REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | x |
Pre‑Effective Amendment No. | o |
Post‑Effective Amendment No. 130 | x |
and/or | |
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | x |
Amendment No. 132 | x |
(a) | (1) | Certificate of Trust dated June 30, 2009, as filed with the state of Delaware on July 1, 2009, for ETF Managers Trust (the “Trust” or the “Registrant”) is incorporated herein by reference to Exhibit (a)(1) to the Registrant’s Initial Registration Statement on Form N-1A, as filed with the Securities and Exchange Commission (the “SEC”) on June 22, 2012. | |
(2) | Certificate of Amendment dated May 25, 2016 to the Registrant’s Certificate of Trust dated June 30, 2009, as filed with the State of Delaware on May 31, 2016, is incorporated herein by reference to Exhibit (a)(2) to Post-Effective Amendment No. 41 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on August 25, 2016. | ||
(3) | Registrant’s Agreement and Declaration of Trust, adopted June 30, 2009, is incorporated herein by reference to Exhibit (a)(3) to Pre-Effective Amendment No. 2 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on November 20, 2012. | ||
(4) | Amendment dated June 20, 2016 to the Registrant’s Agreement and Declaration of Trust, adopted June 30, 2009, is incorporated herein by reference to Exhibit (a)(4) to Post-Effective Amendment No. 41 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on August 25, 2016. | ||
(b) | Registrant’s By-Laws, adopted October 1, 2012, are incorporated herein by reference to Exhibit (b) to Pre-Effective Amendment No. 2 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on November 20, 2012. | ||
(c) | Not applicable. | ||
(d) | (1) | Amended and Restated Advisory Agreement dated June 24, 2016 between the Trust and ETF Managers Group LLC is incorporated herein by reference to Exhibit (d) (1) to Post-Effective Amendment No. 41 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on August 25, 2016. | |
(2) | Amended Schedule A to the Amended and Restated Advisory Agreement dated June 9, 2020, incorporated herein by reference to Exhibit (d)(2) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. | ||
(3) | Sub-Advisory Agreement between ETF Managers Group LLC and EquBot LLC is incorporated herein by reference to Exhibit (e) to Post-Effective Amendment No. 71 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 28, 2017. | ||
(4) | Sub-Advisory Agreement between ETF Managers Group LLC and Sit Fixed Income Advisors II, LLC is incorporated herein by reference to Exhibit (d) (4) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(e) | (1) | Amended and Restated Distribution Agreement dated December 26, 2017 between the Trust and ETFMG Financial, LLC is incorporated herein by reference to Exhibit (e) to Post-Effective Amendment No. 80 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on December 20, 2017. | |
(2) | Amendment No. 2 to the Amended and Restated Distribution Agreement is incorporated herein by reference to Exhibit (d) (4) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(3) | Amendment No. 3 to the Amended and Restated Distribution Agreement (Travel Tech) is incorporated herein by reference to Exhibit (e)(3) to Post-Effective Amendment No. 122 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on February 10, 2020. | ||
(4) | Amendment No. 4 to the Amended and Restated Distribution Agreement (GERM) is incorporated herein by reference to Exhibit (e)(4) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. | ||
(f) | Not applicable. | ||
(g) | (1) | Amended and Restated Custody Agreement dated December 19, 2017 between the Trust and U.S. Bank National Association (with respect to all series except for the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (g) to Post-Effective Amendment No. 83 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on January 26, 2018. | |
(2) | Second Amendment to the Amended and Restated Custody Agreement (with respect to all series except for the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (g) (2) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. |
(3) | Third Amendment to the Amended and Restated Custody Agreement (Travel Tech) is incorporated herein by reference to Exhibit (g) (3) to Post-Effective Amendment No. 122 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on February 10, 2020. | ||
(4) | Fourth Amendment to the Amended and Restated Custody Agreement (GERM) is incorporated herein by reference to Exhibit (g)(4) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. | ||
(5) | Prime Brokerage Account Agreement between the Trust and Wedbush Securities Inc. (with respect to the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (g)(3) to Post-Effective Amendment No. 96 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 19, 2018. | ||
(h) | (1) | (a) | Amended and Restated Fund Administration Servicing Agreement dated December 19, 2017 between the Trust and U.S. Bancorp Fund Services, LLC (with respect to all series except for the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h)(1) to Post-Effective Amendment No. 83 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on January 26, 2018. |
(b) | Second Amendment to the Amended and Restated Fund Administration Servicing Agreement (with respect to all series except for the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h) (1) (b) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(c) | Third Amendment to the Amended and Restated Fund Administration Servicing Agreement (Travel Tech) is incorporated herein by reference to Exhibit (h) (1) (c) to Post-Effective Amendment No. 122 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on February 10, 2020. | ||
(d) | Fourth Amendment to the Amended and Restated Fund Administration Servicing Agreement (GERM) is incorporated herein by reference to Exhibit (h)(1)(d) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. | ||
(2) | Form of Sub-License Agreement is incorporated herein by reference to Exhibit (h)(4) to Pre-Effective Amendment No. 2 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on November 20, 2012. | ||
(3) | (a) | Amended and Restated Transfer Agent Servicing Agreement dated December 19, 2017 between the Trust and U.S. Bancorp Fund Services, LLC (with respect to all series except for the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h) (3) to Post-Effective Amendment No. 83 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on January 26, 2018. | |
(b) | Second Amendment to the Amended and Restated Transfer Agent Servicing Agreement (with respect to all series except for the ETFMG Alternative Harvest ETF )is incorporated herein by reference to Exhibit (h) (3) (b) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(c) | Third Amendment to the Amended and Restated Transfer Agent Servicing Agreement (Travel Tech) is incorporated herein by reference to Exhibit (h) (3) (c) to Post-Effective Amendment No. 122 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on February 10, 2020. | ||
(d) | Fourth Amendment to the Amended and Restated Transfer Agent Servicing Agreement (GERM), dated June 9, 2020, incorporated herein by reference to Exhibit (h)(3)(d) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. | ||
(4) | (a) | Amended and Restated Fund Accounting Servicing Agreement dated December 19, 2017 between the Trust and U.S. Bancorp Fund Services, LLC (with respect to all series except for the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h)(4) to Post-Effective Amendment No. 83 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on January 26, 2018. | |
(b) | Second Amendment to the Amended and Restated Fund Accounting Servicing Agreement (with respect to all series except for the ETFMG Alternative Harvest ETF)is incorporated herein by reference to Exhibit (h) (4) (b) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(c) | Third Amendment to the Amended and Restated Fund Accounting Servicing Agreement (Travel Tech) is incorporated herein by reference to Exhibit (h) (4) (c) to Post-Effective Amendment No. 122 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on February 10, 2020. | ||
(d) | Fourth Amendment to the Amended and Restated Fund Accounting Servicing Agreement (GERM) is incorporated herein by reference to Exhibit (h)(4)(d) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. |
(5) | Securities Lending Agreement dated January 8, 2016 between the Trust and U.S. Bank National Association LLC (with respect to all series except for the ETFMG Alternative Harvest ETF, ETFMG Prime Junior Silver ETF and ETFMG Sit Ultra Short ETF) is incorporated herein by reference to Exhibit (h)(11) to Post-Effective Amendment No. 31 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on January 28, 2016. | ||
(6) | Fund Administration Servicing Agreement between the Trust and ETF Managers Group LLC (with respect to the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h)(6) to Post-Effective Amendment No. 96 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 19, 2018. | ||
(7) | Transfer Agency and Service Agreement between the Trust, Computershare Trust Company, N.A. and Computershare Inc. (with respect to the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h)(7) to Post-Effective Amendment No. 96 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 19, 2018. | ||
(8) | Fund Accounting Servicing Agreement between the Trust and ETF Managers Group LLC (with respect to the ETFMG Alternative Harvest ETF) is incorporated herein by reference to Exhibit (h)(8) to Post-Effective Amendment No. 96 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 19, 2018. | ||
(i) | (1) | Legal Opinion and Consent for AI Powered Equity ETF is incorporated herein by reference to Exhibit (i)(9) to Post-Effective Amendment No. 71 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 28, 2017. | |
(2) | Legal Opinion and Consent for ETFMG Alternative Harvest ETF is incorporated herein by reference to Exhibit (i)(10) to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on December 20, 2017. | ||
(3) | Legal Opinion and Consent for ETFMG Prime Junior Silver ETF, ETFMG Prime Cyber Security ETF, ETFMG Prime Mobile Payments ETF, ETFMG Drone Economy Strategy ETF, ETFMG Video Game Tech ETF, BlueStar TA-BIGITech Israel Technology ETF and Etho Climate Leadership U.S. ETF is incorporated herein by reference to Exhibit (i)(4) to Post-Effective Amendment No. 83 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on January 26, 2018. | ||
(4) | Legal Opinion and Consent for ETFMG Sit Ultra Short ETF is incorporated herein by reference to Exhibit (i)(5) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(5) | Legal Opinion and Consent for ETFMG Travel Tech ETF is incorporated herein by reference to Exhibit (i) (6) to Post-Effective Amendment No. 122 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on February 10, 2020. | ||
(6) | |||
(j) | Consent of independent registered public accounting firm – not applicable. | ||
(k) | Not applicable. | ||
(l) | Not applicable. | ||
(m) | Amended and Restated Rule 12b-1 Plan, dated June 9, 2020, incorporated herein by reference to Exhibit (m) to Post-Effective Amendment No. 129 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 15, 2020. | ||
(n) | Not applicable. | ||
(o) | Not applicable. | ||
(p) | (1) | Code of Ethics of the Trust, ETFMG Financial LLC, and ETF Managers Group LLC is incorporated herein by reference to Exhibit (p) (1) to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | |
(2) | Code of Ethics of EquBot LLC is incorporated herein by reference to Exhibit (e) to Post-Effective Amendment No. 71 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on September 28, 2017. | ||
(3) | Code of Ethics of Sit Fixed Income Advisors II, LLC is incorporated herein by reference to Exhibit (p) (3)to Post-Effective Amendment No. 111 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 24, 2019. | ||
(q) | (1) | Power of Attorney dated October 29, 2014 for Terry Loebs is incorporated herein by reference to Exhibit (q)(2) to Post-Effective Amendment No. 5 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on November 4, 2014. | |
(2) | Power of Attorney dated March 28, 2018 for Jared Chase is incorporated herein by reference to Exhibit (q)(2) to Post-Effective Amendment No. 92 to the Registrant’s Registration Statement on Form N-1A, as filed with the SEC on June 8, 2018. |
Investment Adviser | SEC File No. |
ETF Managers Group LLC | 801-107165 |
EquBot LLC | 801-110987 |
Sit Fixed Income Advisors II, LLC | 801-55201 |
Name* | Position with Underwriter | Positions with Fund |
Samuel R. Masucci III | Chief Executive Officer | Trustee, President and Secretary |
Daniel Beaton | FINOP | None |
Reshma A. Tanczos | Chief Compliance Officer | Chief Compliance Officer |
(a) Registrant: | ETF Managers Trust 30 Maple Street, 2nd Floor Summit, New Jersey 07901 |
(b) Adviser: | ETF Managers Group 30 Maple Street, 2nd Floor Summit, New Jersey 07901 |
(c) Sub-Adviser | EquBot LLC 450 Townsend Street San Francisco, California 94107 |
(d) Sub-Adviser | Sit Fixed Income Advisors II, LLC 3300 IDS Center, 80 South 8th Street Minneapolis, Minnesota 55402 |
(e) Principal Underwriter: | ETFMG Financial LLC 30 Maple Street, 2nd Floor Summit, New Jersey 07901 |
(f) Custodian: | U.S. Bank National Association Custody Operations 1555 North Rivercenter Drive, Suite 302 Milwaukee, Wisconsin 53212 |
ETF Managers Trust | |||
By: | /s/ Samuel Masucci, III | ||
Samuel Masucci, III | |||
Trustee and President |
Signature | Title | ||
/s/ Samuel Masucci, III | Trustee and President (principal executive officer) | ||
Samuel Masucci, III | |||
/s/ John A. Flanagan | Treasurer (principal financial officer and principal accounting officer) | ||
John A. Flanagan | |||
Jared Chase* | Trustee | ||
Jared Chase | |||
Terry Loebs* | Trustee | ||
Terry Loebs |
/s/ Samuel Masucci, III | |
*Samuel Masucci, III, Power of Attorney | |
Exhibit Number | Description |
(i)(6) | Legal Opinion and Consent for ETFMG Treatments, Testing and Advancements ETF |
1. | The Trust is validly existing as a statutory trust under the laws of the State of Delaware. |
2. | The Trust is authorized to issue an unlimited number of shares of beneficial interest, the Shares have been duly and validly authorized by all action of the Trustees of the Trust, and no action of the shareholders of the Trust is required in such connection. |
3. | The Shares, when issued in accordance with the Trust’s Declaration of Trust and by-laws, will be legally issued, fully paid and non-assessable by the Trust. |
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