Filed by the Registrant x
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐			Preliminary Proxy Statement
☐			Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
x			Definitive Proxy Statement
☐			Definitive Additional Materials
☐			Soliciting Material Pursuant to §240.14a-12

April 14, 2025

We invite you to a Joint Special Meeting of Shareholders (the “Special Meeting”) of the TrueShares Structured Outcome (January) ETF, TrueShares Structured Outcome (February) ETF, TrueShares Structured Outcome (March) ETF, TrueShares Structured Outcome (April) ETF, TrueShares Structured Outcome (May) ETF, TrueShares Structured Outcome (June) ETF, TrueShares Structured Outcome (July) ETF, TrueShares Structured Outcome (August) ETF, TrueShares Structured Outcome (September) ETF, TrueShares Structured Outcome (October) ETF, TrueShares Structured Outcome (November) ETF and TrueShares Structured Outcome (December) ETF (each, an “Existing Fund” and, collectively, the “Existing Funds”), each a series of Listed Funds Trust (“LiFT”), to be held telephonically at 10:00 a.m. Eastern Time on May 15, 2025.

Each New Fund was established solely for the purpose of acquiring the assets and liabilities of its corresponding Existing Fund and continuing the Existing Fund’s business. Subject to shareholder approval, on the closing date of a Reorganization, your Existing Fund shares will be exchanged for shares of equal value of its corresponding New Fund in complete liquidation of the Existing Fund, and you will no longer be a shareholder of an Existing Fund and will be a shareholder of the corresponding New Fund. Interests of shareholders will not be diluted as a result of the Reorganizations. If shareholders of the Existing Funds do not approve the Reorganizations, then the Existing Funds will not be reorganized into the New Funds and the LiFT board of trustees will consider what further actions to take with respect to the Existing Funds, which may include continuation or liquidation of the Existing Funds. Please note that approval of each Existing Fund’s Reorganization is not contingent upon the approval of the other Existing Funds’ Reorganizations. Importantly, approval of the proposal is not expected to result in any increase in Fund fees or expenses. The Adviser will pay all expenses incurred in connection with the Reorganizations, even if the Reorganizations are not approved by shareholders.

If you have any questions, please call Sodali & Co toll-free at 833-876-6804 and we will be glad to assist you.

TO BE HELD MAY 15, 2025

The board of trustees of Listed Funds Trust (“LiFT”), an open-end management investment company organized as a Delaware statutory trust, has called a special meeting of the shareholders (the “Shareholder Meeting”) of the TrueShares Structured Outcome (January) ETF, TrueShares Structured Outcome (February) ETF, TrueShares Structured Outcome (March) ETF, TrueShares Structured Outcome (April) ETF, TrueShares Structured Outcome (May) ETF, TrueShares Structured Outcome (June) ETF, TrueShares Structured Outcome (July) ETF, TrueShares Structured Outcome (August) ETF, TrueShares Structured Outcome (September) ETF, TrueShares Structured Outcome (October) ETF, TrueShares Structured Outcome (November) ETF and TrueShares Structured Outcome (December) ETF, each a series of LiFT (each, an “Existing Fund” and, together, the “Existing Funds”), to be held telephonically at 10:00 a.m. Eastern Time on May 15, 2025.

The persons designated as proxies may use their discretionary authority to vote as instructed by management of the Existing Funds on any other proposals raised at the Shareholder Meeting to the extent permitted by the proxy rules of the U.S. Securities and Exchange Commission (the “SEC”), including proposals for which timely notice was not received, as set forth in the SEC’s proxy rules. Those present and the appointed proxies also will transact such other business, if any, as may properly come before the Shareholder Meeting or any adjournments or postponements thereof. Shareholders of record at the close of business on March 31, 2025, are entitled to notice of, and to vote at, the Shareholder Meeting and any adjournments or postponements thereof. If the necessary quorum to transact business or the vote required to approve any proposal is not obtained at the Shareholder Meeting, or if a quorum is obtained but sufficient votes required to approve the Plan are not obtained, the chairman of the Shareholder Meeting may adjourn the Shareholder Meeting one or more times to permit, in accordance with applicable law, further solicitation of proxies with respect to the proposal. Any shareholder meeting, whether or not a quorum is present, may be adjourned by the vote of the majority of the shares represented at that meeting, either in person or by proxy.

/s/ Chad E. Fickett

Chad E. Fickett

Secretary of the Trust

April 9, 2025

IMPORTANT NOTICE REGARDING THE INTERNET AVAILABILITY OF PROXY MATERIALS FOR THE SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 15, 2025:

https://proxyvotinginfo.com/p/truemarketfs2025.

We are happy to answer your questions about this proxy solicitation. Please call 833-876-6804 Monday through Friday 10 a.m. to 11 p.m., Eastern time, with any questions about the proxy solicitation.

PROXY STATEMENT
SPECIAL MEETING OF SHAREHOLDERS
To Be Held May 15, 2025

This Proxy Statement is furnished in connection with the solicitation of proxies by the board of trustees (the “LiFT Board”) of Listed Funds Trust (“LiFT”) on behalf of the TrueShares Structured Outcome (January) ETF, TrueShares Structured Outcome (February) ETF, TrueShares Structured Outcome (March) ETF, TrueShares Structured Outcome (April) ETF, TrueShares Structured Outcome (May) ETF, TrueShares Structured Outcome (June) ETF, TrueShares Structured Outcome (July) ETF, TrueShares Structured Outcome (August) ETF, TrueShares Structured Outcome (September) ETF, TrueShares Structured Outcome (October) ETF, TrueShares Structured Outcome (November) ETF and TrueShares Structured Outcome (December) ETF (each, an “Existing Fund” and, together, the “Existing Funds”), each a series of LiFT, for use at a special meeting of shareholders (the “Shareholder Meeting”) to be held telephonically at 10:00 a.m. Eastern Time on May 15, 2025, and at any and all adjournments thereof. The Notice of Meeting, Proxy Statement and accompanying form of proxy will be mailed to shareholders on or about April 15, 2025.

Only shareholders of record of an Existing Fund at the close of business on March 31, 2025 (the “Record Date”) are entitled to notice of, and to vote at, the Shareholder Meeting and any adjournments or postponements thereof. Shareholders who wish to participate in the meeting are welcome to do so. If you were a record holder of Existing Fund shares as of the Record Date, please e-mail Sodali & Co (“Sodali”) at Msfs-meetinginfo@morrowsodali.com no later than 11:59 p.m. Eastern Time on May 14, 2025 to register. Please include the Fund’s name in the subject line and provide your name and address in the body of the e-mail. Sodali will then e-mail you the dial in information and instructions for attending the Shareholder Meeting.

At a meeting held on March 5, 2025, the LiFT Board, including a majority of the Trustees who are not “interested persons” (as that term is defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”)) (the “Independent Trustees”), considered and unanimously approved, subject to shareholder approval, an Agreement and Plan of Reorganization (the “Plan”) substantially similar to the copy attached to this Proxy Statement as Appendix A. Under the Plan, each Existing Fund will assign all of its

assets to the corresponding New Fund in exchange solely for (1) the number of the New Fund shares equivalent in value to shares of the relevant Existing Fund outstanding immediately prior to the Closing Date (as defined below), and (2) the New Fund’s assumption of all of the relevant Existing Fund’s liabilities, followed by a distribution of those shares to such Existing Fund’s shareholders so that the Existing Fund’s shareholders receive shares of the corresponding New Fund equivalent in value to the shares of the Existing Fund held by such shareholder on the closing date of the Reorganization, which is currently set to be on or about May 23, 2025 (the “Closing Date”). The Existing Funds and New Funds are sometimes referred to in this Proxy Statement as a “Fund.” Like LiFT, EST is an open-end investment company registered with the SEC.

Each Reorganization is expected to be a tax-free reorganization for federal income tax purposes and therefore no gain or loss should be recognized by an Existing Fund or its shareholders as a result of the Reorganization. The Adviser, and not the Existing or New Funds, will pay or facilitate the payment of the costs of each Reorganization, including any costs associated with the Shareholder Meeting, the Proxy Statement and soliciting proxies. If approved, the Reorganizations are expected to take effect on or about May 23, 2025, although the date may be adjusted in accordance with the Plan.

2. With respect to 75% of its total assets, (i) purchase securities of any issuer (except securities issued or guaranteed by the U.S. government, its agencies or instrumentalities or shares of investment companies) if, as a result, more than 5% of its total assets would be invested in the securities of such issuer, or (ii) acquire more than 10% of the outstanding voting securities of any one issuer.*

Neither Reorganization is expected to result in an increase in shareholder fees paid by an Existing Fund’s shareholders on shares acquired in the Reorganization or annual fund operating expenses. In fact, the

annual operating expenses of each New Fund are expected to be identical to, or, in time, lower than the annual operating expenses of the relevant Existing Fund. The following is a comparison of the fee tables, along with the expense example, of each Existing Fund and its corresponding New Fund:

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Shareholder Fees			Existing Fund			New Fund
(fees paid directly from your investment)			(Current)			(Pro Forma)
Management Fees			0.79%			0.79%
Distribution and/or Service (12b-1) Fees			0.00%			0.00%
Other Expenses			0.00%			0.00%
Acquired Fund Fees and Expenses			0.01%			0.01%
Total Annual Fund Operating Expenses			0.80%			0.80%

Example: The Example below is intended to help you compare the cost of investing in an Existing Fund and its corresponding New Fund with the cost of investing in other funds. The Example assumes that you invest $10,000 in the applicable Fund for the time periods indicated and then redeem (or you hold) all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and

each Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

			1 Year			3 Years			5 Years			10 Years
Existing Fund			$82			$256			$444			$990
New Fund			$82			$256			$444			$990

The following tables set forth the unaudited capitalization of each Existing Fund and New Fund as of March 31, 2025 and the unaudited pro forma capitalization of the combined Existing Fund and New Fund as adjusted to give effect to the proposed Reorganization. The following are examples of the number of shares of each New Fund that are proposed to be exchanged for the shares of the corresponding Existing Fund if the Reorganization occurs and do not reflect the number of shares or value of shares that would actually be received if the Reorganization occurs. Pro forma numbers are estimated in good faith and are hypothetical. Pro forma numbers do not reflect any potential liquidation of shareholders associated with the Reorganization.

TrueShares Structured Outcome (January) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$41,486,485			$0			$41,486,485
Shares Outstanding			1,250,000			0			1,250,000
Net Asset Value Per Share(1)			$33.19			$0			$33.19

TrueShares Structured Outcome (February) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$7,670,005			$0			$7,670,005
Shares Outstanding			230,000			0			230,000
Net Asset Value Per Share(1)			$33.35			$0			$33.35

TrueShares Structured Outcome (March) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$21,830,946			$0			$21,830,946
Shares Outstanding			720,000			0			720,000
Net Asset Value Per Share(1)			$30.32			$0			$30.32

TrueShares Structured Outcome (April) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$25,041,367			$0			$25,041,367
Shares Outstanding			760,000			0			760,000
Net Asset Value Per Share(1)			$32.95			$0			$32.95

TrueShares Structured Outcome (May) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$10,725,977			$0			$10,725,977
Shares Outstanding			370,000			0			370,000
Net Asset Value Per Share(1)			$28.99			$0			$28.99

TrueShares Structured Outcome (June) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$5,287,065			$0			$5,287,065
Shares Outstanding			185,000			0			185,000
Net Asset Value Per Share(1)			$28.58			$0			$28.58

TrueShares Structured Outcome (July) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$38,093,732			$0			$38,093,732
Shares Outstanding			950,000			0			950,000
Net Asset Value Per Share(1)			$40.10			$0			$40.10

TrueShares Structured Outcome (August) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$36,399,232			$0			$36,399,232
Shares Outstanding			975,000			0			975,000
Net Asset Value Per Share(1)			$37.33			$0			$37.33

TrueShares Structured Outcome (September) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$20,479,946			$0			$20,479,946
Shares Outstanding			555,000			0			555,000
Net Asset Value Per Share(1)			$36.90			$0			$36.90

TrueShares Structured Outcome (October) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$29,244,173			$0			$29,244,173
Shares Outstanding			770,000			0			770,000
Net Asset Value Per Share(1)			$37.98			$0			$37.98

TrueShares Structured Outcome (November) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$24,851,802			$0			$24,851,802
Shares Outstanding			640,000			0			640,000
Net Asset Value Per Share(1)			$38.83			$0			$38.83

TrueShares Structured Outcome (December) ETF			Existing Fund			New Fund			Pro Forma - New Fund after Reorganization (estimated)
Net Assets			$76,319,818			$0			$76,319,818
Shares Outstanding			2,130,000			0			2,130,000
Net Asset Value Per Share(1)			$35.83			$0			$35.83

The New Funds have not adopted a distribution and service plan pursuant to Rule 12b-1 and do not intend to do so.

TrueMark Investments, LLC, subject to the authority of the LiFT Board, is responsible for the overall management and administration of the Existing Funds’ business affairs. The Adviser commenced operations as an SEC registered investment adviser in January 2020 and its principal office is located at 433 W Van Buren, Suite 1100-D, Chicago, Illinois 60607. As of March 31, 2025, the Adviser had approximately $960 million in assets under management.

Cohen & Company, Ltd. (“Cohen & Co”), located at 1835 Market Street, Suite 310, Philadelphia, Pennsylvania 19103, serves as each Existing Fund’s independent registered public accounting firm. After the Reorganization, Cohen & Co, located at 8101 East Prentice Ave., Suite 750, Greenwood Village, CO 80111,

will serve as the independent registered public accounting firm of each New Fund and will perform an annual audit of each New Fund’s financial statements and provide other services related to filings with respect to securities regulations.

EST Trustees

Independent Trustees

Name, Address, Year of Birth

Position(s) Held with Registrant

Length of Service and Term

Principal Occupation(s) During Past 5 Years

Number of Funds Overseen In The Fund Complex*

Other Directorships Held During Past 5 Years**

Kimberly Storms 1972

Trustee, Audit Committee Chair

Since 2022, Indefinite

Ms. Storms served at various roles at ALPS Fund Services, Inc. from 1998 through 2020, including as Senior Vice President - Director of Fund Administration (2004-2020) and Senior Vice President - Director of Fund Management (2020). During her tenure, Ms. Storms served as an officer to certain ETF, closed-end and open-end investment companies (1998-2020) and, within the past 5 years, Principal Financial Officer of ALPS Series Trust (2012-2020), Financial Investors Trust (2013-2020), Liberty All-Star Funds (2013-2020), and Cambria ETF Trust (2020).

23

Sterling Capital Funds (Since October 2022)

Steven Norgaard 1964

Lead Independent Trustee

Trustee, since 2022, Indefinite

Mr. Norgaard has been an attorney with Steven K. Norgaard, P.C. since 1994.

24**

Frontier Funds (2 Funds) (since 2013); SRH Total Return Fund, Inc. (Since 2011)

Interested Trustee

Bradley J. Swenson 1972

President, Chairman, Interested Trustee

Since 2022, indefinite

Mr. Swenson is President of Paralel Distributors LLC (May 2022 to present) and Chief Compliance Officer of Paralel Technologies LLC (January 2023 to present). He previously served as President of TruePeak Consulting, LLC (August 2021 to December 2023). Mr. Swenson joined ALPS Fund Services, Inc. (“ALPS”) in 2004 and served as its President from June 2019 until June 2021. In this role, he served as an officer to certain other closed-end and open-end investment companies.

23

None

* The term “Fund Complex” means two or more registered investment companies that hold themselves out to investors as related companies for purposes of investment and investor services; or have a common investment adviser or that have an investment adviser that is an affiliated person of the investment adviser of any of the other registered investment companies. For the purposes of this table, all series of EST (23 funds, including the Funds) are included in the Fund Complex. As of April 1, 2025, EST was comprised of 9 active series managed by 1 affiliated and 2 unaffiliated investment advisers (not including the New Funds.) The term “Fund Complex” applies only to the New Funds. The New Funds do not hold themselves out as related to any other series within EST for investment purposes.

EST Officers
Name, Address, Year of Birth			Position(s) Held with Registrant			Length of Service and Term			Principal Occupation(s) During Past 5 Years
Nicholas Austin 1981			Treasurer			Since 2023, indefinite			Mr. Austin joined Paralel Technologies, LLC as Senior Controller in 2022. Prior to his current role, Mr. Austin served as Vice President/Fund Controller for SS&C ALPS from 2018-2022.
Christopher Moore 1984			Secretary			Since 2022, indefinite			Mr. Moore is General Counsel of Paralel Technologies LLC and each of its subsidiaries (since 2021). He is also Chief Compliance Officer of Paralel Advisors LLC since 2021. Mr. Moore served as Deputy General Counsel and Legal Operations Manager of RiverNorth Capital Management, LLC from 2020-2021.
Brenna Fudjack 1986			Chief Compliance Officer			Since 2023, indefinite			Ms. Fudjack joined Paralel Technologies LLC as Deputy Chief Compliance officer in 2023. Prior to her current role, Ms. Fudjack served as Manager, Risk & Financial Advisory for Deloitte & Touche LLP from 2022-2023; Director of Compliance for Perella Weinberg Partners Capital Management LP / Agility from 2018-2022.

Name			Aggregate Compensation From the Funds			Total Compensation From Fund Complex* Paid to Trustees
Interested Trustee
Paul R. Fearday			$0			$0
Independent Trustees
John L. Jacobs			$0			$115,000
Koji Felton			$0			$110,000
Pamela H. Conroy			$0			$112,500

Name			Aggregate Compensation From the Funds			Total Compensation From Fund Complex Paid to Trustees
Interested Trustee
Bradley J. Swenson			$0			$0
Independent Trustees
Kimberly Storms			$662+*			$1,324+
Steven Norgaard			$662+*			$1,324+

Fund			Shares Outstanding
TrueShares Structured Outcome (January) ETF			1,250,000
TrueShares Structured Outcome (February) ETF			230,000
TrueShares Structured Outcome (March) ETF			720,000
TrueShares Structured Outcome (April) ETF			760,000
TrueShares Structured Outcome (May) ETF			380,000
TrueShares Structured Outcome (June) ETF			185,000
TrueShares Structured Outcome (July) ETF			1,090,000
TrueShares Structured Outcome (August) ETF			1,575,000
TrueShares Structured Outcome (September) ETF			555,000
TrueShares Structured Outcome (October) ETF			770,000
TrueShares Structured Outcome (November) ETF			640,000
TrueShares Structured Outcome (December) ETF			2,130,000

Federal securities laws require that we include information about the shareholders who own 5% or more of the outstanding voting shares of each Existing Fund. A “control person” is a person who owns beneficially or through controlled companies more than 25% of the outstanding voting securities of the Existing Fund. Shareholders owning 25% or more of outstanding shares may be in control and may be able to affect the outcome of certain matters presented for a vote of shareholders. As of March 31, 2025, the following shareholders owned of record or beneficially 5% or more of the outstanding shares of the Existing Funds:

TrueShares Structured Outcome (January) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			55.09%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			31.74%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			5.75%			Record

TrueShares Structured Outcome (February) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			28.28%			Record
Goldman Sachs & Co., LLC 200 West Street New York, NY 10282			26.06%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			17.27%			Record
National Financial Services, LLC 200 Liberty Street New York, NY 10281			10.03%			Record
Interactive Brokers LLC One Pickwick Plaza Greenwich, CT 06830			7.05%			Record
Wedbush Securities 1000 Wilshire Blvd. Los Angeles, CA 90017			5.17%			Record

TrueShares Structured Outcome (March) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			47.36%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			33.90%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			13.56%			Record

TrueShares Structured Outcome (April) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			63.29%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			25.10%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			6.23%			Record

TrueShares Structured Outcome (May) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			52.49%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			21.62%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			17.93%			Record

TrueShares Structured Outcome (June) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			22.47%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			21.15%			Record
National Financial Services, LLC 200 Liberty Street New York, NY 10281			19.49%			Record
Goldman Sachs & Co., LLC 200 West Street New York, NY 10282			19.06%			Record
Interactive Brokers LLC One Pickwick Plaza Greenwich, CT 06830			10.06%			Record

TrueShares Structured Outcome (July) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			44.49%			Record
National Financial Services, LLC 200 Liberty Street New York, NY 10281			31.84%			Record
U.S. Bank 60 Livingston Avenue Saint Paul, MN 55107			12.84%			Record

TrueShares Structured Outcome (August) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
U.S. Bank 60 Livingston Avenue Saint Paul, MN 55107			38.10%			Record
National Financial Services, LLC 200 Liberty Street New York, NY 10281			34.96%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			18.66%			Record

TrueShares Structured Outcome (September) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			58.27%			Record
National Financial Services, LLC 200 Liberty Street New York, NY 10281			20.14%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			9.70%			Record

TrueShares Structured Outcome (October) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			56.64%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			30.33%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			9.53%			Record

TrueShares Structured Outcome (November) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			37.89%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			37.09%			Record
State Street Bank Trust Custodial Acct 1 Lincoln Street Boston, MA 02111			10.37%			Record
Wedbush Securities 1000 Wilshire Blvd. Los Angeles, CA 90017			7.24%			Record

TrueShares Structured Outcome (December) ETF
Shareholder and Address			Percentage of Fund Owned			Type of Ownership
National Financial Services, LLC 200 Liberty Street New York, NY 10281			48.86%			Record
Charles Schwab & Co., Inc. 211 Main Street San Francisco, CA 94105-1905			38.13%			Record
Pershing LLC One Pershing Plaza Jersey City, NJ 07399			8.32%			Record

As of March 31, 2025, the Officers and Trustees of LiFT, as a group, owned less than 1% of each Existing Fund.

Should shareholders require additional information regarding the proxy or replacement proxy cards, they may contact Sodali toll-free at 833-876-6804. Representatives will be available Monday through Friday 10 a.m. to 11 p.m., Eastern time.

The LiFT Board is making this solicitation of proxies. LiFT has engaged, at the Adviser’s expense, Sodali & Co, located at 430 Park Avenue, 14th Floor, New York, NY 10022, to serve as proxy solicitor. The estimated fees anticipated to be paid to Sodali & Co are approximately $147,000. The Adviser will pay or facilitate the payment of the costs of preparing and mailing this Proxy Statement, the accompanying Notice of Special Meeting and proxy and any additional materials relating to the Shareholder Meeting and the cost of soliciting proxies. In addition to solicitation by mail, LiFT will request banks, brokers and other custodial nominees and fiduciaries, to supply proxy materials to the respective beneficial owners of shares of each of the Existing Funds of whom they have knowledge, and the Adviser will reimburse them or cause them to be reimbursed for their expenses in so doing. Certain officers, employees and agents of LiFT and the Adviser may solicit proxies in person or by telephone, facsimile transmission, or mail, for which they will not receive any special compensation.

This Proxy Statement is available on the Internet at https://proxyvotinginfo.com/p/truemarketfs2025. You may also request a copy by telephone at (800) 617-0004. For information about how to attend the Shareholder Meeting and vote in person, please call (800) 617-0004.

Attention: Legal Department

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 15, 2025

The undersigned hereby appoints each of Kacie G. Brody and Chad Fickett, as Proxy of the undersigned, with full power of substitution, and hereby authorizes either of them to vote on behalf of the undersigned all shares of the Fund that the undersigned is entitled to vote at the Special Meeting of Shareholders of the Fund to be held telephonically at 10:00 a.m. Eastern Time on May 15, 2025 and at any postponements or adjournments thereof, as fully as the undersigned would be entitled to vote if personally present. If a quorum is not present at the Special Meeting, or a quorum is present at the Special Meeting but sufficient votes to approve the Proposal are not received, the chairman of the Special Meeting or the holders of a majority of a Fund’s shares present at the Special Meeting, in person or by proxy, may postpone or adjourn the Special Meeting with respect to such Proposal and such Fund to permit the further solicitation of proxies. This proxy will be governed by and construed in accordance with the laws of the State of Delaware and applicable federal securities laws. The execution of this proxy is not intended to, and does not, revoke any prior proxies or powers of attorney other than the revocation, in accordance with the laws of the State of Delaware and applicable federal securities laws, of any proxy previously granted specifically in connection with the voting of the shares subject hereto. This proxy may be revoked at any time prior to the exercise of the powers conferred thereby.

Special Meeting of Shareholders to be held on May 15, 2025

The Proxy Statement for this Special Meeting is available at:

https://proxyvotinginfo.com/p/truemarketfs2025

FOR

AGAINST

ABSTAIN

1.

To approve an Agreement and Plan of Reorganization providing for the reorganization of:

a.

TrueShares Structured Outcome (January) ETF, a series of LiFT, into the TrueShares Structured Outcome (January) ETF, a series of Elevation Series Trust (“EST”);

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b.

TrueShares Structured Outcome (February) ETF, a series of LiFT, into the TrueShares Structured Outcome (February) ETF, a series of Elevation Series Trust (“EST”);

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c.

TrueShares Structured Outcome (March) ETF, a series of LiFT, into the TrueShares Structured Outcome (March) ETF, a series of Elevation Series Trust (“EST”);

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d.

TrueShares Structured Outcome (April) ETF, a series of LiFT, into the TrueShares Structured Outcome (April) ETF, a series of Elevation Series Trust (“EST”);

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e.

TrueShares Structured Outcome (May) ETF, a series of LiFT, into the TrueShares Structured Outcome (May) ETF, a series of Elevation Series Trust (“EST”);

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f.

TrueShares Structured Outcome (June) ETF, a series of LiFT, into the TrueShares Structured Outcome (June) ETF, a series of Elevation Series Trust (“EST”);

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g.

TrueShares Structured Outcome (July) ETF, a series of LiFT, into the TrueShares Structured Outcome (July) ETF, a series of Elevation Series Trust (“EST”);

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h.

TrueShares Structured Outcome (August) ETF, a series of LiFT, into the TrueShares Structured Outcome (August) ETF, a series of Elevation Series Trust (“EST”);

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i.

TrueShares Structured Outcome (September) ETF, a series of LiFT, into the TrueShares Structured Outcome (September) ETF, a series of Elevation Series Trust (“EST”);

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j.

TrueShares Structured Outcome (October) ETF, a series of LiFT, into the TrueShares Structured Outcome (October) ETF, a series of Elevation Series Trust (“EST”);

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k.

TrueShares Structured Outcome (November) ETF, a series of LiFT, into the TrueShares Structured Outcome (November) ETF, a series of Elevation Series Trust (“EST”);

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l.

TrueShares Structured Outcome (December) ETF, a series of LiFT, into the TrueShares Structured Outcome (December) ETF, a series of Elevation Series Trust (“EST”);

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