentage of the
Fund’s trading volume and may, therefore, have a material upward or downward
effect on the market price of the
Shares.
Cash
and Cash Equivalents Risk.
Holding cash or cash equivalents rather than securities or other instruments in
which the Fund primarily invests, even strategically, may cause the Fund to risk
losing opportunities to earn increased returns, and may cause the Fund to
experience potentially lower returns than the Fund’s benchmark or other funds
that remain fully invested.
Frequent
Trading Risk.
The Fund may engage in active and frequent trading of portfolio securities to
achieve its investment objective. This frequent trading of portfolio securities
may increase the amount of commissions that the Fund pays when it buys and sells
such portfolio securities, which may detract from the Fund’s performance.
Derivative instruments and instruments with a maturity of one year or less at
the time of acquisition are excluded from the calculation of the Fund’s
portfolio turnover rate, which leads to the 0% portfolio turnover rate reported
herein.
Limited
Operating History Risk.
The Fund is a recently organized investment company with a limited operating
history. As a result, prospective investors have a limited track record or
history on which to base their investment decision.
Geopolitical/Natural
Disaster Risks. The Fund’s investments are subject to geopolitical and natural
disaster risks, such as war, terrorism, trade disputes, political or economic
dysfunction within some nations, public health crises and related geopolitical
events, as well as environmental disasters, epidemics and/or pandemics, which
may add to instability in world economies and volatility in markets. The impact
may be short-term or may last for extended periods.
PERFORMANCE
The
following information provides some indication of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for calendar years ended
December 31. The table shows how the Fund’s average annual returns for one-year
and since inception periods compare with those of a broad measure of market
performance. The Fund’s past performance, before and after taxes, is not
necessarily an indication of how the Fund will perform in the future.
Performance information is also available on the Fund’s website at
www.alphaarchitect.com/funds or by calling the
Fund at (215) 882-9983.
Calendar Year Total Return as
of December 31
During
the period of time shown in the bar chart, the Fund’s highest
return for a calendar quarter was 1.37% (quarter ended
December 31,
2023) and the Fund’s lowest
return for a calendar quarter was 1.11% (quarter ended June 30,
2023).
|
|
|
|
|
|
|
| |
Average
Annual Total Returns
(for
periods ended December 31, 2023) |
1
Year |
Since
Inception (12/27/22) |
Return Before
Taxes |
4.99% |
4.97% |
Return After
Taxes on Distributions |
4.99% |
4.97% |
Return After
Taxes on Distributions and Sale of Shares |
2.95% |
3.79% |
Solactive
1-3 Month US T-Bill Index (reflects
no deduction for fees or expenses)1 |
5.12% |
5.12% |
1Index
assumes withholding taxes on dividends.
After-tax returns are calculated using the highest historical
individual U.S. federal marginal income tax rates during the period covered by
the table and do not reflect the impact of state and local
taxes. Actual
after-tax returns depend on your tax situation and may differ from those shown
and are not relevant if you hold your shares through a tax- deferred
arrangement, such as a 401(k) plan or an individual retirement account
(“IRA”).
The
Solactive 1-3 month US T-Bill Index is a rules-based, market value weighted
index engineered for the short-term T-Bill market denominated in USD. The index
is comprised of USD denominated T-Bills with a time to maturity of 1 to 3
months.
INVESTMENT
ADVISER & INVESTMENT SUB-ADVISERS
|
|
|
|
| |
Investment
Adviser: |
Empowered
Funds, LLC dba EA Advisers (“Adviser”) |
Investment
Sub-Advisers: |
Arin
Risk Advisors, LLC (“Arin”)
Alpha
Architect, LLC (“Alpha Architect”) |
PORTFOLIO
MANAGERS
The
Fund’s portfolio is managed on a day-to-day basis by Lawrence Lempert, Joseph
DeSipio, and Ryan Bailey. Messrs. Lempert, DeSipio and Bailey have managed the
Fund since its inception in 2022.
PURCHASE
AND SALE OF FUND SHARES
The
Fund issues and redeems Shares on a continuous basis only in large blocks of
Shares, typically 10,000 Shares, called “Creation Units,” and only APs
(typically, broker-dealers) may purchase or redeem Creation Units. Creation
Units are primarily issued in cash and redeemed ‘in-kind’ for securities and/or
in cash. Individual Shares may only be purchased and sold in secondary market
transactions through brokers. Once created, individual Shares generally trade in
the secondary market at market prices that change throughout the day. Market
prices of Shares may be greater or less than their NAV. Except
when aggregated in Creation Units, the Fund’s shares are not redeemable
securities.
TAX
INFORMATION
The
Fund’s distributions generally are taxable to you as ordinary income, capital
gain, or some combination of both, unless your investment is in an IRA or other
tax-advantaged account. However, subsequent withdrawals from such a
tax-advantaged account may be subject to U.S. federal income tax. In the event
that a shareholder purchases Shares shortly before a distribution by the Fund,
the entire distribution may be taxable to the shareholder even though a portion
of the distribution effectively represents a return of the purchase price. You
should consult your own tax advisor about your specific tax
situation.
PURCHASES
THROUGH BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES
If
you purchase Shares through a broker-dealer or other financial intermediary, the
Fund and its related companies may pay the intermediary for the sale of Shares
and related services. These payments may create a conflict of interest by
influencing the broker-dealer or other intermediary and your salesperson to
recommend Shares over another investment. Ask your salesperson or visit your
financial intermediary’s website for more information.
ADDITIONAL
INFORMATION ABOUT THE FUND
How
is the Fund Different from a Mutual Fund?
Redeemability.
Mutual
fund shares may be bought from, and redeemed with, the issuing fund for cash at
NAV typically calculated once at the end of the business day. Shares of the
Fund, by contrast, cannot be purchased from or redeemed with the Fund except by
or through APs (typically, broker-dealers), and then principally for cash for
purchases and an in-kind basket of securities (and a limited cash amount) for
redemptions. In addition, the Fund issues and redeems Shares on a continuous
basis only in large blocks of Shares, typically 10,000 Shares, called “Creation
Units.”
Exchange
Listing. Unlike
mutual fund shares, Shares of the Fund will be listed for trading on the
Exchange. Investors can purchase and sell Shares on the secondary market through
a broker. Investors purchasing Shares in the secondary market through a
brokerage account or with the assistance of a broker may be subject to brokerage
commissions and charges. Secondary-market transactions do not occur at NAV, but
at market prices that change throughout the day, based on the supply of, and
demand for, Shares and on changes in the prices of the Fund’s portfolio
holdings. The market price of Shares may differ from the NAV of the Fund. The
difference between the market price of Shares and the NAV of the Fund is called
a premium when the market price is above the reported NAV and called a discount
when the market price is below the reported NAV, and the difference is expected
to be small most of the time, though it may be significant, especially in times
of extreme market volatility.
Tax
Treatment. The
Fund and the Shares have been designed to be tax-efficient where possible. To
the extent redemptions from the Fund are paid in cash, the Fund may realize
capital gains or losses, including in some cases short-term capital gains, upon
the sale of portfolio securities to generate the cash to satisfy the redemption.
In addition, tax treatment of options may negate certain tax efficiencies
typically associated with an ETF. As a result, an investment in the Fund may be
less tax-efficient than an investment in an ETF that effects its redemptions
only in-kind.
Transparency.
The
Fund’s portfolio holdings are disclosed on its website daily after the close of
trading on the Exchange and prior to the opening of trading on the Exchange the
following day. A description of the Fund’s policies and procedures with respect
to the disclosure of the Fund’s portfolio holdings is available in the Fund’s
Statement of Additional Information (“SAI”).
Premium/Discount
Information. Information
about the premiums and discounts at which the Fund’s Shares have traded will be
available at www.alphaarchitect.com/funds.
ADDITIONAL
INFORMATION ABOUT THE FUND’S INVESTMENT OBJECTIVE AND STRATEGIES
The
Fund’s investment objective is a non-fundamental investment policy and may be
changed without a vote of shareholders with prior written notice to
shareholders.
The
Fund is an actively managed ETF whose investment objective is to provide
investment results that, before fees and expenses, equal or exceed the price and
yield performance of an investment that tracks the 1-3 month sector of the
United States Treasury Bill. To do so, the principal investment strategy of the
Fund will be to utilize a series of long and short exchange-listed options
combinations called a box spread (“Box Spread”). In order to accomplish its
investment goals, the Fund may utilize either standard exchange-listed options
or FLEX Options or a combination of both.
In
general, an option contract is an agreement between a buyer and seller that
gives the purchaser of the option the right to buy or sell a particular asset at
a specified future date at an agreed upon price, commonly known as the “strike
price.” In the case of a “call option”, the purchaser has the right to buy the
particular asset and the seller of a “call option” has the obligation to deliver
the particular asset at the strike price. In the case of a “put option”, the
purchaser has the right to sell the particular asset and the seller of a “put
option” has the obligation to deliver the particular asset at the strike
price.
By
way of backgroun, a Box Spread is the combination of a synthetic long position
coupled with an offsetting synthetic short position through a combination of
options contracts on an equity security or an equity index at the same
expiration date. The synthetic long consists of buying a call option and selling
a put option on the same security or index where the call option and put option
share the same strike and expiration date (a “Synthetic Long”).
When
purchasing a Box Spread, the Synthetic Long will have a strike price that is
less than the strike price for the Synthetic Short. The difference between the
strike prices of the Synthetic Long and the Synthetic Short will determine the
expiration value (or value at maturity) of the Box Spread. The synthetic short
consists of buying a put option and selling a call option on the same security
or index with the same expiration date as the synthetic long but using a
different strike price (a “Synthetic Short”). When purchasing a Box Spread, the
Synthetic Long will have a strike price that is less than the strike price for
the Synthetic Short. The difference between the strike prices of the Synthetic
Long and the Synthetic Short will determine the expiration value (or value at
maturity) of the Box Spread. An important feature of the Box Spread construction
process is the elimination of risk tied to underlying market movements
associated with the underlying option’s security or equity index. The Box Spread
return stays constant no matter how low or how high the underlying option’s
security or equity index price moves. Once the Box Spread is initiated, its
return from the initiation date of such Box Spread through its expiration date
will generally not change. The Fund anticipates buying, holding, and/or selling
multiple Box Spreads, and consequently, the Fund’s anticipated return from Box
Spreads will reflect all of its investment activity, as well as changes in
market prices and expected interest rates, among other factors, and will vary
over time.
Buying
(or selling) a Box Spread is similar to buying (or selling) a zero-coupon bond.
A zero-coupon bond does not pay periodic coupons, but the bond trades
at a discount to its face value. The maturity value of a zero-coupon
bond is comparable to the difference in the strike prices of the Box Spread. The
maturity date of a zero-coupon bond is comparable to the expiration date of the
options comprising the Box Spread. When constructing a Box Spread, the strike
price of the Synthetic Long will be at a lower strike price than the strike
price of the Synthetic Short. When buying or selling a Box Spread, the buyer or
seller generally expects the price of the Box Spread to be less than the
difference in the strike prices of the Box Spread. A buyer or seller of a Box
Spread will earn a profit or loss equal to the difference between the beginning
price (price paid to buy or received if sold) and the ending price (expiration
value or closing trade price). If the Fund holds the Box Spread until
expiration, then its profit or loss will be determined by the difference between
the price it paid to buy the Box Spread (or received in the case of selling the
Box Spread) and the value of the Box Spread upon expiration.
As
an example, a typical Box Spread could include the simultaneous purchase of a
call option and sale of a put option (i.e. Synthetic Long) with a strike of
$1,000 on the S&P 500 Index (“SPX”) together with the sale of a call option
and purchase of a put option (i.e. Synthetic Short) with a strike of $2,000 on
the SPX where all four of these options share the same expiration date. The
expiration or maturity value would be the difference in the strikes or $1,000 in
this case. The expected profit earned would equal the difference between the
price paid for this Box Spread and its expiration value of $1,000 minus any
transaction costs associated with the options trades. The effective yield on
each Box Spread is determined by annualizing the profit over the price paid. The
Fund will only purchase Box Spreads where the purchase price (after considering
all costs to the Fund for entering such trade) is less than the expiration
value.
Arin
may invest the Fund’s assets in a series of Box Spreads with various expiration
dates. The quantity and expiration dates of the Box Spreads held by the Fund
will be based on several factors, including the Fund’s asset size, the effective
yield for various Box Spread expiration dates available in the marketplace, and
Arin’s view of future interest rates. Based upon historical examples of Box
Spreads actually traded in the marketplace, Arin expects that there will be
market participants willing to sell Box Spreads to the Fund in sufficient
quantities to satisfy the objective of the Fund.
Under
normal market conditions, the Fund generally invests substantially all, but at
least 80%, of its total assets in a series of Box Spreads such that the weighted
average maturity of the Box Spreads based upon expiration dates is less than 90
days. The Fund may sell Box Spreads with a longer or shorter period to
expiration in an effort to gain exposure to the forward rate implied by the
execution of longer and shorter dated Box Spreads. The Fund expects to trade
some or all of the Box Spreads prior to their respective expiration dates, if
Arin believes it is advantageous for the Fund to do so.Upon expiration or sale
of any Box Spread, Arin will seek to purchase additional Box Spreads at an
effective yield and expiration date that offers favorable risk and reward
characteristics under current market conditions. The Fund may also invest in
cash, cash equivalents, money market funds or treasury bills. The Fund’s
strategy is expected to result in high portfolio turnover. The return that the
Fund expects to earn from Box Spreads will fluctuate but remain consistent with
the market rate for similar short-term interest rate sensitive securities as
indicated by the Federal Funds Futures market.
When
purchasing or selling a Box Spread, the Fund will primarily use European-style
options. European style options may not be terminated or assigned in advance of
the option’s expiration date and may only be exercised on their expiration date.
This ensures that none of the synthetic positions created using the Box Spread
will be forcibly closed cancelled prior to the Box Spread’s maturity. The Fund
expects to use options on the SPDR® S&P 500® ETF Trust for substantially all
of the Fund’s holdings. The Fund may purchase or sell Box Spreads using
exchange-listed option contracts on an ETF other than the SPDR® S&P 500® ETF
Trust or on an index or individual equity security when Arin has determined that
doing so would provide the Fund with better risk and return or tax
characteristics. The Fund may also utilize an exchange-listed options strategy
using long shares of an individual equity security or ETF (in place of the
Synthetic Long) together with a Synthetic Short created by purchasing a put
option and selling a call option on that equity security or ETF with the same
strike and expiration date. This individual equity security or ETF strategy will
generally be purchased when such purchase is in the best interest of the Fund
because it offers more favorable price or tax characteristics. The Fund’s
collateral will typically be utilized to fully pay for the Box Spreads or other
similar strategies as described above.
The
Fund may engage in active and frequent trading of portfolio securities to
achieve its investment objective. In order to achieve its objective, the Fund
will typically purchase a new Box Spread at the time (or shortly thereafter) any
existing Box Spread expires or is sold or when Arin believes purchasing a new
Box Spread would offer a favorable investment opportunity. The Fund may also
sell or “roll” any Box Spread at any time. When rolling a Box Spread, the Fund
enters into a trade where it simultaneously closes on each component of an
existing Box Spread while opening a new Box Spread position. The Fund may also
sell Box Spreads that utilize the same or a different reference assets, strike
prices, and expiration dates as Box Spreads owned by the Fund. When selling or
rolling a Box Spread, the Fund may incur additional transaction costs than if it
waited until such Box Spread expired.
Exchange-traded
options on certain indexes, such as the SPX, are currently taxed under section
1256 of the Code. Pursuant to section 1256 of the Code, profit and loss on
transactions in non-equity options, including SPX options, are subject to
taxation at a rate equal to 60% long-term and 40% short-term capital gain or
loss regardless of the Fund’s holding period. Based on the advice of its
accountants, the Fund expects that distributions related to the Fund’s SPX
positions, if any, will be characterized by the Fund as capital gains with these
preferential terms.
Alpha
Architect works closely with Arin as it relates to providing strategic
investment advice to the Fund.
ADDITIONAL
INFORMATION ABOUT THE FUND’S RISKS
The
following information is in addition to, and should be read along with, the
description of the Fund’s principal investment risks in the sections titled
“Fund Summary—Principal Investment Risks” above.
Cash
and Cash Equivalents Risk.
Holding cash or cash equivalents rather than securities or other instruments in
which the Fund primarily invests, even strategically, may cause the Fund to risk
losing opportunities to earn increased returns, and may cause the Fund to
experience potentially lower returns than the Fund’s benchmark or other funds
that remain fully invested.
Cash
Transactions Risk.
Unlike most other ETFs, the Fund expects to effect a substantial portion of its
creations for cash, rather than in-kind securities. Cash creation transactions
may result in certain brokerage, tax, execution, price movement and other costs
and expenses related to the execution of trades resulting from such
transactions, and these costs and expenses are typically reimbursed to the Fund
by the AP placing the order(s). To the extent that the maximum additional charge
for creation transactions is insufficient to cover these costs and expenses, the
Fund’s performance could be negatively impacted. The use of cash creations may
also cause the Fund’s shares to trade in the market at greater bid-ask spreads
or greater premiums or discounts to the Fund’s NAV. Further, an investment in
the Fund may be less tax-efficient than an investment in an ETF that effects its
redemptions only in-kind. ETFs are able to make in-kind redemptions and avoid
being taxed on gains on the distributed portfolio securities at the fund level.
A Fund that effects redemptions for cash may be required to sell portfolio
securities to obtain the cash needed to distribute redemption proceeds. Any
recognized gain on these sales by the Fund will generally cause the Fund to
recognize a gain it might not otherwise have recognized, or to recognize such
gain sooner than would otherwise be required if it were to distribute portfolio
securities only in-kind. The Fund intends to distribute these gains to
shareholders to avoid being taxed on this gain at the fund level. This strategy
may cause shareholders to be subject to tax on gains they would not otherwise be
subject to, or at an earlier date than if they had made an investment in a
different ETF. As a practical matter, only institutions and large investors,
such as market makers or other large
broker
dealers, create or redeem shares directly through the Fund. Most investors will
buy and sell shares of the Fund on an exchange through a broker-dealer.
Counterparty
Risk. Counterparty
risk is the risk that a counterparty to a financial instrument held by the Fund
may become insolvent or otherwise fail to perform its obligations, and the Fund
may obtain no or limited recovery of its investment, and any recovery may be
significantly delayed. Exchange listed options, including FLEX Options, are
issued and guaranteed for settlement by the Options Clearing Corporation
(“OCC”). The Fund bears the risk that the OCC will be unable or unwilling to
perform its obligations under the options contracts. In the unlikely event that
the OCC becomes insolvent or is otherwise unable to meet its settlement
obligations, the Fund could suffer significant losses. Additionally, FLEX
Options may be illiquid, and in such cases, the Fund may have difficulty closing
out certain FLEX Options positions at desired times and prices. Also, since the
Fund is not a member of the OCC (a “clearing member”), and only clearing members
can participate directly in the OCC, the Fund will hold options contracts
through commingled omnibus accounts at clearing members. As a result, Fund
assets deposited with a clearing member as margin for options contracts may, in
certain circumstances, be used to satisfy losses of other clients of the Fund’s
clearing member. Although clearing members guarantee performance of their
clients’ obligations to the OCC, there is a risk that Fund assets might not be
fully protected in the event of the clearing member’s bankruptcy.
Geopolitical/Natural
Disaster Risks.
The Fund’s investments are subject to geopolitical and natural disaster risks,
such as war, terrorism, trade disputes, political or economic dysfunction within
some nations, public health crises and related geopolitical events, as well as
environmental disasters, epidemics and/or pandemics, which may add to
instability in world economies and volatility in markets. The impact may be
short-term or may last for extended periods.
ETF
Risks.
•Authorized
Participants, Market Makers and Liquidity Providers Concentration Risk.
The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In particular, the Fund will have a limited pool of APs
that are able to transact in standard exchange-listed options as well as FLEX
Options, therefore the pool of competitive markets for the Fund will be small.
This can result in increased costs to the Fund. In addition, there may be a
limited number of market makers and/or liquidity providers in the marketplace.
To the extent either of the following events occur, Shares may trade at a
material discount to NAV and possibly face delisting: (i) APs exit the business
or otherwise become unable to process creation and/or redemption orders and no
other APs step forward to perform these services, or (ii) market makers and/or
liquidity providers exit the business or significantly reduce their business
activities and no other entities step forward to perform their
functions.
•Premium-Discount
Risk.
The
Shares may trade above or below their net asset value (“NAV”). The market prices
of Shares will generally fluctuate in accordance with changes in NAV as well as
the relative supply of, and demand for, Shares on the Exchange or other
securities exchanges. The trading price of Shares may deviate significantly from
NAV during periods of market volatility or limited trading activity in Shares.
In addition, you may incur the cost of the “spread,” that is, any difference
between the bid price and the ask price of the Shares.
•Cost
of Trading Risk.
Investors
buying or selling Shares in the secondary market will pay brokerage commissions
or other charges imposed by brokers as determined by that broker. Brokerage
commissions are often a fixed amount and may be a significant proportional cost
for investors seeking to buy or sell relatively small amounts of Shares. In
addition, secondary market investors will also incur the cost of the difference
between the price that an investor is willing to pay for Shares (the “bid”
price) and the price at which an investor is willing to sell Shares (the “ask”
price). This difference in bid and ask prices is often referred to as the
“spread” or “bid/ask spread.” The bid/ask spread varies over time for Shares
based on trading volume and market liquidity, and is generally lower if Shares
have more trading volume and market liquidity and higher if Shares have little
trading volume and market liquidity. Further, increased market volatility may
cause increased bid/ask spreads.
•Trading
Risk.
Although
the Shares are listed on the Exchange, there can be no assurance that an active
or liquid trading market for them will develop or be maintained. In addition,
trading in Shares on the
Exchange
may be halted due to market conditions or for reasons that, in the view of the
Exchange, make trading in Shares inadvisable. When markets are stressed, Shares
could suffer erratic or unpredictable trading activity, extraordinary volatility
or wide bid/ask spreads, which could cause some market makers and APs to reduce
their market activity or “step away” from making a market in ETF shares. This
could cause the Fund’s market price to deviate, materially, from the NAV, and
reduce the effectiveness of the ETF arbitrage process. Further, trading in
Shares on the Exchange is subject to trading halts caused by extraordinary
market volatility pursuant to the “circuit breaker” rules, which temporarily
halt trading on the Exchange when a decline in the S&P 500 Index during a
single day reaches certain thresholds (e.g., 7%, 13% and 20%). There can be no
assurance that the requirements of the Exchange necessary to maintain the
listing of the Fund will continue to be met or will remain unchanged. In
stressed market conditions, the liquidity of Shares may begin to mirror the
liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those
Shares.
Frequent
Trading Risk.
The Fund may engage in active and frequent trading of portfolio securities to
achieve its investment objective. In order to achieve its objective, the Fund
will purchase a new Box Spread at the time (or shortly thereafter) any existing
Box Spread expires. The Fund may also “roll” any Box Spread at any time. When
rolling a Box Spread, the Fund enters into a trade where it simultaneously
closes on each component of an existing Box Spread while opening a new Box
Spread position. In rolling a Box Spread, the Fund will incur additional
transaction costs than if it waited until such Box Spread expired. This frequent
trading of portfolio securities may increase the amount of commissions that the
Fund pays when it buys and sells such portfolio securities, which may detract
from the Fund’s performance.
Derivative
instruments and instruments with a maturity of one year or less at the time of
acquisition are excluded from the calculation of the Fund’s portfolio turnover
rate, which leads to the 0% portfolio turnover rate reported
herein.
Investment
Risk. When
you sell your Shares of the Fund, they could be worth less than what you paid
for them. During a general downturn in the securities markets, multiple asset
classes may be negatively affected. Therefore, you may lose money by investing
in the Fund.
Large
Shareholder Risk.
Certain large shareholders, including other funds advised by the Fund’s
investment adviser or sub-advisers, may from time to time own a substantial
amount of the Fund’s Shares. Any such investment may be held for a limited
period of time. There can be no assurance that any large shareholder will not
redeem its investment. Dispositions of a large number of Shares by such
shareholders, which may occur rapidly or unexpectedly, may adversely affect the
Fund’s liquidity and net assets to the extent such transactions are executed
directly with the Fund in the form of redemptions through an authorized
participant, rather than executed in the secondary market. To the extent
effected in cash, these redemptions may also force the Fund to sell portfolio
securities when it might not otherwise do so, which may negatively impact the
Fund’s NAV and increase the Fund’s brokerage costs. Such cash redemptions may
also accelerate the realization of taxable income to shareholders. Similarly,
large Fund share purchases through an authorized participant may adversely
affect the performance of the Fund to the extent that the Fund is delayed in
investing new cash or otherwise maintains a larger cash position than it
ordinarily would. If these large shareholders transact in Shares on the
secondary market, such transactions may account for a large percentage of the
Fund’s trading volume and may, therefore, have a material upward or downward
effect on the market price of the Shares.
Limited
Operating History Risk.
The Fund is a recently organized investment company with a limited operating
history. As a result, prospective investors have a limited track record or
history on which to base their investment decision.
Low
Short-Term Interest Rates Risk.
During market conditions in which short-term interest rates are at low levels,
the Fund’s yield can be very low, and the Fund may have a negative yield (i.e.,
it may lose money on an operating basis). During these conditions, it is
possible that the Fund will generate an insufficient amount of income to pay its
expenses. In addition, it is possible that during these conditions the Fund may
experience difficulties purchasing and/or selling securities with respect to
scheduled rebalances, and may, as a result, maintain a portion of its assets in
cash, on which it may earn little, if any, income.
Management
Risk. The
Fund is actively managed and may not meet its investment objective based on
Arin’s success or failure to implement investment strategies for the Fund.
Arin’s evaluations and assumptions regarding
investments
may not successfully achieve the Fund’s investment objective given actual market
trends. In addition, there is the risk that Arin’s investment process,
techniques and analyses will not produce the desired investment results and the
Fund may lose value as a result.
Market
Risk.
The Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, and general market liquidity. The Fund is
subject to the risk that geopolitical events will disrupt securities markets and
adversely affect global economies and markets. Local, regional or global events
such as war, acts of terrorism, the spread of infectious illness or other public
health issues, or other events could have a significant impact on the Fund and
its investments.
Options
Risk.
•Selling
or Writing Options Risks.
Writing
option contracts can result in losses that exceed the seller’s initial
investment and may lead to additional turnover and higher tax liability. The
risk involved in writing a call option is that there could be an increase in the
market value of the underlying or reference asset. An underlying or reference
asset may be an index, equity security, or ETF. If this occurs, the call option
could be exercised and the underlying asset would then be sold at a lower price
than its current market value. In the case of cash settled call options such as
SPX options, the call seller would be required to purchase the call option at a
price that is higher than the original sales price for such call option.
Similarly, while writing call options can reduce the risk of owning the
underlying asset, such a strategy limits the opportunity to profit from an
increase in the market value of the underlying asset in exchange for up-front
cash at the time of selling the call option. The risk involved in writing a put
option is that there could be a decrease in the market value of the underlying
asset. If this occurs, the put option could be exercised and the underlying
asset would then be sold at a higher price than its current market value. In the
case of cash settled put options, the put seller would be required to purchase
the put option at a price that is higher than the original sales price for such
put option.
•Buying
or Purchasing Options Risk.
If a call or put option is not sold when it has remaining value and if the
market price of the underlying asset, in the case of a call option, remains less
than or equal to the exercise price, or, in the case of a put, remains equal to
or greater than the exercise price, the buyer will lose its entire investment in
the call or put option. Since many factors influence the value of an option,
including the price of the underlying asset, the exercise price, the time to
expiration, the interest rate, and the dividend rate of the underlying asset,
the buyer’s success in implementing the an option buying strategy may depend on
an ability to predict movements in the prices of individual assets, fluctuations
in markets, and movements in interest rates. There is no assurance that a liquid
market will exist when the buyer seeks to close out an option position. When an
option is purchase to hedge against price movements in an underlying asset, the
price of the option may move more or less than the price of the underlying
asset.
•Box
Spread Risk.
A Box Spread is the combination of a Synthetic Long position coupled with an
offsetting Synthetic Short position through a combination of options contracts
on an underlying or referenced asset such as index, equity security or ETF with
the same expiration date. A Box Spread typically consists of four option
positions two of which represent the Synthetic Long and two representing the
Synthetic Short. If one or more of these individual option positions are
modified or closed separately prior to the option contract’s expiration, then
the Box Spread may no longer effectively eliminate risk tied to underlying
asset’s movement. Furthermore, the Box Spread’s value is derived in the market
and is in part, based on the time until the options comprising the Box Spread
expire and the prevailing market interest rates. If the Fund sells a Box Spread
prior to its expiration, then the Fund may incur a loss. The Fund’s ability to
profit from Box Spreads is dependent on the availability and willingness of
other market participants to sell Box Spreads to the Fund at competitive
prices.
•FLEX
Options Risk.
FLEX
Options are exchange-traded options contracts with uniquely customizable terms
like exercise price, style, and expiration date. Due to their customization and
potentially unique terms, FLEX Options may be less liquid than other securities,
such as standard exchange listed options. In less liquid markets for the FLEX
Options, the Fund may have difficulty closing out certain FLEX Options
positions
at desired times and prices. The value of FLEX Options will be affected by,
among others, changes in the underlying share or equity index price, changes in
actual and implied interest rates, changes in the actual and implied volatility
of the underlying shares or equity index and the remaining time to until the
FLEX Options expire. The value of the FLEX Options will be determined based upon
market quotations or using other recognized pricing methods, in accordance with
the Trust’s pricing policies and procedures. During periods of reduced market
liquidity or in the absence of readily available market quotations for the
holdings of the Fund, the ability of the Fund to value the FLEX Options becomes
more difficult and the judgment of Arin (employing the fair value procedures
adopted by the Board of Trustees of the Trust) may play a greater role in the
valuation of the Fund’s holdings due to reduced availability of reliable
objective pricing data.
Tax
Risk.
The Fund may enter into various transactions for which there is a lack of clear
guidance under the Code, which may affect the taxation of the Fund or its
distributions to shareholders. In particular, the use of certain derivatives may
cause the Fund to realize higher amounts of ordinary income or short-term
capital gain, to suspend or eliminate holding periods of positions, and/or to
defer realized losses, potentially increasing the amount of taxable
distributions, and of ordinary income distributions in particular. In addition,
certain derivatives are subject to mark-to-market or straddle provisions of the
Code. If such provisions are applicable, there could be an increase (or
decrease) in the amount of taxable distributions paid by the Fund. The Fund
intends to qualify as a RIC under the Code, which requires the Fund to
distribute a certain portion of its income and gains each tax year, among other
requirements. As a RIC, the Fund will not be subject to U.S. federal income tax
on the portion of its net investment income and net capital gain that it
distributes to shareholders, provided that it satisfies certain requirements of
the Code, including a requirement that the “issuers” of the Fund’s assets be
sufficiently diversified. There is no published IRS guidance or case law on how
to determine the “issuer” of certain derivatives that the Fund will enter into.
Therefore, there is a risk that the Fund will not meet the Code’s
diversification requirements and will not qualify, or will be disqualified, as a
RIC. The Fund intends to treat FLEX Options referencing an index as “issued” by
the issuer of the securities underlying the index. This, in turn, would allow
the Fund to count the FLEX Options as automatically diversified investments
under the Code’s diversification requirements because the options are expected
to reference another RIC which is considered a diversified asset under the asset
diversification test. This position is consistent with informal guidance from
the IRS but has not been confirmed by published guidance or case law. If the
FLEX Options are not treated as issued by the issuer of the securities
underlying the index for diversification test purposes, there is a risk that the
Fund could lose its RIC status. Additionally, similar to other ETFs and pursuant
to the Code, when the Fund disposes of appreciated property by distributing such
appreciated property in-kind pursuant to redemption requests, the Fund does not
recognize any built-in gain in such appreciated property. If the IRS disagrees
with the Fund’s position as to the applicability of this non-recognition rule to
the Fund’s disposition of derivatives, the Fund may not have distributed
sufficient income or gains to qualify as a RIC. If, in any year, the Fund fails
to qualify as a RIC, the Fund itself generally would be subject to U.S. federal
income and potentially excise taxation and distributions received by its
shareholders generally would be subject to further U.S. federal income taxation.
Failure to comply with the requirements for qualification as a RIC would have
significant negative economic and tax consequences to Fund shareholders.
Additionally, section 1258 of the Code requires that gain be recharacterized as
ordinary income if it is derived from any transaction in which substantially all
of the expected return is attributable to the time value of the investment in
such transaction (a “loan-like transaction”) and which falls into one of the
following categories: (a) the holding of any property (whether or not actively
traded), and the entering into a contract to sell such property (or
substantially identical property) at a price determined in accordance with such
contract, but only if such property was acquired and such contract was entered
into on a substantially contemporaneous basis; (b) a straddle within the meaning
of section 1092(c) of the Code; (iii) any other transaction which is
marketed or sold as producing capital gains from a loan-like transaction; or
(iv) any other transaction specified in regulations prescribed by the IRS
Secretary. Certain Fund positions may be deemed to be straddles. If any of the
Fund’s transactions are deemed to be “conversion transactions,” gains
recognized, if any, from such transactions would be treated as ordinary income,
which could result in the Fund being under-distributed with the same
consequences as described above. It may be asserted that the Fund itself has
engaged in conversion transactions, the mere holding of Shares by a Fund
shareholder is a conversion transaction, or both.
Valuation
Risk.
Some portfolio holdings, potentially a large portion of the Fund’s investment
portfolio, may be valued on the basis of factors other than market quotations.
This may occur more often in times of market turmoil or
reduced
liquidity. There are multiple methods that can be used to value a portfolio
holding when market quotations are not readily available. The value established
for any portfolio holding at a point in time might differ from what would be
produced using a different methodology or if it had been priced using market
quotations.
Portfolio
holdings that are valued using techniques other than market quotations,
including “fair valued” securities, may be subject to greater fluctuation in
their valuations from one day to the next than if market quotations were used.
In addition, there is no assurance that the Fund could sell or close out a
portfolio position for the value established for it at any time, and it is
possible that the Fund would incur a loss because a portfolio position is sold
or closed out at a discount to the valuation established by the Fund at that
time.
FUND
MANAGEMENT
Investment
Adviser
Empowered
Funds, LLC, dba EA Advisers, acts as the Fund’s investment adviser (the
“Adviser”). The Adviser selects the Fund’s sub-advisers and oversees each
sub-adviser’s management of the Fund. The Adviser is located at 19 East Eagle
Road Havertown, PA 19083 and is wholly-owned by Alpha Architect, which is
wholly-owned by Empirical Finance, LLC. The Adviser is registered with the
Securities and Exchange Commission (“SEC”) under the Investment Advisers Act of
1940 and provides investment advisory services to the Fund and other
exchange-traded funds. The Adviser was founded in October 2013.
The
Adviser reviews and supervises the activities of Alpha Architect and Arin with
respect to the Fund. Notwithstanding the delegation of discretionary authority
to Arin or the delegation of certain duties to Alpha Architect, the Adviser
retains primary responsibility with respect to all matters relating to the Fund.
Pursuant to the terms of investment advisory agreement (the “Advisory
Agreement”) between the Trust and the Adviser, the Adviser is entitled to
receive the following Advisory Fee: 0.3949% (annual rate as a percentage of
average daily net assets). The Fund paid the Adviser a net advisory fee for the
fiscal period ended October 31, 2023 in the amount of $362,702 (gross advisory
fee of $734,984 less fee waiver amount of $372,192).
The
Adviser has contractually agreed to waive receipt of its management fees and/or
assume expenses of the Fund so that the total annual operating expenses of the
Fund (excluding payments under the Fund’s Rule 12b-1 distribution and
service plan (if any), brokerage expenses, taxes (including tax-related
services), interest (including borrowing costs), litigation expense (including
class action-related services) and other non-routine or extraordinary expenses)
do not exceed 0.1949% of the Fund’s average daily net assets. This agreement
will remain in place until at least February 28, 2025. The agreement may be
terminated only by the Board of Trustees.
The
Adviser (or an affiliate of the Adviser) bears all of the Adviser’s own costs
associated with providing these advisory services and all expenses of the Fund,
except for the fee payment under the Advisory Agreement, payments under the
Fund’s Rule 12b-1 Distribution and Service Plan (the “Plan”), brokerage
expenses, acquired fund fees and expenses, taxes (including tax-related
services), interest (including borrowing costs), litigation expense (including
class action-related services) and other non-routine or extraordinary
expenses.
The
Advisory Agreement for the Fund provides that it may be terminated at any time,
without the payment of any penalty, by the Board or, with respect to the Fund,
by a majority of the outstanding shares of the Fund, on 60 days’ written notice
to the Adviser, and by the Adviser upon 60 days’ written notice, and that it
shall be automatically terminated if it is assigned.
Sub-Adviser
— Alpha Architect, LLC
The
Adviser has retained Alpha Architect, LLC (“Alpha Architect”), an investment
adviser registered with the SEC under the Advisers Act, to provide sub-advisory
services to the Fund. Alpha Architect is located at 19 East Eagle Road,
Havertown, PA 19083 and is wholly-owned by Empirical Finance, LLC. Alpha
Architect provides investment advisory services to separately managed accounts,
the Fund, and other exchange-traded funds. Alpha Architect was founded in July
2010.
Alpha
Architect is responsible for providing non-discretionary investment guidance and
strategic investment advice to Arin with respect to Arin’s investment models,
subject to the overall supervision and oversight of the Adviser and
the
Board. Alpha Architect may also provide research or advice with respect to
valuation matters and infrastructure, among other matters, as requested by the
Adviser and/or Arin.
Pursuant
to the Alpha Architect sub-advisory agreement (the “Alpha Architect Sub-Advisory
Agreement”), Alpha Architect does not receive a fee for its sub-advisory
services. Alpha Architect is compensated under a Fund sponsorship agreement
between Alpha Architect, Arin, and the Adviser. This arrangement is described in
the “Fund Sponsor” section, below.
Sub-Adviser
— Arin Risk Advisors, LLC
The
Adviser has retained Arin Risk Advisors, LLC (“Arin”), an investment adviser
registered with the SEC, to provide sub-advisory services for the Fund. Arin is
located at 1100 East Hector Street, Suite 215, Conshohocken, Pennsylvania 19428.
Arin was established in 2009 and is registered as an investment adviser with the
SEC under the Advisers Act. Pursuant to the Arin sub-advisory agreement (the
“Arin Sub-Advisory Agreement”), Arin has discretion to purchase and sell
securities in accordance with the Fund’s objectives, policies, and restrictions.
Arin continuously reviews, supervises, and administers the Fund’s investment
program subject to oversight by the Adviser.
For
its services, the Adviser pays Arin a fee, which is calculated daily and paid
monthly, at an annual rate based on the Fund’s average daily net assets as
follows: 0.10% (annual rate as a percentage of average daily net
assets).
Fund
Sponsor
The
Adviser, Alpha Architect, and Arin have entered into a fund sponsorship
agreement, under which Arin, as the Fund’s sponsor, provides financial support
to the Fund and assumes the Adviser’s obligation to pay some of the Fund’s
expenses, including Arin’s own sub-advisory fee. Although Arin has agreed to be
responsible for paying some of the Fund’s expenses, the Adviser retains the
ultimate obligation to the Fund to pay them.
Every
month, the Advisory Fee, which is a unitary management fee, is calculated and
paid to the Adviser. If the amount of the unitary management fee exceeds the
Fund’s operating expenses and the Adviser-retained amount, the Adviser pays the
net total to Arin. The amount paid to Arin represents both the sub-advisory fee
and any remaining profits from the Advisory Fee. During months where there are
no profits or the funds are not sufficient to cover the entire sub-advisory fee,
the sub-advisory fee is automatically waived. If the amount of the unitary
management fee is less than the Fund’s operating expenses and the
Adviser-retained amount, Arin is obligated to reimburse the Adviser for the
shortfall.
Arin
will also pay the Adviser and Alpha Architect a portion of any such profits
generated by the operation and management of the Fund and its assets under
management. These amounts will be paid out of Arin’s legitimate profits.
APPROVAL
OF ADVISORY AGREEMENT & INVESTMENT SUB-ADVISORY AGREEMENTS
A
discussion regarding the basis for the Board’s approval of the Advisory
Agreement and Arin Sub-Advisory Agreement with respect to the Fund is available
in the Fund’s Semi-Annual Report
for the fiscal period ended March 31, 2023.
A
discussion regarding the basis for the Board’s approval of the Alpha Architect
Sub-Advisory Agreement with respect to the Fund will be available in the annual
Fund’s report for the fiscal year ending September 30, 2024.
PORTFOLIO
MANAGERS
Messrs.
Lawrence Lempert, Joseph DeSipio and Ryan Bailey are co-portfolio managers,
responsible for the day-to-day management of the Fund.
Lawrence
Lempert has been the trading director and chief compliance officer of Arin since
2011. Prior to joining Arin, he founded and managed Bullock Capital, LLC, a
proprietary stock/option trading and market making broker dealer and previously
served as a Specialist, market maker and Index options trader with Susquehanna
International Group. Mr. Lempert earned a Bachelor of Science degree in
Statistics and Economics from Rutgers College, a Juris Doctor from Villanova
University School of Law, and a Master of Laws in Taxation from New York
University School of Law.
Joseph
DeSipio is the co-founder and chief market strategist of Arin since the firm’s
founding in 2009. He previously held strategist and lead portfolio manager
positions with SEI Investments, Evergreen Investments, Wachovia, and Vector
Capital Management, Inc. Mr. DeSipio founded Evergreen Investments’ Options
Strategy Group in Philadelphia, Pennsylvania. Mr. DeSipio earned a Bachelor of
Science degree from Indiana University of Pennsylvania and Master of Arts degree
in Economics from Temple University. Mr. DeSipio is a CFA® charterholder. He
earned the right to use the Chartered Financial Analyst® designation. He is a
Financial Risk Manager – Certified by the Global Association of Risk
Professionals.
Ryan
Bailey joined Arin in 2012 and is the Lead Portfolio Manager, where he creates
and monitors customized options overlay and volatility management mandates. Mr.
Bailey designs and implements relative value, dividend recapture, and synthetic
exposures trade strategies. Previously, Mr. Bailey served as a Market Maker and
Proprietary Trader with Bullock Capital and Susquehanna International Group
across the equities, options and futures markets. Mr. Bailey earned a Bachelor
of Science degree (Magna Cum Laude) in Business Administration from Drexel
University.
The
Fund’s SAI provides additional information about the portfolio managers,
including other accounts each manages, their ownership in the Fund, and
compensation.
OTHER
SERVICE PROVIDERS
Quasar
Distributors, LLC (“Distributor”) serves as the distributor of Creation Units
(defined above) for the Fund on an agency basis. The Distributor does not
maintain a secondary market in Shares.
U.S.
Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services, is
the administrator, fund accountant, and transfer agent for the
Fund.
U.S.
Bank National Association is the custodian for the Fund.
Practus,
LLP, 11300 Tomahawk Creek Parkway, Suite 310, Leawood, Kansas 66211, serves as
legal counsel to the Trust.
Tait,
Weller & Baker LLP, 50 South 16th
Street, Suite 2900, Philadelphia, Pennsylvania 19102, serves as the Fund’s
independent registered public accounting firm. The independent registered public
accounting firm is responsible for auditing the annual financial statements of
the Fund.
THE
EXCHANGE
Shares
of the Fund are not sponsored, endorsed or promoted by the Exchange. The
Exchange is not responsible for, nor has it participated, in the determination
of the timing of, prices of, or quantities of Shares of the Fund to be issued,
nor in the determination or calculation of the equation by which the Shares are
redeemable. The Exchange has no obligation or liability to owners of the Shares
of the Fund in connection with the administration, marketing or trading of the
Shares of the Fund. Without limiting any of the foregoing, in no event shall the
Exchange have any liability for any direct, indirect, special, punitive,
consequential or any other damages (including lost profits) even if notified of
the possibility of such damages.
BUYING
AND SELLING FUND SHARES
Shares
will be issued or redeemed by the Fund at NAV per Share only in Creation Units
of 10,000 Shares. Purchases of Creation Units will primarily be in cash whereas
redemptions of Creation Units will generally be in-kind and in
cash.
Shares
will trade on the secondary market, however, which is where most retail
investors will buy and sell Shares. It is expected that only a limited number of
institutional investors, called Authorized Participants or “APs,” will purchase
and redeem Shares directly from the Fund. APs may acquire Shares directly from
the Fund, and APs may tender their Shares for redemption directly to the Fund,
at NAV per Share only in large blocks, or Creation Units. Purchases and
redemptions directly with the Fund must follow the Fund’s procedures, which are
described in the SAI.
Except
when aggregated in Creation Units, Shares are not redeemable with the
Fund.
BUYING
AND SELLING SHARES ON THE SECONDARY MARKET
Most
investors will buy and sell Shares in secondary market transactions through
brokers and, therefore, must have a brokerage account to buy and sell Shares.
Shares can be bought or sold through your broker throughout the trading day like
shares of any publicly traded issuer. The Trust does not impose any redemption
fees or restrictions on redemptions of Shares in the secondary market. When
buying or selling Shares through a broker, you will incur customary brokerage
commissions and charges, and you may pay some or all of the spread between the
bid and the offered prices in the secondary market for Shares. The price at
which you buy or sell Shares (i.e.,
the market price) may be more or less than the NAV of the Shares. Unless imposed
by your broker, there is no minimum dollar amount you must invest in the Fund
and no minimum number of Shares you must buy.
Shares
of the Fund are listed on the Exchange under the following symbol:
|
|
|
|
| |
Fund |
Trading
Symbol |
Alpha
Architect 1-3 Month Box ETF |
BOXX |
The
Exchange is generally open Monday through Friday and is closed for weekends and
the following holidays: New Year’s Day, Martin Luther King, Jr. Day,
Washington’s Birthday, Good Friday, Memorial Day, Juneteenth Independence Day,
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.
For
information about buying and selling Shares on the Exchange or in the secondary
markets, please contact your broker or dealer.
Book
Entry. Shares
are held in book entry form, which means that no stock certificates are issued.
The Depository Trust Company (“DTC”), or its nominee, will be the registered
owner of all outstanding Shares of the Fund and is recognized as the owner of
all Shares. Participants in DTC include securities brokers and dealers, banks,
trust companies, clearing corporations and other institutions that directly or
indirectly maintain a custodial relationship with DTC. As a beneficial owner of
Shares, you are not entitled to receive physical delivery of stock certificates
or to have Shares registered in your name, and you are not considered a
registered owner of Shares. Therefore, to exercise any right as an owner of
Shares, you must rely on the procedures of DTC and its participants. These
procedures are the same as those that apply to any stocks that you hold in book
entry or “street name” through your brokerage account. Your account information
will be maintained by your broker, which will provide you with account
statements, confirmations of your purchases and sales of Shares, and tax
information. Your broker also will be responsible for distributing income
dividends and capital gain distributions and for ensuring that you receive
shareholder reports and other communications from the Fund.
Share
Trading Prices. The
trading prices of the Fund’s Shares may differ from the Fund’s daily NAV and can
be affected by market forces of supply and demand for the Fund’s Shares, the
prices of the Fund’s portfolio securities, economic conditions and other
factors.
The
Exchange through the facilities of the Consolidated Tape Association or another
market information provider intends to disseminate the approximate value of the
Fund’s portfolio every fifteen seconds during regular U.S. trading hours. This
approximate value should not be viewed as a “real-time” update of the NAV of the
Fund because the approximate value may not be calculated in the same manner as
the NAV, which is computed once a day. The quotations for certain investments
may not be updated during U.S. trading hours if such holdings do not trade in
the U.S., except such quotations may be updated to reflect currency
fluctuations. The Fund is not involved in, or responsible for, the calculation
or dissemination of the approximate values and makes no warranty as to the
accuracy of these values.
Continuous
Offering. The
method by which Creation Units of Shares are created and traded may raise
certain issues under applicable securities laws. Because new Creation Units of
Shares are issued and sold by the Fund on an ongoing basis, a “distribution,” as
such term is used in the Securities Act, may occur at any point. Broker-dealers
and other persons are cautioned that some activities on their part may,
depending on the circumstances, result in their being deemed participants in a
distribution in a manner which could render them statutory underwriters and
subject them to the prospectus delivery requirements and liability provisions of
the Securities Act. For example, a broker-dealer firm or its client may be
deemed a statutory underwriter if it takes Creation Units after placing an order
with the Distributor, breaks them down into constituent Shares and sells the
Shares directly to customers or if
it
chooses to couple the creation of a supply of new Shares with an active selling
effort involving solicitation of secondary market demand for Shares. A
determination of whether one is an underwriter for purposes of the Securities
Act must take into account all the facts and circumstances pertaining to the
activities of the broker-dealer or its client in the particular case, and the
examples mentioned above should not be considered a complete description of all
the activities that could lead to a characterization as an
underwriter.
Broker-dealer
firms should also note that dealers who are not “underwriters” but are effecting
transactions in Shares, whether or not participating in the distribution of
Shares, are generally required to deliver a prospectus. This is because the
prospectus delivery exemption in Section 4(a)(3) of the Securities Act is
not available in respect of such transactions as a result of Section 24(d)
of the Investment Company Act of 1940, as amended (the “Investment Company
Act”). As a result, broker-dealer firms should note that dealers who are not
“underwriters” but are participating in a distribution (as contrasted with
engaging in ordinary secondary market transactions) and thus dealing with the
Shares that are part of an overallotment within the meaning of
Section 4(a)(3)(C) of the Securities Act, will be unable to take advantage
of the prospectus delivery exemption provided by Section 4(a)(3) of the
Securities Act. For delivery of prospectuses to exchange members, the prospectus
delivery mechanism of Rule 153 under the Securities Act is only available
with respect to transactions on a national exchange.
ACTIVE
INVESTORS AND MARKET TIMING
The
Board has evaluated the risks of market timing activities by the Fund’s
shareholders. The Board noted that the Fund’s Shares can be purchased and
redeemed directly from the Fund only in Creation Units by APs and that the vast
majority of trading in the Fund’s Shares occurs on the secondary market. Because
the secondary market trades do not directly involve the Fund, it is unlikely
those trades would cause the harmful effects of market timing, including
dilution, disruption of portfolio management, increases in the Fund’s trading
costs and the realization of capital gains. With regard to the purchase or
redemption of Creation Units directly with the Fund, to the extent effected
in-kind (i.e.,
for securities), the Board noted that those trades do not cause the harmful
effects (as previously noted) that may result from frequent cash trades. To the
extent trades are effected in whole or in part in cash, the Board noted that
those trades could result in dilution to the Fund and increased transaction
costs, which could negatively impact the Fund’s ability to achieve its
investment objective, although in certain circumstances (e.g., in conjunction
with a reallocation of the Fund’s investments), such trades may benefit Fund
shareholders by increasing the tax efficiency of the Fund. The Board also noted
that direct trading by APs is critical to ensuring that the Fund’s Shares trade
at or close to NAV. In addition, the Fund will impose transaction fees on
purchases and redemptions of Shares to cover the custodial and other costs
incurred by the Fund in effecting trades. Given this structure, the Board
determined that it is not necessary to adopt policies and procedures to detect
and deter market timing of the Fund’s Shares.
DISTRIBUTION
AND SERVICE PLAN
The
Fund has adopted the Plan pursuant to Rule 12b-1 under the Investment
Company Act. Under the Plan, the Fund may be authorized to pay distribution fees
of up
to 0.25% of its average daily net assets each year to
the Distributor and other firms that provide distribution and shareholder
services (“Service Providers”). As of the date of this Prospectus, the maximum
amount payable under the Plan is set at 0% until further action by the Board. In
the event 12b-1 fees are charged, over time they would increase the cost of an
investment in the Fund because they would be paid on an ongoing
basis.
NET
ASSET VALUE
The
NAV of Shares is calculated each business day as of the close of regular trading
on the New York Stock Exchange (“NYSE”), generally 4:00 p.m., Eastern
time.
The
Fund calculates its NAV per Share by:
•Taking
the current market value of its total assets,
•Subtracting
any liabilities, and
•Dividing
that amount by the total number of Shares owned by shareholders.
If
you buy or sell Shares on the secondary market, you will pay or receive the
market price, which may be higher or lower than NAV. Your transaction will be
priced at NAV only if you purchase or redeem your Shares in Creation
Units.
Equity
securities (other than equity or equity Index Options) that are traded on a
national securities exchange, except those listed on the NASDAQ Global
Market®
(“NASDAQ”) are valued at the last reported sale price on the exchange on which
the security is principally traded. Securities traded on NASDAQ will be valued
at the NASDAQ Official Closing Price (“NOCP”). If, on a particular day, an
exchange-traded or NASDAQ security does not trade, then the most recent quoted
bid for exchange traded or the mean between the most recent quoted bid and ask
price for NASDAQ securities will be used. Equity securities that are not traded
on a listed exchange are generally valued at the last sale price in the
over-the-counter market. If a nonexchange traded security does not trade on a
particular day, then the mean between the last quoted closing bid and asked
price will be used.
Exchange-traded
options (other than FLEX Options) are valued at the mean of the last quoted bid
and ask prices at 4:00 p.m. eastern time as provided by a third-party pricing
service from the primary exchange or the board of trade on which such options
are traded. Exchange-traded options will be valued on the basis of prices
provided by pricing services when such prices are reasonably believed to reflect
the market value of such options and may include the use of composite or
National Best Bid and Offer (“NBBO”) pricing information provided by the pricing
services.
FLEX
Options and “European Style” options (options that cannot be exercised prior to
the expiration date) that are listed on an exchange (e.g., Cboe) will typically
be valued at a model-based price provided by the exchange at the official close
of that exchange’s trading day. However, when a FLEX Option has a same-day
market trading price at the official close of that exchange’s trading day, 1)
this same-day market trading price will be used for the FLEX Option value
instead of the exchange’s model-based price and 2) the implied interest rate for
such same-day market traded FLEX options shall be utilized in all model-based
prices which share the same expiration date when available.
An
option may be fair valued when: (i) the option does not trade on the valuation
date and a reliable last quoted bid and ask price at the valuation time are not
readily available or (ii) the Fund’s Adviser and/or Sub-adviser or Fund
management does not believe the prices provided by the pricing services or
exchange reflect the current market value of such option.
Redeemable
securities issued by open-end investment companies are valued at the investment
company’s applicable net asset value, with the exception of exchange-traded
open-end investment companies which are priced as equity
securities.
If
a market price is not readily available or is deemed not to reflect the market
value of a Fund holding, the Fund will determine the price of the security based
on a determination of the security’s fair value pursuant to policies and
procedures approved by the Board.
To
the extent the Fund holds securities that may trade infrequently, fair valuation
may be used more frequently. Fair valuation may have the effect of reducing
stale pricing arbitrage opportunities presented by the pricing of Shares.
However, when the Fund uses fair valuation to price securities, it may value
those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Shares’ NAV performance
to diverge from the Shares’ market price and from the performance of various
benchmarks used to compare the Fund’s performance because benchmarks generally
do not use fair valuation techniques. Because of the judgment involved in fair
valuation decisions, there can be no assurance that the value ascribed to a
particular security is accurate.
FUND
WEBSITE AND DISCLOSURE OF PORTFOLIO HOLDINGS
The
Trust maintains a website for the Fund at www.alphaarchitect.com/funds. Among
other things, the website includes this Prospectus and the SAI, and will include
the Fund’s holdings, the Fund’s last annual and semi-annual reports. The website
shows the Fund’s daily NAV per share, market price, and premium or discount,
each as of the prior business day. The website also shows the extent and
frequency of the Fund’s premiums and discounts. Further, the website includes
the Fund’s median bid-ask spread over the most recent thirty calendar
days.
Each
day the Fund is open for business, the Trust publicly disseminates the Fund’s
full portfolio holdings as of the close of the previous day through its website
at www.alphaarchitect.com/funds. A description of the Trust’s policies and
procedures with respect to the disclosure of the Fund’s portfolio holdings is
available in the Fund’s SAI.
INVESTMENTS
BY OTHER INVESTMENT COMPANIES
For
purposes of the Investment Company Act, Shares are issued by a registered
investment company and purchases of such Shares by registered investment
companies and companies relying on Section 3(c)(1) or 3(c)(7) of the
Investment Company Act are subject to the restrictions set forth in
Section 12(d)(1) of the Investment Company Act, except as permitted by
Rule 6c-11, Rule 12d1-4, or an exemptive order of the
SEC.
DIVIDENDS,
DISTRIBUTIONS, AND TAXES
As
with any investment, you should consider how your investment in Shares will be
taxed. The tax information in this Prospectus is provided as general
information. You should consult your own tax professional about the tax
consequences of an investment in Shares.
Unless
your investment in Shares is made through a tax-exempt entity or tax-deferred
retirement account, such as an IRA, you need to be aware of the possible tax
consequences when:
•Your
Fund makes distributions,
•You
sell your Shares listed on the Exchange, and
•You
purchase or redeem Creation Units.
Dividends
and Distributions.
The Fund intends to qualify each year as a regulated investment company under
the Internal Revenue Code of 1986, as amended. As a regulated investment
company, the Fund generally pays no U.S. federal income tax on the income and
gains it distributes to you. The Fund expects to declare and to distribute its
net investment income, if any, to shareholders as dividends on an annual basis.
The Fund will distribute net realized capital gains, if any, at least annually.
The Fund may distribute such income dividends and capital gains more frequently,
if necessary, in order to reduce or eliminate U.S. federal excise or income
taxes on the Fund. The amount of any distribution will vary, and there is no
guarantee the Fund will pay either an income dividend or a capital gains
distribution. Distributions may be reinvested automatically in additional whole
Shares only if the broker through whom you purchased Shares makes such option
available.
Avoid
“Buying a Dividend.”
At the time you purchase Shares of the Fund, the Fund’s NAV may reflect
undistributed income, undistributed capital gains, or net unrealized
appreciation in value of portfolio securities held by the Fund. For taxable
investors, a subsequent distribution to you of such amounts, although
constituting a return of your investment, would be taxable. Buying Shares in the
Fund just before it declares an income dividend or capital gains distribution is
sometimes known as “buying a dividend.”
Taxes
Tax
Considerations.
The Fund expects, based on its investment objective and strategies, that its
distributions, if any, will be taxable as ordinary income, capital gains, or
some combination of both. This is true whether you reinvest your distributions
in additional Shares or receive them in cash. For U.S. federal income tax
purposes, Fund distributions of short-term capital gains are taxable to you as
ordinary income. Fund distributions of long-term capital gains are taxable to
you as long-term capital gain no matter how long you have owned your Shares. A
portion of income dividends reported by the Fund may be qualified dividend
income eligible for taxation by certain shareholders at long-term capital gain
rates provided certain holding period requirements are met.
Tax
Treatment of Complex Securities.
Certain of the Fund’s investments may be subject to complex provisions of the
Code (including provisions relating to hedging transactions, straddles,
integrated transactions, and notional principal contracts) that, among other
things, may affect the Fund’s ability to qualify as a RIC, may affect the
character of gains and losses realized by the Fund (e.g., may affect whether
gains or losses are ordinary or capital), accelerate recognition of income to
the Fund and defer losses. These rules could therefore affect the character,
amount and timing of distributions to shareholders. These provisions also may
require the Fund to mark to market certain types of positions in its portfolio
(i.e.,
treat them as if they were closed out) which may cause the Fund to recognize
income without the Fund receiving cash with which to make distributions in
amounts sufficient to enable
the
Fund to satisfy the RIC distribution requirements for avoiding income and excise
taxes. The Fund intends to monitor its transactions, intends to make appropriate
tax elections, and intends to make appropriate entries in its books and records
to mitigate the effect of these rules and preserve the Fund’s qualification for
treatment as a RIC.
Certain
derivative investments by the Fund, such as exchange-traded products and
over-the-counter derivatives, may not produce qualifying income for purposes of
the qualifying income requirement described in the SAI, which must be met in
order for the Fund to maintain its status as a RIC under the Code. In addition,
the determination of the value and the identity of the issuer of such derivative
investments are often unclear for purposes of the Asset Diversification Test
described in the SAI. The Fund intends to carefully monitor such investments to
ensure that any non-qualifying income does not exceed permissible limits and to
ensure that it is adequately diversified under the Asset Diversification Test.
The Fund, however, may not be able to accurately predict the non-qualifying
income from these investments and there are no assurances that the IRS will
agree with the Fund’s determination of the diversification requirement with
respect to such derivatives. Failure of the Asset Diversification Test might
also result from a determination by the IRS that financial instruments in which
the Fund invests are not securities.
The
Fund is required for federal income tax purposes to mark to market and recognize
as income for each taxable year its net unrealized gains and losses on certain
futures and options contracts subject to section 1256 of the Code
(“Section 1256 Contracts”) as of the end of the year as well as those
actually realized during the year. Gain or loss from Section 1256 Contracts
on broad-based indexes required to be marked to market will be 60% long-term and
40% short-term capital gain or loss. Application of this rule may alter the
timing and character of distributions to shareholders. The Fund may be required
to defer the recognition of losses on Section 1256 Contracts to the extent
of any unrecognized gains on offsetting positions held by the Fund. These
provisions may also require the Fund to mark-to-market certain types of
positions in its portfolio (i.e.,
treat them as if they were closed out), which may cause the Fund to recognize
income without receiving cash with which to make distributions in amounts
necessary to satisfy the distribution requirement and for avoiding the excise
tax discussed above. Accordingly, to avoid certain income and excise taxes, the
Fund may be required to liquidate its investments at a time when the investment
adviser might not otherwise have chosen to do so.
Offsetting
positions held by the Fund involving certain derivative instruments, such as
options, forwards, and futures, as well as its long and short positions in
portfolio securities, may be considered to constitute “straddles” for federal
income tax purposes. In general, straddles are subject to certain rules that may
affect the amount, character and timing of the Fund’s gains and losses with
respect to the straddle positions by requiring, among other things, that: (1)
any loss realized on disposition of one position of a straddle may not be
recognized to the extent that the Fund has unrealized gains with respect to the
other positions in straddle; (2) the Fund’s holding period in straddle positions
be suspended while the straddle exists (possibly resulting in a gain being
treated as short-term rather than long-term capital gain); (3) the losses
recognized with respect to certain straddle positions that are part of a mixed
straddle and are non-Section 1256 Contracts be treated as 60% long-term and
40% short-term capital loss; (4) losses recognized with respect to certain
straddle positions that would otherwise constitute short-term capital losses be
treated as long-term capital losses; and (5) the deduction of interest and
carrying charges attributable to certain straddle positions may be deferred.
Various elections are available to the Fund, which may mitigate the effects of
the straddle rules, particularly with respect to mixed straddles.
In
general, the straddle rules described above do not apply to any straddles held
by the Fund if all of the offsetting positions consist of Section 1256
Contracts. The straddle rules described above also do not apply if all the
offsetting positions making up a straddle consist of one or more “qualified
covered call options” and the stock to be purchased under the options and the
straddle is not part of a larger straddle. A qualified covered call option is
generally any option granted by the Fund to purchase stock it holds (or stock it
acquires in connection with granting the option) if, among other things, (1) the
option is traded on a national securities exchange that is registered with the
SEC or other market the IRS determined has rules adequate to carry out the
purposes of the applicable Code provision, (2) the option is granted more than
30 days before it expires, (3) the option is not a “deep-in-the-money option,”
(4) such option is not granted by an options dealer in connection with the
dealer’s activity of dealing in options, and (5) gain or loss with respect to
the option is not ordinary income or loss. In addition, the straddle rules could
cause distributions from the Fund that would otherwise constitute “qualified
dividend income” or qualify for the dividends received deduction to fail to
satisfy the applicable holding period requirements. To the extent the Fund
writes options that are not Section 1256 Contracts, the amount of the
premium received by the Fund for writing such options is likely to be entirely
short-term capital gain to the Fund. In addition, if such an option is closed by
the
Fund,
any gain or loss realized by the Fund as a result of closing the transaction
will also generally be short-term capital gain or loss. If such an option is
exercised any gain or loss realized by the Fund upon the sale of the underlying
security pursuant to such exercise will generally be short-term or long-term
capital gain or loss to the Fund depending on the Fund’s holding period for the
underlying security.
If
the Fund enters into a “constructive sale” of any appreciated financial position
in its portfolio, the Fund will be treated as if it had sold and immediately
repurchased the property and must recognize gain (but not loss) with respect to
that position. A constructive sale of an appreciated financial position occurs
when the Fund enters into certain offsetting transactions with respect to the
same or substantially identical property, including, but not limited to: (i) a
short sale; (ii) an offsetting notional principal contract; (iii) a futures or
forward contract; or (iv) other transactions identified in future Treasury
Regulations. The character of the gain from constructive sales will depend upon
the Fund’s holding period in the appreciated financial position. Losses realized
from a sale of a position that was previously the subject of a constructive sale
will be recognized when the position is subsequently disposed of. The character
of such losses will depend upon the Fund’s holding period in the position
beginning with the date the constructive sale was deemed to have occurred and
the application of various loss deferral provisions in the Code. Constructive
sale treatment does not apply to certain closed transactions, including if such
a transaction is closed on or before the 30th
day after the close of the Fund’s taxable year and the Fund holds the
appreciated financial position unhedged throughout the 60-day period beginning
with the day such transaction was closed.
Taxes
on Sales of Shares.
A sale or exchange of Shares is a taxable event and, accordingly, a capital gain
or loss will generally be recognized. Currently, any capital gain or loss
realized upon a sale of Shares generally is treated as long-term capital gain or
loss if the Shares have been held for more than one year and as short-term
capital gain or loss if the Shares have been held for one year or less. The
ability to deduct capital losses may be limited.
Medicare
Tax.
An additional 3.8% Medicare tax is imposed on certain net investment income
(including ordinary dividends and capital gain distributions received from the
Fund and net gains from redemptions or other taxable dispositions of Shares) of
U.S. individuals, estates, and trusts to the extent that such person’s “modified
adjusted gross income” (in the case of an individual) or “adjusted gross income”
(in the case of an estate or trust) exceeds a threshold amount. This Medicare
tax, if applicable, is reported by you on, and paid with, your U.S. federal
income tax return.
Backup
Withholding.
By law, if you do not provide the Fund with your proper taxpayer identification
number and certain required certifications, you may be subject to backup
withholding on any distributions of income, capital gains or proceeds from the
sale of your Shares. The Fund also must backup withhold if the Internal Revenue
Service (“IRS”) instructs it to do so. When backup withholding is required, the
amount will be 24% of any distributions or proceeds paid.
State
and Local Taxes.
Fund distributions and gains from the sale or exchange of your Shares generally
are subject to applicable state and local taxes.
Taxes
on Purchase and Redemption of Creation Units.
An AP who exchanges equity securities for Creation Units generally will
recognize a gain or a loss. The gain or loss will be equal to the difference
between the market value of the Creation Units at the time of purchase and the
exchanger’s aggregate basis in the securities surrendered and the cash amount
paid. A person who exchanges Creation Units for equity securities generally will
recognize a gain or loss equal to the difference between the exchanger’s basis
in the Creation Units and the aggregate market value of the securities received
and the cash amount received. The IRS, however, may assert that a loss realized
upon an exchange of securities for Creation Units cannot be deducted currently
under the rules governing “wash sales,” or on the basis that there has been no
significant change in economic position. Persons exchanging securities should
consult their own tax advisor with respect to whether the wash sale rules apply
and when a loss might not be deductible.
Under
current U.S. federal tax laws, any capital gain or loss realized upon redemption
of Creation Units is generally treated as long-term capital gain or loss if the
Shares have been held for more than one year and as a short-term capital gain or
loss if the Shares have been held for one year or less.
If
the Fund redeems Creation Units in cash, it may recognize more capital gains
than it will if it redeems Creation Units in-kind.
Non-U.S.
Investors.
Non-U.S. investors may be subject to U.S. federal withholding tax at a 30% or
lower treaty rate and are subject to special U.S. federal tax certification
requirements to avoid backup withholding and claim any treaty benefits. An
exemption from U.S. federal withholding tax is provided for capital gain
dividends paid by the Fund from long-term capital gains, if any. However,
interest-related dividends paid by the Fund from its qualified net interest
income from U.S. sources and short-term capital gain dividends may be exempt
from U.S. withholding provided the Fund makes certain designations and other
requirements are met. Furthermore, notwithstanding such exemptions from U.S.
federal withholding at the source, any such dividends and distributions of
income and capital gains will be subject to U.S. federal backup withholding at a
rate of 24% if you fail to properly certify that you are not a U.S. person. In
addition, U.S. estate tax may apply to Shares of the Fund.
Other
Reporting and Withholding Requirements.
Under the Foreign Account Tax Compliance Act (FATCA), the Fund will be required
to withhold a 30% tax on (i) income dividends paid by the Fund, and (ii)
possibly in the future, certain capital gain distributions and the proceeds
arising from the sale of Shares paid by the Fund, to certain foreign entities,
referred to as foreign financial institutions or non-financial foreign entities,
that fail to comply (or be deemed compliant) with extensive reporting and
withholding requirements designed to inform the U.S. Department of the Treasury
of U.S.-owned foreign investment accounts. The Fund may disclose the information
that it receives from its shareholders to the IRS, non-U.S. taxing authorities
or other parties as necessary to comply with FATCA. Withholding also may be
required if a foreign entity that is a shareholder of the Fund fails to provide
the Fund with appropriate certifications or other documentation concerning its
status under FATCA.
Possible
Tax Law Changes.
At the time that this prospectus is being prepared, various administrative and
legislative changes to the U.S. federal tax laws are under consideration, but it
is not possible at this time to determine whether any of these changes will be
made or what the changes might entail.
This
discussion of “Dividends, Distributions and Taxes” is not intended or written to
be used as tax advice. Because everyone’s tax situation is unique, you should
consult your tax professional about U.S. federal, state, local or foreign tax
consequences before making an investment in the Fund.
FINANCIAL
HIGHLIGHTS
The
financial highlights tables are intended to help you understand each Fund’s
financial performance for the last five years, or if shorter, the period of the
Fund’s operations. Certain information reflects financial results for a single
Share. The total returns in the table represent the rate that an investor would
have gained (or lost) on an investment in the Fund (assuming reinvestment of all
dividends and distributions). The information in the table below for the fiscal
period ended October 31, 2023, was audited by Tait, Weller & Baker LLP, an
independent registered public accounting firm, whose report, along with the
Fund’s financial statements, is included in the Fund’s Annual
Report,
which is available upon request.
ALPHA
ARCHITECT 1-3 MONTH BOX ETF
FINANCIAL
HIGHLIGHTS
For
the Period Ended October 31, 2023
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| Net
Asset Value, Beginning of Period |
|
Net
Investment Income (Loss)(1) |
| Net
Realized and Unrealized Gains (Loss) on Investments |
| Net
Increase (Decrease) in Net Asset Value Resulting from Operations |
|
Transaction
Fees(2) |
| Net
Asset Value, End of Period |
|
Total
Return(3) |
| Net
Assets, End of Period (000’s) |
|
Net
Expenses(4)(5) |
|
Gross
Expenses(4) |
|
Net
Investment Income (Loss)(4) |
|
Portfolio
Turnover Rate(6) |
December
28, 2022(7)
to
October 31, 2023 |
$100.00 |
| (0.16) |
| 4.25 |
| 4.09 |
| 0.02 |
| $104.11 |
| 4.11% |
| $544,469 |
| 0.1949% |
| 0.3949% |
| (0.1865)% |
| 0% |
(1)Net
investment income (loss) per share represents net investment income (loss)
divided by the daily average shares of beneficial interest outstanding
throughout the period.
(2)See
Note 1 in the Notes to the Financial Statements.
(3)All
returns reflect reinvested dividends, if any, but do not reflect the impact of
taxes. Total return for a period of less than one year is not annualized.
(4)For
periods of less than one year, these ratios are annualized.
(5)Net
expenses include effects of any reimbursement or recoupment.
(6)Portfolio
turnover is not annualized and is calculated without regard to short-term
securities having a maturity of less than one year. Excludes the impact of
in-kind transactions.
(7)Commencement
of operations.
If
you would like more information about the Fund and the Trust, the following
documents are available free, upon request:
ANNUAL/SEMI-ANNUAL
REPORTS TO SHAREHOLDERS
Additional
information about the Fund is available in its annual and semi-annual reports to
shareholders. The Annual
Report
explains the market conditions and investment strategies affecting the Fund’s
performance during the last fiscal period.
STATEMENT
OF ADDITIONAL INFORMATION
The
SAI dated February 28, 2024 (as supplemented June 24, 2024), which contains more
details about the Fund, is incorporated by reference in its entirety into this
Prospectus, which means that it is legally part of this Prospectus.
To
receive a free copy of the latest annual or semi-annual report, or the SAI, or
to request additional information about the Fund, please contact us as
follows:
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Call: |
(215)
882-9983 |
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Write: |
19
East Eagle Road Havertown, PA 19083 |
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Visit: |
www.
alphaarchitect.com/funds |
PAPER
COPIES
Please
note that paper copies of the Fund’s shareholder reports will generally not be
sent, unless you specifically request paper copies of the Fund’s reports from
your financial intermediary, such as a broker-dealer or bank. Instead, the
reports will be made available on the Fund’s website, and you will be notified
by mail each time a report is posted and provided with a website link to access
the report.
You
may elect to receive all future Fund reports in paper free of charge. Please
contact your financial intermediary to inform them that you wish to continue
receiving paper copies of Fund shareholder reports and for details about whether
your election to receive reports in paper will apply to all funds held with your
financial intermediary.
INFORMATION
PROVIDED BY THE SECURITIES AND EXCHANGE COMMISSION
Information
about the Fund, including its reports and the SAI, has been filed with the SEC.
It can be reviewed on the EDGAR database on the SEC’s internet site
(http://www.sec.gov). You can also request copies of these materials, upon
payment of a duplicating fee, by electronic request at the SEC’s e-mail address
([email protected]) or by calling the SEC at (202) 551-8090.
Investment
Company Act File No. 811-22961.