2025-04-08191579_Vest10YearInterestRateHedgeETF_TF_TSRSemiAnnual
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number 811-22668

 

ETF Series Solutions
(Exact name of registrant as specified in charter)

 

615 East Michigan Street

Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)

 

Kristina R. Nelson

ETF Series Solutions

615 East Michigan Street

Milwaukee, WI 53202
(Name and address of agent for service)

 

414-516-1645

Registrant’s telephone number, including area code

 

Date of fiscal year end: September 30

 

Date of reporting period: March 31, 2025

 

 
 

 

Item 1. Reports to Stockholders.

 

(a)

 

image
Vest 10 Year Interest Rate Hedge ETF
image
RYSE (Principal U.S. Listing Exchange: CBOE )
Semi-Annual Shareholder Report | March 31, 2025
This semi-annual shareholder report contains important information about the Vest 10 Year Interest Rate Hedge ETF for the period of November 1, 2024, to March 31, 2025. You can find additional information about the Fund at https://www.vestfin.com/etfs/RYSE-10-year-interest-rate-hedge-etf. You can also request this information by contacting us at 1-800-617-0004.
WHAT WERE THE FUND COSTS FOR THE LAST FIVE MONTHS? (based on a hypothetical $10,000 investment)
Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment*
Vest 10 Year Interest Rate Hedge ETF
$35
0.85%
* Annualized
KEY FUND STATISTICS (as of March 31, 2025)
Net Assets
$2,320,911
Number of Holdings
3
Portfolio Turnover
0%
30-Day SEC Yield
1.99%
30-Day SEC Yield Unsubsidized
1.99%
Visit https://www.vestfin.com/etfs/RYSE-10-year-interest-rate-hedge-etf for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of March 31, 2025)
Top Holdings
(% of Net Assets)
First American Treasury Obligations Fund - Class X
66.7%
10-Year Interest Rate Swap, Expiration: 06/30/2025; Exercise Rate: 3.02%
15.0%
10-Year Interest Rate Swap, Expiration: 06/30/2025; Exercise Rate: 4.38%
0.0%
Top Sectors
(% of Net Assets)
Cash & Other
100.0%
Other Material Fund Changes:
During the period, the fiscal year end for the Fund changed from October 31 to September 30.
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://www.vestfin.com/etfs/RYSE-10-year-interest-rate-hedge-etf.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Vest Financial LLC documents not be householded, please contact Vest Financial LLC at 1-800-617-0004, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Vest Financial LLC or your financial intermediary.
Vest 10 Year Interest Rate Hedge ETF  PAGE 1  TSR-SAR-26922B659

 
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Vest 2 Year Interest Rate Hedge ETF
image
HYKE (Principal U.S. Listing Exchange: CBOE )
Semi-Annual Shareholder Report | March 31, 2025
This semi-annual shareholder report contains important information about the Vest 2 Year Interest Rate Hedge ETF for the period of November 1, 2024, to March 31, 2025. You can find additional information about the Fund at https://www.vestfin.com/etfs/HYKE-2-year-interest-rate-hedge-etf. You can also request this information by contacting us at 1-800-617-0004.
WHAT WERE THE FUND COSTS FOR THE LAST FIVE MONTHS? (based on a hypothetical $10,000 investment)
Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment*
Vest 2 Year Interest Rate Hedge ETF
$35
0.85%
* Annualized
KEY FUND STATISTICS (as of March 31, 2025)
Net Assets
$1,259,869
Number of Holdings
3
Portfolio Turnover
0%
30-Day SEC Yield
2.12%
30-Day SEC Yield Unsubsidized
2.12%
Visit https://www.vestfin.com/etfs/HYKE-2-year-interest-rate-hedge-etf for more recent performance information.
WHAT DID THE FUND INVEST IN? (as of March 31, 2025)
Top Holdings
(% of Net Assets)
First American Treasury Obligations Fund - Class X
69.8%
2-Year Interest Rate Swap, Expiration: 06/30/2025; Exercise Rate: 2.62%
20.0%
2-Year Interest Rate Swap, Expiration: 06/30/2025; Exercise Rate: 4.01%
0.0%
Top Sectors
(% of Net Assets)
Cash & Other
100.0%
Other Material Fund Changes:
During the period, the fiscal year end for the Fund changed from October 31 to September 30.
For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://www.vestfin.com/etfs/HYKE-2-year-interest-rate-hedge-etf.
HOUSEHOLDING
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Vest Financial LLC documents not be householded, please contact Vest Financial LLC at 1-800-617-0004, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Vest Financial LLC or your financial intermediary.
Vest 2 Year Interest Rate Hedge ETF  PAGE 1  TSR-SAR-26922B584

 
(b) Not applicable.

 

Item 2. Code of Ethics.

 

Not applicable for semi-annual reports.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable for semi-annual reports.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable for semi-annual reports.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable for semi-annual reports.

 

Item 6. Investments.

 

(a) Schedule of Investments is included within the financial statements filed under Item 7 of this Form.

 

(b) Not Applicable.

 

 

 

Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.

 

(a)

 


VEST ETFs
Vest 10 Year Interest Rate Hedge ETF (RYSE)
Vest 2 Year Interest Rate Hedge ETF (HYKE)
Semi-Annual Financial Statements and Additional Information
March 31, 2025 (Unaudited)


TABLE OF CONTENTS

Vest 10 Year Interest Rate Hedge ETF
Schedule of Investments
March 31, 2025 (Unaudited)
 
Notional
Amount
Contracts
Value
PURCHASED OPTIONS - 15.0%(a)
Put Options - 15.0%
10-Year Interest Rate Swap, Counterparty: Goldman Sachs, Receive 12-Month SOFR US; Expiration: 06/30/2025; Exercise Rate: 3.02%
$5,634,334
5,634,334
$348,202
TOTAL PURCHASED OPTIONS
(Cost $348,202)
348,202
Shares
SHORT-TERM INVESTMENTS - 66.7%
Money Market Funds - 66.7%
First American Treasury Obligations Fund - Class X, 4.26%(b)(c)
1,549,127
1,549,127
TOTAL SHORT-TERM INVESTMENTS
(Cost $1,549,127)
1,549,127
TOTAL INVESTMENTS - 81.7%
(Cost $1,897,329)
$1,897,329
Other Assets in Excess of Liabilities - 18.3%
423,582
TOTAL NET
ASSETS - 100.0%
$2,320,911
Percentages are stated as a percent of net assets.
SOFR - Secured Overnight Financing Rate
(a)
Non-income producing security.
(b)
The rate shown represents the 7-day annualized effective yield as of March 31, 2025.
(c)
Fair value of this security exceeds 25% of the Fund’s net assets.  Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.
The accompanying notes are an integral part of these financial statements.
1

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Vest 10 Year Interest Rate Hedge ETF
Schedule of Written Options
March 31, 2025 (Unaudited)
 
Notional
Amount
Contracts
Value
WRITTEN OPTIONS - 0.0%(a)
Put Options - 0.0%(a)
10-Year Interest Rate Swap, Counterparty: Goldman Sachs, Pay 12-Month SOFR US; Expiration: 06/30/2025; Exercise Rate: 4.38%
$(5,634,334)
(5,634,334)
$  0
TOTAL WRITTEN OPTIONS
(Premiums received $0)
$0
Percentages are stated as a percent of net assets.
SOFR - Secured Overnight Financing Rate
(a)
Represents less than 0.05% of net assets.
The accompanying notes are an integral part of these financial statements.
2

TABLE OF CONTENTS

Vest 2 Year Interest Rate Hedge ETF
Schedule of Investments
March 31, 2025 (Unaudited)
 
Notional
Amount
Contracts
Value
PURCHASED OPTIONS - 20.0%(a)
Put Options - 20.0%
2-Year Interest Rate Swap, Counterparty: Goldman Sachs, Receive 12-Month SOFR US; Expiration: 06/30/2025; Exercise Rate: 2.62%
$13,331,207
13,331,207
$251,960
TOTAL PURCHASED OPTIONS
(Cost $251,960)
251,960
Shares
SHORT-TERM INVESTMENTS - 69.8%
Money Market Funds - 69.8%
First American Treasury Obligations Fund - Class X, 4.26%(b)(c)
879,124
879,124
TOTAL SHORT-TERM INVESTMENTS
(Cost $879,124)
879,124
TOTAL INVESTMENTS - 89.8%
(Cost $1,131,084)
$1,131,084
Other Assets in Excess of Liabilities - 10.2%
128,785
TOTAL NET
ASSETS - 100.0%
$1,259,869
Percentages are stated as a percent of net assets.
SOFR - Secured Overnight Financing Rate
(a)
Non-income producing security.
(b)
The rate shown represents the 7-day annualized effective yield as of March 31, 2025.
(c)
Fair value of this security exceeds 25% of the Fund’s net assets.  Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.
The accompanying notes are an integral part of these financial statements.
3

TABLE OF CONTENTS

Vest 2 Year Interest Rate Hedge ETF
Schedule of Written Options
March 31, 2025 (Unaudited)
 
Notional
Amount
Contracts
Value
WRITTEN OPTIONS - 0.0%(a)
Put Options - 0.0%(a)
2-Year Interest Rate Swap, Counterparty: Goldman Sachs, Pay 12-Month SOFR US; Expiration: 06/30/2025; Exercise Rate: 4.01%
$(13,331,207)
(13,331,207)
$  0
TOTAL WRITTEN OPTIONS
(Premiums received $0)
$0
Percentages are stated as a percent of net assets.
SOFR - Secured Overnight Financing Rate
(a)
Represents less than 0.05% of net assets.
The accompanying notes are an integral part of these financial statements.
4

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VEST ETFs
Statements of Assets and Liabilities
March 31, 2025 (Unaudited)
 
Vest 10 Year
Interest Rate
Hedge ETF
Vest 2 Year
Interest Rate
Hedge ETF
ASSETS:
Investments, at value
$1,897,329
$1,131,084
Cash held as collateral
550,000
200,000
Receivable for investments sold
228,600
184,200
Interest receivable
5,594
3,174
Total assets
2,681,523
1,518,458 
LIABILITIES:
Payable for investments purchased
348,202
251,960
Distributions payable
10,700
5,701
Payable to adviser
1,710
928
Total liabilities
360,612
258,589 
NET ASSETS
$ 2,320,911
$1,259,869 
NET ASSETS CONSISTS OF:
Paid-in capital
$3,620,031
$1,356,267
Total distributable earnings (accumulated losses)
(1,299,120)
(96,398)
Total net assets
$ 2,320,911
$1,259,869 
Net assets
$2,320,911
$1,259,869
Shares issued and outstanding(a)
100,000
50,000
Net asset value per share
$23.21
$25.20
COST:
Investments, at cost
$1,897,329
$1,131,084
(a)
Unlimited shares authorized without par value.
The accompanying notes are an integral part of these financial statements.
5

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VEST ETFs
Statements of Operations
For the Period Ended March 31, 2025 (Unaudited)
 
Vest 10 Year
Interest Rate
Hedge ETF(a)
Vest 2 Year
Interest Rate
Hedge ETF(a)
INVESTMENT INCOME:
Interest income
$27,938
$11,852
Total investment income
27,938
11,852
EXPENSES:
Investment advisory fee
8,523
4,675
Total expenses
8,523
4,675
NET INVESTMENT income (loss)
19,415
7,177
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) from:
Investments
152,588
106,544
Written option contracts expired or closed
(17,723)
(37,133)
Net realized gain (loss)
134,865
69,411 
Net change in unrealized appreciation (depreciation) on:
Investments
(192,396)
(149,177)
Written option contracts
48,591
46,955
Net change in unrealized appreciation (depreciation)
(143,805)
(102,222)
Net realized and unrealized gain (loss)
(8,940)
(32,811)
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$10,475
$(25,634)
(a)
The Fund changed its fiscal year end from October 31 to September 30. Amounts shown reflect the activity for the five months ended March 31, 2025.
The accompanying notes are an integral part of these financial statements.
6

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VEST ETFs
Statements of Changes in Net Assets
 
Vest 10 Year Interest
Rate Hedge ETF
Vest 2 Year Interest
Rate Hedge ETF
 
Period Ended
March 31, 2025
(Unaudited)(a)
Year Ended
October 31,
2024
Period Ended
March 31, 2025
(Unaudited)(a)
Period Ended
October 31,
2024(b)
OPERATIONS:
Net investment income (loss)
$19,415
$139,815
$7,177
$18,013
Net realized gain (loss)
134,865
(1,434,486)
69,411
(166,099)
Net change in unrealized appreciation (depreciation)
(143,805)
(107,209)
(102,222)
102,222
Net increase (decrease) in net assets from operations
10,475
(1,401,880)
(25,634)
(45,864)
DISTRIBUTIONS TO SHAREHOLDERS:
From earnings
(22,170)
(1,099,652)
(8,007)
(16,893)
Total distributions to shareholders
(22,170)
(1,099,652)
(8,007)
(16,893)
CAPITAL TRANSACTIONS:
Subscriptions
6,984,698
1,351,133
Redemptions
(8,782,658)
ETF transaction fees (See Note 8)
37,842
5,134
Net increase (decrease) in net assets from capital transactions
(1,760,118)
1,356,267
NET INCREASE (DECREASE) IN NET ASSETS
(11,695)
(4,261,650)
(33,641)
1,293,510
NET ASSETS:
Beginning of the period
2,332,606
6,594,256
1,293,510
— 
End of the period
$ 2,320,911
$2,332,606
$1,259,869
$1,293,510 
SHARES TRANSACTIONS
Subscriptions
275,000
50,000
Redemptions
(375,000)
Total increase (decrease) in shares
outstanding
(100,000)
50,000
(a)
The Fund changed its fiscal year end from October 31 to September 30. Amounts shown reflect the activity for the five months ended March 31, 2025.
(b)
Inception date of the Fund was January 10, 2024.
The accompanying notes are an integral part of these financial statements.
7

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Vest 10 Year Interest Rate Hedge ETF
Financial Highlights
 
Period Ended
March 31, 2025
(Unaudited)(a)
Year Ended
October 31,
2024
Period Ended
October 31,
2023(b)
PER SHARE DATA:
Net asset value, beginning of period
$23.33
$32.97
$25.00
INVESTMENT OPERATIONS:
Net investment income (loss)(c)
0.19
0.66
0.8
Net realized and unrealized gain (loss) on investments(d)
(0.09)
(4.95)
7.62
Total from investment operations
0.10
(4.29)
8.42
LESS DISTRIBUTIONS FROM:
Net investment income
(0.22)
(0.82)
(0.58)
Net realized gains
(4.71)
Total distributions
(0.22)
(5.53)
(0.58)
ETF transaction fees per share
0.18
0.13
Net asset value, end of period
$23.21
$23.33
$32.97
TOTAL RETURN(e)
0.42%
−11.35%
34.56%
SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of period (in thousands)
$2,321
$2,333
$6,594
Ratio of expenses to average net assets(f)
0.85%
0.85%
0.85%
Ratio of net investment income (loss) to average net assets(f)
1.94%
2.64%
3.73%
Portfolio turnover rate(e)(g)
0%
0%
0%
(a)
The Fund changed its fiscal year end from October 31 to September 30. Amounts shown reflect the activity for the five months ended March 31, 2025.
(b)
Inception date of the Fund was February 2, 2023.
(c)
Net investment income per share has been calculated based on average shares outstanding during the year.
(d)
Realized and unrealized gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the periods, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the periods.
(e)
Not annualized for periods less than one year.
(f)
Annualized for periods less than one year.
(g)
Portfolio turnover rate excludes in-kind transactions.
The accompanying notes are an integral part of these financial statements.
8

TABLE OF CONTENTS

Vest 2 Year Interest Rate Hedge ETF
Financial Highlights
 
Period Ended
March 31, 2025
(Unaudited)(a)
Period Ended
October 31,
2024(b)
PER SHARE DATA:
Net asset value, beginning of period
$25.87
$25.00
INVESTMENT OPERATIONS:
Net investment income (loss)(c)
0.14
0.49
Net realized and unrealized gain (loss) on investments(d)
(0.65)
0.67
Total from investment operations
(0.51)
1.16
LESS DISTRIBUTIONS FROM:
Net investment income
(0.16)
(0.43)
Total distributions
(0.16)
(0.43)
ETF transaction fees per share
0.14
Net asset value, end of period
$25.20
$25.87
TOTAL RETURN(e)
−1.96%
5.16%
SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of period (in thousands)
$1,260
$1,294
Ratio of expenses to average net assets(f)
0.85%
0.85%
Ratio of net investment income (loss) to average net assets(f)
1.31%
2.27%
Portfolio turnover rate(e)(g)
0%
0%
(a)
The Fund changed its fiscal year end from October 31 to September 30. Amounts shown reflect the activity for the five months ended March 31, 2025.
(b)
Inception date of the Fund was January 10, 2024.
(c)
Net investment income per share has been calculated based on average shares outstanding during the period.
(d)
Realized and unrealized gains and losses per share in the caption are balancing amounts necessary to reconcile the change in net asset value per share for the periods, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the periods.
(e)
Not annualized for periods less than one year.
(f)
Annualized for periods less than one year.
(g)
Portfolio turnover rate excludes in-kind transactions.
The accompanying notes are an integral part of these financial statements.
9

TABLE OF CONTENTS

VEST ETFs
NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)
NOTE 1 – ORGANIZATION
Vest 10 Year Interest Rate Hedge ETF and Vest 2 Year Interest Rate Hedge ETF (individually, each a “Fund” or collectively the “Funds”) are each a non-diversified series of ETF Series Solutions (“ESS” or the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on February 9, 2012. The Trust is registered with the Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares is registered under the Securities Act of 1933, as amended (the “Securities Act”).
The investment objective of Vest 10 Year Interest Rate Hedge ETF is to seek to provide a hedge against, and generate capital appreciation from, rising 10-year interest rates. The investment objective of Vest 2 Year Interest Rate Hedge ETF is to seek to provide a hedge against, and generate capital appreciation from, rising 2-year interest rates. Vest 10 Year Interest Rate Hedge ETF commenced operations on February 2, 2023, and Vest 2 Year Interest Rate Hedge ETF commenced operations on January 10, 2024. During the period, the fiscal year end for the Funds changed from October 31st to September 30th.
The end of the reporting period for the Funds is March 31, 2025, and the period covered by these Notes to Financial Statements is the period from November 1, 2024 to March 31, 2025 (the “current fiscal period”).
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
The Funds are investment companies and accordingly follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 Financial Services – Investment Companies.
The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
A.
Security Valuation. All equity securities, including domestic and foreign common stocks, preferred stocks, and exchange-traded funds that are traded on a national securities exchange, except those listed on the Nasdaq Global Market®, Nasdaq Global Select Market®, and the Nasdaq Capital Market Exchange® (collectively, “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 mean between the most recent quoted bid and asked prices will be used. All equity securities that are not traded on a listed exchange are valued at the last sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between the last quoted closing bid and asked price will be used. Prices denominated in foreign currencies are converted to U.S. dollar equivalents at the current exchange rate, which approximates fair value.
Swap and swaption contracts, such as credit default, total return, interest rate, and currency, are priced by an approved independent pricing service. The independent pricing service includes observable market data inputs in an evaluated valuation methodology.
Investments in mutual funds, including money market funds, are valued at their net asset value (“NAV”) per share.
Debt securities, including short-term debt instruments having a maturity of less than 60 days, are valued in accordance with prices provided by a pricing service. Pricing services may use various valuation methodologies such as the mean between the bid and asked prices, matrix pricing and other analytical pricing models as well as market transactions and dealer quotations.
Securities for which quotations are not readily available are valued at their respective fair values in accordance with pricing procedures adopted by the Funds’ Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Board. The use of fair value pricing by the Funds may cause the NAV of their shares to differ significantly from NAV that would be calculated without regard to such considerations.
10

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VEST ETFs
NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)(Continued)
As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
Level 2 –
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The following is a summary of the inputs used to value the Funds’ investments as of the end of the current fiscal period:
Vest 10 Year Interest Rate Hedge ETF
 
Level 1
Level 2
Level 3
Total
Assets:
Investments:
Purchased Options
$
$348,202
$
$348,202
Money Market Funds
1,549,127
1,549,127
Total Investments
$1,549,127
$348,202
$
$1,897,329
Liabilities:
Investments:
Written Options
$
$0
$
$0
Total Investments
$
$0
$
$0
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NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)(Continued)
Vest 2 Year Interest Rate Hedge ETF
 
Level 1
Level 2
Level 3
Total
Assets:
Investments:
Purchased Options
$
$251,960
$
$251,960
Money Market Funds
879,124
879,124
Total Investments
$879,124
$251,960
$
$1,131,084
Liabilities:
Investments:
Written Options
$
$0
$
$0
Total Investments
$
$0
$
$0
During the current fiscal period, the Funds did not recognize any transfers to or from Level 3.
B.
Federal Income Taxes. The Funds’ policy is to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and to distribute substantially all of their taxable net investment income and net capital gains to shareholders. Therefore, no federal income tax provision is required. The Funds plan to file U.S. Federal and applicable state and local tax returns.
Each Fund recognizes the tax benefits of uncertain tax provisions only when the position is more likely than not to be sustained. Management has analyzed each Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months. Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits on uncertain positions as income tax expenses in the Statement of Operations. During the current fiscal period, the Funds did not incur any interest or penalties.
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized from sales of securities are determined on a specific identification basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income or separately disclosed, if any, are recorded at the fair value of the security received. Interest income is recorded on an accrual basis. Discounts and premiums on securities purchased are accreted and amortized using the effective yield method.
D.
Distributions to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid quarterly and distributions from net realized gains on securities, if any, are declared and paid at least annually. Distributions are recorded on the ex-dividend date.
E.
Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the current fiscal period. Actual results could differ from those estimates.
F.
Share Valuation. The NAV per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the New York Stock Exchange (“NYSE”) is closed for trading. The offering and redemption price per share of each Fund is equal to each Fund’s NAV per share.
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G.
Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.
H.
Reclassification of Capital Accounts. U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These classifications have no effect on net assets or NAV per share and, if any, are primarily due to differing book and tax treatments for in-kind transactions. For the current fiscal period, there were no permanent differences.
I.
New Accounting Pronouncement. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, allowing financial statement users to better understand the components of a segment’s profit or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The amendments expand a public entity’s segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker, clarifying when an entity may report one or more additional measures to assess segment performance, requiring enhanced interim disclosures and providing new disclosure requirements for entities with a single reportable segment, among other new disclosure requirements.
Management has evaluated the impact of adopting ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures with respect to the financial statements and disclosures and determined there is no material impact for the Funds.  Each Fund operates as a single segment entity. Each Fund’s income, expenses, assets, and performance are regularly monitored and assessed by the Adviser, who serves as the chief operating decision maker, using the information presented in the financial statements and financial highlights.
J.
Subsequent Events. In preparing these financial statements, management has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. There were no events or transactions that occurred during the period subsequent to the end of the current fiscal period that materially impacted the amounts or disclosures in the Funds’ financial statements.
NOTE 3 – ADDITIONAL DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS
Interest rate swaps are contracts where one party “swaps” one type of cash flow for a different type of cash flow. The Funds will generally enter into interest rate swaps that exchange fixed-rate payments for floating-rate payments, with interest paid at fixed intervals (e.g., quarterly or semi-annually) or on the expiration date. The Funds will primarily utilize interest rate swaps tied to the 10-Year or 2-Year Rate, respectively, that are intended to increase in value when the actual or expected 10-Year or 2-Year Rate exceeds the fixed rate referenced in those swaps. Interest rate swaps are derivative instruments that trade over the counter, which means they trade in a broker-dealer network, as opposed to on a centralized exchange.
Interest rate swaptions are options that give a party the right, but not the obligation, to enter into an interest rate swap at some designated future time on specified terms. An interest rate payer swaption is a swaption where the Fund has the right, but not the obligation, to enter into a swap where the Fund pays a fixed interest rate and receives a floating interest rate. An interest rate receiver swaption is a swaption where the Fund has the right, but not the obligation, to enter into a swap where the Fund receives a fixed interest rate and pays a floating interest rate.
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NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)(Continued)
The effect of derivative instruments on the Statement of Assets and Liabilities for the current fiscal period, is as follows:
 
 
Asset Derivatives
Fund
Derivatives Investment Type
Statement of Assets and
Liabilities Location
Value
Vest 10 Year Interest Rate Hedge ETF
Purchased Options – Interest Rate Swaps
Investments in securities, at value
$348,202
Vest 2 Year Interest Rate Hedge ETF
Purchased Options – Interest Rate Swaps
Investments in securities, at value
251,960
 
 
Liability Derivatives
Fund
Derivatives Investment Type
Statement of Assets and
Liabilities Location
Value
Vest 10 Year Interest Rate Hedge ETF
Written Options – Interest Rate Swaps
Written Options, at value
$
Vest 2 Year Interest Rate Hedge ETF
Written Options – Interest Rate Swaps
Written Options, at value
The effect of derivative instruments on the Statement of Operations for the current fiscal period was as follows:
Fund
Derivatives Not Accounted for
as Hedging Instruments
Net Realized
Gain (Loss)
Change in
Unrealized
Appreciation
(Depreciation)
Vest 10 Year Interest Rate Hedge ETF.
Purchased Options - Interest Rate Swaps
$152,588*
$(192,396)**
Vest 10 Year Interest Rate Hedge ETF.
Written Options - Interest Rate Swaps
(17,723)
48,591
Vest 2 Year Interest Rate Hedge ETF.
Purchased Options - Interest Rate Swaps
106,544*
(149,177)**
Vest 2 Year Interest Rate Hedge ETF.
Written Options - Interest Rate Swaps
(37,133)
46,955
*
Included in net realized gain (loss) on investments as reported on the Statement of Operations.
**
Included in net change in unrealized appreciation (depreciation) on investments as reported in the Statements of Operations.
The average monthly market values of outstanding purchased and written options during the current fiscal period were as follows:
Purchased Options
Average Value
Vest 10 Year Interest Rate Hedge ETF
​$300,422
Vest 2 Year Interest Rate Hedge ETF
285,751
Written Options
Average Value
Vest 10 Year Interest Rate Hedge ETF
$(80,003)
Vest 2 Year Interest Rate Hedge ETF
(10,874)
NOTE 4 – OFFSETTING ASSETS AND LIABILITIES
During the ordinary course of business, the Funds may enter into transactions subject to enforceable netting agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows the Funds to offset any exposure to a specific counterparty with any collateral received or delivered to that counterparty based on the terms of the agreement. Generally, the Funds manage their cash collateral and securities collateral on a counterparty basis.
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NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)(Continued)
The following table provides a summary of offsetting financial assets and derivatives and the effect of derivative instruments on the Statements of Assets and Liabilities as of the end of the current fiscal period.
Vest 10 Year Interest Rate Hedged ETF
Description/Counterparty
Gross Amount
of Recognized
Assets/Liabilities
Gross Amount
Offset in the
Statement of
Assets and
Liabilities
Net Amount
Presented in the
Statement of
Assets and
Liabilities
Gross Amount not offset in the
Statement of Assets and Liabilities
Financial
Instruments
Collateral
Received/Pledged
Net
Amount
Assets
Interest Rate Swaps
Goldman Sachs
$348,202
$  —
$348,202
$  —
$  —
$348,202
Vest 2 Year Interest Rate Hedged ETF
Description/Counterparty
Gross Amount
of Recognized
Assets/Liabilities
Gross Amount
Offset in the
Statement of
Assets and
Liabilities
Net Amount
Presented in the
Statement of
Assets and
Liabilities
Gross Amount not offset in the
Statement of Assets and Liabilities
Financial
Instruments
Collateral
Received/Pledged
Net
Amount
Assets
Interest Rate Swaps
Goldman Sachs
$251,960
$  —
$251,960
$  —
$  —
$251,960
NOTE 5 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS
Vest Financial LLC (“the Adviser”), serves as the investment adviser to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Adviser, the Adviser provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Adviser is also responsible for arranging transfer agency, custody, fund administration, and all other related services necessary for the Funds to operate. Under the Advisory Agreement, the Adviser has agreed to pay all expenses incurred by the Funds, except for: the fee paid to the Adviser pursuant to the Advisory Agreement, interest charges on any borrowings, dividends and other expenses on securities sold short, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses. For the services it provides to the Funds, the Funds each pay the Adviser a unified management fee, which is calculated daily and paid monthly, at an annual rate of 0.85% of each Fund’s average daily net assets.
U.S. Bancorp Fund Services, LLC (“Fund Services” or “Administrator”), doing business as U.S. Bank Global Fund Services, acts as the Funds’ Administrator and, in that capacity, performs various administrative and accounting services for the Funds. The Administrator prepares various federal and state regulatory filings, reports and returns for the Funds, including regulatory compliance monitoring and financial reporting; prepares reports and materials to be supplied to the Board and monitors the activities of the Funds’ Custodian, transfer agent and fund accountant. Fund Services also serves as the transfer agent and fund accountant to the Funds. U.S. Bank N.A. (the “Custodian”), an affiliate of Fund Services, serves as the Funds’ Custodian.
All officers of the Trust are affiliated with the Administrator and Custodian.
NOTE 6 – PURCHASES AND SALES OF SECURITIES
During the current fiscal period, there were no purchases and sales of securities by the Funds, excluding short-term securities, derivatives, and in-kind transactions.
During the current fiscal period, there were no purchases or sales of long-term U.S. Government securities by the Funds. The Funds held U.S. Treasury Bills during the current fiscal period which are considered short-term securities.
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NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)(Continued)
During the current fiscal period, there were no in-kind transactions associated with creations and redemptions.
NOTE 7 – INCOME TAX INFORMATION
The amount and tax character of tax basis distributions and composition of net assets, including distributable earnings (accumulated deficit) are finalized at fiscal year-end; accordingly, tax basis balances have not been determined for the current fiscal period.
The components of distributable earnings (accumulated deficit) and cost basis of investments and net unrealized appreciation (depreciation) for federal income tax purposes at October 31, 2024, were as follows:
 
Vest 10 Year
Interest Rate
Hedge ETF
Vest 2 Year
Interest Rate
Hedge ETF
Tax cost of investments
$1,890,545
$655,168
Gross tax unrealized appreciation
$192,396
$149,177
Gross tax unrealized depreciation
Net tax unrealized appreciation (depreciation)
192,396
149,177
Undistributed ordinary income
3,256
1,120
Undistributed long-term capital gain
Other accumulated gain (loss)
(1,483,077)
(213,054)
Distributable earnings (accumulated deficit)
$(1,287,425)
$(62,757)
A regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first day of the next taxable year. Qualified late year losses are certain capital and ordinary losses which occur during the portion of the Funds’ taxable year subsequent to October 31 and December 31, respectively. For the taxable year ended October 31, 2024, the Funds did not elect to defer any post-October losses or late-year ordinary losses.
As of October 31, 2024, the Funds had the following capital loss carryforwards with no expiration date:
 
Short-Term
Long-Term
Vest 10 Year Interest Rate Hedge ETF
$1,434,486
$  —
Vest 2 Year Interest Rate Hedge ETF
166,099
The tax character of distributions paid by the Funds during the fiscal year/period ended October 31, 2024 and the period ended October 31, 2023 were as follows:
 
Ordinary Income
 
Year/Period Ended
October 31, 2024
Period Ended
October 31, 2023
Vest 10 Year Interest Rate Hedge ETF
$1,099,652
$96,897
Vest 2 Year Interest Rate Hedge ETF
16,893
N/A
NOTE 8 – SHARE TRANSACTIONS
Shares of the Funds are listed and traded on the Cboe BZX Exchange, Inc. (“Cboe”). Market prices for the shares may be different from their NAV. The Funds issue and redeem shares on a continuous basis at NAV generally in large blocks of shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created, shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units, shares are not redeemable securities of the Funds. Creation Units may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do
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NOTES TO FINANCIAL STATEMENTS
March 31, 2025 (Unaudited)(Continued)
not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem shares directly from the Funds. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
The Funds currently offer one class of shares, which has no front-end sales load, no deferred sales charge, and no redemption fee. A fixed transaction fee is imposed for the transfer and other transaction costs associated with the creation or redemption of Creation Units. The standard fixed creation and redemption transaction fee for the Funds is $300 payable to the Custodian. The fixed transaction fee may be waived on certain orders if the Funds’ Custodian has determined to waive some or all of the costs associated with the order, or another party, such as the Adviser, has agreed to pay such fee. In addition, a variable fee may be charged on all cash transactions or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction. Variable fees received by the Funds, if any, are displayed in the Capital Share Transactions section of the Statement of Changes in Net Assets. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Funds have equal rights and privileges.
NOTE 9 – PRINCIPAL RISKS
Swaptions Risk. A swaption is an option contract that gives the holder the right (but not the obligation) to enter into a swap at a predetermined rate at expiration in exchange for a premium payment. Swaptions enable the Funds to purchase exposure that is significantly greater than the premium paid. Consequently, the value of swaptions can be volatile, and a small investment in swaptions can have a large impact on the performance of the Funds. The Funds risk losing all or part of the cash paid (premium) for purchasing swaptions. Additionally, the value of the option may be lost if the Fund fails to exercise such option at or prior to its expiration. When the Funds write (sell) a swaption, there is a risk that the option will be exercised by the purchaser when the market value of the underlying interest rate swap changes unfavorably with respect to the Fund. The Funds’ loss may exceed the option premium received by the Fund.
Counterparty Risk. The risk of loss to the Funds for derivative transactions (such as interest rate swaps or swaptions) that are entered into on a net basis depends on which party is obligated to pay the net amount to the other party. If the counterparty is obligated to pay the net amount to the Fund, the risk of loss to the Fund is loss of the entire amount that the Fund is entitled to receive. If the Fund is obligated to pay the net amount, the Fund’s risk of loss is generally limited to that net amount. If a derivative instrument involves the exchange of the entire principal value of a security, the entire principal value of that security is subject to the risk that the other party to the transaction will default on its contractual delivery obligations. A counterparty may be unwilling or unable to make timely payments to meet its contractual obligations or may fail to return holdings that are subject to the agreement with the counterparty. If the counterparty or its affiliate becomes insolvent, bankrupt or defaults on its payment obligations to the Funds, the value of an investment held by the Funds may decline. Additionally, if any collateral posted by the counterparty for the benefit of the Funds is insufficient or there are delays in the Funds’ ability to access such collateral, the Funds may not be able to achieve their investment objectives.
NOTE 10 – BENEFICIAL OWNERSHIP
The beneficial ownership, either directly or indirectly, of 25% or more of the voting securities of a fund creates a presumption of control of a fund, under section 2(a)(9) of the Investment Company Act of 1940. As of the end of the current fiscal period, ownership by the Adviser was as follows:
Fund
Shares Owned
Percentage of Total
Shares Outstanding
Vest 10 Year Interest Rate Hedge ETF
25,000
25.00%
Vest 2 Year Interest Rate Hedge ETF
24,800
49.60%
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TAX INFORMATION (Unaudited)
FEDERAL TAX INFORMATION
For the fiscal period ended October 31, 2024, certain dividends paid by the Funds may be subject to the maximum rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.
The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:
Vest 10 Year Interest Rate Hedge ETF
0.00%
Vest 2 Year Interest Rate Hedge ETF
0.00%
For corporate shareholders, the percentage of ordinary income distributions that qualified for the corporate dividend received deduction for the fiscal period ended October 31, 2024 was as follows:
Vest 10 Year Interest Rate Hedge ETF
0.00%
Vest 2 Year Interest Rate Hedge ETF
0.00%
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(C) for the Funds were as follows:
Vest 10 Year Interest Rate Hedge ETF
85.66%
Vest 2 Year Interest Rate Hedge ETF
0.00%
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ADDITIONAL INFORMATION (Unaudited)
Changes in and Disagreements with Accountants
There were no changes in or disagreements with accountants during the period covered by this report.
Proxy Disclosure
There were no matters submitted to a vote of shareholders during the period covered by this report.
Remuneration Paid to Directors, Officers, and Others
All fund expenses, including Trustee compensation, are paid by the Investment Adviser pursuant to the Investment Advisory Agreement. Additional information related to those fees is available in the Funds’ Statement of Additional Information.
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Approval of Advisory Agreement & Board Considerations (Unaudited)
Vest 2 Year Interest Rate Hedge ETF
Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on October 9-10, 2024 (the “Meeting”), the Board of Trustees (the “Board”) of ETF Series Solutions (the “Trust”) approved the continuance of the Investment Advisory Agreement (the “Advisory Agreement”) between Vest Financial LLC (the “Adviser”) and the Trust, on behalf of Vest 2 Year Interest Rate Hedge ETF (the “Fund”).
Prior to the Meeting, the Board, including the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), reviewed written materials (the “Materials”), including information from the Adviser regarding, among other things: (i) the nature, extent, and quality of the services provided to the Fund by the Adviser; (ii) the historical performance of the Fund; (iii) the cost of the services provided and the profits realized by the Adviser or its affiliates from services rendered to the Fund; (iv) comparative performance, fee, and expense data for the Fund and other investment companies with similar investment objectives, including a report prepared by Barrington Partners, an independent third party, that compares the Fund’s investment performance, fees and expenses to relevant market benchmarks and peer groups (the “Barrington Report”); (v) the extent to which any economies of scale realized by the Adviser in connection with its services to the Fund are shared with Fund shareholders; (vi) any other financial benefits to the Adviser and its affiliates resulting from services rendered to the Fund; and (vii) other factors the Board deemed to be relevant. The Board also met via videoconference approximately ten days before the Meeting to discuss their initial thoughts regarding the Materials and communicate to Trust officers their follow up questions, if any, that they would like the Adviser to address at the Meeting and/or through revised or supplemental Materials.
The Board also considered that the Adviser, along with other Fund service providers, had provided written and oral updates on the firm over the course of the year with respect to its role as investment adviser to the Fund as well as another series of the Trust, the Vest 10 Year Interest Rate Hedge ETF. The Board considered that information alongside the Materials in its consideration of whether the Advisory Agreement should be continued. Additionally, Adviser representatives provided an oral overview of the Fund’s strategy, the services provided to the Fund by the Adviser, and additional information about the Adviser’s personnel and business operations. The Board then discussed the Materials and the Adviser’s oral presentation, as well as any other relevant information received by the Board at the Meeting and at prior meetings, and deliberated, in light of this information, on the approval of the continuation of the Advisory Agreement.
Approval of the Continuation of the Advisory Agreement with the Adviser
Nature, Extent, and Quality of Services Provided. The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser had provided and would continue to provide investment management services to the Fund. In considering the nature, extent, and quality of the services provided by the Adviser, the Board considered the quality of the Adviser’s compliance program and past reports from the Trust’s Chief Compliance Officer (“CCO”) regarding the CCO’s review of the Adviser’s compliance program. The Board also considered its previous experience with the Adviser providing investment management services to the Fund as well as other series of the Trust. The Board noted that it had received a copy of the Adviser’s registration form and financial statements, as well as the Adviser’s response to a detailed series of questions that included, among other things, information about the Adviser’s decision-making process, the background and experience of the firm’s key personnel, and the firm’s compliance policies, marketing practices, and brokerage information.
The Board also considered other services provided by the Adviser to the Fund, including the day-to-day management of the Fund’s portfolio, monitoring the Fund’s adherence to its investment restrictions and its compliance with the Fund’s policies and procedures and applicable securities regulations, as well as monitoring the extent to which the Fund achieves its investment objective as an actively managed fund. In particular, the Board considered the Adviser’s services in light of the Fund’s unique strategy to invest in various derivatives to hedge against a rise in the two-year interest rate while also using long and/or short positions in interest rate payer or receiver swaptions to limit losses and gains.
Historical Performance. The Trustees next considered the Fund’s performance. The Board noted that, for the since inception period from January 10, 2024, through June 30, 2024, the Fund’s performance on a gross of fees basis (i.e., excluding the effect of fees and expenses on Fund performance) significantly outperformed its broad-based benchmark, the ICE U.S. Treasury 1-3 Year Bond Total Return Index. The Board noted, however, that the benchmark
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Approval of Advisory Agreement & Board Considerations (Unaudited)(Continued)
tracks the performance of public obligations of the U.S. Treasury that have a remaining maturity of greater than or equal to one year and less than three years, whereas the Fund seeks to provide a hedge against, and generate capital appreciation from, rising two-year interest rates. The Board further noted that the Fund had commenced operations less than one year prior to the date of the Meeting, which was a relatively short period of time over which to evaluate the Fund’s performance and draw meaningful conclusions about its management.
The Board then observed that although additional comparative performance information regarding the Fund’s peer funds for the periods ended June 30, 2024, had been included in the Materials, since inception performance data was not available for the Fund’s peer funds. Accordingly, the Board was unable to compare the Fund’s performance for the since inception period against the returns of the peer funds over the same period. The Board, however, reviewed the performance information regarding the peer funds available in the Materials, including the Barrington Report, which reported the performance results of a group of (i) ETFs selected by Barrington Partners as most comparable to the Fund (the “Peer Group”) and (ii) funds in the Fund’s Morningstar category – U.S. Fund Nontraditional Bond (the “Category Peer Group”). In reviewing the peer funds’ performance, the Board noted that although the Peer Group is comprised of similar interest rate hedged products, over half of which are also actively managed, none of the peer funds are tied to a specific year’s interest rate, like the Fund. Additionally, at the Board’s request, the Adviser identified the funds the Adviser considered to be the Fund’s most direct competitors (the “Selected Peer Group”) and provided the Selected Peer Group’s performance results. The Board noted that the mix of index-based and actively managed ETFs included in the Selected Peer Group were chosen by the Adviser for their interest rate hedging strategies.
Cost of Services Provided and Economies of Scale. The Board then reviewed the Fund’s fees and expenses. The Board took into consideration that the Adviser had charged, and would continue to charge, a “unified fee,” meaning the Fund pays no expenses other than the advisory fee and, if applicable, certain other costs such as interest, brokerage, acquired fund fees and expenses, extraordinary expenses, and, to the extent it is implemented, fees pursuant to a Distribution and/or Shareholder Servicing (12b1) Plan. The Board noted that the Adviser had been and would continue to be responsible for compensating the Trust’s other service providers and paying the Fund’s other expenses out of the Adviser’s own fee and resources.
The Board noted that the Fund’s net expense ratio was equal to its unified fee (described above). The Board compared the Fund’s net expense ratio to those of its Peer Group and Category Peer Group, as shown in the Barrington Report, as well as its Selected Peer Group. The Board noted that the Fund had a lower net expense ratio than the median net expense ratio of its Category Peer Group, but the Fund’s net expense ratio was higher than the median net expense ratio, but within the net expense ratio range, of its Peer Group. In addition, the Board noted that the Fund’s net expense ratio was the highest net expense ratio among the funds in its Selected Peer Group.
The Board then considered the Adviser’s financial resources and information regarding the Adviser’s ability to support its management of the Fund and obligations under the unified fee arrangement, noting that the Adviser had provided its financial statements for the Board’s review. The Board also evaluated the compensation and benefits received by the Adviser from its relationship with the Fund, taking into account an analysis of the Adviser’s profitability with respect to the Fund at various actual and projected Fund asset levels.
The Board also considered the Fund’s expenses and advisory fee structure in light of its potential economies of scale. The Board noted that the Fund’s unitary fee structure did not contain any management fee breakpoint reductions as Fund assets grow. The Board concluded, however, that the Fund’s unitary fee structure reflects a sharing of economies of scale between the Adviser and the Fund at current asset levels. The Board also noted its intention to monitor fees as the Fund grows in size and assess whether advisory fee breakpoints may be warranted in the future should the Adviser realize economies of scale in its management of the Fund.
Conclusion. No single factor was determinative of the Board’s decision to approve the continuation of the Advisory Agreement; rather, the Board based its determination on the total mix of information available to it. Based on a consideration of all the factors in their totality, the Board, including the Independent Trustees, unanimously determined that the Advisory Agreement, including the compensation payable under the Advisory Agreement, was fair and reasonable to the Fund. The Board, including the Independent Trustees, unanimously determined that the approval of the continuation of the Advisory Agreement was in the best interests of the Fund and its shareholders.
21
 

 

(b) Financial Highlights are included within the financial statements filed under Item 7 of this Form.

 

Item 8. Changes in and Disagreements with Accountants for Open-End Investment Companies.

 

See Item 7(a).

 

Item 9. Proxy Disclosure for Open-End Investment Companies.

 

See Item 7(a).

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.

 

See Item 7(a).

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

 

See Item 7(a).

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable to open-end investment companies.

 

Item 15. Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

 

Item 16. Controls and Procedures.

 

(a) The Registrant’s President (principal executive officer) and Treasurer (principal financial officer) have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

 

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

 

Not applicable to open-end investment companies.

 

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a) Not Applicable.

 

(b) Not Applicable.

 

Item 19. Exhibits.

 

(a) (1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable.

 

(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed. Not Applicable.

 

(3) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.

 

(4) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies.

 

(5) Change in the registrant’s independent public accountant. Not applicable to open-end investment companies and ETFs.

 

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

  (Registrant)   ETF Series Solutions  

 

  By (Signature and Title)* /s/ Kristina R. Nelson  
    Kristina R. Nelson, President (principal executive officer)  

 

  Date 6/3/2025  

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

  By (Signature and Title)* /s/ Kristina R. Nelson  
    Kristina R. Nelson, President (principal executive officer)  

 

  Date 6/3/2025  

 

  By (Signature and Title)* /s/ Kristen M. Weitzel  
    Kristen M. Weitzel, Treasurer (principal financial officer)  

 

  Date 6/3/2025  

 

* Print the name and title of each signing officer under his or her signature.