N-CSRS 1 gotham-ncsrs_033123.htm CERTIFIED SEMI-ANNUAL SHAREHOLDER REPORT gotham-ncsrs_033123

 

 

 

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 (811-23377)

 

Tidal ETF Trust
(Exact name of registrant as specified in charter)

 

234 West Florida Street, Suite 203
Milwaukee, Wisconsin 53204
(Address of principal executive offices) (Zip code)

 

Eric W. Falkeis
Tidal ETF Trust
234 West Florida Street, Suite 203

Milwaukee, Wisconsin 53204
(Name and address of agent for service)

 

(844) 986-7700
Registrant's telephone number, including area code

 

Date of fiscal year end: September 30, 2023

 

Date of reporting period: March 31, 2023

 

 

 

 

 

Item 1. Reports to Stockholders.

 

(a)

 

 

Gotham Enhanced 500 ETF (GSPY)
Gotham 1000 Value ETF (GVLU)

Semi-Annual Report

March 31, 2023

of

Tidal ETF Trust

Gotham ETFs

This report is not authorized for distribution to prospective investors in the Funds unless preceded or accompanied by an effective prospectus.

Gotham ETFs

1

The accompanying notes are an integral part of these financial statements.

Gotham Enhanced 500 ETF PORTFOLIO ALLOCATION at March 31, 2023 (Unaudited)

Sector/Security Type

% of
Net Assets

Technology

24.4

%

Consumer, Non-cyclical

19.7

Communications

16.9

Financial

14.1

Industrial

8.4

Consumer, Cyclical

6.9

Energy

6.2

Basic Materials

2.1

Utilities

1.1

Cash & Cash Equivalents(1) 

0.2

 

Total

100.0

%

(1)Represents short-term investments, and other liabilities in excess of assets.

Gotham 1000 Value ETF PORTFOLIO ALLOCATION  at March 31, 2023 (Unaudited)

Sector/Security Type

% of
Net Assets

Consumer, Non-cyclical

18.1

%

Industrial

17.1

Energy

16.3

Consumer, Cyclical

14.7

Financial

13.7

Basic Materials

7.3

Technology

6.0

Communications

5.6

Utilities

0.9

Cash & Cash Equivalents(1) 

0.3

 

Total

100.0

%

(1)Represents cash, short-term investments, and other liabilities in excess of assets.

Gotham Enhanced 500 ETF

2

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8%

 

Advertising — 0.2%

The Interpublic Group of Company,
Inc.
(1) 

8,104

$301,793

Omnicom Group, Inc.

4,174

393,775

 

695,568

Aerospace & Defense — 1.1%

The Boeing Co. (2) 

1,681

357,095

General Dynamics Corp.

783

178,688

Howmet Aerospace, Inc.

1,057

44,785

L3Harris Technologies, Inc.

528

103,615

Lockheed Martin Corp.

3,329

1,573,718

Northrop Grumman Corp.

1,240

572,533

Raytheon Technologies Corp.

3,596

352,156

TransDigm Group, Inc.

135

99,502

 

3,282,092

Agriculture — 1.4%

Altria Group, Inc.

39,024

1,741,251

Archer-Daniels-Midland Co.

1,536

122,358

Bunge Ltd.

2,827

270,035

Philip Morris International, Inc.

19,600

1,906,100

 

4,039,744

Airlines — 0.1%

Alaska Air Group, Inc. (2) 

311

13,050

American Airlines Group, Inc. (2) 

1,612

23,777

Delta Air Lines, Inc. (2) 

1,578

55,104

Southwest Airlines Co.

1,445

47,020

United Airlines Holdings, Inc. (2) 

800

35,400

 

174,351

Apparel — 0.2%

Nike, Inc. - Class A

3,839

470,815

Ralph Lauren Corp. - Class A (1) 

193

22,517

Tapestry, Inc. (1) 

4,807

207,230

VF Corp.

1,084

24,834

 

725,396

Auto Manufacturers — 1.7%

Cummins, Inc.

398

95,074

Ford Motor Co.

11,295

142,317

General Motors Co.

29,440

1,079,859

PACCAR, Inc.

10,499

768,527

Tesla, Inc. (1)(2) 

14,059

2,916,680

 

5,002,457

Auto Parts & Equipment — 0.1%

Aptiv PLC (2) 

659

73,933

BorgWarner, Inc.

4,703

230,965

 

304,898

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Banks — 3.1%

Bank of America Corp.

64,253

$1,837,636

The Bank of New York
Mellon Corp.

3,195

145,181

Citigroup, Inc.

5,431

254,659

Citizens Financial Group, Inc. (1) 

1,383

42,002

Comerica, Inc. (1) 

1,054

45,765

Fifth Third Bancorp

5,501

146,547

First Republic Bank (1) 

1,476

20,649

The Goldman Sachs Group, Inc.

985

322,203

Huntington Bancshares, Inc.

3,505

39,256

JPMorgan Chase & Co.

23,604

3,075,837

KeyCorp (1) 

7,514

94,075

M&T Bank Corp. (1) 

1,361

162,735

Morgan Stanley (1) 

4,750

417,050

Northern Trust Corp. (1) 

1,678

147,882

The PNC Financial Services
Group, Inc.

3,228

410,279

Regions Financial Corp. (1) 

2,424

44,989

State Street Corp.

981

74,252

Truist Financial Corp.

10,682

364,256

U.S. Bancorp (1) 

30,913

1,114,414

Wells Fargo & Co.

10,563

394,845

Zions Bancorp N.A.

3,001

89,820

 

9,244,332

Beverages — 1.1%

Brown-Forman Corp. - Class A

1,164

74,810

The Coca-Cola Co.

17,319

1,074,297

Constellation Brands, Inc. - Class 1

520

117,463

Keurig Dr Pepper, Inc. (1) 

27,828

981,772

Molson Coors Brewing Co. -
Class B

610

31,525

Monster Beverage Corp. (2) 

2,574

139,022

PepsiCo, Inc.

3,863

704,225

 

3,123,114

Biotechnology — 2.6%

Amgen, Inc.

7,466

1,804,906

Biogen, Inc. (2) 

2,918

811,292

Bio-Rad Laboratories, Inc. -
Class A
(2) 

73

34,968

Corteva, Inc.

2,011

121,283

Gilead Sciences, Inc.

28,294

2,347,553

Illumina, Inc. (2) 

1,278

297,199

Incyte Corp. (2) 

1,801

130,158

Moderna, Inc. (2) 

7,648

1,174,580

Regeneron Pharmaceuticals, Inc. (2) 

716

588,316

Vertex Pharmaceuticals, Inc. (2) 

946

298,056

 

7,608,311


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited)

Gotham Enhanced 500 ETF

3

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Building Materials — 0.3%

Carrier Global Corp.

2,389

$109,297

Johnson Controls International PLC

1,939

116,767

Martin Marietta Materials, Inc.

153

54,324

Masco Corp.

631

31,373

Mohawk Industries, Inc. (2) 

178

17,839

Trane Technologies PLC

3,471

638,595

Vulcan Materials Co.

327

56,100

 

1,024,295

Chemicals — 1.4%

Air Products and Chemicals, Inc.

538

154,519

Albemarle Corp.

294

64,986

Celanese Corp.

305

33,211

CF Industries Holdings, Inc. (1) 

3,939

285,538

Dow, Inc.

14,741

808,102

DuPont de Nemours, Inc.

9,219

661,648

Eastman Chemical Co.

2,496

210,513

Ecolab, Inc.

693

114,712

FMC Corp. (1) 

2,540

310,210

International Flavors & Fragrances, Inc. 619

56,923

Linde PLC

1,390

494,062

LyondellBasell Industries NV

4,295

403,257

The Mosaic Co.

7,251

332,676

PPG Industries, Inc.

572

76,408

The Sherwin-Williams Co.

635

142,729

 

4,149,494

Commercial Services — 1.2%

Automatic Data Processing, Inc.

2,770

616,685

Cintas Corp.

251

116,133

CoStar Group, Inc. (2) 

966

66,509

Equifax, Inc. (1) 

302

61,258

FleetCor Technologies, Inc. (2) 

1,547

326,185

Gartner, Inc. (2) 

1,598

520,580

Global Payments, Inc.

694

73,037

MarketAxess Holdings, Inc.

93

36,390

Moody’s Corp.

518

158,518

PayPal Holdings, Inc. (2) 

10,076

765,171

Quanta Services, Inc.

351

58,491

Robert Half International, Inc. (1) 

2,259

182,008

Rollins, Inc.

1,196

44,886

S&P Global, Inc.

855

294,778

United Rentals, Inc.

174

68,862

Verisk Analytics, Inc.

402

77,128

3,466,619

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Computers — 8.9%

Accenture PLC - Class A

2,904

$829,992

Apple, Inc.

127,635

21,047,011

Cognizant Technology Solutions Corp.

4,130

251,641

DXC Technology Co. (2) 

639

16,333

EPAM Systems, Inc. (2) 

471

140,829

Fortinet, Inc. (2) 

1,973

131,126

Hewlett Packard Enterprise Co.

25,759

410,341

HP, Inc.

22,565

662,283

International Business Machines Corp.15,841

2,076,597

Leidos Holdings, Inc.

2,756

253,717

NetApp, Inc.

4,410

281,578

Seagate Technology Holdings PLC

3,722

246,099

Western Digital Corp. (2) 

908

34,204

 

26,381,751

Cosmetics & Personal Care — 1.1%

Colgate-Palmolive Co.

2,330

175,099

The Estee Lauder Companies, Inc.

871

214,667

The Procter & Gamble Co.

19,290

2,868,230

 

3,257,996

Distribution & Wholesale — 0.3%

Copart, Inc. (2) 

1,156

86,943

Fastenal Co.

1,403

75,678

LKQ Corp.

2,108

119,650

Pool Corp.

111

38,011

W.W. Grainger, Inc.

1,013

697,764

 

1,018,046

Diversified Financial Services — 3.9%

American Express Co.

1,821

300,374

Ameriprise Financial, Inc.

295

90,417

BlackRock, Inc.

419

280,361

Capital One Financial Corp.

1,104

106,161

Cboe Global Markets, Inc.

260

34,902

The Charles Schwab Corp.

8,826

462,306

CME Group, Inc. - Class A

5,339

1,022,525

Discover Financial Services

678

67,014

Franklin Resources, Inc. (1) 

10,063

271,097

Intercontinental Exchange, Inc.

11,332

1,181,814

Invesco Ltd.

4,857

79,655

Mastercard, Inc. - Class A

7,726

2,807,706

Nasdaq, Inc.

9,973

545,224

Raymond James Financial, Inc.

559

52,138

Synchrony Financial

1,210

35,187

T. Rowe Price Group, Inc. (1) 

4,628

522,501

Visa, Inc. - Class A (1) 

16,578

3,737,676

 

11,597,058


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham Enhanced 500 ETF

4

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Electric — 1.0%

The AES Corp.

1,866

$44,933

Alliant Energy Corp.

610

32,574

Ameren Corp.

662

57,190

American Electric Power Co., Inc.

1,249

113,647

CenterPoint Energy, Inc.

1,539

45,339

CMS Energy Corp.

707

43,396

Consolidated Edison, Inc. (1) 

863

82,563

Constellation Energy Corp.

6,718

527,363

Dominion Energy, Inc.

2,184

122,107

DTE Energy Co.

540

59,152

Duke Energy Corp.

1,872

180,592

Edison International

938

66,213

Entergy Corp.

500

53,870

Evergy, Inc.

557

34,044

Eversource Energy

844

66,051

Exelon Corp.

2,822

118,214

FirstEnergy Corp. (1) 

1,391

55,723

NextEra Energy, Inc.

4,768

367,517

NRG Energy, Inc.

645

22,117

PG&E Corp. (2) 

16,121

260,677

Pinnacle West Capital Corp.

278

22,029

PPL Corp.

2,046

56,858

Public Service Enterprise Group, Inc. (1)1,416

88,429

Sempra Energy

780

117,905

The Southern Co.

2,586

179,934

WEC Energy Group, Inc.

769

72,894

Xcel Energy, Inc.

1,330

89,695

 

2,981,026

Electrical Components & Equipment — 0.1%

AMETEK, Inc.

604

87,779

Emerson Electric Co.

1,646

143,432

Generac Holdings, Inc. (1)(2) 

156

16,850

 

248,061

Electronics — 1.1%

Agilent Technologies, Inc.

728

100,711

Allegion plc

240

25,615

Amphenol Corp.

1,791

146,360

Fortive Corp.

2,886

196,739

Garmin Ltd.

474

47,836

Honeywell International, Inc.

13,481

2,576,489

Keysight Technologies, Inc. (2) 

440

71,051

Mettler-Toledo International, Inc. (2) 

55

84,162

TE Connectivity Ltd.

891

116,855

Trimble, Inc. (2) 

620

32,500

3,398,318

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Energy — Alternate Sources — 0.1%

Enphase Energy, Inc. (2) 

332

$69,813

First Solar, Inc. (2) 

262

56,985

SolarEdge Technologies, Inc. (2) 

457

138,905

 

265,703

Engineering & Construction — 0.0% (4) 

Jacobs Solutions, Inc.

361

42,421

 

Entertainment — 0.1%

Caesars Entertainment, Inc. (2) 

4,311

210,420

Live Nation Entertainment, Inc. (1)(2) 

560

39,200

 

249,620

Environmental Control — 0.1%

Pentair PLC

462

25,535

Republic Services, Inc.

776

104,931

Waste Management, Inc.

1,013

165,291

 

295,757

Food — 1.7%

Campbell Soup Co.

6,073

333,894

Conagra Brands, Inc.

1,165

43,757

General Mills, Inc.

11,826

1,010,650

The Hershey Co.

576

146,540

Hormel Foods Corp.

1,329

53,001

The J.M. Smucker Co.

2,147

337,873

Kellogg Co.

6,923

463,564

The Kraft Heinz Co.

24,653

953,332

The Kroger Co.

14,416

711,718

Lamb Weston Holdings, Inc.

354

37,000

McCormick & Co., Inc.

662

55,085

Mondelez International, Inc. (1) 

3,885

270,862

Sysco Corp.

1,247

96,306

Tyson Foods, Inc. - Class A

7,142

423,663

 

4,937,245

Forest Products & Paper — 0.1%

International Paper Co.

7,965

287,218

 

Gas — 0.0% (4) 

Atmos Energy Corp.

345

38,764

NiSource, Inc.

996

27,848

 

66,612

Hand & Machine Tools — 0.1%

Snap-on, Inc.

1,071

264,419

Stanley Black & Decker, Inc.

426

34,327

 

298,746


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham Enhanced 500 ETF

5

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Healthcare — Products — 2.1%

Abbott Laboratories

14,044

$1,422,095

Align Technology, Inc. (2) 

191

63,821

Baxter International, Inc.

1,237

50,173

Bio-Techne Corp.

384

28,489

Boston Scientific Corp. (2) 

3,473

173,754

The Cooper Companies, Inc.

142

53,017

Danaher Corp. (1) 

5,886

1,483,507

DENTSPLY SIRONA, Inc. (1) 

603

23,686

Edwards Lifesciences Corp. (2) 

1,510

124,922

GE HealthCare Technologies, Inc. (2) 

9,156

751,067

Hologic, Inc. (2) 

698

56,329

IDEXX Laboratories, Inc. (2) 

205

102,516

Insulet Corp. (2) 

167

53,266

Intuitive Surgical, Inc. (2) 

870

222,259

Medtronic PLC

3,740

301,519

PerkinElmer, Inc.

310

41,311

ResMed, Inc.

360

78,836

STERIS PLC

246

47,055

Stryker Corp.

924

263,774

Teleflex, Inc.

134

33,943

Thermo Fisher Scientific, Inc. (1) 

1,018

586,745

Waters Corp. (2) 

149

46,135

West Pharmaceutical Services, Inc.

182

63,058

Zimmer Biomet Holdings, Inc.

515

66,538

 

6,137,815

Healthcare — Services — 1.6%

Catalent, Inc. (1)(2) 

440

28,912

Centene Corp. (2) 

11,071

699,798

Charles River Laboratories International, Inc. (2) 

125

25,228

DaVita, Inc. (2) 

1,835

148,837

Elevance Health, Inc.

672

308,992

HCA Healthcare, Inc.

5,593

1,474,762

Humana, Inc. (1) 

350

169,911

IQVIA Holdings, Inc. (2) 

460

91,489

Laboratory Corp. of America Holdings

250

57,355

Molina Healthcare, Inc. (2) 

1,169

312,696

Quest Diagnostics, Inc.

311

44,000

UnitedHealth Group, Inc.

2,628

1,241,967

Universal Health Services, Inc. - Class D

1,417

180,101

4,784,048

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Home Builders — 0.1%

D.R. Horton, Inc. (1) 

847

$82,743

Lennar Corp. - Class A (1) 

2,364

248,480

NVR, Inc. (2) 

9

50,150

PulteGroup, Inc.

578

33,686

 

415,059

Home Furnishings — 0.0% (4) 

Whirlpool Corp. (1) 

152

20,067

 

Household Products & Wares — 0.4%

Avery Dennison Corp.

228

40,796

Church & Dwight Co., Inc.

622

54,991

The Clorox Co. (1) 

302

47,789

Kimberly-Clark Corp.

6,788

911,085

 

1,054,661

Housewares — 0.0% (4) 

Newell Brands, Inc. (1) 

1,127

14,020

 

Insurance — 3.9%

Aflac, Inc.

1,649

106,393

The Allstate Corp.

716

79,340

American International Group, Inc.

2,058

103,641

Aon PLC

582

183,499

Arch Capital Group Ltd. (2) 

7,413

503,120

Arthur J Gallagher & Co.

565

108,090

Assurant, Inc.

140

16,810

Berkshire Hathaway, Inc. -
Class A
(2) 

21,896

6,760,828

Brown & Brown, Inc.

5,702

327,409

Chubb Ltd.

1,141

221,559

Cincinnati Financial Corp.

3,160

354,173

Everest Re Group Ltd.

130

46,543

Globe Life, Inc.

327

35,977

The Hartford Financial Services Group, Inc.

809

56,379

Lincoln National Corp.

421

9,460

Loews Corp.

4,671

271,011

Marsh & McLennan Companies, Inc. 7,131

1,187,668

MetLife, Inc.

5,273

305,518

Principal Financial Group, Inc.

607

45,112

The Progressive Corp.

1,430

204,576

Prudential Financial, Inc.

911

75,376

The Travelers Companies, Inc.

620

106,274

W.R. Berkley Corp.

746

46,446

Willis Towers Watson PLC

2,147

498,920

 

11,654,122


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham Enhanced 500 ETF

6

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Internet — 10.8%

Alphabet, Inc. - Class A (2) 

114,479

$11,874,907

Amazon.com, Inc. (2) 

98,862

10,211,456

Booking Holdings, Inc. (2) 

606

1,607,361

CDW Corp.

891

173,647

eBay, Inc.

12,982

576,011

Etsy, Inc. (2) 

319

35,514

Expedia Group, Inc. - Class A (2) 

3,182

308,750

F5, Inc. (2) 

1,208

175,994

Gen Digital, Inc.

12,834

220,231

Match Group, Inc. (2) 

2,055

78,891

Meta Platforms, Inc. - Class A (2) 

25,293

5,360,598

Netflix, Inc. (2) 

3,577

1,235,782

VeriSign, Inc. (2) 

306

64,667

 

31,923,809

Iron & Steel — 0.5%

Nucor Corp. (1) 

6,113

944,275

Steel Dynamics, Inc. (1) 

3,549

401,250

 

1,345,525

Leisure Time — 0.0% (4) 

Carnival Corp. (1)(2) 

3,061

31,069

Norwegian Cruise Line Holdings Ltd. (1)(2) 

1,072

14,419

Royal Caribbean Cruises Ltd. (1)(2) 

658

42,967

 

88,455

Lodging — 0.3%

Hilton Worldwide Holdings, Inc.

695

97,904

Las Vegas Sands Corp. (2) 

1,897

108,983

Marriott International, Inc.

944

156,742

MGM Resorts International

8,153

362,156

Wynn Resorts Ltd. (2) 

281

31,447

 

757,232

Machinery — Construction & Mining — 0.8%

Caterpillar, Inc.

10,492

2,400,989

 

Machinery — Diversified — 0.3%

Deere & Co.

1,144

472,335

Dover Corp.

404

61,384

IDEX Corp.

213

49,209

Ingersoll Rand, Inc.

1,357

78,950

Nordson Corp. (1) 

146

32,450

Otis Worldwide Corp.

1,177

99,339

Rockwell Automation, Inc. (1) 

283

83,046

Westinghouse Air Brake Technologies Corp.

447

45,174

Xylem, Inc.

508

53,188

975,075

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Media — 1.9%

Charter Communications, Inc. - Class A (2) 

3,434

$1,228,033

Comcast Corp. - Class A (1) 

89,685

3,399,958

DISH Network Corp. - Class A (2) 

1,371

12,792

FactSet Research Systems, Inc.

93

38,603

Fox Corp. - Class B

1,523

51,858

News Corp. - Class A

1,618

27,943

ViacomCBS, Inc. - Class A (1) 

1,826

40,738

The Walt Disney Co. (2) 

4,480

448,583

Warner Bros Discovery, Inc. (2) 

19,733

297,968

 

5,546,476

Mining — 0.1%

Freeport-McMoRan, Inc.

4,106

167,977

Newmont Corp.

2,256

110,589

 

278,566

Miscellaneous Manufacturers — 1.7%

3M Co.

11,936

1,254,593

A.O. Smith Corp. - Class A

429

29,665

Eaton Corp PLC

1,082

185,390

General Electric Co.

21,945

2,097,942

Illinois Tool Works, Inc. (1) 

3,723

906,364

Parker-Hannifin Corp.

370

124,361

Teledyne Technologies, Inc. (2) 

132

59,052

Textron, Inc.

4,143

292,620

 

4,949,987

Office & Business Equipment — 0.1%

Zebra Technologies Corp. (2) 

1,067

339,306

 

Oil & Gas — 5.7%

APA Corp. (1) 

7,244

261,219

Chevron Corp.

17,488

2,853,342

ConocoPhillips

25,887

2,568,249

Coterra Energy, Inc. (1) 

15,416

378,309

Devon Energy Corp.

1,833

92,768

Diamondback Energy, Inc.

506

68,396

EOG Resources, Inc.

11,942

1,368,911

EQT Corp.

1,027

32,772

Exxon Mobil Corp. (1) 

35,993

3,946,992

Hess Corp.

863

114,209

Marathon Oil Corp.

1,833

43,919

Marathon Petroleum Corp.

10,935

1,474,366

Occidental Petroleum Corp. (1) 

18,120

1,131,232

Phillips 66

9,802

993,727

Pioneer Natural Resources Co.

2,379

485,887

Valero Energy Corp.

8,199

1,144,580

 

16,958,878


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham Enhanced 500 ETF

7

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Oil & Gas Services — 0.3%

Baker Hughes Co. - Class A

2,826

$81,558

Halliburton Co.

18,246

577,304

Schlumberger NV

3,461

169,935

 

828,797

Packaging & Containers — 0.2%

Amcor PLC

4,145

47,170

Ball Corp.

881

48,552

Packaging Corp of America

1,905

264,471

Sealed Air Corp.

2,945

135,205

Westrock Co.

714

21,756

 

517,154

Pharmaceuticals — 6.7%

AbbVie, Inc. (1) 

11,571

1,844,070

AmerisourceBergen Corp.

2,344

375,298

Becton Dickinson & Co.

694

171,793

Bristol-Myers Squibb Co.

5,932

411,147

Cardinal Health, Inc.

5,531

417,590

The Cigna Group

6,619

1,691,353

CVS Health Corp.

26,415

1,962,899

Dexcom, Inc. (2) 

958

111,300

Eli Lilly & Co.

2,470

848,247

Henry Schein, Inc. (2) 

477

38,895

Johnson & Johnson

22,856

3,542,680

McKesson Corp.

1,644

585,346

Merck & Co., Inc.

31,718

3,374,478

Organon & Co.

5,177

121,763

Pfizer, Inc.

99,077

4,042,342

Viatris, Inc.

3,413

32,833

Zoetis, Inc.

1,154

192,072

 

19,764,106

Pipelines — 0.1%

Kinder Morgan, Inc.

6,373

111,591

ONEOK, Inc.

1,249

79,362

Targa Resources Corp.

551

40,195

The Williams Companies, Inc.

3,158

94,298

 

325,446

Real Estate — 0.2%

CBRE Group, Inc. (2) 

6,260

455,791

 

Real Estate Investment Trusts (REITs) — 3.0%

Alexandria Real Estate Equities, Inc.

3,438

431,778

American Tower Corp.

3,737

763,619

AvalonBay Communities, Inc. (1) 

2,844

477,963

Boston Properties, Inc.

3,189

172,589

Camden Property Trust

2,349

246,269

Crown Castle, Inc.

3,479

465,629

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Real Estate Investment Trusts (REITs) — 3.0% (Continued)

Digital Realty Trust, Inc. (1) 

819

$80,516

Equinix, Inc.

223

160,792

Equity Residential

7,616

456,960

Essex Property Trust, Inc.

181

37,854

Extra Space Storage, Inc.

1,759

286,594

Federal Realty Investment Trust

234

23,126

Healthpeak Properties, Inc.

10,488

230,421

Host Hotels & Resorts, Inc.

1,790

29,517

Invitation Homes, Inc.

1,486

46,408

Iron Mountain, Inc.

707

37,407

Kimco Realty Corp.

1,590

31,053

Mid-America Apartment Communities, Inc.

322

48,635

Prologis, Inc.

16,219

2,023,645

Public Storage

492

148,653

Realty Income Corp.

13,281

840,953

Regency Centers Corp.

419

25,634

SBA Communications Corp.

879

229,481

Simon Property Group, Inc.

924

103,460

UDR, Inc.

1,689

69,350

Ventas, Inc. (1) 

1,176

50,980

VICI Properties, Inc. (1) 

2,708

88,335

Welltower, Inc.

9,863

707,079

Weyerhaeuser Co. (1) 

14,779

445,291

 

8,759,991

Retail — 3.9%

Advance Auto Parts, Inc.

1,200

145,932

AutoZone, Inc. (2) 

367

902,141

Bath & Body Works, Inc. (1) 

4,576

167,390

Best Buy Co., Inc.

4,527

354,328

CarMax, Inc. (2) 

3,169

203,703

Chipotle Mexican Grill, Inc. (2) 

68

116,164

Costco Wholesale Corp.

1,083

538,110

Darden Restaurants, Inc.

307

47,634

Dollar General Corp.

631

132,800

Dollar Tree, Inc. (2) 

543

77,948

Domino’s Pizza, Inc.

89

29,358

Genuine Parts Co.

2,863

479,009

The Home Depot, Inc.

2,846

839,912

Lowe’s Companies, Inc.

1,688

337,549

McDonald’s Corp.

2,056

574,878

O’Reilly Automotive, Inc. (2) 

1,276

1,083,298

Ross Stores, Inc.

4,384

465,274

Starbucks Corp.

3,251

338,527

Target Corp.

1,287

213,166

The TJX Companies, Inc.

23,158

1,814,661


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham Enhanced 500 ETF

8

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Retail — 3.9% (Continued)

Tractor Supply Co. (1) 

272

$63,931

Ulta Beauty, Inc. (2) 

1,015

553,855

Walgreens Boots Alliance, Inc.

17,538

606,464

Walmart, Inc.

7,606

1,121,505

Yum! Brands, Inc.

1,441

190,327

 

11,397,864

Semiconductors — 5.2%

Advanced Micro Devices, Inc. (2) 

3,975

389,590

Analog Devices, Inc.

1,296

255,597

Applied Materials, Inc.

13,771

1,691,492

Broadcom, Inc.

6,231

3,997,436

Intel Corp.

11,452

374,137

KLA Corp.

2,844

1,135,239

Lam Research Corp.

2,768

1,467,372

Microchip Technology, Inc.

7,579

634,969

Micron Technology, Inc.

8,751

528,035

Monolithic Power Systems, Inc.

115

57,562

NVIDIA Corp.

6,901

1,916,891

NXP Semiconductors NV

5,239

976,942

ON Semiconductor Corp. (1)(2) 

8,794

723,922

Qorvo, Inc. (2) 

2,169

220,305

QUALCOMM, Inc.

3,132

399,581

Skyworks Solutions, Inc.

1,273

150,189

Teradyne, Inc. (1) 

447

48,057

Texas Instruments, Inc. (1) 

2,491

463,351

 

15,430,667

Shipbuilding — 0.0% (4) 

Huntington Ingalls Industries, Inc.

99

20,495

 

Software — 10.2%

Activision Blizzard, Inc.

6,293

538,618

Adobe, Inc. (2) 

3,678

1,417,391

Akamai Technologies, Inc. (2) 

3,158

247,271

ANSYS, Inc. (2) 

708

235,622

Autodesk, Inc. (2) 

1,735

361,158

Broadridge Financial Solutions, Inc.

289

42,359

Cadence Design Systems, Inc. (2) 

2,202

462,618

Ceridian HCM Holding, Inc. (2) 

376

27,531

Electronic Arts, Inc.

2,228

268,363

Fair Isaac Corp. (2) 

60

42,161

Fidelity National Information Services, Inc.

11,914

647,288

Fiserv, Inc. (2) 

1,773

200,402

Intuit, Inc.

693

308,960

Jack Henry & Associates, Inc.

581

87,568

Microsoft Corp.

71,789

20,696,769

 

Shares

 

Value

 

Common Stocks — 99.8% (Continued)

 

Software — 10.2% (Continued)

MSCI, Inc.

200

$111,938

Oracle Corp.

7,777

722,639

Paychex, Inc.

1,028

117,799

Paycom Software, Inc. (2) 

142

43,169

PTC, Inc. (2) 

288

36,930

Roper Technologies, Inc.

854

376,349

Salesforce, Inc. (2) 

7,858

1,569,871

ServiceNow, Inc. (1)(2) 

1,630

757,494

Synopsys, Inc. (2) 

1,225

473,156

Take-Two Interactive Software, Inc. (2) 

1,353

161,413

Tyler Technologies, Inc. (2) 

102

36,173

 

29,991,010

Telecommunications — 4.0%

Arista Networks, Inc. (2) 

770

129,252

AT&T, Inc.

143,932

2,770,691

Cisco Systems, Inc.

85,835

4,487,025

Corning, Inc.

2,315

81,673

Juniper Networks, Inc.

899

30,944

Motorola Solutions, Inc.

1,412

404,015

T-Mobile US, Inc. (2) 

3,478

503,753

Verizon Communications, Inc.

84,811

3,298,300

 

11,705,653

Toys, Games & Hobbies — 0.1%

Hasbro, Inc.

2,781

149,312

 

Transportation — 2.5%

C.H. Robinson Worldwide, Inc.

2,152

213,844

CSX Corp.

43,191

1,293,139

Expeditors International of Washington, Inc.

3,558

391,807

FedEx Corp.

719

164,284

J.B. Hunt Transport Services, Inc.

259

45,444

Norfolk Southern Corp.

4,765

1,010,180

Old Dominion Freight Line, Inc.

292

99,525

Union Pacific Corp.

12,493

2,514,341

United Parcel Service, Inc. - Class B

9,017

1,749,208

 

7,481,772

Water — 0.0% (4) 

American Water Works Co., Inc.

447

65,481

 

Total Common Stocks

(Cost $290,283,197)

294,703,878

 


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham Enhanced 500 ETF

9

The accompanying notes are an integral part of these financial statements.

 

Shares

 

Value

 

Short-Term Investments — 0.2%

Money Market Funds - 0.2%

First American Government Obligations Fund, Class X, 4.650% (3) 

442,178

$442,178

Total Short-Term Investments

(Cost $442,178)

442,178

 

Investments Purchased with Collateral from Securities Lending — 9.5%

Mount Vernon Liquid Assets Portfolio, LLC, 5.000% (3) 

28,126,557

28,126,557

 

Total Investments Purchased with Collateral from Securities Lending

(Cost $28,126,557)

28,126,557

 

Total Investments in Securities — 109.5%

(Cost $318,851,932)

323,272,613

Liabilities in Excess of Other Assets — (9.5)%

(28,054,417

)

Total Net Assets — 100.0%

$295,218,196

(1)This security or a portion of this security was out on loan as of March 31, 2023. Total loaned securities had a value of $28,013,259 or 9.5% of net assets as of March 31, 2023. The remaining contractual maturity of all of the securities lending transactions is overnight and continuous.

(2)Non-income producing security.

(3)The rate shown is the annualized seven-day effective yield as of March 31, 2023.

(4)Does not round to 0.1% or (0.1)%, as applicable.

SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

10

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7%

Advertising — 0.6%

The Interpublic Group of Company, Inc.

10,507

$391,281

Omnicom Group, Inc.

4,288

404,530

 

795,811

Aerospace & Defense — 0.2%

Aerojet Rocketdyne Holdings, Inc. (1) 

1,509

84,761

Curtiss-Wright Corp.

463

81,608

Lockheed Martin Corp.

247

116,764

 

283,133

Agriculture — 1.1%

Altria Group, Inc.

13,194

588,716

Archer-Daniels-Midland Co.

4,322

344,290

Bunge Ltd.

6,163

588,690

Philip Morris International, Inc.

779

75,758

 

1,597,454

Apparel — 0.8%

Capri Holdings Ltd. (1) 

6,431

302,257

Carter’s, Inc.

704

50,632

Crocs, Inc. (1) 

1,417

179,166

Steven Madden Ltd.

12,357

444,852

Tapestry, Inc. (2) 

3,031

130,666

 

1,107,573

Auto Manufacturers — 0.3%

General Motors Co.

10,594

388,588

 

Auto Parts & Equipment — 1.4%

Adient PLC (1) 

738

30,228

Allison Transmission Holdings, Inc.

11,067

500,671

BorgWarner, Inc.

10,121

497,042

Fox Factory Holding Corp. (1) 

1,415

171,739

The Goodyear Tire & Rubber Co. (1) 

29,342

323,349

Lear Corp.

2,192

305,762

Visteon Corp. (1) 

631

98,960

 

1,927,751

Banks — 5.6%

Ameris Bancorp

2,138

78,208

Associated Banc-Corp

1,165

20,947

Bank of America Corp.

8,809

251,937

Bank of Montreal (2) 

4,315

384,510

The Bank of Nova Scotia (2) 

4,451

224,152

Bank OZK

5,546

189,673

Cadence Bank

13,273

275,547

Cathay General Bancorp

6,236

215,267

Citigroup, Inc.

1,686

79,057

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Banks — 5.6% (Continued)

Citizens Financial Group, Inc. (2) 

3,655

$111,002

Columbia Banking System, Inc.

3,767

80,689

Comerica, Inc. (2) 

5,681

246,669

Community Bank System, Inc.

781

40,995

Cullen/Frost Bankers, Inc.

825

86,906

CVB Financial Corp.

1,584

26,421

East West Bancorp, Inc. (2) 

3,538

196,359

Eastern Bankshares, Inc.

23,528

296,923

Fifth Third Bancorp

3,649

97,209

First BanCorp/Puerto R co.

17,976

205,286

First Citizens BancShares, Inc. - Class A

215

209,217

Fulton Financial Corp.

1,622

22,416

The Goldman Sachs Group, Inc.

40

13,084

Hancock Whitney Corp.

11,658

424,351

Huntington Bancshares, Inc.

31,373

351,378

Independent Bank Corp.

4,907

321,997

International Bancshares Corp.

2,877

123,193

KeyCorp

9,048

113,281

Old National Bancorp/IN

11,987

172,853

Pinnacle Financial Partners, Inc.

4,829

266,368

The PNC Financial Services Group, Inc.

3,117

396,171

Prosperity Bancshares, Inc.

914

56,229

Regions Financial Corp.

8,181

151,839

SouthState Corp.

4,739

337,701

Synovus Financial Corp.

4,565

140,739

Texas Capital Bancshares, Inc. (1) 

5,479

268,252

The Toronto-Dominion Bank (2) 

2,955

177,005

Truist Financial Corp.

10,261

349,900

UMB Financial Corp.

3,706

213,910

Valley National Bancorp

20,686

191,139

Western Alliance Bancorp (2) 

6,045

214,839

Wintrust Financial Corp.

213

15,538

Zions Bancorp N.A.

7,892

236,208

 

7,875,365

Beverages — 0.5%

Coca-Cola Consolidated, Inc.

749

400,775

Keurig Dr Pepper, Inc.

3,328

117,412

Molson Coors Brewing Co. - Class B

4,672

241,449

 

759,636

Biotechnology — 2.8%

Amgen, Inc.

1,413

341,593

Biogen, Inc. (1) 

721

200,460

Exelixis, Inc. (1) 

20,524

398,371

Gilead Sciences, Inc.

4,731

392,531

Halozyme Therapeutics, Inc. (1) 

838

32,003

Horizon Therapeutics PLC (1) 

1,086

118,526


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited)

Gotham 1000 Value ETF

11

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Biotechnology — 2.8% (Continued)

Incyte Corp. (1) 

386

$27,896

Maravai LifeSciences Holdings, Inc. (1) 

29,200

409,092

Moderna, Inc. (1) 

3,103

476,559

Regeneron Pharmaceuticals, Inc. (1) 

268

220,207

United Therapeutics Corp. (1) 

2,073

464,269

Vertex Pharmaceuticals, Inc. (1) 

1,124

354,139

Vir Biotechnology, Inc. (1) 

18,857

438,802

 

3,874,448

Building Materials — 3.6%

Armstrong World Industries, Inc.

4,919

350,430

Boise Cascade Co.

6,951

439,651

Builders FirstSource, Inc. (1) 

7,892

700,652

Carrier Global Corp.

369

16,882

Eagle Materials, Inc.

3,342

490,438

Fortune Brands Innovations, Inc.

8,913

523,460

Louisiana-Pacific Corp.

7,327

397,197

Martin Marietta Materials, Inc.

55

19,528

Masco Corp.

3,261

162,137

Owens Corning

5,736

549,509

Simpson Manufacturing Co., Inc.

2,573

282,104

Summit Materials, Inc. - Class A (1) 

1,625

46,299

UFP Industries, Inc.

8,026

637,826

West Fraser Timber Co Ltd.

6,176

439,978

 

5,056,091

Chemicals — 3.9%

CF Industries Holdings, Inc. (2) 

9,503

688,872

The Chemours Co.

4,096

122,634

Dow, Inc.

9,605

526,546

DuPont de Nemours, Inc. (2) 

2,462

176,698

Eastman Chemical Co.

3,031

255,635

FMC Corp.

1,897

231,681

HB Fuller Co.

973

66,602

Huntsman Corp.

16,860

461,290

Innospec, Inc.

133

13,655

Linde PLC

43

15,284

LyondellBasell Industries NV

3,300

309,837

Methanex Corp.

261

12,144

The Mosaic Co.

12,983

595,660

NewMarket Corp.

92

33,578

Nutrien Ltd. (1)(2) 

8,696

642,200

Olin Corp.

10,889

604,339

Tronox Holdings PLC

11,201

161,070

Westlake Corp.

4,662

540,699

5,458,424

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Coal — 1.1%

Alpha Metallurgical Resources, Inc.

3,956

$617,136

Arch Resources, Inc. - Class A (2) 

4,762

626,012

CONSOL Energy, Inc.

4,884

284,591

 

1,527,739

Commercial Services — 3.0%

AMN Healthcare Services, Inc. (1) 

7,223

599,220

API Group Corp. (1) 

1,214

27,291

Booz Allen Hamilton Holding Corp.

566

52,463

Colliers International Group, Inc. - SVS

2,513

265,247

Euronet Worldwide, Inc. (1) 

2,287

255,915

FleetCor Technologies, Inc. (1) 

999

210,639

FTI Consulting, Inc. (1) 

238

46,969

Gartner, Inc. (1) 

224

72,972

Graham Holdings Co. - Class A

543

323,541

Grand Canyon Education, Inc. (1) 

1,592

181,329

Insperity, Inc.

376

45,703

John Wiley & Sons, Inc. - Class A

893

34,622

Korn Ferry

9,205

476,267

ManpowerGroup, Inc.

3,552

293,147

Ritchie Bros Auctioneers, Inc. (2) 

2,011

113,199

Robert Half International, Inc.

6,369

513,150

Service Corp. International (2) 

591

40,649

TriNet Group, Inc. (1)(2) 

6,473

521,789

WEX, Inc. (1) 

645

118,609

WillScot Mobile Mini Holdings Corp. (1) 

647

30,331

 

4,223,052

Computers — 2.4%

Accenture PLC - Class A

486

138,904

Amdocs Ltd. (1) 

48

4,609

CACI International, Inc. (1) 

1,069

316,723

CGI, Inc. - Class A (1) 

2,950

283,997

Dell Technologies, Inc. - Class A

9,574

384,971

DXC Technology Co. (1) 

11,511

294,221

Hewlett Packard Enterprise Co.

4,765

75,906

HP, Inc.

12,665

371,718

Insight Enterprises, Inc. (1)(2) 

2,079

297,214

International Business Machines Corp.

326

42,735

Leidos Holdings, Inc.

3,833

352,866

Maximus, Inc. (2) 

1,060

83,422

NCR Corp. (1) 

1,105

26,067

NetApp, Inc.

3,911

249,717

Science Applications International Corp.

2,242

240,925

Super Micro Computer, Inc. (1) 

2,245

239,205

 

3,403,200


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

12

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Cosmetics & Personal Care — 0.1%

Olaplex Holdings, Inc. (1)(2) 

12,254

$52,325

The Procter & Gamble Co.

338

50,257

 

102,582

Distribution & Wholesale — 0.8%

LKQ Corp.

4,714

267,566

Pool Corp.

781

267,446

Resideo Technologies, Inc. (1) 

6,681

122,129

Univar Solutions, Inc. (1) 

11,300

395,839

Watsco, Inc.

415

132,036

 

1,185,016

Diversified Financial Services — 2.6%

Affiliated Managers Group, Inc.

3,286

467,992

Ally Financial, Inc.

14,324

365,119

Ameriprise Financial, Inc.

21

6,436

Capital One Financial Corp.

3,173

305,116

The Charles Schwab Corp.

2,050

107,379

Discover Financial Services

2,947

291,281

Enact Holdings, Inc.

5,743

131,285

Evercore, Inc. - Class A

816

94,150

Franklin Resources, Inc.

456

12,285

Intercorp Financial Services, Inc.

884

20,173

Janus Henderson Group PLC (2) 

590

15,718

Mr. Cooper Group, Inc. (1) 

4,022

164,781

Nelnet, Inc. - Class A

2,107

193,612

OneMain Holdings, Inc.

1,551

57,511

Radian Group, Inc.

24,461

540,588

Synchrony Financial

8,475

246,453

TPG, Inc. - Class A

250

7,333

The Western Union Co.

53,101

592,076

 

3,619,288

Electric — 0.7%

The AES Corp. (2) 

350

8,428

Constellation Energy Corp.

3,613

283,620

Exelon Corp. (2) 

4,267

178,745

Otter Tail Corp.

6,570

474,814

 

945,607

Electrical Components & Equipment — 0.9%

Acuity Brands, Inc. 1.50%

1,293

236,270

Belden, Inc.

148

12,842

Encore Wire Corp.

3,763

697,397

EnerSys

1,419

123,283

Littelfuse, Inc. (2) 

684

183,373

1,253,165

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Electronics — 1.5%

Amphenol Corp.

321

$26,232

Atkore, Inc. (1) 

3,925

551,384

Honeywell International, Inc.

1,400

267,568

Hubbell, Inc. (2) 

86

20,925

Jabil, Inc.

6,112

538,834

Sanmina Corp. (1) 

825

50,317

SYNNEX Corp.

795

76,948

Vishay Intertechnology, Inc.

19,709

445,817

Vontier Corp.

2,857

78,110

 

2,056,135

Engineering & Construction — 0.7%

Arcosa, Inc.

5,423

342,246

Comfort Systems USA, Inc.

674

98,377

EMCOR Group, Inc.

1,407

228,764

TopBuild Corp. (1) 

1,767

367,783

 

1,037,170

Entertainment — 0.7%

International Game Technology PLC

7,071

189,503

Light & Wonder, Inc. (1) 

1,765

105,988

Penn Entertainment, Inc. (1)(2) 

6,251

185,405

SeaWorld Entertainment, Inc. (1) 

7,182

440,328

 

921,224

Environmental Control — 0.1%

Clean Harbors, Inc. (1) 

684

97,511

 

Food — 3.0%

Albertsons Cos, Inc.

28,179

585,560

Cal-Maine Foods, Inc.

12,237

745,111

Campbell Soup Co.

6,056

332,959

Conagra Brands, Inc.

209

7,850

General Mills, Inc.

822

70,248

Hormel Foods Corp.

1,338

53,359

Kellogg Co.

6,430

430,553

The Kraft Heinz Co.

9,764

377,574

The Kroger Co.

5,969

294,689

Pilgrim’s Pride Corp. (1) 

16,355

379,109

Post Holdings, Inc. (1) 

77

6,920

Sprouts Farmers Market, Inc. (1) 

8,801

308,299

TreeHouse Foods, Inc. (1) 

11,138

561,689

US Foods Holding Corp. (1) 

2,091

77,242

 

4,231,162

Forest Products & Paper — 0.2%

International Paper Co.

7,228

260,642

 


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

13

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Gas — 0.2%

National Fuel Gas Co.

5,478

$316,300

 

Hand & Machine Tools — 0.1%

Regal Rexnord Corp.

107

15,058

Snap-on, Inc. (2) 

226

55,797

 

70,855

Healthcare — Products — 1.1%

Abbott Laboratories

1,249

126,474

DENTSPLY SIRONA, Inc.

2,796

109,827

GE HealthCare Technologies, Inc. (1) 

3,153

258,640

Hologic, Inc. (1) 

813

65,609

Lantheus Holdings, Inc. (1) 

7,812

644,959

QIAGEN NV (1) 

1,245

57,183

The Cooper Companies, Inc.

45

16,801

Zimmer Biomet Holdings, Inc.

2,266

292,767

 

1,572,260

Healthcare — Services — 2.0%

Amedisys, Inc. (1) 

2,876

211,530

Centene Corp. (1) 

7,624

481,913

Chemed Corp.

121

65,068

DaVita, Inc. (1) 

6,783

550,169

Elevance Health, Inc.

271

124,609

HCA Healthcare, Inc.

241

63,547

Humana, Inc.

348

168,940

Laboratory Corp of America Holdings

372

85,344

Molina Healthcare, Inc. (1)(2) 

1,955

522,943

Quest Diagnostics, Inc.

721

102,007

Syneos Health, Inc. (1) 

7,444

265,155

UnitedHealth Group, Inc.

325

153,592

 

2,794,817

Home Builders — 1.3%

Cavco Industries, Inc. (1) 

1,190

378,110

Installed Building Products, Inc.

1,788

203,886

LCI Industries

4,412

484,746

Skyline Champion Corp. (1) 

8,147

612,899

Thor Industries, Inc.

1,623

129,256

 

1,808,897

Home Furnishings — 0.3%

Leggett & Platt, Inc.

11,988

382,177

 

Household Products & Wares — 0.2%

Avery Dennison Corp.

380

67,993

Kimberly-Clark Corp.

1,995

267,769

335,762

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Housewares — 0.1%

The Scotts Miracle-Gro Co.

1,472

$102,657

 

Insurance — 4.1%

American Equity Investment Life Holding Co.

15,066

549,758

American International Group, Inc.

12,399

624,414

CNO Financial Group, Inc.

9,906

219,814

Equitable Holdings, Inc.

20,482

520,038

Essent Group Ltd.

11,321

453,406

Jackson Financial, Inc.

8,617

322,362

Loews Corp.

10,227

593,370

Manulife Financial Corp.

9,901

181,782

MGIC Investment Corp.

35,761

479,913

Principal Financial Group, Inc.

7,868

584,750

RLI Corp.

4,834

642,487

Ryan Specialty Holdings, Inc. - Class A (1)(2) 

3,122

125,629

Unum Group

896

35,446

W.R. Berkley Corp.

6,181

384,829

 

5,717,998

Internet — 1.0%

Airbnb, Inc. - Class A (1)(2) 

202

25,129

Alphabet, Inc. - Class A (1) 

92

9,543

Booking Holdings, Inc. (1) 

87

230,760

CDW Corp.

132

25,726

eBay, Inc.

8,222

364,810

Expedia Group, Inc. - Class A (1) 

3,686

357,653

F5, Inc. (1) 

385

56,091

Gen Digital, Inc.

1,989

34,131

Match Group, Inc. (1) 

5,729

219,936

Ziff Davis, Inc. (1)(2) 

1,129

88,118

 

1,411,897

Iron & Steel — 2.2%

ATI, Inc. (1) 

1,324

52,245

Cleveland-Cliffs, Inc. (1) 

15,128

277,296

Commercial Metals Co.

7,714

377,215

Nucor Corp. (2) 

3,625

559,954

Reliance Steel & Aluminum Co.

2,512

644,931

Steel Dynamics, Inc.

5,191

586,894

United States Steel Corp. (2) 

19,713

514,509

 

3,013,044

Leisure Time — 0.2%

Brunswick Corp.

195

15,990

Polaris, Inc. (2) 

2,098

232,102

 

248,092


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

14

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Lodging — 1.5%

Boyd Gaming Corp.

7,414

$475,386

Choice Hotels International, Inc.

2,403

281,608

Hilton Worldwide Holdings, Inc.

1,145

161,296

Hyatt Hotels Corp. - Class A (1)(2) 

1,842

205,917

Marriott International, Inc.

1,856

308,170

MGM Resorts International

6,602

293,261

Wyndham Hotels & Resorts, Inc. (1) 

5,912

401,129

 

2,126,767

Machinery — Construction & Mining — 0.3%

Caterpillar, Inc.

1,401

320,605

Terex Corp.

2,812

136,044

 

456,649

Machinery — Diversified — 1.0%

AGCO Corp.

3,268

441,834

Chart Industries, Inc. (1)(2) 

1,176

147,470

Crane Holdings Co.

3,725

422,788

Esab Corp.

2,949

174,198

Ingersoll Rand, Inc.

2,069

120,374

Otis Worldwide Corp.

201

16,964

 

1,323,628

Media — 2.6%

Cable One, Inc. (2) 

667

468,234

Charter Communications, Inc. - Class A (1)(2) 

927

331,505

Comcast Corp. - Class A

12,768

484,035

Fox Corp. - Class B

1,920

65,376

The New York Times Co. - Class A

1,391

54,082

News Corp. - Class A

17,457

301,482

Nexstar Media Group, Inc.

3,590

619,849

Sirius XM Holdings, Inc. (2) 

142,583

566,055

TEGNA, Inc.

42,081

711,590

ViacomCBS, Inc. - Class A (2) 

685

15,282

 

3,617,490

Metal Fabricate & Hardware — 1.2%

Advanced Drainage Systems, Inc.

4,881

411,029

Mueller Industries, Inc. (2) 

9,927

729,436

The Timken Co.

430

35,140

Valmont Industries, Inc.

1,119

357,274

Worthington Industries, Inc.

2,574

166,409

 

1,699,288

Mining — 1.0%

Arconic Corp. (1) 

16,397

430,093

Barrick Gold Corp.

11,867

220,370

Franco-Nevada Corp.

1,224

178,459

Freeport-McMoRan, Inc.

3,999

163,599

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Mining — 1.0% (Continued)

Southern Copper Corp.

2,160

$164,700

Teck Resources Ltd. - Class A

7,983

291,380

 

1,448,601

Miscellaneous Manufacturers — 1.2%

3M Co.

5,272

554,140

Carlisle Companies, Inc.

2,345

530,134

Donaldson Co., Inc.

1,991

130,092

General Electric Co.

1,040

99,424

Teledyne Technologies, Inc. (1)(2) 

97

43,394

Textron, Inc. (2) 

4,509

318,471

 

1,675,655

Office & Business Equipment — 0.0% (4) 

Zebra Technologies Corp. (1) 

128

40,704

 

Oil & Gas — 13.7%

Antero Resources Corp. (1)(2) 

24,658

569,353

APA Corp.

14,180

511,331

California Resources Corp.

9,986

384,461

Canadian Natural Resources Ltd.

10,940

605,529

Cenovus Energy, Inc.

21,550

376,263

Chesapeake Energy Corp. (2) 

182

13,839

Chevron Corp.

4,058

662,103

Civitas Resources, Inc.

5,922

404,709

CNX Resources Corp. (1) 

39,869

638,701

Comstock Resources, Inc. (2) 

45,554

491,528

ConocoPhillips

6,337

628,694

Coterra Energy, Inc. (2) 

21,293

522,530

Crescent Point Energy Corp.

72,726

513,446

CVR Energy, Inc.

18,319

600,497

Denbury, Inc. (1) 

859

75,274

Devon Energy Corp.

8,215

415,761

Diamondback Energy, Inc.

2,136

288,723

Enerplus Corp.

29,027

418,279

EOG Resources, Inc.

5,190

594,930

EQT Corp. (2) 

16,487

526,100

Exxon Mobil Corp.

6,020

660,153

Hess Corp.

2,546

336,938

HF Sinclair Corp. (2) 

13,781

666,725

Imperial Oil Ltd.

14,123

717,590

Kosmos Energy Ltd. (1) 

63,357

471,376

Marathon Petroleum Corp.

5,311

716,082

Matador Resources Co.

5,972

284,566

Murphy Oil Corp.

14,596

539,760

Occidental Petroleum Corp.

7,460

465,728

Ovintiv, Inc.

14,259

514,465


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

15

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Oil & Gas — 13.7% (Continued)

PDC Energy, Inc.

4,736

$303,956

Phillips 66 (2) 

6,727

681,983

Pioneer Natural Resources Co.

2,356

481,189

Range Resources Corp.

22,108

585,199

Southwestern Energy Co. (1) 

88,231

441,155

Suncor Energy, Inc.

19,233

597,185

Valero Energy Corp.

4,994

697,162

Vermilion Energy, Inc.

34,314

445,053

Weatherford International PLC (1) 

4,060

240,961

 

19,089,277

Oil & Gas Services — 0.5%

Baker Hughes Co. - Class A

620

17,893

ChampionX Corp.

7,986

216,660

Halliburton Co.

611

19,332

NexTier Oilfield Solutions, Inc. (1) 

6,363

50,586

TechnipFMC PLC (1)(2) 

25,970

354,491

 

658,962

Packaging & Containers — 2.2%

AptarGroup, Inc.

158

18,674

Berry Global Group, Inc.

7,056

415,598

Graphic Packaging Holding Co.

24,751

630,903

Greif, Inc. - Class A (2) 

6,191

392,324

O-I Glass, Inc. (1) 

4,946

112,324

Packaging Corp. of America (2) 

2,597

360,542

Sealed Air Corp.

9,985

458,411

Silgan Holdings, Inc.

11,699

627,885

 

3,016,661

Pharmaceuticals — 4.1%

AbbVie, Inc.

2,665

424,721

AbCellera Biologics, Inc. (1)(2) 

5,056

38,122

AmerisourceBergen Corp.

1,193

191,011

Bausch Health Cos, Inc. (1) 

2,073

16,791

Bristol-Myers Squibb Co.

3,381

234,337

Cardinal Health, Inc.

3,597

271,574

The Cigna Group

1,836

469,153

CVS Health Corp.

7,480

555,839

Harmony Biosciences Holdings, Inc. (1)(2) 

2,824

92,204

Jazz Pharmaceuticals PLC (1) 

4,093

598,929

Johnson & Johnson

1,963

304,265

McKesson Corp.

790

281,280

Merck & Co., Inc.

3,669

390,345

Organon & Co.

18,935

445,351

Pfizer, Inc.

15,978

651,902

Prestige Consumer Healthcare, Inc. (1) 

4,312

270,061

Viatris, Inc.

44,991

432,813

5,668,698

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Pipelines — 1.1%

Cheniere Energy, Inc.

4,168

$656,877

Equitrans Midstream Corp.

36,295

209,785

Kinder Morgan, Inc. (2) 

7,066

123,726

ONEOK, Inc.

1,627

103,380

Pembina Pipeline Corp.

11,821

383,000

 

1,476,768

Private Equity — 0.1%

Brookfield Corp. - Class A

2,752

89,688

The Carlyle Group, Inc.

253

7,858

 

97,546

Real Estate — 0.9%

Cushman & Wakefield PLC (1)(2) 

39,442

415,719

The Howard Hughes Corp. (1) 

5,456

436,480

Jones Lang LaSalle, Inc. (1) 

1,423

207,032

Tricon Residential, Inc.

27,659

214,357

 

1,273,588

Real Estate Investment Trusts (REITs) — 0.2%

Weyerhaeuser Co.

8,306

250,260

 

Retail — 6.8%

Academy Sports & Outdoors, Inc.

2,576

168,084

Advance Auto Parts, Inc.

1,179

143,378

American Eagle Outfitters, Inc.

24,199

325,235

Asbury Automotive Group, Inc. (1)(2) 

1,201

252,210

AutoNation, Inc. (1) 

4,798

644,659

AutoZone, Inc. (1) 

30

73,745

Bath & Body Works, Inc.

5,237

191,569

Beacon Roofing Supply, Inc. (1) 

1,117

65,735

Best Buy Co., Inc.

4,145

324,429

CarMax, Inc. (1) 

7,076

454,845

Casey’s General Stores, Inc. (2) 

1,698

367,549

Dick’s Sporting Goods, Inc.

544

77,188

Dillard’s, Inc. - Class B

1,216

374,139

Domino’s Pizza, Inc.

318

104,899

FirstCash Holdings, Inc.

1,534

146,298

Group 1 Automotive, Inc.

2,797

633,297

Lithia Motors, Inc. - Class B

2,293

524,936

Lowe’s Companies, Inc.

1,264

252,762

Macy’s, Inc.

14,958

261,615

McDonald’s Corp.

365

102,058

Murphy USA, Inc.

2,631

678,930

Nordstrom, Inc. (2) 

27,228

443,000

O’Reilly Automotive, Inc. (1) 

35

29,714

Penske Automotive Group, Inc.

3,156

447,552


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

16

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Retail — 6.8% (Continued)

Restaurant Brands International, Inc.

2,545

$170,871

Ross Stores, Inc.

631

66,968

Rush Enterprises, Inc. - Class B

7,798

425,771

Signet Jewelers Ltd.

4,468

347,521

The TJX Companies, Inc.

2,244

175,840

Ulta Beauty, Inc. (1) 

451

246,097

Victoria’s Secret & Co. (1) 

10,747

367,010

Walgreens Boots Alliance, Inc.

2,995

103,567

The Wendy’s Co.

625

13,613

Williams-Sonoma, Inc. (2) 

3,203

389,677

Yum! Brands, Inc.

295

38,964

 

9,433,725

Savings & Loans — 0.2%

New York Community Bancorp, Inc.

1,243

11,237

Pacific Premier Bancorp, Inc.

9,532

228,958

 

240,195

Semiconductors — 2.1%

Amkor Technology, Inc.

295

7,676

Applied Materials, Inc.

610

74,926

Broadcom, Inc.

305

195,670

Cirrus Logic, Inc. (1) 

4,391

480,288

Diodes, Inc. (1) 

1,229

114,002

IPG Photonics Corp. (1) 

3,225

397,675

KLA Corp.

125

49,896

Lam Research Corp. (2) 

352

186,602

MaxLinear, Inc. (1) 

6,062

213,443

Microchip Technology, Inc.

1,376

115,281

NXP Semiconductors NV

1,738

324,094

ON Semiconductor Corp. (1)(2) 

2,864

235,765

Power Integrations, Inc.

649

54,931

Qorvo, Inc. (1) 

3,155

320,453

QUALCOMM, Inc.

527

67,235

Skyworks Solutions, Inc. (2) 

383

45,186

Synaptics, Inc. (1) 

434

48,239

Teradyne, Inc. (2) 

177

19,029

Texas Instruments, Inc.

95

17,671

 

2,968,062

Software — 1.4%

Akamai Technologies, Inc. (1) 

5,233

409,744

Concentrix Corp.

3,114

378,507

Dropbox, Inc. - Class A (1) 

6,042

130,628

Electronic Arts, Inc.

1,040

125,268

Fiserv, Inc. (1)(2) 

764

86,355

Open Text Corp.

3,262

125,750

 

 

Shares

 

Value

 

Common Stocks — 99.7% (Continued)

Software — 1.4% (Continued)

Paychex, Inc.

1,507

$172,687

SS&C Technologies Holdings, Inc.

5,909

333,681

Teradata Corp. (1) 

913

36,775

Verra Mobility Corp. (1) 

12,417

210,096

 

2,009,491

Telecommunications — 1.4%

AT&T, Inc.

18,599

358,031

Cisco Systems, Inc.

4,710

246,215

Iridium Communications, Inc.

206

12,757

Lumen Technologies, Inc. (2) 

228,165

604,637

T-Mobile US, Inc. (1) 

2,171

314,448

Verizon Communications, Inc.

8,980

349,232

Viavi Solutions, Inc. (1) 

1,531

16,581

 

1,901,901

Toys, Games & Hobbies — 0.6%

Hasbro, Inc.

8,028

431,024

Mattel, Inc. (1) 

21,803

401,393

 

832,417

Transportation — 4.2%

C.H. Robinson Worldwide, Inc.

6,688

664,587

CSX Corp.

7,176

214,849

Expeditors International of Washington, Inc.

5,761

634,401

FedEx Corp.

62

14,166

Forward Air Corp.

3,693

397,958

Hub Group, Inc. - Class A (1) 

5,946

499,107

Knight-Swift Transportation Holdings, Inc.

2,867

162,215

Landstar System, Inc.

3,591

643,723

Matson, Inc.

8,769

523,246

Norfolk Southern Corp.

1,543

327,116

Ryder System, Inc.

1,825

162,863

Schneider National, Inc. - Class A

413

11,048

TFI International, Inc.

4,752

566,866

Union Pacific Corp.

1,185

238,493

United Parcel Service, Inc. - Class B

2,051

397,874

XPO, Inc. (1)(2) 

11,471

365,925

 

5,824,437

Total Common Stocks

(Cost $139,248,813)

138,893,293

 


SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham 1000 Value ETF

17

The accompanying notes are an integral part of these financial statements.

 

 

Shares

 

Value

 

Short-Term Investments — 0.2%

Money Market Funds — 0.2%

First American Government Obligations Fund, Class X, 4.650% (3) 

235,684

$235,684

Total Short-Term Investments

(Cost $235,684)

235,684

 

Investments Purchased with Collateral from Securities Lending — 9.1%

Mount Vernon Liquid Assets Portfolio, LLC, 5.000% (3) 

12,665,486

12,665,486

Total Investments Purchased with Collateral from Securities Lending

(Cost $12,665,486)

12,665,486

Total Investments in Securities — 109.0%

(Cost $152,149,983)

151,794,463

Liabilities in Excess of Other Assets — (9.0)%

(12,571,160

)

Total Net Assets — 100.0%

$139,223,303

SVSSubordinate Voting Shares

(1)Non-income producing security.

(2)This security or a portion of this security was out on loan as of March 31, 2023. Total loaned securities had a value of $12,468,893 or 9.0% of net assets as of March 31, 2023. The remaining contractual maturity of all of the securities lending transactions is overnight and continuous.

(3)The rate shown is the annualized seven-day effective yield as of March 31, 2023.

(4)Does not round to 0.1% or (0.1)%, as applicable.

SCHEDULE OF INVESTMENTS at March 31, 2023 (Unaudited) (Continued)

Gotham ETFs

18

The accompanying notes are an integral part of these financial statements.

 

 

Gotham
Enhanced 500
ETF

 

Gotham 1000
Value ETF

 

 

Assets:

Investments in securities, at value (Cost $318,851,932 and $152,149,983, respectively) (Note 2)

$323,272,613

(1) 

$151,794,463

(2) 

Cash

9,656

Receivables:

Fund shares sold

2,841,270

Investment securities sold

2,344,806

574,382

Dividends and interest receivable

262,145

136,892

Securities lending income, net (Note 5)

1,932

4,929

Total assets

325,768,198

155,361,592

 

Liabilities:

Collateral received for securities loaned (Note 5)

28,126,557

12,665,486

Payables:

Investment securities purchased

2,416,005

3,416,180

Management fees (Note 4)

120,738

56,623

Total liabilities

30,550,002

16,138,289

Net Assets

$295,218,196

$139,223,303

 

Components of Net Assets:

Paid-in capital

$309,711,415

$140,701,790

Total distributable (accumulated) earnings (losses)

(14,493,219

)

(1,478,487

)

Net assets

$295,218,196

$139,223,303

 

Net Asset Value (unlimited shares authorized):

Net assets

$295,218,196

$139,223,303

Shares of beneficial interest issued and outstanding

13,150,000

7,350,000

Net asset value

$22.45

$18.94

(1)Includes loaned securities with a value of $28,013,259.

(2)Includes loaned securities with a value of $12,468,893.

STATEMENTS OF ASSETS AND LIABILITIES at March 31, 2023 (Unaudited)

Gotham ETFs

19

The accompanying notes are an integral part of these financial statements.

Gotham
Enhanced 500
ETF

Gotham 1000
Value ETF

 

Investment Income:

Dividend income

$2,739,169

$977,845

Securities lending income, net (Note 5)

11,992

14,891

Interest income

8,036

2,592

Total investment income

2,759,197

995,328

 

Expenses:

Management fees (Note 4)

922,879

264,839

Total expenses

922,879

264,839

Less: Management fee waiver (Note 4)

(212,972

)

(61,117

)

Net expenses

709,907

203,722

Net investment income (loss)

2,049,290

791,606

 

Realized and Unrealized Gain (Loss)

Net realized gain (loss):

Investments

(10,221,537

)

(1,313,739

)

Foreign currency transactions

(54

)

Change in net unrealized appreciation/depreciation on:

Investments

48,418,772

3,290,730

Foreign currency transactions

6

Net realized and unrealized gain (loss) on investments

38,197,235

1,976,943

Net increase (decrease) in net assets resulting from operations

$40,246,525

$2,768,549

STATEMENTS OF OPERATIONS For the Six-Months Ended March 31, 2023 (Unaudited)

Gotham Enhanced 500 ETF

20

The accompanying notes are an integral part of these financial statements.

Six-Months
Ended
March 31,
2023

Year Ended
September 30,
2022

 

Increase (Decrease) in Net Assets From:

 

Operations:

Net investment income (loss)

$2,049,290

$2,778,084

Net realized gain (loss)

(10,221,537

)

(9,445,576

)

Change in net unrealized appreciation/depreciation

48,418,772

(44,142,309

)

Net increase (decrease) in net assets resulting from operations

40,246,525

(50,809,801

)

 

Distributions to Shareholders:

Net distributions to shareholders

(3,481,219

)

(616,760

)

 

Capital Share Transactions:

Net increase (decrease) in net assets derived from net change in outstanding shares (1)

(3,811,010

)

225,891,940

Total increase (decrease) in net assets

32,954,296

174,465,379

 

Net Assets:

Beginning of period

262,263,900

87,798,521

End of period

$295,218,196

$262,263,900

 

(1)Summary of share transactions is as follows:

Six-Months Ended
March 31, 2023

Year Ended
September 30, 2022

Shares

Value

Shares

Value

Shares sold

$

9,525,000

$225,891,940

Shares redeemed

(175,000

)

(3,811,010

)

Net increase (decrease)

(175,000

)

$(3,811,010

)

9,525,000

$225,891,940

STATEMENT OF CHANGES IN NET ASSETS (Unaudited)

Gotham 1000 Value ETF

21

The accompanying notes are an integral part of these financial statements.

STATEMENT OF CHANGES IN NET ASSETS (Unaudited)

Six-Months
Ended
March 31,
2023

Period Ended
September 30,
2022
(1) 

 

Increase (Decrease) in Net Assets From:

 

Operations:

Net investment income (loss)

$791,606

$147,651

Net realized gain (loss) on investments

(1,313,793

)

(316,005

)

Change in net unrealized appreciation/depreciation on investments

3,290,736

(3,646,140

)

Net increase (decrease) in net assets resulting from operations

2,768,549

(3,814,494

)

 

Distributions to Shareholders:

Net distributions to shareholders

(432,542

)

 

Capital Share Transactions:

Net increase (decrease) in net assets derived from net change in outstanding shares (2)

103,519,105

37,182,685

Total increase (decrease) in net assets

105,855,112

33,368,191

 

Net Assets:

Beginning of period

33,368,191

End of period

$139,223,303

$33,368,191

 

(1)The Fund commenced operations on June 7, 2022. The information presented is from June 7, 2022 to September 30, 2022.

(2)Summary of share transactions is as follows:

Six-Months Ended
March 31, 2023

Period Ended
September 30, 2022
(1) 

Shares

Value

Shares

Value

Shares sold

5,350,000

$103,519,105

2,000,000

$37,182,555

Shares redeemed

Variable fees

130

Net increase (decrease)

5,350,000

$103,519,105

2,000,000

$37,182,685

Gotham Enhanced 500 ETF

22

The accompanying notes are an integral part of these financial statements.

Six-Months
Ended
March 31,
2023
(Unaudited)

Year Ended
September 30,
2022

Period Ended
September 30,
2021
(1) 

 

Net asset value, beginning of period/year

$19.68

$23.10

$20.00

 

Income (Loss) from Investment Operations:

Net investment income (loss) (2)

0.15

0.28

0.19

Net realized and unrealized gain (loss) on investments

2.88

(3.64

)

2.91

Total from investment operations

3.03

(3.36

)

3.10

 

Less Distributions:

From net investment income

(0.26

)

(0.06

)

Total distributions

(0.26

)

(0.06

)

 

Net asset value, end of period/year

$22.45

$19.68

$23.10

Total Return (4)

15.50

%(3) 

(14.62

)%

15.53

%(3) 

 

Ratios / Supplemental Data:

Net assets, end of period/year (millions)

$295.2

$262.3

$87.8

Portfolio turnover rate

62

%(3)(5) 

59

%

36

%(3) 

Ratio of expenses to average net assets

Before management fees waived

0.65

%(6) 

0.65

%

0.65

%(5) 

After management fees waived

0.50

%(6) 

0.50

%

0.50

%(5) 

Ratio of net investment income (loss) to average net assets

Before management fees waived

1.29

%(6) 

1.05

%

0.92

%(5) 

After management fees waived

1.44

%(6) 

1.20

%

1.07

%(5) 

 

(1)The Fund commenced operations on December 28, 2020. The information presented is from December 28, 2020 to September 30, 2021.

(2)Calculated using average shares outstanding method.

(3)Not annualized.

(4)The total return is based on the Fund’s net asset value.

(5)Does not include in-kind transactions, when applicable.

(6)Annualized.

FINANCIAL HIGHLIGHTS  

Gotham 1000 Value ETF

23

The accompanying notes are an integral part of these financial statements.

FINANCIAL HIGHLIGHTS  

Six-Months
Ended
March 31,
2023
(Unaudited)

Period Ended
September 30,
2022
(1) 

 

Net asset value, beginning of period

$16.68

$20.00

 

Income (Loss) from Investment Operations:

Net investment income (loss) (2)

0.19

0.13

Net realized and unrealized gain (loss) on investments

2.25

(3.45

)

Total from investment operations

2.44

(3.32

)

 

Less Distributions:

From net investment income

(0.18

)

Total distributions

(0.18

)

 

Net asset value, end of period

$18.94

$16.68

Total Return (3)(4)

14.65

%

(16.58

)%

 

Ratios / Supplemental Data:

Net assets, end of period (millions)

$139.2

$33.4

Portfolio turnover rate (3)(5)

88

%

52

%

Ratio of expenses to average net assets

Before management fees waived (6)

0.65

%

0.65

%

After management fees waived (6)

0.50

%

0.50

%

Ratio of net investment income (loss) to average net assets

Before management fees waived (6)

1.79

%

2.07

%

After management fees waived (6)

1.94

%

2.22

%

 

(1)The Fund commenced operations on June 7, 2022. The information presented is from June 7, 2022 to September 30, 2022.

(2)Calculated using average shares outstanding method.

(3)Not annualized.

(4)The total return is based on the Fund’s net asset value.

(5)Does not include in-kind transactions, when applicable.

(6)Annualized.

24

Gotham ETFs

NOTE 1 – ORGANIZATION

The Gotham Enhanced 500 ETF and Gotham 1000 Value ETF are each diversified series of shares (each, a “Fund,” and collectively, the “Funds”) of beneficial interest of Tidal ETF Trust (the “Trust”). The Trust was organized as a Delaware statutory trust on June 4, 2018 and is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of each Fund’s shares is registered under the Securities Act of 1933, as amended. The Trust is governed by the Board of Trustees (the “Board”). Toroso Investments, LLC (“Toroso” or the “Adviser”), a Tidal Financial Group company, serves as investment adviser to the Funds and Gotham Asset Management, LLC (“Gotham” or the “Sub-Adviser”) serves as investment sub-adviser to the Funds. Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.” The Gotham Enhanced 500 ETF commenced operations on December 28, 2020 and the Gotham 1000 Value ETF commenced operations on June 7, 2022.

The investment objective of each Fund is to seek long-term capital appreciation.

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

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. Equity securities, which may include Real Estate Investment Trusts (“REITs”), Business Development Companies (“BDCs”), and Master Limited Partnerships (“MLPs”), listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”)), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 p.m. EST if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price or mean between the most recent quoted bid and ask prices for long and short positions. For a security that trades on multiple exchanges, the primary exchange will generally be considered the exchange on which the security is generally most actively traded. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. Prices of securities traded on the securities exchange will be obtained from recognized independent pricing agents (“Independent Pricing Agents”) each day that the Funds are open for business.

Options are valued at the last quoted sales price. If there is no such reported sale on the valuation date, both long and short positions are valued at the mean between the most recent quoted bid and ask prices.

Effective September 8, 2022, for securities for which quotations are not readily available, under Rule 2a-5 of the 1940 Act, a fair value will be determined by the Valuation Designee (as defined in Rule 2a-5) in accordance with the Pricing and Valuation Policy and Fair Value Procedures, as applicable, of the Adviser, subject to oversight by 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 Adviser’s Pricing and Valuation Policy and Fair Value Procedures, as applicable. Fair value pricing is an inherently subjective process, and no single standard exists for determining fair value. Different funds could reasonably arrive at different values for the same security. The use of fair value pricing by a funds may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations.

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.

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited)

25

Gotham ETFs

Level 3 –Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing each Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability and would be based on the best information available.

The 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 each Fund’s investments as of March 31, 2023:

Gotham Enhanced 500 ETF

Investments in Securities

Investments
Measured at
Net Asset Value

Level 1

Level 2

Level 3

Total

Common Stocks (1)

$

$294,703,878

$

$

$294,703,878

Short-Term Investments

442,178

442,178

Investments Purchased With Collateral From Securities Lending (2)

28,126,557

28,126,557

Total Investments in Securities

$28,126,557

$295,146,056

$

$

$323,272,613

Gotham 1000 Value ETF

Investments in Securities

Investments
Measured at
Net Asset Value

Level 1

Level 2

Level 3

Total

Common Stocks (1)

$

$138,893,293

$

$

$138,893,293

Short-Term Investments

235,684

235,684

Investments Purchased With Collateral From Securities Lending (2)

12,665,486

12,665,486

Total Investments in Securities

$12,665,486

$139,128,977

$

$

$151,794,463

(1)See Schedule of Investments for the industry breakout.

(2)Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

B.Federal Income Taxes. Each Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provision for federal income taxes or excise taxes has been made.

In order to avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare as dividends in each calendar year at least 98.0% of its net investment income (earned during the calendar year) and at least 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

As of March 31, 2023, the Funds did not have any tax positions that did not meet the threshold of being sustained by the applicable tax authority. Generally, tax authorities can examine all the tax returns filed for the last three years. Each Fund identifies its major tax jurisdiction as U.S. Federal and the Commonwealth of Delaware; however, the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially.

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

26

Gotham ETFs

C. Securities Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Debt income is recorded on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. Withholding taxes on foreign dividends have been provided for in accordance with the Trust’s understanding of the applicable country’s tax rules and rates. If a Fund’s distributions exceed its earnings and profits, all or a portion of the distributions made for a taxable year may be recharacterized as a return of capital to shareholders. A return of capital distribution will generally not be taxable but will reduce each shareholder’s cost basis in a Fund and result in a higher capital gain or lower capital loss when the Shares on which the distribution was received are sold. After a shareholder’s basis in the Shares has been reduced to zero, distributions in excess of earnings and profits will be treated as gain from the sale of the shareholder’s Shares.

A REIT is a corporation or business trust (that would otherwise be taxed as a corporation) which meets the definitional requirements of the Internal Revenue Code of 1986, as amended (the “Code”). The Code permits a qualifying REIT to deduct from taxable income the dividends paid, thereby effectively eliminating corporate level federal income tax. To meet the definitional requirements of the Code, a REIT must, among other things: invest substantially all of its assets in interests in real estate (including mortgages and other REITs), cash and government securities; derive most of its income from rents from real property or interest on loans secured by mortgages on real property; and, in general, distribute annually 90% or more of its taxable income (other than net capital gains) to shareholders.

D.Foreign Currency. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions.

The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

The Funds report net realized foreign exchange gains or losses that arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent of the amounts actually received or paid.Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at period end, resulting from changes in exchange rates.

E.Distributions to Shareholders. Distributions to shareholders from net investment income, if any, for the Funds are declared and paid at least annually. Distributions to shareholders from net realized gains on securities, if any, for the Funds normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

F.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 at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Actual results could differ from those estimates.

G.Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by each Fund, plus cash or other assets, minus all liabilities by the total number of shares outstanding for each Fund, rounded to the nearest cent. Each Fund’s shares will not be priced on the days on which the New York Stock Exchange (“NYSE”) is closed for trading.

H.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 made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

27

Gotham ETFs

I.Illiquid Securities. Pursuant to Rule 22e-4 under the 1940 Act, the Funds have adopted a Board-approved Liquidity Risk Management Program (the “Program”) that requires, among other things, that each Fund limit its illiquid investments that are assets to no more than 15% of the value of each Fund’s net assets. An illiquid investment is any security that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. If either Fund should be in a position where the value of illiquid investments held by a Fund exceeds 15% of that Fund’s net assets, that Fund will take such steps as set forth in the Program.

J.Recently Issued Accounting Pronouncements.

In June 2022, the FASB issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and for interim periods within those fiscal years, with early adoption permitted. Management is currently evaluating the impact, if any, of these amendments on the financial statements.

NOTE 3 – PRINCIPAL INVESTMENT RISKS

A.Equity Market Risk. The equity securities held in each Fund’s portfolio may experience sudden, unpredictable drops in value or long periods of decline in value. This may occur because of factors that affect securities markets generally or factors affecting specific issuers, industries, or sectors in which the Funds invest. Common stocks, in which the Funds primarily invest, are generally exposed to greater risk than other types of securities, such as preferred stock and debt obligations, because common stockholders generally have inferior rights to receive payment from issuers. Securities in each Fund’s portfolio may underperform in comparison to securities in the general financial markets, a particular financial market, or other asset classes, due to a number of factors. Factors that could impact the market value of an equity security include a company’s business performance, investor perceptions, stock market trends and general economic conditions.

B.General Market Risk. Securities markets and individual securities may increase or decrease in value. Security prices may fluctuate widely over short or extended periods in response to market or economic news and conditions, and securities markets also tend to move in cycles. If there is a general decline in the securities markets, it is possible your investment may lose value regardless of the individual results of the companies in which the Funds invest. The magnitude of up and down price or market fluctuations over time is sometimes referred to as “volatility”, and it can be significant. In addition, different asset classes and geographic markets may experience periods of significant correlation with each other. As a result of this correlation, the securities and markets in which the Funds invest may experience volatility due to market, economic, political, or social events and conditions that may not readily appear to directly relate to such securities, the securities’ issuer or the markets in which they trade.

C.Value Style Risk. The Sub-Adviser intends to buy securities, on behalf of the Funds, that it believes are undervalued. Investing in “value” stocks presents the risk that the stocks may never reach what the Sub-Adviser believes are their full market values, either because the market fails to recognize what the Sub-Adviser considers to be the companies’ true business values or because the Sub-Adviser misjudges those values. In addition, value stocks may fall out of favor with investors and underperform other stocks (such as growth stocks) during given periods. The Funds’ performance may be negatively affected if the Sub-Adviser determines (or otherwise needs) to sell a value stock before the market recognizes the stock’s full value.

D.Database Error Risk. The investment strategy used by the Sub-Adviser relies on proprietary databases and third-party data sources. Data entries made by the Sub-Adviser’s team of financial analysts or third parties may contain errors, as may the database system used to store such data. Any errors in the underlying data sources, data entry or database may result in the Fund acquiring or selling investments based on incorrect information.

E.Systems Risk. The Funds depend on the Sub-Adviser to develop and implement appropriate systems to provide sub-advisory services. The Sub-Adviser relies extensively on computer programs and systems to implement and monitor each Fund’s investment strategy. As a result, there is a risk of human or technological errors affecting the portfolio construction process and order origination, including errors in programming (e.g., “bugs” and classic coding errors), modeling, design, translational errors and compatibility issues with data sets and among systems. There can be no guarantee that such defects or issues will be identified in time to avoid a material adverse effect on the Funds.

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

28

Gotham ETFs

F.High Portfolio Turnover Risk. The Funds may actively and frequently trade all or a significant portion of the securities in their portfolios. A high portfolio turnover rate increases transaction costs, which may increase a Fund’s expenses. Frequent trading may also cause adverse tax consequences for investors in the Funds due to an increase in short-term capital gains.

G.Large-Capitalization Investing Risk The securities of large-capitalization companies may be relatively mature compared to smaller companies and therefore subject to slower growth during times of economic expansion. Large-capitalization companies may also be unable to respond quickly to new competitive challenges, such as changes in technology and consumer tastes.

H.Mid-Capitalization Investing Risk (Gotham 1000 Value ETF Only). The securities of mid-capitalization companies may be more vulnerable to adverse issuer, market, political, or economic developments than securities of large-capitalization companies. The securities of mid-capitalization companies generally trade in lower volumes and are subject to greater and more unpredictable price changes than large-capitalization stocks or the stock market as a whole.

I.Management Risk. The Funds are actively-managed and may not meet their investment objectives based on the Sub-Adviser’s success or failure to implement investment strategies for the Funds.

J.Exchanged Traded Fund (“ETF”) Risks.

Authorized Participants, Market Makers, and Liquidity Providers Concentration Risk. The Trust is registered with the U.S. Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (together with the rules and regulations adopted thereunder, as amended, the “1940 Act”), as an open-end management investment company and the offering of each Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).The Funds have a limited number of financial institutions that are authorized to purchase and redeem Shares directly from the Funds (known as “Authorized Participants” or “APs”).In addition, there may be a limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, Shares may trade at a material discount to NAV and possibly face delisting: (i) APs exit the business or otherwise become unable to process creation and/or redemption orders and no other APs step forward to perform these services; or (ii) market makers and/or liquidity providers exit the business or significantly reduce their business activities and no other entities step forward to perform their functions.

Costs of Buying or Selling Shares. Due to the costs of buying or selling Shares, including brokerage commissions imposed by brokers and bid-ask spreads, frequent trading of Shares may significantly reduce investment results and an investment in Shares may not be advisable for investors who anticipate regularly making small investments.

Shares May Trade at Prices Other Than NAV. As with all ETFs, Shares may be bought and sold in the secondary market at market prices. Although it is expected that the market price of Shares will approximate a Fund’s NAV, there may be times when the market price of Shares is more than the NAV intra-day (premium) or less than the NAV intra-day (discount) due to supply and demand of Shares or during periods of market volatility. This risk is heightened in times of market volatility, periods of steep market declines, and periods when there is limited trading activity for Shares in the secondary market, in which case such premiums or discounts may be significant.

Trading. Shares are listed on the NYSE Arca, Inc. (the “Exchange”), and although Shares may be traded on U.S. exchanges other than the Exchange, there can be no assurance that Shares will trade with any volume, or at all, on any stock exchange. In stressed market conditions, the liquidity of Shares may begin to mirror the liquidity of the Funds’ underlying portfolio holdings, which can be significantly less liquid than Shares. Also, in stressed market conditions, the market for Shares may become less liquid in response to deteriorating liquidity in the markets for the Funds’ underlying portfolio holdings. These adverse effects on liquidity for Shares, in turn, could lead to wider bid/ask spreads and differences between the market price of Shares and the underlying value of those Shares.

NOTE 4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS

The Adviser serves as investment adviser to the Funds pursuant to an investment advisory agreement between the Adviser and the Trust, on behalf of the Funds (the “Advisory Agreement”), and, pursuant to the Advisory Agreement, has overall responsibility for the general management and administration of the Funds. The Adviser provides oversight of the Sub-Adviser and review of the Sub-Adviser’s performance. The Adviser is also responsible for trading portfolio securities for the Funds, including selecting broker-dealers to execute purchase and sale transactions, subject to the supervision of the Board.

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

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Gotham ETFs

Pursuant to the Advisory Agreement, each Fund pays the Adviser a unitary management fee (the “Management Fee”) based on the average daily net assets of the Funds as follows:

Fund

Management Fee

Management Fee
After Waiver

Gotham Enhanced 500 ETF

0.65%

0.50%

Gotham 1000 Value ETF

0.65%

0.50%

The Adviser has contractually agreed to a reduced unitary Management Fee for the Gotham Enhanced 500 ETF and the Gotham 1000 Value ETF to 0.50% until at least January 31, 2024 (the “Fee Waiver Agreements”). The Fee Waiver Agreements may be terminated only by, or with the consent of, the Board. Any waived Management Fees are not able to be recouped by the Adviser under the Fee Waiver Agreements. Management Fees for the period ended March 31, 2023 are disclosed in the Statements of Operations.

Out of each Management Fee, the Adviser is obligated to pay or arrange for the payment of substantially all expenses of the Funds, including the cost of 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 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 fees and expenses paid by the Funds under any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act (collectively, “Excluded Expenses”), and the Management Fees payable to the Adviser. The Management Fees incurred are paid monthly to the Adviser.

Gotham Asset Management, LLC serves as sub-adviser to the Funds, pursuant to a sub-advisory agreement between the Adviser and the Sub-Adviser with respect to the Funds (the “Sub-Advisory Agreement”). Pursuant to the Sub-Advisory Agreement, the Sub-Adviser is responsible for responsible for the day-to-day management of the Funds’ portfolios, including determining the securities purchased and sold by the Funds, subject to the supervision of the Adviser and the Board. The Sub-Adviser is paid a fee by the Adviser, which is calculated and paid monthly, at an annual rate of 0.50% of each Fund’s average daily net assets.

Under the Sub-Advisory Agreement, the Sub-Adviser has agreed to assume the Adviser’s obligation to pay all expenses incurred by the Funds except for the sub-advisory fee payable to the Sub-Adviser and Excluded Expenses. For assuming the payment obligations for the Funds, the Adviser has agreed to pay the Sub-Adviser the profits, if any, generated by the Funds’ unitary managment fees. Expenses incurred by the Funds and paid by the Sub-Adviser include fees charged by Tidal (defined below), which is an affiliate of the Adviser.

Tidal ETF Services LLC (“Tidal”), a Tidal Financial Group company and an affiliate of the Adviser, serves as the Funds’ administrator and, in that capacity, performs various administrative and management services for the Funds. Tidal coordinates the payment of Fund-related expenses and manages the Trust’s relationships with its various service providers.

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), serves as the Funds’ sub-administrator, fund accountant and transfer agent. In those capacities, Fund Services performs various administrative and accounting services for the Funds. Fund Services 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. U.S. Bank N.A.(the “Custodian”), an affiliate of Fund Services, serves as the Funds’ custodian. The Custodian acts as the securities lending agent (the “Securities Lending Agent”) for the Funds.

Foreside Fund Services, LLC (the “Distributor”) acts as the Funds’ principal underwriter in a continuous public offering of the Funds’ shares.

Certain officers and trustees of the Trust are affiliated with the Adviser and Fund Services. Neither the affiliated trustee nor the Trust’s officers receive compensation from the Funds.

NOTE 5 – SECURITIES LENDING

Each Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by the Securities Lending Agent. The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least the market value of the securities loaned by the Funds. The Funds receive compensation in the form of fees and earned interest on the cash collateral. Due to timing issues of when

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

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Gotham ETFs

a security is recalled from loan, the financial statements may differ in presentation. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreements to recall the securities from the borrower on demand. As of March 31, 2023, the market value of the securities on loan and payable on collateral received for securities lending were as follows:

Fund

Market Value of
Securities on Loan

Payable on
Collateral Received

Percentage of Net Assets of
Securities on Loan

Gotham Enhanced 500 ETF

$28,013,259

$28,126,557

9.5%

Gotham 1000 Value ETF

 12,468 893

 12,665,486

9.0%

As of March 31, 2023, the Funds had loaned securities and received cash collateral for the loans. The cash collateral is invested in the Mount Vernon Liquid Assets Portfolio, LLC of which the investment objective is to seek to maximize income to the extent consistent with the preservation of capital and liquidity and maintain a stable NAV of $1.00. Although risk is mitigated by the collateral, the Funds could experience a delay in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities. In addition, the Funds bear the risk of loss associated with the investment of cash collateral received.

During the period ended March 31, 2023, the Funds loaned securities that were collateralized by cash. The cash collateral received was invested in in the Mount Vernon Liquid Assets Portfolio, LLC as listed in each Fund’s Schedule of Investments. Securities lending income is disclosed in the Funds’ Statements of Operations.

The Funds are not subject to a master netting agreement with respect to Funds’ participation in securities lending; therefore, no additional disclosures regarding netting arrangements are required.

Note 6 – Purchase and Sales of Securities

For the period ended March 31, 2023, the cost of purchases and proceeds from the sales or maturities of securities, excluding short-term investments, U.S. government securities, and in-kind transactions were as follows:

Fund

Purchases

Sales

Gotham Enhanced 500 ETF

$176,259,673

$177,960,502

Gotham 1000 Value ETF

  75,548,797

  72,425,862

For the period ended March 31, 2023, there were no purchases or sales of long-term U.S. government securities.

For the period ended March 31, 2023, in-kind transactions associated with creations and redemptions for the Funds were as follows:

Fund

Purchases

Sales

Gotham Enhanced 500 ETF

$

$3,457,946

Gotham 1000 Value ETF

100,622,380

Note 7 – Income Taxes And Distributions To Shareholders

The tax character of distributions paid during the periods ended March 31, 2023 (estimated) and September 30, 2022 was as follows:

Fund

Distributions paid from:

March 31, 2023

September 30, 2022

Gotham Enhanced 500 ETF

Ordinary income

$3,481,219

$614,820

Gotham Enhanced 500 ETF

Capital Gains

1,940

Gotham 1000 Value ETF

Ordinary income

432,542

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

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Gotham ETFs

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

As of the prior fiscal year ended September 30, 2022, the components of accumulated earnings/(losses) on a tax basis were as follows:

Gotham
Enhanced 500
ETF

Gotham
1000 Value
ETF

Cost of investments (1) 

$320,618,797

$37,388,035

Gross tax unrealized appreciation

9,069,691

391,097

Gross tax unrealized depreciation

(57,418,891

)

(4,475,875

)

Net tax unrealized appreciation (depreciation)

(48,349,200

)

(4,084,778

)

Undistributed ordinary income (loss)

2,442,637

268,435

Undistributed long-term capital gain (loss)

1,849

Total distributable earnings

2,442,637

270,284

Other accumulated gain (loss)

(5,351,962

)

Total accumulated gain (loss)

$(51,258,525

)

$(3,814,494

)

(1)The difference between book and tax-basis cost of investments was attributable primarily to the treatment of wash sales.

Net capital losses incurred after October 31 and net investment losses incurred after December 31, and within the taxable year, are deemed to arise on the first business day of the Funds’ next taxable year. As of the prior fiscal year ended September 30, 2022, the Gotham Enhanced 500 ETF had short-term and long-term capital loss carryovers of $5,025,728 and $326,234, respectively. The Gotham 1000 Value ETF did not have any capital loss carryovers as of September 30, 2022. As of September 30, 2022, the Funds did not have any late year losses.

Note 8 – Share Transactions

Shares of the Funds are listed and traded on the Exchange. 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 (“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 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 not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the 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 purchase or sale of Creation Units. The standard fixed transaction fee for the Funds is $500, 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% and for Redemption Units of up to a maximum of 2%, respectively, of the value of the Creation Units and Redemption Units subject to the transaction. Variable fees received by the Funds, if any, are disclosed in the capital shares transactions section of the Statements 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 – Recent Market Events

U.S. and international markets have experienced and may continue to experience significant periods of volatility in recent years and months due to a number of economic, political and global macro factors including rising inflation, uncertainty regarding central banks’ interest rate increases, the possibility of a national or global recession, trade tensions, political events, the war between Russia and Ukraine and the impact of the coronavirus (COVID-19) global pandemic. The global recovery from COVID-19 may last for an extended period of time. As a result of continuing political tensions and armed conflicts, including the war between Ukraine and Russia, the U.S. and the European Union imposed sanctions on certain Russian individuals and companies, including certain financial institutions, and

32

Gotham ETFs

NOTES TO FINANCIAL STATEMENTS March 31, 2023 (Unaudited) (Continued)

have limited certain exports and imports to and from Russia. The war has contributed to recent market volatility and may continue to do so. These developments, as well as other events, could result in further market volatility and negatively affect financial asset prices, the liquidity of certain securities and the normal operations of securities exchanges and other markets, despite government efforts to address market disruptions. Continuing market volatility as a result of recent market conditions or other events may have adverse effects on your account.

Note 10 – Subsequent Events

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. The Funds have determined that there are no subsequent events that would need to be disclosed in the Funds’ financial statements.

33

Gotham ETFs

As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including brokerage commissions paid on purchases and sales of a Fund’s shares, and (2) ongoing costs, including management fees of the Funds. The examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which is from October 1, 2022 to March 31, 2023.

Actual Expenses

The first line of the following tables provides information about actual account values and actual expenses. The examples include, but are not limited to, unitary fees. However, the examples do not include portfolio trading commissions and related expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During the Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Examples for Comparison Purposes

The second line of the following tables provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the following tables is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

Gotham Enhanced 500 ETF

Beginning
Account Value
October 1, 2022

Ending
Account Value
March 31, 2023

Expenses Paid
During the Period
October 1, 2022 –
March 31,
2023
(1) 

Actual

$1,000.00

$1,155.00

$2.69

Hypothetical (5% annual return before expenses)

$1,000.00

$1,022.44

$2.52

(1)Expenses are equal to the Fund’s annualized net expense ratio for the most recent six-month period of 0.50% (fee waivers in effect), multiplied by the average account value over the period, multiplied by 182/365 (to reflect the most recent six-month period).

Gotham 1000 Value ETF

Beginning
Account Value
October 1, 2022

Ending
Account Value
March 31, 2023

Expenses Paid
During the Period
October 1, 2022 –
March 31, 2023
(2) 

Actual

$1,000.00

$1,146.50

$2.68

Hypothetical (5% annual return before expenses)

$1,000.00

$1,022.44

$2.52

(2)Expenses are equal to the Fund’s annualized net expense ratio for the most recent six-month period of 0.50% (fee waivers in effect), multiplied by the average account value over the period, multiplied by 182/365 (to reflect the most recent six-month period).

EXPENSE EXAMPLES For the Six-Months Ended March 31, 2023 (Unaudited)

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Gotham ETFs

The Board of Trustees (the “Board” or the “Trustees”) of Tidal ETF Trust (the “Trust”) met at a meeting held on December 14, 2022 to consider the renewal of the Investment Advisory Agreement (the “Advisory Agreement”) between the Trust, on behalf of the Gotham Enhanced 500 ETF (the “Fund”), a series of the Trust, and Toroso Investments, LLC, the Fund’s investment adviser (the “Adviser”). Prior to this meeting, the Board requested and received materials to assist them in considering the renewal of the Advisory Agreement. The materials provided contained information with respect to the factors enumerated below, including a copy of the Advisory Agreement, a memorandum prepared by outside legal counsel to the Trust and Independent Trustees discussing in detail the Trustees’ fiduciary obligations and the factors they should assess in considering the renewal of the Advisory Agreement, due diligence materials relating to the Adviser (including the due diligence response completed by the Adviser with respect to a specific request letter from outside legal counsel to the Trust and Independent Trustees, the Adviser’s Form ADV, select ownership, organizational, financial and insurance information for the Adviser, biographical information of the Adviser’s key management and compliance personnel, detailed comparative information regarding the proposed unitary advisory fee for the Fund, and information regarding the Adviser’s compliance program) and other pertinent information. Based on their evaluation of the information provided, the Trustees, by a unanimous vote (including a separate vote of the Trustees who are not “interested persons,” as that term is defined in the Investment Company Act of 1940, as amended (the “Independent Trustees”)), approved the renewal of the Advisory Agreement for an additional one-year term.

Discussion of Factors Considered

In considering the renewal of the Advisory Agreement and reaching their conclusions, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors enumerated below.

1.Nature, Extent and Quality of Services Provided. The Board considered the nature, extent and quality of the Adviser’s overall services provided to the Fund as well as its specific responsibilities in all aspects of day-to-day investment management of the Fund, including trade execution and recommendations with respect to the hiring, termination, or replacement of sub-advisers to the Fund. The Board considered the qualifications, experience and responsibilities of the Adviser’s investment management team, including Michael Venuto and Charles Ragauss, who each serve as a portfolio manager to the Fund, as well as the responsibilities of other key personnel of the Adviser to be involved in the day-to-day activities of the Fund. The Board reviewed due diligence information provided by the Adviser, including information regarding the Adviser’s compliance program, its compliance personnel and compliance record, as well as the Adviser’s cybersecurity program and business continuity plan. The Board noted that the Adviser does not manage any other accounts that utilize a strategy similar to that employed by the Fund.

The Board also considered other services provided to the Fund, such as monitoring adherence to the Fund’s investment strategy and restrictions, oversight of Gotham Asset Management, LLC (“Gotham” or the “Sub-Adviser”), the Fund’s sub-adviser, and other service providers to the Fund, monitoring compliance with various Fund policies and procedures and with applicable securities regulations, and monitoring the extent to which the Fund achieves its investment objective as an actively-managed ETF. The Board noted that the Adviser is responsible for trade execution for the Fund and the Sub-Adviser is responsible for portfolio investment decisions for the Fund, subject to the supervision of the Adviser.

The Board concluded that the Adviser had sufficient quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory Agreement and managing the Fund and that the nature, overall quality and extent of the management services provided to the Fund, as well as the Adviser’s compliance program, were satisfactory.

2.Investment Performance of the Fund and the Adviser. The Board considered the investment performance of the Fund and the Adviser. The Board also considered the Fund’s performance against its benchmark index and peer group. The Board also considered that because the portfolio investment decision-making for the Fund is performed by the Sub-Adviser, the Fund’s performance is not the direct result of investment decisions made by the Adviser.

The Board discussed the performance of the Fund on an absolute basis, in comparison to its benchmark index (the S&P 500 Total Return Index), and in comparison to a peer group of funds based on comparative information prepared by Fund Services utilizing data provided by Morningstar Direct (a peer group of U.S. large blend funds) (the “Morningstar Peer Group”). The Board noted that the Fund outperformed the S&P 500 Total Return Index for the year-to-date, one-year and since inception periods ended October 31, 2022. The Board also noted that the Fund had underperformed the Morningstar Peer Group average over the year-to-date period ended October 31, 2022, but outperformed the Morningstar Peer Group average over the one-year period ended October 31, 2022.

BASIS FOR TRUSTEES’ APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENTS (Unaudited)

35

Gotham ETFs

After considering all of the information the Board concluded that the performance of the Fund was satisfactory under current market conditions and that the Adviser has the necessary expertise and resources in providing investment advisory services in accordance with the Fund’s investment objective and strategies. Although past performance is not a guarantee or indication of future results, the Board determined that the Fund and its shareholders were likely to benefit from the Adviser’s continued management.

3.Cost of Services Provided and Profits Realized by the Adviser. The Board considered the cost of services and the structure of the Adviser’s advisory fee, including a review of comparative expenses, expense components and peer group selection. The Board took into consideration that the advisory fee for the Fund was a “unitary fee,” meaning that the Fund pays no expenses other than the advisory fee and certain other costs such as interest, brokerage, and extraordinary expenses and, to the extent it is implemented, fees pursuant to the Fund’s Rule 12b 1 Plan. The Board noted that the Adviser continues to be responsible for compensating the Fund’s other service providers and paying the Fund’s other expenses out of its own fees and resources, subject to the Sub-Adviser’s contractual agreement to assume such obligation in exchange for the profits, if any, generated by the Fund’s unitary fee. The Board also noted that the Adviser has contractually agreed to an advisory fee waiver that reduces the Fund’s unitary fee from 0.65% to 0.50% of the Fund’s average daily net assets through at least January 31, 2024. The Board also considered the overall profitability of the Adviser and examined the level of profits accrued to the Adviser from the fees payable under the Advisory Agreement. The Board considered that the Fund’s advisory fee of 0.65% was above the Morningstar Peer Group average of 0.55% and that the Fund’s net expense ratio of 0.50% was below the Morningstar Peer Group average of 0.55%.

The Board concluded that the Fund’s expense ratio and the advisory fee were fair and reasonable in light of the comparative performance, advisory fee and expense information and the investment management services provided to the Fund by the Adviser given the nature of the Fund’s investment strategy. The Board also evaluated, based on a profitability analysis prepared by the Adviser, the fees received by the Adviser and its affiliates from their relationship with the Fund, and concluded that the fees had not been, and currently were not, excessive, and that while the Fund was not yet profitable to the Adviser, the Adviser had adequate financial resources to support its services to the Fund from the revenues of its overall investment advisory business.

4.Extent of Economies of Scale as the Fund Grows. The Board compared the Fund’s expenses relative to its Morningstar Peer Group and discussed realized and potential economies of scale. The Board considered the potential economies of scale that the Fund might realize under the structure of the advisory fee. The Board noted that the advisory fee did not contain any breakpoint reductions as the Fund’s assets grow in size, but that the Adviser would evaluate future circumstances that may warrant breakpoints in the fee structure.

5.Benefits Derived from the Relationship with the Fund. The Board considered the direct and indirect benefits that could be received by the Adviser and its affiliates from association with the Fund. The Board concluded that the benefits the Adviser may receive, such as greater name recognition or the ability to attract additional investor assets, appear to be reasonable and in many cases may benefit the Fund.

Conclusion. Based on the Board’s deliberations and its evaluation of the information described above, with no single factor determinative of a conclusion, the Board, including the Independent Trustees, unanimously concluded that: (a) the terms of the Advisory Agreement are fair and reasonable; (b) the advisory fee is reasonable in light of the services that the Adviser provides to the Fund; and (c) the approval of the renewal of the Advisory Agreement for an additional one-year term was in the best interests of the Fund and its shareholders.

At the meeting held on December 14, 2022, the Board also considered the renewal of the sub-advisory agreement (the “Sub-Advisory Agreement”) for the Fund, entered into between the Adviser and Gotham. Prior to this meeting, the Board requested and received materials to assist them in considering the renewal of the Sub-Advisory Agreement. The materials provided contained information with respect to the factors enumerated below, including a copy of the Sub-Advisory Agreement, a memorandum prepared by outside legal counsel to the Trust and the Independent Trustees discussing in detail the Trustees’ fiduciary obligations and the factors they should assess in considering the renewal of the Sub-Advisory Agreement, due diligence materials prepared by the Sub-Adviser (including the due diligence response completed by the Sub-Adviser with respect to a specific request letter from outside legal counsel to the Trust and the Independent Trustees, the Sub-Adviser’s Form ADV, select ownership, organizational, financial and insurance information for the Sub-Adviser, biographical information of key management and compliance personnel, and the Sub-Adviser’s compliance manual and code of ethics) and other pertinent information. Based on their evaluation of the information provided, the Trustees, by a unanimous vote (including a separate vote of the Independent Trustees), approved the renewal of the Sub-Advisory Agreement for an additional one-year term.

BASIS FOR TRUSTEES’ APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENTS (Unaudited) (Continued)

36

Gotham ETFs

Discussion of Factors Considered

In considering the renewal of the Sub-Advisory Agreement and reaching their conclusions, the Trustees reviewed and analyzed various factors that they determined were relevant, including the factors enumerated below.

1.Nature, Extent and Quality of Services Provided. The Board considered the nature, extent and quality of Gotham’s overall services provided to the Fund as well as its specific responsibilities in aspects of day-to-day investment management of the Fund. The Board considered the qualifications, experience and responsibilities of Joel Greenblatt and Robert Goldstein who each serve as a portfolio manager for the Fund, as well as the responsibilities of other key personnel of Gotham involved in the day-to-day activities of the Fund. The Board reviewed the due diligence information provided by Gotham, including information regarding Gotham’s compliance program, its compliance personnel and compliance record, as well as Gotham’s cybersecurity program and business continuity plan. The Board noted that Gotham manages the Gotham Enhanced S&P 500 Index Fund, an open-end mutual fund that utilizes a strategy similar to the strategy employed by the Fund.

The Board also considered other services provided to the Fund, such as monitoring adherence to the Fund’s investment strategies and restrictions, monitoring compliance with various Fund policies and procedures and with applicable securities regulations, monitoring the extent to which the Fund meets its investment objective as an actively-managed ETF and quarterly reporting to the Board. The Board noted that Gotham is responsible for the Fund’s investment selection, subject to oversight by the Adviser.

The Board concluded that Gotham had sufficient quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Gotham Sub-Advisory Agreement and managing the Fund and that the nature, overall quality and extent of the management services provided to the Fund, as well as Gotham’s compliance program, were satisfactory.

2.Investment Performance of the Fund and the Sub-Adviser. In considering Fund performance, the Board noted that Gotham is responsible for selecting investments for the Fund. Accordingly, the Board discussed the performance of the Fund on an absolute basis, in comparison to its benchmark index (the S&P 500 Total Return Index), and in comparison to a peer group of funds based on comparative information prepared by Fund Services utilizing data provided by Morningstar Direct (a peer group of U.S. large blend funds) (the “Morningstar Peer Group”). The Board noted that the Fund outperformed the S&P 500 Total Return Index for the year-to-date, one-year and since inception periods ended October 31, 2022. The Board also noted that the Fund underperformed the Morningstar Peer Group average over the year-to-date period ended October 31, 2022, but outperformed the Morningstar Peer Group average over the one-year period ended October 31, 2022.

After considering all of the information, the Board concluded that the performance of the Fund was satisfactory under current market conditions and that Gotham has the necessary expertise and resources in providing investment advisory services in accordance with the Fund’s investment objective and strategies. Although past performance is not a guarantee or indication of future results, the Board determined that the Fund and its shareholders were likely to benefit from Gotham’s continued management.

3.Cost of Services Provided and Profits Realized by the Sub-Adviser. The Board considered the structure of the sub-advisory fees paid by the Adviser to Gotham under the Gotham Sub-Advisory Agreement. The Board noted that the Adviser represented to the Board that the sub-advisory fees payable under the Gotham Sub-Advisory Agreement were reasonable in light of the services performed by Gotham. Since the sub-advisory fees are paid by the Adviser, the overall advisory fees paid by the Fund are not directly affected by the sub-advisory fees paid to Gotham. Consequently, the Board did not consider the cost of services provided by Gotham or profitability from its relationship with the Fund to be material factors for consideration given that Gotham is not affiliated with the Adviser and, therefore, the sub-advisory fees paid to Gotham were negotiated on an arm’s-length basis. Based on all of these factors, the Board concluded that the sub-advisory fees paid to Gotham by the Adviser reflected appropriate allocations of the advisory fees and were reasonable in light of the services provided by Gotham.

4.Extent of Economies of Scale as the Fund Grows. Since the sub-advisory fees payable to Gotham are not paid by the Fund, the Board did not consider whether the sub-advisory fees should reflect any realized or potential economies of scale that might be realized as the Fund’s assets increase.

5.Benefits Derived from the Relationship with the Fund. The Board considered the direct and indirect benefits that could be received by Gotham from its association with the Fund. The Board concluded that the benefits Gotham may receive, such as greater name recognition or the ability to attract additional investor assets, appear to be reasonable and in many cases may benefit the Fund.

BASIS FOR TRUSTEES’ APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENTS (Unaudited) (Continued)

37

Gotham ETFs

BASIS FOR TRUSTEES’ APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENTS (Unaudited) (Continued)

Conclusion. Based on the Board’s deliberations and its evaluation of the information described above, with no single factor determinative of a conclusion, the Board, including the Independent Trustees, unanimously concluded that: (a) the terms of the Gotham Sub-Advisory Agreement are fair and reasonable; (b) the sub-advisory fees are reasonable in light of the services that Gotham provides to the Fund; and (c) the approval of the renewal of the Gotham Sub-Advisory Agreement for an additional one-year term was in the best interests of the Fund and its shareholders.

38

Gotham ETFs

In accordance with Rule 22e-4 under the Investment Company Act of 1940, as amended (“Rule 22e-4”), Tidal ETF Trust (the “Trust”), on behalf of its series, the Gotham Enhanced 500 ETF and Gotham 1000 Value ETF (the “Funds”), has adopted and implemented a liquidity risk management program (the “Program”). The Program seeks to promote effective liquidity risk management for the Funds and to protect the Funds’ shareholders from dilution of their interests. The Trust’s Board of Trustees (the “Board”) has approved the designation of Toroso Investments, LLC, the Funds’ investment adviser, as the program administrator (the “Program Administrator”). The Program Administrator has further delegated administration of the Program to a Program Administrator Committee composed of certain Trust officers. The Program Administrator has also delegated certain responsibilities under the Program to the investment sub-adviser of the Funds; however, the Program Administrator remains responsible for the overall administration and operation of the Program. The Program Administrator is required to provide a written annual report to the Board regarding the adequacy and effectiveness of the Program, including the operation of the highly liquid investment minimum, if applicable, and any material changes to the Program.

On November 21, 2022, the Board reviewed the Program Administrator’s written annual report for the period October 1, 2021 through September 30, 2022 (the “Report”). The Program assesses liquidity risk under both normal and reasonably foreseeable stressed market conditions. The risk is managed by monitoring the degree of liquidity of a fund’s investments, limiting the amount of illiquid investments and utilizing various risk management tools and facilities available to a fund, among other means. The Trust has engaged the services of ICE Data Services, a third-party vendor, to provide daily portfolio investment classification services to assist in the Program Administrator’s assessment. The Report noted that no material changes had been made to the Program during the review period. The Program Administrator determined that the Program is reasonably designed and operating effectively.

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

39

Gotham ETFs

INFORMATION ABOUT PROXY VOTING (Unaudited)

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available upon request without charge, by calling (855) 998-4779 or by accessing the Funds’ website at www.GothamETFs.com.Furthermore, you can obtain the description on the SEC’s website at www.sec.gov.

Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available upon request without charge by calling (855) 998-4779 or by accessing the SEC’s website at www.sec.gov.

INFORMATION ABOUT THE PORTFOLIO HOLDINGS (Unaudited)

The Funds’ portfolio holdings are posted on the Funds’ website daily at www.GothamETFs.com. The Funds file their complete schedules of portfolio holdings with the SEC for their first and third fiscal quarters on Part F of Form N-PORT. Each Fund’s Part F of Form N-PORT are available without charge, upon request, by calling (855) 998-4779. Furthermore, you can obtain the Part F of Form N-PORT on the SEC’s website at www.sec.gov.

FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS (Unaudited)

Information regarding how often shares of the Funds trade on the exchange at a price above (i.e., at a premium) or below (i.e., at a discount) to its daily net asset value (“NAV”) is available, without charge, on the Funds’ website at www.GothamETFs.com.

INFORMATION ABOUT THE FUND’S TRUSTEES (Unaudited)

The Statement of Additional Information (“SAI”) includes additional information about the Funds’ Trustees and is available without charge, upon request, by calling (855) 998-4779. Furthermore, you can obtain the SAI on the SEC’s website at www.sec.gov or the Funds’ website at www.GothamETFs.com.

ADDITIONAL INFORMATION (Unaudited)

Investment Adviser
Toroso Investments, LLC
234 West Florida Street, Suite 203
Milwuakee,
Wisconsin 53204

Investment Sub-Adviser
Gotham Asset Management, LLC
535 Madison Avenue, 30th Floor
New York, New
York 10022

Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16
th Street, Suite 2900
Philadelphia,
Pennsylvania 19102

Legal Counsel
Godfrey & Kahn, S.C.
833 East Michigan Street, Suite 1800
Milwaukee,
Wisconsin 53202

Custodian
U.S. Bank N.A.
Custody Operations
1555 North RiverCenter Drive, Suite 302
Milwaukee,
Wisconsin 53212

Fund Administrator
Tidal ETF Services LLC
234 West Florida Street, Suite 203
Milwaukee,
Wisconsin 53204

Transfer Agent, Fund Accountant and Fund Sub-Administrator
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee,
Wisconsin 53202

Distributor
Foreside Fund Services, LLC
Three Canal Plaza, Suite 100
Portland,
Maine 04101

Fund Information

Fund

Ticker

CUSIP

Gotham Enhanced 500 ETF

GSPY

886364835

Gotham 1000 Value ETF

GVLU

886364520

 

 

 

(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 as part of the report to shareholders filed under Item 1 of this Form.

 

(b) Not applicable.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to open-end investment companies.

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable to open-end investment companies.

 

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Item 10. 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 11. 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 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

 

Not applicable to open-end investment companies.

 

Item 13. 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) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

(3) 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.

 

(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.

 

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

 

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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)  Tidal ETF Trust
   
By (Signature and Title) /s/ Eric W. Falkeis
  Eric W. Falkeis, President/Principal Executive Officer

 

Date June 7, 2023

 

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/ Eric W. Falkeis
  Eric W. Falkeis, President/Principal Executive Officer

 

Date June 7, 2023

 

By (Signature and Title)* /s/ Aaron J. Perkovich
  Aaron J. Perkovich, Treasurer/Principal Financial Officer

 

Date June 7, 2023

 

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

 

3