N-CSRS 1 fp0065020_ncsrs.htm

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)

 

898 N. Broadway, Suite 2
Massapequa, New York 11758

(Address of principal executive offices) (Zip code)

 

Eric W. Falkeis

Tidal ETF Trust

898 N. Broadway, Suite 2

Massapequa, New York 11758
(Name and address of agent for service)

 

(844) 986-7676

Registrant's telephone number, including area code

 

Date of fiscal year end: August 31

 

Date of reporting period: February 28, 2021

 

 

 

Item 1. Reports to Stockholders.

 

(a)

 

 

Adasina Social Justice All Cap Global ETF

 

Ticker: JSTC

 

 

 

 

Semi-Annual Report

February 28, 2021

 

 

 

Adasina Social Justice All Cap Global ETF

 

TABLE OF CONTENTS

 

 

   

A Message to our Shareholders

1

Portfolio Allocation

3

Schedule of Investments

4

Statement of Assets and Liabilities

15

Statement of Operations

16

Statement of Changes in Net Assets

17

Financial Highlights

18

Notes to Financial Statements

19

Expense Example

26

Basis for Trustees’ Approval of Investment Advisory and Sub-Advisory Agreements

27

Statement Regarding Liquidity Risk Management Program

30

Additional Information

31

 

 

Adasina Social Justice All Cap Global ETF

 

Dear Shareholders,

 

Robasciotti & Associates, Inc., doing business as Adasina Social Capital (“Adasina”) launched the Adasina Social Justice All Cap Global ETF (the “Fund”) on December 8, 2020. We started the Fund to be a highly diversified, global, all-cap portfolio that allows investors to align their portfolios with social justice values. The Fund uses community-sourced impact data to set the standards for how publicly traded companies participate in gender, racial, economic, and climate justice.

 

The Fund is designed to be an all-cap, core strategy for investors with social justice values. As a bridge between social justice movements and financial markets, Adasina enables impact-driven investors to pursue justice by harnessing the power of the current economic system. Our investment strategies aim to drive meaningful change because they are informed by the people who are most impacted by systemic inequities. Investors in the Fund can seek both a socially accountable and financially viable return on their investments.

 

The Fund’s investment objective seeks capital appreciation and income. Adasina seeks to invest the Fund’s assets to achieve returns similar to those of the Adasina Social Justice Index (the “Index”). The Index is designed to support progressive movements for change and includes a global universe of public companies whose practices are in alignment with social justice values. In addition to the metrics traditionally considered for Environmental, Social, and Governance (“ESG”) investing, the Fund screens companies based on the Adasina Social Justice Investment Criteria.

 

Fund Updates

 

In 2021, we have received incredible interest in the Fund, and despite the continued economic stressors of the pandemic, we are pleased to share performance updates. The information presented in this report relates to the since inception performance ended February 28, 2021 (the “Fiscal Period”).

 

During the Fiscal Period, the Fund generated a net asset value (“NAV”) total return of 4.40% and market total return of 4.73%. This compares to the 5.32% total return of the Index for the same period. Deviations between market price and NAV are often largely driven by the amount and timing of trading volume on any given day and, as such, there may be deviations in the short-term based on that factor alone. However, the Fund is expected to have healthy, and growing, daily volume as the track record is built, so we believe that market price and NAV will converge over longer time periods. We do expect some level of deviation regardless of trading volume given that the Fund holds significant foreign securities traded on markets that are closed when the NAV is calculated domestically each day.

 

During the Fiscal Period, we found from a sector perspective, based on performance attribution to the overall portfolio, the Technology, Financial, and Consumer (Cyclical) sectors were the leading contributors while Consumer (Non-Discretionary) and Basic Materials sectors were the leading detractors. Further, after reviewing individual stocks based on performance attribution to the overall portfolio, leading contributors included ASML Holding NV, SVB Financial Group, and Magna International, Inc. Conversely, the leading detractors included Roper Technologies, Inc., Banco Bradesco SA, and Verisk Analytics, Inc.

 

On February 12, 2021, our Investment Team made the decision to remove Alibaba Group Holding Ltd. from the Fund’s portfolio after reevaluating the company against our social justice investment criteria. Due to recent activity by Alibaba Group Holding Ltd. to develop surveillance that specifically targets Uighurs, an ethnic minority in China, the company was in violation of the Adasina social justice investment criteria’s citizen and immigrant surveillance screen. Our ability to remove companies in cases like this is a key reason why the Fund is actively managed despite its close tracking to the Index.

 

Looking Ahead

 

As the Fund continues to grow, we are excited to also grow our partnerships with all our shareholders, financial advisors, and other prospective investors.

 

Adasina and the Fund have received extensive press engagement and coverage in 2021 which has already resulted in Fund asset growth. We hope to see an increasing amount of Fund assets over the next year, building on the Fund asset growth from the past few months.

 

Beyond the Fund, Adasina also continues our larger strategy for social change. To achieve lasting social change, we know it takes scale that goes well beyond our own portfolio and must extend to the wider financial ecosystem. Adasina aims to have an impact by not only divesting from harmful industries, but by organizing other investors to join us in divesting and collectively advocating for companies to change their practices. As we use investor organizing and other tools to advance our goals, we look to a number of indicators for progress, and continue to evaluate the metrics most impactful for social justice.

 

We thank you for the assets you have entrusted with us and deeply value our relationship. For any questions about the Fund please contact your financial advisor or one of our shareholder associates at (833) 743-0080. You may also visit our website at www.adasinaetf.com or reach us via email at invest@adasina.com.

 

 

1

 

 

Adasina Social Justice All Cap Global ETF

 

 

Before investing you should carefully consider the Fund’s investment objectives, risks, charges and expenses. This and other information is contained in the Fund’s prospectus. The Fund’s prospectus may be obtained by clicking https://www.adasinaetf.com/. Please read the prospectus carefully before you invest.

 

Past performance does not guarantee future results.

 

A fund’s net asset value (“NAV”) per share is the sum of all its assets less any liabilities, divided by the number of shares outstanding. The market price is the most recent price at which the fund was traded.

 

As with all exchange-traded funds, Fund shares may be bought and sold in the secondary market at market prices. The market price normally should approximate the Fund’s NAV per share, but the market price sometimes may be higher or lower than the NAV. The Fund is newer with a limited operating history. There are a limited number of financial institutions authorized to buy and sell shares directly with the Fund; and there may be a limited number of other liquidity providers in the marketplace. There is no assurance that Fund shares will trade at any volume, or at all, on any stock exchange. Low trading activity may result in shares trading at a material discount to NAV.

 

Investors buy and sell ETF shares through a brokerage account or an investment advisor. Like ordinary stocks, brokerage commissions, and/or transaction costs or services fees may apply. Please consult your broker or financial advisor for their fee schedule.

 

There is no guarantee that the Fund’s investment strategy will be successful. Shares may trade at a premium or discount to their NAV in the secondary market, and the Fund’s holdings and returns may deviate from those of its benchmark index. These variations may be greater when markets are volatile or subject to unusual conditions. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses. The Fund is new and has a limited operating history. You can lose money on your investment in the Fund. Diversification does not ensure profit or protect against loss in declining markets. Investments in foreign securities may involve risks such as social and political instability, market illiquidity, exchange-rate fluctuations, a high level of volatility and limited regulation. Investing in emerging markets involves different and greater risks, as these countries are substantially smaller, less liquid and more volatile than securities markets in more developed markets.

 

Shares of the Fund are distributed by Foreside Fund Services, LLC.

 

2

 

 

 

Adasina Social Justice All Cap Global ETF

 

Portfolio Allocation at February 28, 2021 (Unaudited)

 

Sector

% of Net Assets

Financial

24.0%

Consumer (Non-Cyclical)

22.6

Technology

17.1

Industrial

13.4

Consumer (Cyclical)

11.5

Communications

9.5

Basic Materials

1.4

Cash & Cash Equivalents (1)

0.5

Utilities

0.0(2)

Energy

0.0(2)

Total

100.0%

 

(1)

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

(2)

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

 

 

 

 

3

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

Schedule of Investments at February 28, 2021 (Unaudited)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9%

               

Advertising — 0.7%

               

Ascential PLC

    1,647     $ 8,234  

Dentsu Group, Inc.

    351       12,091  

DKSH Holding AG

    135       10,133  

IPSOS (1)

    378       14,705  

Publicis Groupe SA (1)

    2,106       124,081  

WPP PLC

    9,288       110,870  
              280,114  

Aerospace & Defense — 0.1%

               

Barnes Group, Inc.

    810       42,403  
                 

Apparel — 0.5%

               

Adidas AG

    513       179,892  

Deckers Outdoor Corp. (1)

    59       19,240  

Kontoor Brands, Inc.

    162       6,845  

Oxford Industries, Inc.

    216       16,468  
              222,445  

Auto Manufacturers — 1.5%

               

Autoneum Holding AG

    135       24,292  

Geely Automobile Holdings Ltd.

    16,073       52,213  

Great Wall Motor Co. Ltd. - H Shares

    23,422       68,086  

Mazda Motor Corp.

    1,782       14,033  

Renault SA

    3,105       139,918  

Stellantis NV (1)

    9,121       148,618  

Subaru Corp.

    3,051       56,945  

Suzuki Motor Corp.

    1,161       50,117  

Traton SE

    2,970       83,095  
              637,317  

Auto Parts & Equipment — 1.1%

               

Cooper Tire & Rubber Co.

    216       12,364  

Denso Corp.

    3,402       203,979  

Faurecia SE (1)

    297       15,433  

Magna International, Inc.

    2,538       214,888  

Methode Electronics, Inc.

    270       10,511  
              457,175  

Banks — 6.7%

               

Banco BPM SpA

    3,375       8,701  

Bank Negara Indonesia Persero Tbk PT

    18,090       7,559  

Bank of Communications Co. Ltd. - H Shares

    215,974       121,944  

Bank OZK

    216       8,904  

Bank Rakyat Indonesia Persero Tbk PT

    399,762       132,225  

Banner Corp.

    330       17,087  

BAWAG Group AG (1)

    243       12,695  

 

 

 

Shares

   

Value

 

Banks — 6.7% (Continued)

BOC Hong Kong Holdings Ltd.

    16,584     $ 55,156  

Cadence BanCorp

    783       16,067  

CaixaBank SA (1)

    13,797       40,309  

China Merchants Bank Co. Ltd. - H Shares

    22,201       170,428  

CIT Group, Inc.

    189       8,571  

Comerica, Inc.

    324       22,064  

Commerce Bancshares, Inc. (2)

    216       15,990  

Credicorp Ltd.

    216       34,562  

DBS Group Holdings Ltd.

    13,662       273,713  

DNB ASA

    4,131       80,898  

Eagle Bancorp, Inc.

    297       14,520  

East West Bancorp, Inc.

    324       23,380  

Fifth Third Bancorp

    7,425       257,573  

FinecoBank Banca Fineco SpA

    810       14,325  

First Bancorp

    1,512       15,861  

First Financial Bancorp

    513       11,507  

Hang Seng Bank Ltd.

    3,024       58,474  

Home Capital Group, Inc. (1)

    594       14,737  

Hope Bancorp, Inc.

    918       12,081  

Japan Post Bank Co. Ltd.

    2,376       22,614  

Malayan Banking Bhd

    5,400       10,713  

National Bank of Canada

    3,051       193,182  

NBT Bancorp, Inc.

    1,161       42,063  

Nordea Bank Abp (1)

    10,206       92,728  

Oversea-Chinese Banking Corp. Ltd.

    19,737       163,127  

Popular, Inc.

    162       10,825  

Prosperity Bancshares, Inc.

    108       7,935  

Public Bank Bhd

    13,500       13,875  

S&T Bancorp, Inc.

    378       10,917  

Sandy Spring Bancorp, Inc.

    567       21,308  

The Siam Commercial Bank PCL

    16,875       57,678  

Signature Bank

    108       23,581  

SpareBank 1 SMN

    594       6,897  

SVB Financial Group (1)

    486       245,605  

Svenska Handelsbanken AB - Class A

    1,890       20,029  

Synovus Financial Corp.

    378       15,993  

TCF Financial Corp.

    297       13,312  

Towne Bank

    648       18,688  

TrustCo Bank Corp.

    2,025       13,932  

Trustmark Corp.

    567       17,101  

Umpqua Holdings Corp.

    783       13,366  

United Overseas Bank Ltd.

    10,071       186,924  

Webster Financial Corp.

    162       8,960  

Westpac Banking Corp.

    5,076       93,608  

Wintrust Financial Corp.

    108       7,955  

 

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

 

4

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Banks — 6.7% (Continued)

Zions Bancorp N.A.

    891     $ 47,374  
              2,829,621  

Beverages — 1.2%

               

Ambev SA - ADR

    45,711       116,563  

Arca Continental SAB de CV

    6,642       30,223  

Asahi Group Holdings Ltd.

    2,160       93,504  

Becle SAB de CV

    14,661       30,352  

Heineken Holding NV

    2,376       205,340  

Remy Cointreau SA

    162       31,068  

Royal Unibrew A/S

    54       5,594  
              512,644  

Biotechnology — 1.9%

               

Alexion Pharmaceuticals, Inc. (1)

    891       136,100  

Amicus Therapeutics, Inc. (1)

    324       3,979  

Basilea Pharmaceutica AG (1)

    108       5,540  

Biogen, Inc. (1)

    540       147,355  

BioMarin Pharmaceutical, Inc. (1)

    729       56,446  

ChemoCentryx, Inc. (1)

    108       7,327  

CSL Ltd.

    81       16,467  

Eiken Chemical Co. Ltd.

    351       6,688  

Emergent BioSolutions, Inc. (1)

    54       5,184  

Exact Sciences Corp. (1)

    405       55,129  

Exelixis, Inc. (1)

    270       5,848  

Halozyme Therapeutics, Inc. (1)

    216       9,774  

Incyte Corp. (1)

    567       44,600  

Innovent Biologics, Inc. (1)

    252       2,596  

Innoviva, Inc. (1)

    729       8,332  

Inovio Pharmaceuticals, Inc. (1)

    594       6,593  

Intercept Pharmaceuticals, Inc. (1)

    189       4,094  

Ligand Pharmaceuticals, Inc. (1)

    81       12,006  

Moderna, Inc. (1)

    405       62,698  

Myriad Genetics, Inc. (1)

    459       13,995  

REGENXBIO, Inc. (1)

    216       8,837  

Seagen, Inc. (1)

    270       40,800  

Theravance Biopharma, Inc. (1)

    324       5,369  

Ultragenyx Pharmaceutical, Inc. (1)

    54       7,643  

Vertex Pharmaceuticals, Inc. (1)

    621       131,993  
              805,393  

Building Materials — 2.3%

               

AAON, Inc. (2)

    162       12,490  

AGC, Inc.

    324       11,860  

American Woodmark Corp. (1)

    219       20,457  

Apogee Enterprises, Inc.

    541       20,233  

Boise Cascade Co.

    891       44,497  

Carrier Global Corp.

    4,050       147,946  

 

 

 

Shares

   

Value

 

Building Materials — 2.3% (Continued)

Fortune Brands Home & Security, Inc.

    1,458     $ 121,218  

Geberit AG

    54       31,984  

Gibraltar Industries, Inc. (1)

    135       11,792  

Ibstock PLC

    2,673       7,975  

James Hardie Industries PLC - CDI

    5,373       151,873  

Lennox International, Inc.

    594       166,183  

Lixil Corp.

    486       13,626  

Marshalls PLC

    1,323       12,615  

Sika AG

    324       85,966  

Simpson Manufacturing Co., Inc.

    378       36,840  

Stella-Jones, Inc.

    432       15,700  

Trex Co., Inc. (1)

    486       44,537  
              957,792  

Chemicals — 1.3%

               

EMS-Chemie Holding AG (1)

    81       72,026  

HB Fuller Co.

    729       40,875  

IMCD NV

    378       46,776  

Innospec, Inc.

    108       10,849  

Kansai Paint Co. Ltd.

    216       5,640  

Mitsubishi Chemical Holdings Corp.

    1,836       12,749  

Nitto Denko Corp.

    405       34,555  

Nolato AB - Class B

    54       4,850  

OC Oerlikon Corp AG

    945       10,251  

Orion Engineered Carbons SA

    378       6,691  

Rogers Corp. (1)

    27       4,900  

RPM International, Inc.

    2,889       230,080  

Sensient Technologies Corp.

    243       18,917  

Symrise AG

    540       63,395  
              562,554  

Commercial Services — 4.4%

               

Adecco Group AG

    810       51,071  

Adyen NV (1)

    27       62,792  

ALD SA (1)

    648       9,533  

Bangkok Expressway & Metro PCL

    45,171       11,917  

The Bidvest Group Ltd.

    891       9,898  

Bravida Holding AB

    729       9,303  

Cardtronics PLC (1)

    439       16,923  

CBIZ, Inc. (1)

    2,079       62,682  

Chegg, Inc. (1)

    108       10,425  

CorVel Corp. (1)

    351       35,626  

CoStar Group, Inc. (1)

    135       111,208  

Deluxe Corp.

    270       10,673  

Edenred

    999       55,646  

Element Fleet Management Corp.

    918       9,049  

 

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

 

 

5

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Commercial Services — 4.4% (Continued)

Euronet Worldwide, Inc. (1)

    135     $ 20,292  

EVERTEC, Inc.

    378       14,704  

Forrester Research, Inc. (1)

    405       18,298  

FTI Consulting, Inc. (1)

    108       12,371  

Gartner, Inc. (1)

    918       164,359  

Grace Technology, Inc.

    81       4,060  

Herc Holdings, Inc. (1)

    270       23,695  

Hypoport SE (1)

    27       19,041  

IHS Markit Ltd.

    2,349       211,786  

Insperity, Inc.

    108       9,580  

Korn Ferry

    324       19,942  

Medifast, Inc.

    54       13,661  

Monro, Inc.

    162       10,042  

Moody’s Corp.

    686       188,575  

Morningstar, Inc.

    189       42,383  

Nexi SpA (1)

    432       7,805  

Outsourcing, Inc.

    648       9,914  

Pagegroup PLC

    2,079       13,900  

Promotora y Operadora de Infraestructura SAB de CV

    1,539       11,359  

Recruit Holdings Co. Ltd.

    2,322       115,097  

Rent-A-Center, Inc.

    378       21,833  

Savills PLC

    1,647       26,596  

Secom Co. Ltd.

    135       11,691  

Securitas AB - Class B

    999       15,395  

Terminix Global Holdings, Inc. (1)

    162       7,292  

TKC Corp.

    243       14,415  

TransUnion

    1,431       120,505  

Triton International Ltd

    702       40,562  

Verisk Analytics, Inc.

    945       154,838  

WEX, Inc. (1)

    162       33,753  

Worldline SA (1)

    405       36,279  
              1,880,769  

Computers — 2.9%

               

3D Systems Corp. (1)

    1,773       63,544  

Alten SA

    135       15,002  

Amdocs Ltd.

    1,026       77,781  

Atos SE (1)

    621       48,709  

Avast PLC

    1,242       8,022  

Bechtle AG

    189       35,856  

CANCOM SE

    135       8,685  

Capgemini SE

    351       56,728  

CGI, Inc. - Class A (1)

    756       56,730  

Check Point Software Technologies Ltd. (1)

    648       71,436  

Cognyte Software Ltd. (1)

    675       19,487  

Computacenter PLC

    270       7,874  

 

 

 

Shares

   

Value

 

Computers — 2.9% (Continued)

CyberArk Software Ltd. (1)

    324     $ 47,573  

EPAM Systems, Inc. (1)

    216       80,700  

FDM Group Holdings PLC

    1,161       16,297  

Fortinet, Inc. (1)

    783       132,210  

Indra Sistemas SA (1)

    1,377       12,159  

Itochu Techno-Solutions Corp.

    297       9,116  

Jenoptik AG

    270       8,704  

Kainos Group PLC

    837       15,400  

Logitech International SA

    729       78,126  

Lumentum Holdings, Inc. (1)(2)

    135       12,150  

MAXIMUS, Inc.

    594       48,280  

NCR Corp. (1)

    324       11,262  

NetScout Systems, Inc. (1)

    1,350       38,097  

NSD Co. Ltd.

    432       7,380  

Pentamaster Corp. Bhd (1)

    8,100       12,588  

Perspecta, Inc.

    594       17,345  

Pure Storage, Inc. (1)(2)

    567       13,256  

Qualys, Inc. (1)

    189       18,363  

S&T AG

    729       19,609  

SCSK Corp.

    108       6,356  

Softwareone Holding AG

    432       12,407  

Sopra Steria Group

    54       8,829  

Stratasys Ltd. (1)

    621       21,418  

Tenable Holdings, Inc. (1)

    243       9,941  

TietoEVRY Oyj

    243       7,563  

TTEC Holdings, Inc.

    189       15,902  

Varonis Systems, Inc. (1)

    165       30,284  

Wipro Ltd. - ADR

    8,586       52,632  
              1,233,801  

Cosmetics & Personal Care — 0.5%

       

Beiersdorf AG

    783       77,838  

Edgewell Personal Care Co.

    432       13,215  

Kao Corp.

    960       64,372  

Kose Corp.

    27       4,326  

Pigeon Corp.

    108       3,903  

Shiseido Co. Ltd.

    324       24,064  

Unicharm Corp.

    108       4,274  

YA-MAN Ltd.

    405       6,284  
              198,276  

Distribution & Wholesale — 1.7%

               

AddTech AB - Class B

    810       11,861  

ALSO Holding AG

    27       7,352  

Avient Corp.

    437       18,887  

H&E Equipment Services, Inc.

    486       15,032  

IAA, Inc. (1)

    189       11,081  

KAR Auction Services, Inc. (2)

    540       7,512  

Munters Group AB

    1,566       13,516  

Pool Corp.

    351       117,504  

 

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

 

6

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Distribution & Wholesale — 1.7% (Continued)

ScanSource, Inc. (1)

    378     $ 10,750  

Seven Group Holdings Ltd.

    567       9,521  

Toromont Industries Ltd.

    648       47,448  

Toyota Tsusho Corp.

    3,159       132,243  

W.W. Grainger, Inc.

    783       291,832  

WESCO International, Inc. (1)

    540       43,351  
              737,890  

Diversified Financial Services — 6.5%

       

Aareal Bank AG

    324       8,652  

Ally Financial, Inc.

    5,724       237,546  

American Express Co.

    2,675       361,821  

Azimut Holding SpA

    324       7,476  

Bolsa Mexicana de Valores SAB de CV

    4,779       9,798  

Brightsphere Investment Group, Inc.

    841       15,222  

Columbia Financial, Inc. (1)

    567       9,265  

CSC Financial Co. Ltd. - H Shares

    7,921       10,374  

Daiwa Securities Group, Inc.

    1,728       8,395  

DWS Group GmbH & Co KGaA

    216       9,057  

ECN Capital Corp.

    3,645       23,004  

Encore Capital Group, Inc. (1)

    189       6,316  

First National Financial Corp.

    540       18,900  

Flow Traders

    216       8,856  

Franklin Resources, Inc.

    4,374       114,468  

Haitong Securities Co. Ltd. - H Shares

    12,165       11,118  

Hong Kong Exchanges & Clearing Ltd.

    435       26,535  

Julius Baer Group Ltd.

    891       54,919  

KB Financial Group, Inc. - ADR

    1,566       60,009  

London Stock Exchange Group PLC

    810       108,920  

LPL Financial Holdings, Inc.

    162       21,310  

Muangthai Capital PCL

    3,240       7,015  

Nasdaq, Inc.

    1,107       153,087  

Pagseguro Digital Ltd. - Class A (1)

    189       10,973  

Piper Sandler Companies

    108       11,483  

PRA Group, Inc. (1)

    270       9,952  

Quilter PLC

    5,292       10,802  

Raymond James Financial, Inc.

    2,052       239,550  

Resurs Holding AB

    1,323       7,330  

Santander Consumer USA Holdings, Inc.

    513       12,825  

SBI Holdings, Inc.

    243       6,747  

SEI Investments Co.

    297       16,632  

Singapore Exchange Ltd.

    1,620       12,171  

St. James’s Place PLC

    1,053       17,284  

 

 

 

Shares

   

Value

 

Diversified Financial Services — 6.5% (Continued)

Stifel Financial Corp.

    190     $ 11,605  

T. Rowe Price Group, Inc.

    1,647       267,045  

TMX Group Ltd.

    162       15,546  

Virtus Investment Partners, Inc.

    216       54,194  

Visa, Inc. - Class A

    3,456       734,020  
              2,730,222  

Electric — 0.0% (3)

               

Gunkul Engineering PCL

    136,215       12,295  
                 

Electrical Components & Equipment — 0.7%

Belden, Inc.

    351       15,518  

Energizer Holdings, Inc.

    378       15,800  

EnerSys

    162       14,625  

Generac Holdings, Inc. (1)

    459       151,268  

Novanta, Inc. (1)

    81       10,719  

Universal Display Corp.

    405       85,735  
              293,665  

Electronics — 2.7%

               

Advanced Energy Industries, Inc.

    139       14,519  

Allegion PLC

    1,701       185,035  

Badger Meter, Inc.

    167       18,135  

Brady Corp. - Class A

    189       9,906  

Celestica, Inc. (1)

    1,350       11,250  

Coherent, Inc. (1)

    27       6,532  

FARO Technologies, Inc. (1)

    216       20,187  

Flex Ltd. (1)

    837       15,225  

Itron, Inc. (1)

    108       12,662  

KCE Electronics PCL

    7,101       12,783  

Keysight Technologies, Inc. (1)

    1,296       183,410  

MINEBEA MITSUMI, Inc.

    351       8,615  

National Instruments Corp.

    378       16,783  

nVent Electric PLC

    783       20,562  

Roper Technologies, Inc.

    837       316,068  

TDK Corp.

    475       67,946  

Venture Corp. Ltd.

    972       14,035  

Waters Corp. (1)

    540       147,895  

Woodward, Inc.

    594       67,847  
              1,149,395  

Engineering & Construction — 1.2%

       

Ackermans & Van Haaren NV (1)

    405       65,676  

Aecon Group, Inc.

    2,754       40,026  

Aena SME SA

    486       83,118  

AF Poyry AB - Class B

    351       9,602  

Arcosa, Inc.

    381       21,614  

Comfort Systems USA, Inc.

    351       21,741  

Dycom Industries, Inc. (1)

    81       6,203  

Frontdoor, Inc. (1)

    189       9,898  

 

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

 

 

7

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Engineering & Construction — 1.2% (Continued)

Grupo Aeroportuario del Pacifico SAB de CV - Class B

    972     $ 9,831  

Infrastrutture Wireless Italiane SpA

    4,644       48,562  

Jasmine Broadband Internet Infrastructure Fund

    53,568       16,709  

NCC AB - Class B

    351       5,854  

Obayashi Corp.

    702       6,016  

Primoris Services Corp.

    648       21,689  

Skanska AB - Class B

    4,941       120,465  

SNC-Lavalin Group, Inc.

    756       15,287  

SPIE SA

    594       13,425  

Taisei Corp.

    270       9,516  
              525,232  

Entertainment — 1.1%

               

Evolution Gaming Group AB

    812       101,672  

Flutter Entertainment PLC

    540       104,337  

Gamesys Group PLC

    1,053       20,081  

Great Canadian Gaming Corp. (1)

    594       19,894  

International Game Technology PLC

    1,435       26,246  

Oriental Land Co. Ltd.

    273       45,713  

Scientific Games Corp. (1)

    243       11,380  

Vail Resorts, Inc.

    459       141,914  
              471,237  

Environmental Control — 0.8%

               

Befesa SA

    216       14,734  

Covanta Holding Corp.

    972       13,657  

Sweco AB - Class B

    918       13,267  

Tetra Tech, Inc.

    297       41,096  

Waste Connections, Inc.

    2,565       251,779  
              334,533  

Food — 1.6%

               

B&G Foods, Inc.

    811       24,598  

Bid Corp. Ltd.

    378       7,072  

George Weston Ltd.

    1,701       125,587  

Grocery Outlet Holding Corp. (1)

    162       5,830  

HelloFresh SE (1)

    108       8,455  

ICA Gruppen AB

    216       10,309  

Ingredion, Inc.

    621       56,014  

J Sainsbury PLC

    2,862       9,051  

Lancaster Colony Corp.

    189       33,013  

Metro, Inc.

    1,242       51,897  

Nissin Foods Holdings Co. Ltd.

    135       10,200  

The North West Co., Inc.

    675       16,598  

Orkla ASA

    4,428       41,061  

 

 

 

Shares

   

Value

 

Food — 1.6% (Continued)

P/F Bakkafrost

    108     $ 7,725  

Premium Brands Holdings Corp.

    351       28,560  

Saputo, Inc.

    3,591       101,660  

Seven & i Holdings Co. Ltd.

    1,523       57,709  

The SPAR Group Ltd.

    675       8,484  

Suedzucker AG

    459       7,259  

Tiger Brands Ltd.

    756       10,066  

US Foods Holding Corp. (1)

    513       18,704  

Woolworths Group Ltd.

    1,431       43,650  
              683,502  

Forest Products & Paper — 0.0% (3)

Neenah, Inc.

    243       13,443  
                 

Hand & Machine Tools — 0.3%

               

Franklin Electric Co., Inc.

    459       34,453  

Snap-on, Inc.

    432       87,743  
              122,196  

Healthcare - Products — 5.5%

               

Adaptive Biotechnologies Corp. (1)

    108       6,110  

Alcon, Inc. (1)

    891       61,552  

Arjo AB - Class B

    1,809       13,212  

Asahi Intecc Co. Ltd.

    270       7,742  

Biotage AB

    918       16,622  

Bio-Techne Corp.

    459       166,016  

Cantel Medical Corp.

    135       10,028  

CONMED Corp.

    162       19,936  

ConvaTec Group PLC

    3,726       9,814  

The Cooper Companies, Inc.

    486       187,659  

Demant A/S (1)

    378       15,666  

DENTSPLY SIRONA, Inc.

    2,241       118,930  

Elekta AB - Class B

    621       8,417  

Glaukos Corp. (1)

    108       10,212  

Hill-Rom Holdings, Inc.

    432       46,081  

IDEXX Laboratories, Inc. (1)

    304       158,132  

Inogen, Inc. (1)

    216       11,338  

Insulet Corp. (1)

    270       69,957  

Integer Holdings Corp. (1)

    162       14,287  

Intuitive Surgical, Inc. (1)

    345       254,196  

Koninklijke Philips NV

    3,456       188,581  

Lifco AB - Class B

    162       15,486  

LivaNova PLC (1)(2)

    162       12,561  

Luminex Corp.

    432       14,049  

Masimo Corp. (1)

    459       115,085  

Natus Medical, Inc. (1)

    486       12,592  

Nevro Corp. (1)

    162       26,759  

Novocure Ltd. (1)

    189       28,180  

NuVasive, Inc. (1)

    243       14,660  

 

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

 

8

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Healthcare - Products — 5.5% (Continued)

Orthofix Medical, Inc. (1)

    378     $ 17,581  

Penumbra, Inc. (1)(2)

    27       7,680  

ResMed, Inc.

    729       140,537  

Sectra AB - Class B

    108       8,678  

Siemens Healthineers AG

    1,404       78,102  

Smith & Nephew PLC

    2,457       47,593  

Sonova Holding AG

    135       34,716  

STAAR Surgical Co. (1)

    81       8,425  

STERIS PLC

    945       165,186  

Tecan Group AG

    81       34,197  

Varian Medical Systems, Inc. (1)

    729       127,772  
              2,304,327  

Healthcare - Services — 1.9%

               

Anthem, Inc.

    1,593       482,982  

Attendo AB

    1,593       8,773  

Bangkok Dusit Medical Services PCL

    66,177       43,920  

Chularat Hospital PCL

    129,276       11,154  

Encompass Health Corp.

    594       47,781  

The Ensign Group, Inc.

    189       15,502  

Eurofins Scientific SE

    162       14,480  

Evotec SE (1)

    324       12,612  

H.U. Group Holdings, Inc.

    243       7,515  

IHH Healthcare Bhd

    8,100       10,166  

LHC Group, Inc. (1)

    216       39,249  

Syneos Health, Inc. (1)(2)

    216       16,708  

Tivity Health, Inc. (1)

    1,782       42,412  

WuXi AppTec Co. Ltd. - H Shares

    1,630       33,977  
              787,231  

Home Builders — 0.2%

               

Barratt Developments PLC

    1,701       15,800  

Installed Building Products, Inc.

    108       11,811  

Sekisui Chemical Co. Ltd.

    459       8,164  

Taylor Wimpey PLC

    5,967       13,148  

Winnebago Industries, Inc.

    406       28,258  
              77,181  

Home Furnishings — 0.5%

               

Herman Miller, Inc.

    216       8,285  

iRobot Corp. (1)

    108       13,404  

Panasonic Corp.

    9,882       126,655  

SEB SA

    189       34,113  

Sleep Number Corp. (1)

    135       18,512  
              200,969  

Household Products & Wares — 1.0%

       

ACCO Brands Corp.

    2,163       17,520  

Henkel AG & Co KGaA

    1,971       175,602  

 

 

 

Shares

   

Value

 

Household Products & Wares — 1.0% (Continued)

Reckitt Benckiser Group PLC

    1,350     $ 113,246  

Unilever Indonesia Tbk PT

    185,328       91,102  

WD-40 Co.

    81       25,252  
              422,722  

Insurance — 9.6%

               

Ageas SA/NV

    702       39,588  

AIA Group Ltd.

    8,600       107,592  

Allianz SE

    1,593       386,329  

Alm Brand A/S

    459       5,275  

Arch Capital Group Ltd. (1)

    4,107       147,113  

Arthur J. Gallagher & Co.

    2,194       262,841  

Assicurazioni Generali SpA

    7,047       133,009  

Assured Guaranty Ltd.

    216       9,552  

AXA SA

    9,288       234,494  

Axis Capital Holdings Ltd.

    729       36,836  

Brighthouse Financial, Inc. (1)

    162       6,462  

China Life Insurance Co. Ltd. - H Shares

    45,172       95,266  

China Pacific Insurance Group Co. Ltd. - H Shares

    7,518       34,550  

CNA Financial Corp.

    1,134       48,240  

CNP Assurances

    4,806       86,978  

Direct Line Insurance Group PLC

    1,944       8,714  

Employers Holdings, Inc.

    486       16,179  

Essent Group Ltd.

    216       8,906  

Everest Re Group Ltd.

    216       52,231  

First American Financial Corp.

    297       15,604  

Globe Life, Inc.

    1,134       105,916  

Hannover Rueck SE

    270       45,980  

The Hanover Insurance Group, Inc.

    351       40,488  

Harel Insurance Investments & Financial Services Ltd.

    1,539       13,984  

The Hartford Financial Services Group, Inc.

    4,028       204,179  

Horace Mann Educators Corp.

    945       36,420  

Intact Financial Corp.

    378       42,470  

Kemper Corp.

    189       14,292  

Kinsale Capital Group, Inc.

    54       9,507  

Lincoln National Corp.

    702       39,923  

Manulife Financial Corp.

    11,286       226,166  

MBIA, Inc. (1)

    1,296       9,461  

Mercury General Corp.

    243       14,191  

MGIC Investment Corp.

    783       9,537  

Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen

    594       175,202  

NMI Holdings, Inc. (1)

    324       7,407  

Palomar Holdings, Inc. (1)

    217       18,473  

 

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

 

 

9

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Insurance — 9.6% (Continued)

The People’s Insurance Co. Group of China Ltd. - H Shares

    171,540     $ 53,293  

PICC Property & Casualty Co. Ltd. - H Shares

    36,872       27,901  

Primerica, Inc.

    27       3,813  

Principal Financial Group, Inc.

    4,320       244,426  

Radian Group, Inc.

    378       7,711  

RenaissanceRe Holdings Ltd.

    243       40,576  

RSA Insurance Group PLC

    1,836       17,337  

Safety Insurance Group, Inc.

    189       14,946  

Sampo Oyj - A Shares

    297       13,292  

SCOR SE (1)

    540       18,012  

Sun Life Financial, Inc.

    2,214       107,097  

Suncorp Group Ltd.

    1,026       7,896  

Swiss Re AG

    1,458       137,602  

Talanx AG

    405       16,940  

Third Point Reinsurance Ltd. (1)

    1,620       16,540  

Tokio Marine Holdings, Inc.

    351       17,306  

The Travelers Companies, Inc.

    1,782       259,281  

UnipolSai Assicurazioni SpA (1)

    17,442       50,895  

United Fire Group, Inc.

    297       8,747  

Unum Group

    432       11,439  

White Mountains Insurance Group Ltd.

    27       32,267  

Willis Towers Watson PLC

    999       220,419  
              4,077,091  

Internet — 3.4%

               

Adevinta ASA (1)

    2,295       32,272  

Anaplan, Inc. (1)

    162       10,528  

Auto Trader Group PLC

    1,809       13,915  

CDW Corp.

    1,215       190,621  

Cerved Group SpA

    1,458       11,928  

Delivery Hero SE (1)

    81       10,392  

eBay, Inc.

    3,429       193,464  

F5 Networks, Inc. (1)

    1,053       200,049  

Farfetch Ltd. - Class A (1)

    783       51,584  

FireEye, Inc. (1)

    810       15,649  

Fiverr International Ltd. (1)

    27       7,289  

Grubhub, Inc. (1)

    108       6,920  

Iliad SA

    27       4,805  

M3, Inc.

    216       17,081  

MercadoLibre, Inc. (1)

    1       1,638  

Mimecast Ltd. (1)

    243       10,420  

Moneysupermarket.com Group PLC

    1,836       7,444  

New Work SE

    27       7,243  

NIC, Inc.

    1,674       58,105  

 

 

 

Shares

   

Value

 

Internet — 3.4% (Continued)

Prosus NV - N Shares

    540     $ 64,274  

Rakuten, Inc.

    3,699       41,351  

Reply SpA

    81       9,448  

Rightmove PLC

    675       5,332  

Scout24 AG

    432       32,746  

SEEK Ltd.

    594       11,819  

Spotify Technology SA (1)

    324       99,591  

Tencent Music Entertainment Group - Class A - ADR (1)

    459       11,806  

Trend Micro, Inc.

    270       12,975  

Trip.com Group Ltd. - ADR (1)

    459       18,108  

VeriSign, Inc. (1)

    972       188,597  

Wix.com Ltd. (1)

    54       18,823  

Z Holdings Corp.

    4,216       25,662  

Zendesk, Inc. (1)

    324       47,349  

Zooplus AG (1)

    27       6,620  
              1,445,848  

Investment Companies — 0.6%

               

EXOR NV

    1,863       150,377  

Groupe Bruxelles Lambert SA

    324       32,311  

Investor AB - Class A

    1,080       80,035  
              262,723  

Leisure Time — 0.4%

               

Brunswick Corp.

    274       24,213  

Callaway Golf Co.

    1,971       55,090  

Harley-Davidson, Inc.

    297       10,594  

Peloton Interactive, Inc. - Class A (1)

    405       48,790  

Thule Group AB

    243       10,212  

Trigano SA

    27       5,096  

Yamaha Motor Co. Ltd.

    405       8,815  
              162,810  

Lodging — 0.3%

               

Choice Hotels International, Inc.

    567       59,461  

Genting Malaysia Bhd

    16,200       11,567  

Huazhu Group Ltd. - ADR

    729       42,384  

Melia Hotels International SA

    1,512       12,847  

Minor International PCL

    18,522       18,593  
              144,852  

Machinery - Diversified — 2.2%

               

Applied Industrial Technologies, Inc.

    326       27,831  

ATS Automation Tooling Systems, Inc. (1)

    783       17,349  

FANUC Corp.

    297       73,428  

Graco, Inc.

    3,240       224,694  

Hexagon AB - Class B

    1,053       88,200  

 

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

 

10

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Machinery - Diversified — 2.2% (Continued)

Inficon Holding AG

    27     $ 29,824  

Kardex Holding AG

    135       28,781  

Mueller Water Products, Inc.

    3,753       48,376  

Neles Oyj

    432       5,369  

Nordson Corp.

    891       171,437  

Otis Worldwide Corp.

    1,917       122,132  

Stabilus SA

    135       10,151  

Tennant Co.

    216       16,459  

The Toro Co.

    621       62,578  

Zardoya Otis SA

    2,268       14,701  

Zehnder Group AG

    108       8,220  
              949,530  

Media — 1.3%

               

Cable One, Inc.

    62       118,721  

The EW Scripps Co. - Class A

    864       16,261  

FactSet Research Systems, Inc.

    324       98,467  

Informa PLC

    10,179       78,385  

Nordic Entertainment Group AB - Class B

    135       6,168  

ProSiebenSat.1 Media SE

    702       14,468  

Quebecor, Inc. - Class B

    1,674       43,503  

Sirius XM Holdings, Inc.

    30,267       177,062  
              553,035  

Metal Fabricate & Hardware — 0.5%

       

Helios Technologies, Inc.

    243       15,892  

Lindab International AB

    567       12,447  

Martinrea International, Inc.

    1,215       14,281  

Reliance Worldwide Corp. Ltd.

    2,970       9,887  

Rexnord Corp.

    1,026       46,119  

SKF AB - Class B

    1,512       41,417  

The Timken Co.

    594       46,540  

Valmont Industries, Inc.

    81       19,159  

VAT Group AG

    27       7,540  
              213,282  

Miscellaneous Manufacturers — 0.3%

Enerpac Tool Group Corp.

    513       12,671  

Federal Signal Corp.

    1,323       48,170  

Hillenbrand, Inc.

    378       17,562  

Indutrade AB

    567       13,014  

Raven Industries, Inc.

    405       15,876  

Uponor Oyj

    378       7,965  
              115,258  

Office & Business Equipment — 0.1%

Datalogic SpA

    459       9,321  

 

 

 

Shares

   

Value

 

Office & Business Equipment — 0.1% (Continued)

Xerox Holdings Corp.

    567     $ 14,447  
              23,768  

Office Furnishings — 0.1%

               

HNI Corp.

    1,215       43,242  

Knoll, Inc.

    567       9,248  
              52,490  

Packaging & Containers — 0.7%

               

Amcor PLC

    17,550       191,997  

AptarGroup, Inc.

    486       63,214  

Mayr Melnhof Karton AG

    108       23,701  
              278,912  

Pharmaceuticals — 4.6%

               

AbbVie, Inc.

    3,294       354,896  

Alfresa Holdings Corp.

    297       5,726  

Amplifon SpA

    378       15,141  

AstraZeneca PLC

    1,242       120,595  

Bausch Health Companies, Inc. (1)

    675       21,354  

Bristol-Myers Squibb Co.

    3,459       212,140  

DexCom, Inc. (1)

    216       85,921  

Elan Corp.

    486       5,989  

Elanco Animal Health, Inc. (1)

    1,836       60,331  

Fagron (1)

    567       13,606  

Genomma Lab Internacional SAB de CV (1)

    8,937       8,945  

Herbalife Nutrition Ltd. (1)

    297       13,359  

Horizon Therapeutics PLC (1)

    621       56,455  

Ironwood Pharmaceuticals, Inc. (1)

    837       7,726  

Jazz Pharmaceuticals PLC (1)

    108       18,148  

Kalbe Farma Tbk PT

    72,954       7,531  

Kobayashi Pharmaceutical Co. Ltd.

    54       5,099  

Madrigal Pharmaceuticals, Inc. (1)

    81       9,816  

Neurocrine Biosciences, Inc. (1)

    135       14,784  

Novartis AG

    3,375       291,496  

PRA Health Sciences, Inc. (1)

    378       55,721  

Prestige Consumer Healthcare, Inc. (1)

    378       15,766  

Richter Gedeon Nyrt

    1,188       34,104  

Roche Holding AG (1)

    891       293,244  

Supernus Pharmaceuticals, Inc. (1)

    486       13,059  

Takeda Pharmaceutical Co. Ltd.

    567       19,063  

UCB SA (1)

    135       13,509  

Vectura Group PLC

    4,266       6,680  

Vifor Pharma AG

    54       6,746  

Zoetis, Inc.

    1,080       167,659  

Zogenix, Inc. (1)

    270       5,727  
              1,960,336  

 

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

 

 

11

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Pipelines — 0.0% (3)

               

Dogan Sirketler Grubu Holding AS

    14,608     $ 6,243  
                 

Real Estate — 0.2%

               

Cushman & Wakefield PLC (1)

    1,026       15,882  

Ever Sunshine Lifestyle Services Group Ltd.

    1,279       3,149  

Guangzhou R&F Properties Co. Ltd.

    11,883       15,870  

McGrath RentCorp

    648       50,324  
              85,225  

Retail — 3.5%

               

Alimentation Couche-Tard, Inc. - Class B

    3,321       100,338  

Alsea SAB de CV (1)

    6,561       8,001  

B&M European Value Retail SA

    1,188       9,075  

Beacon Roofing Supply, Inc. (1)

    216       10,331  

Bilia AB

    648       8,732  

BJ’s Wholesale Club Holdings, Inc. (1)

    216       8,679  

Canadian Tire Corp. Ltd. - Class A

    324       42,084  

Clicks Group Ltd.

    486       7,854  

CP ALL PCL

    30,996       61,200  

Dollarama, Inc.

    432       16,526  

Dufry AG

    135       9,269  

Fielmann AG

    162       12,840  

Freshpet, Inc. (1)

    81       12,626  

GrandVision NV

    270       8,259  

Group 1 Automotive, Inc.

    54       8,232  

Home Product Center PCL

    17,928       7,913  

Hornbach Holding AG & Co KGaA

    135       12,814  

Ichibanya Co. Ltd.

    135       6,089  

Industria de Diseno Textil SA

    6,021       199,589  

Kura Sushi, Inc.

    189       12,719  

La-Z-Boy, Inc.

    1,188       50,621  

Li Ning Co. Ltd.

    4,686       26,338  

Lululemon Athletica, Inc. (1)

    540       168,307  

Maisons du Monde SA

    405       7,354  

MOS Food Services, Inc.

    189       5,446  

Next PLC

    729       77,052  

PTG Energy PCL

    12,555       8,083  

Restaurant Brands International, Inc.

    3,159       190,463  

Sheng Siong Group Ltd.

    8,451       9,915  

Shop Apotheke Europe NV (1)

    27       6,604  

Skylark Holdings Co. Ltd.

    486       7,518  

Sun Art Retail Group Ltd.

    7,546       6,517  

 

 

 

Shares

   

Value

 

Retail — 3.5% (Continued)

Sushiro Global Holdings Ltd.

    297     $ 11,109  

The TJX Companies, Inc.

    4,509       297,549  

Toridoll Holdings Corp.

    594       8,463  

Yamada Holdings Co. Ltd.

    1,161       5,547  

Zensho Holdings Co. Ltd.

    324       8,628  
              1,458,684  

Savings & Loans — 0.1%

               

Provident Financial Services, Inc.

    702       14,201  

Washington Federal, Inc.

    486       14,687  
              28,888  

Semiconductors — 5.1%

               

Advantest Corp.

    472       38,765  

AIXTRON SE

    783       17,915  

Ambarella, Inc. (1)

    81       9,112  

ams AG

    297       7,014  

ASM International NV (1)

    54       14,656  

ASML Holding NV

    918       518,524  

BE Semiconductor Industries NV

    135       10,222  

Cirrus Logic, Inc. (1)

    162       13,248  

CMC Materials, Inc.

    54       9,207  

Cree, Inc. (1)

    135       15,317  

Entegris, Inc.

    1,512       159,078  

FormFactor, Inc. (1)

    270       12,250  

Inphi Corp. (1)

    81       13,332  

Lattice Semiconductor Corp. (1)

    243       11,693  

Melexis NV

    54       6,423  

MKS Instruments, Inc.

    216       35,618  

NVIDIA Corp.

    756       414,726  

Qorvo, Inc. (1)

    1,350       235,886  

Rambus, Inc. (1)

    2,025       42,485  

Renesas Electronics Corp. (1)

    2,322       25,478  

Rohm Co. Ltd.

    81       7,960  

Semtech Corp. (1)

    135       9,897  

Siltronic AG

    54       9,068  

SOITEC (1)

    27       5,742  

SUMCO Corp.

    459       10,469  

Synaptics, Inc. (1)

    108       14,475  

Teradyne, Inc.

    1,620       208,348  

United Microelectronics Corp. - ADR

    8,235       80,703  

Xilinx, Inc.

    1,377       179,423  
              2,137,034  

Software — 9.1%

               

8x8, Inc. (1)

    378       12,931  

ACI Worldwide, Inc. (1)

    464       17,753  

Adobe, Inc. (1)

    756       347,511  

Akamai Technologies, Inc. (1)

    1,107       104,612  

 

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

 

12

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Software — 9.1% (Continued)

ANSYS, Inc. (1)

    459     $ 156,514  

Atlassian Corp. PLC - Class A (1)

    216       51,343  

Autodesk, Inc. (1)

    541       149,316  

AVEVA Group PLC

    243       11,534  

Blackline, Inc. (1)

    138       17,115  

Bottomline Technologies DE, Inc. (1)

    189       8,482  

Box, Inc. - Class A (1)

    540       9,909  

Broadridge Financial Solutions, Inc.

    1,053       150,042  

Cadence Design Systems, Inc. (1)

    1,485       209,519  

CDK Global, Inc.

    1,026       51,444  

Cerence, Inc. (1)

    108       12,012  

Change Healthcare, Inc. (1)

    972       22,230  

Citrix Systems, Inc.

    729       97,380  

CompuGroup Medical SE & Co. KgaA

    81       6,990  

Comture Corp.

    216       5,504  

Cornerstone OnDemand, Inc. (1)

    243       12,276  

Coupa Software, Inc. (1)

    135       46,745  

CSG Systems International, Inc. (1)

    864       39,874  

The Descartes Systems Group, Inc. (1)

    243       14,302  

DocuSign, Inc. (1)

    243       55,078  

Elastic NV (1)

    216       29,028  

Envestnet, Inc. (1)

    243       15,557  

Evolent Health, Inc. (1)

    837       16,866  

Fair Isaac Corp. (1)

    243       111,185  

HUB24 Ltd.

    351       5,679  

HubSpot, Inc. (1)

    162       83,430  

IGG, Inc.

    15,795       23,578  

Intuit, Inc.

    729       284,412  

Jack Henry & Associates, Inc.

    675       100,197  

Kinaxis, Inc. (1)

    54       7,336  

Koei Tecmo Holdings Co. Ltd.

    81       4,554  

Manhattan Associates, Inc. (1)

    169       20,779  

Medallia, Inc. (1)

    189       7,630  

MongoDB, Inc. (1)

    108       41,680  

MSCI, Inc.

    351       145,497  

NextGen Healthcare, Inc. (1)

    837       15,652  

Paychex, Inc.

    2,462       224,214  

The Sage Group PLC

    4,725       36,901  

Salesforce.com, Inc. (1)

    1,100       238,150  

SAP SE

    1,377       170,583  

Sapiens International Corp. NV

    540       16,945  

Splunk, Inc. (1)

    405       57,919  

SPS Commerce, Inc. (1)

    189       19,038  

Square Enix Holdings Co. Ltd.

    135       7,653  

 

 

 

Shares

   

Value

 

Software — 9.1% (Continued)

SVMK, Inc. (1)

    351     $ 6,536  

Synopsys, Inc. (1)

    864       211,861  

Take-Two Interactive Software, Inc. (1)

    486       89,648  

TeamViewer AG (1)

    324       17,501  

TechMatrix Corp.

    459       7,091  

Temenos AG

    81       10,983  

Teradata Corp. (1)(2)

    432       17,323  

TIS, Inc.

    351       7,294  

TomTom NV (1)

    1,053       9,944  

Verint Systems, Inc. (1)

    675       33,271  

VMware, Inc. - Class A (1)

    918       126,877  
              3,833,208  

Telecommunications — 4.1%

               

Acacia Communications, Inc. (1)

    169       19,433  

Advanced Info Service PCL

    9,612       52,789  

ATN International, Inc.

    270       13,144  

BT Group PLC

    36,342       62,775  

Chunghwa Telecom Co. Ltd. - ADR

    1,323       52,139  

Ciena Corp. (1)

    324       16,903  

DiGi.Com Bhd

    8,100       7,405  

Globe Telecom, Inc.

    91       3,800  

InterDigital, Inc.

    702       44,486  

Intouch Holdings PCL

    3,969       7,343  

Iridium Communications, Inc. (1)

    324       12,412  

Juniper Networks, Inc.

    2,187       50,913  

KDDI Corp.

    3,942       121,731  

Maxis Bhd

    8,100       9,506  

Mobile TeleSystems PJSC - ADR

    5,589       45,942  

NetLink NBN Trust

    22,005       15,721  

Nippon Telegraph & Telephone Corp.

    6,264       162,156  

Nokia Oyj

    20,007       80,139  

Orange SA

    13,635       158,021  

PLDT, Inc.

    94       2,495  

Singapore Telecommunications Ltd.

    106,164       187,625  

SK Telecom Co. Ltd. - ADR

    2,133       51,363  

SoftBank Group Corp.

    1,555       144,422  

StarHub Ltd. (1)

    8,748       8,355  

Sunrise Communications Group AG

    135       16,403  

Swisscom AG

    189       95,304  

Tele2 AB - Class B

    1,350       17,124  

Telefonica SA (1)

    35,073       150,107  

Telenor ASA

    2,187       35,591  

Telia Co. AB

    15,417       62,603  

True Corp. PCL

    65,934       6,870  

 

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

 

 

13

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

SCHEDULE OF INVESTMENTS at February 28, 2021 (Unaudited) (Continued)

 

 

 

Shares

   

Value

 

Common Stocks — 98.9% (Continued)

Telecommunications — 4.1% (Continued)

Viavi Solutions, Inc. (1)

    702     $ 11,362  

Vonage Holdings Corp. (1)

    675       8,923  
              1,735,305  

Toys, Games & Hobbies — 0.3%

               

Games Workshop Group PLC

    27       3,607  

Hasbro, Inc.

    1,458       136,629  
              140,236  

Transportation — 1.6%

               

BTS Group Holdings PCL

    65,745       20,508  

East Japan Railway Co.

    3,969       292,702  

Forward Air Corp.

    189       16,211  

Hankyu Hanshin Holdings, Inc.

    594       19,709  

Heartland Express, Inc.

    837       15,233  

Keisei Electric Railway Co. Ltd.

    216       7,785  

Kuehne + Nagel International AG

    432       102,930  

Kyushu Railway Co.

    297       7,727  

Matson, Inc.

    135       9,351  

Nagoya Railroad Co. Ltd.

    432       10,964  

Nippon Yusen KK

    297       8,516  

Odakyu Electric Railway Co. Ltd.

    3,213       93,941  

Seibu Holdings, Inc.

    756       9,083  

TFI International, Inc.

    351       24,645  

Tokyu Corp.

    891       12,244  

West Japan Railway Co.

    243       14,857  

Yamato Holdings Co. Ltd.

    189       4,971  
              671,377  

Trucking & Leasing — 0.0% (3)

               

GATX Corp.

    81       7,730  

Total Common Stocks

               

(Cost $41,323,436)

            41,830,209  
                 

Preferred Stocks — 0.6%

               

Auto Manufacturers — 0.3%

               

Porsche Automobil Holding SE

    1,269       102,246  
                 

Banks — 0.3%

               

Banco Bradesco SA - ADR

    29,079       120,387  

Grupo Aval Acciones y Valores SA

    47,304       15,541  
              135,928  

Total Preferred Stocks

               

(Cost $253,167)

            238,174  
                 

 

 

 

Shares

   

Value

 

Short-Term Investments — 0.4%

               

Money Market Funds — 0.4%

               

First American Government Obligations Fund - Class X, 0.036% (4)

    167,174     $ 167,174  

Total Short-Term Investments

               

(Cost $167,174)

            167,174  
                 

Investments Purchased With Collateral From Securities Lending — 0.3%

Mount Vernon Liquid Assets Portfolio, LLC, 0.130% (4)

    110,871       110,871  

Total Investments Purchased With Collateral From Securities Lending

               

(Cost $110,871)

            110,871  
                 

Total Investments in Securities — 100.2%

       

(Cost $41,854,648)

            42,346,428  

Liabilities in Excess of Other Assets — (0.2)%

    (66,111 )

Total Net Assets — 100.0%

  $ 42,280,317  

 

ADR

American Depositary Receipt

CDI

CHESS Depositary Interest

(1)

Non-income producing security.

(2)

This security or a portion of this security was out on loan as of February 28, 2021. Total loaned securities had a value of $107,488 or 0.3% of net assets. The remaining contractual maturity of all of the securities lending transactions is overnight and continuous.

(3)

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

(4)

The rate shown is the annualized seven-day effective yield as of February 28, 2021.

 

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

 

14

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

Statement of Assets and Liabilities at February 28, 2021 (Unaudited)

 

Assets:

       

Investments in securities, at value (Cost $41,854,648) (Note 2) (1)

  $ 42,346,428  

Receivables:

       

Investment securities sold

    36,422  

Dividends and interest

    35,034  

Securities lending income, net

    1  

Total assets

    42,417,885  
         

Liabilities:

       

Collateral received for securities loaned

    110,871  

Payables:

       

Management fees (Note 4)

    26,697  

Total liabilities

    137,568  

Net Assets

  $ 42,280,317  
         

Components of Net Assets:

       

Paid-in capital

  $ 41,751,037  

Total distributable (accumulated) earnings (losses)

    529,280  

Net assets

  $ 42,280,317  
         

Net Asset Value (unlimited shares authorized):

       

Net assets

  $ 42,280,317  

Shares of beneficial interest issued and outstanding

    2,700,000  

Net asset value

  $ 15.66  

 

(1)Includes loaned securities with a value of $107,488.

 

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

 

 

15

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

Statement of Operations For the Period Ended February 28, 2021 (Unaudited) (1)

 

Investment Income:

       

Dividend income (net of foreign withholding tax of $3,341)

  $ 60,291  

Interest income

    357  

Securities lending income

    1  

Total investment income

    60,649  
         

Expenses:

       

Management fees (Note 4)

    53,115  

Total expenses

    53,115  

Net investment income (loss)

    7,534  
         

Realized and Unrealized Gain (Loss) on Investments

       

Net realized gain (loss) on:

       

Investments

    33,123  

Foreign currency translation

    (2,306 )

Change in net unrealized appreciation/depreciation on:

       

Investments and foreign currency translation

    490,929  

Net realized and unrealized gain (loss) on investments

    521,746  

Net increase (decrease) in net assets resulting from operations

  $ 529,280  

 

(1)

The Fund commenced operations on December 8, 2020. The information presented is from December 8, 2020 to February 28, 2021.

 

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

 

16

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

Statement of Changes in Net Assets

 

 

 

Period Ended
February 28,
2021

(Unaudited)
(1)

 

Increase (Decrease) in Net Assets From:

       
         

Operations:

       

Net investment income (loss)

  $ 7,534  

Net realized gain (loss) on investments and foreign currency translation

    30,817  

Change in net unrealized appreciation/depreciation on investments and foreign currency translation

    490,929  

Net increase (decrease) in net assets resulting from operations

    529,280  
         

Distributions to Shareholders:

       

Net distributions to shareholders

     
         

Capital Share Transactions:

       

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

    41,751,037  

Total increase (decrease) in net assets

    42,280,317  
         

Net Assets:

       

Beginning of period

     

End of period

  $ 42,280,317  

 

(1)

The Fund commenced operations on December 8, 2020. The information presented is from December 8, 2020 to February 28, 2021.

(2)

Summary of share transactions is as follows:

 

   

Period Ended
February 28, 2021
(Unaudited)
(1)

 
   

Shares

   

Value

 

Shares sold (3)

    2,700,000     $ 41,751,037  

Shares redeemed

           

Net increase (decrease)

    2,700,000     $ 41,751,037  

 

(3)

Net variable fees of $2,947.

 

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

 

 

17

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

Financial Highlights For a capital share outstanding throughout the period

 

 

 

Period Ended
February 28,
2021

(Unaudited)
(1)

 

Net asset value, beginning of period

  $ 15.00  
         

Income from Investment Operations:

       

Net investment income (loss) (2)(6)

    0.00  

Net realized and unrealized gain (loss) on investments

    0.66  

Total from investment operations

    0.66  
         

Less Distributions:

       

From net investment income

     

Total distributions

     
         

Net asset value, end of period

  $ 15.66  

Total return (3)(4)

    4.40 %
         

Ratios / Supplemental Data:

       

Net assets, end of period (millions)

  $ 42.3  

Portfolio turnover rate (3)

    2 %

Ratio of expenses to average net assets (5)

    0.89 %

Ratio of net investment income (loss) to average net assets (5)

    0.13 %

 

(1)

The Fund commenced operations on December 8, 2020. The information presented is from December 8, 2020 to February 28, 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)

Annualized.

(6)

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

 

 

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

 

18

 

 

 

 

 

Adasina Social Justice All Cap Global ETF

 

Notes to Financial Statements February 28, 2021 (Unaudited)

 

NOTE 1 – ORGANIZATION

 

The Fund is a diversified series of shares 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 the Fund’s shares is registered under the Securities Act of 1933, as amended. The 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 Fund commenced operations on December 8, 2020.

 

The investment objective of the Fund is to seek to provide capital appreciation and income.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. 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 Fund is open for business.

 

For securities for which quotations are not readily available, a fair value will be determined by the Valuation Committee using the Fair Value Procedures approved by the Trust’s Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the Fair Value Procedures adopted by the Board. 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 fund 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 Fund utilizes various methods to measure the fair value of its 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 Fund has the ability to access.

 

 

Level 2 –

Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

 

Level 3 –

Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the 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.

 

 

19

 

 

Adasina Social Justice All Cap Global ETF

 

NOTES TO FINANCIAL STATEMENTS February 28, 2021 (Unaudited) (Continued)

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Fund’s investments as of February 28, 2021:

 

Investments in Securities

 

Investments
Measured at Net
Asset Value

   

Level 1

   

Level 2

   

Level 3

   

Total

 

Common Stocks (1)

  $     $ 41,830,209     $     $     $ 41,830,209  

Preferred Stocks (1)

          238,174                   238,174  

Short-Term Investments

          167,174                   167,174  

Investments Purchased With Collateral From Securities Lending (2)

    110,871                         110,871  

Total Investments in Securities

  $ 110,871     $ 42,235,557     $     $     $ 42,346,428  

 

 

(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. The 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, the 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 February 28, 2021, the Fund 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. The Fund identifies its major tax jurisdiction as U.S. Federal and the Commonwealth of Delaware; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially.

 

 

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. Dividends received from REITs generally are comprised of ordinary income, capital gains, and may include return of capital. 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.

 

 

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 Fund does 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 Fund reports 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 Fund’s 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.

 

20

 

 

 

Adasina Social Justice All Cap Global ETF

 

NOTES TO FINANCIAL STATEMENTS February 28, 2021 (Unaudited) (Continued)

 

 

E.

Distributions to Shareholders. Distributions to shareholders from net investment income, if any, for the Fund are declared and paid at least quarterly. Distributions to shareholders from net realized gains on securities, if any, for the Fund 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 the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities by the total number of shares outstanding for the Fund, rounded to the nearest cent. The 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 Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

I.

Illiquid Securities. Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Board-approved Liquidity Risk Management Program (“LRMP”) that requires, among other things, that the Fund limit its illiquid investments that are assets to no more than 15% of the value of the Fund’s net assets. An illiquid investment is any security that the 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 the Fund should be in a position where the value of illiquid investments held by the Fund exceeds 15% of the Fund’s net assets, the Fund will take such steps as set forth in the LRMP.

 

NOTE 3 – PRINCIPAL INVESTMENT RISKS

 

 

A.

Emerging Markets Risk. The Fund may invest in securities issued by companies domiciled or headquartered in emerging market nations. Investments in securities traded in developing or emerging markets, or that provide exposure to such securities or markets, can involve additional risks relating to political, economic, currency, or regulatory conditions not associated with investments in U.S. securities and investments in more developed international markets. Such conditions may impact the ability of the Fund to buy, sell, or otherwise transfer securities, adversely affect the trading market and price for Fund Shares and cause the Fund to decline in value.

 

 

B.

Equity Market Risk. The equity securities held in the 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 Fund invests. Common stocks, such as those held by the Fund, 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 the 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, including inflation (or expectations for inflation), interest rates, global demand for particular products or resources, natural disasters or events, pandemic diseases, terrorism, regulatory events, or government controls.

 

 

C.

Exchange Traded Fund (“ETF”) Risks.

 

 

Authorized Participants, Market Makers, and Liquidity Providers Concentration Risk. The Fund has a limited number of financial institutions that are authorized to purchase and redeem Shares directly from the Fund (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.

 

 

21

 

 

Adasina Social Justice All Cap Global ETF

 

NOTES TO FINANCIAL STATEMENTS February 28, 2021 (Unaudited) (Continued)

 

 

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 the 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. Because securities held by the Fund may trade on foreign exchanges that are closed when the Fund’s primary listing exchange is open, the Fund is likely to experience premiums and discounts greater than those of ETFs holding only domestic securities.

 

 

Trading. Although Shares are listed on a national securities exchange, such as NYSE Arca, Inc. (the “Exchange”), and 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 Fund’s underlying portfolio holdings, which can be significantly less liquid than Shares.

 

 

D.

Foreign Securities Risks. Investments in securities or other instruments of non-U.S. issuers, including ADRs, involve certain risks not involved in domestic investments and may experience more rapid and extreme changes in value than investments in securities of U.S. companies. Financial markets in foreign countries often are not as developed, efficient, or liquid as financial markets in the United States, and therefore, the prices of non-U.S. securities, including ADRs, can be more volatile. In addition, the Fund will be subject to risks associated with adverse political and economic developments in foreign countries, which may include the imposition of economic sanctions. Generally, there is less readily available and reliable information about non-U.S. issuers due to less rigorous disclosure or accounting standards and regulatory practices.

 

 

E.

Market Capitalization Risk.

 

 

Large-Capitalization Investing. 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.

 

 

Mid-Capitalization Investing. 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.

 

 

Small-Capitalization Investing. The securities of small-capitalization companies may be more vulnerable to adverse issuer, market, political, or economic developments than securities of large- or mid-capitalization companies. The securities of small-capitalization companies generally trade in lower volumes and are subject to greater and more unpredictable price changes than large- or mid-capitalization stocks or the stock market as a whole. There is typically less publicly available

 

 

F.

Sector Risk. At times the Fund may increase the relative emphasis of its investments in a particular sector or group of industries. The prices of securities of issuers in a particular sector may be more susceptible to fluctuations due to changes in economic or business conditions, government regulations, availability of basic resources or supplies, or other events that affect that industry or sector more than securities of issuers in other industries and sectors. To the extent that the Fund increases the relative emphasis of its investments in a particular industry or sector, the value of Shares may fluctuate in response to events affecting that industry or sector.

 

NOTE 4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS

 

Toroso Investments, LLC (the “Adviser”) serves as investment adviser to the Fund pursuant to an investment advisory agreement between the Adviser and the Trust, on behalf of the Fund (the “Advisory Agreement”), and, pursuant to the Advisory Agreement, provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board. The Adviser is also responsible for trading portfolio securities for the Fund, including selecting broker-dealers to execute purchase and sale transactions.

 

22

 

 

 

Adasina Social Justice All Cap Global ETF

 

NOTES TO FINANCIAL STATEMENTS February 28, 2021 (Unaudited) (Continued)

 

Pursuant to the Advisory Agreement, the Fund pays the Adviser a unitary management fee (the “Management Fee”) based on the average daily net assets of the Fund at the annualized rate of 0.89%. Out of the Management Fee, the Adviser is obligated to pay or arrange for the payment of substantially all expenses of the Fund, including the cost of transfer agency, custody, fund administration, and all other related services necessary for the Fund to operate. Under the Advisory Agreement, the Adviser has agreed to pay all expenses incurred by the Fund 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, distribution fees and expenses paid by the Fund under any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act, and the Management Fee payable to the Adviser (collectively, “Excluded Expenses”). The Management Fees incurred are paid monthly to the Adviser.

 

Robasciotti & Associates, Inc., doing business as Adasina Social Capital (the “Sub-Adviser”), serves as sub-adviser to the Fund, pursuant to a sub-advisory agreement between the Adviser and the Sub-Adviser with respect to the Fund (the “Sub-Advisory Agreement”). Pursuant to the Sub-Advisory Agreement, the Sub-Adviser is responsible for the day-to-day management of the Fund’s portfolio, including determining the securities purchased and sold by the Fund, 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 0.02% of the Fund’s average daily net assets.

 

Tidal ETF Services LLC (“Tidal”), an affiliate of the Adviser, serves as the Fund’s administrator and, in that capacity, performs various administrative and management services for the Fund. 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 Fund’s sub-administrator, fund accountant and transfer agent. In those capacities Fund Services performs various administrative and accounting services for the Fund. Fund Services prepares various federal and state regulatory filings, reports and returns for the Fund, including regulatory compliance monitoring and financial reporting; prepares reports and materials to be supplied to the Board; and monitors the activities of the Fund’s custodian. U.S. Bank N.A. (the “Custodian”), an affiliate of Fund Services, serves as the Fund’s custodian. The Custodian acts as the securities lending agent (the “Securities Lending Agent”) for the Fund.

 

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

 

Certain officers and trustees of the Trust are affiliated with the Adviser and Fund Services. None of the affiliated trustees or the Trust’s officers receive compensation from the Fund.

 

NOTE 5 – SECURITIES LENDING

 

The 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 Fund. The Fund receives compensation in the form of fees and earned interest on the cash collateral. Due to timing issues of when 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 Fund continues 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 Fund. The Fund has the right under the terms of the securities lending agreements to recall the securities from the borrower on demand.

 

As of February 28, 2021, the Fund 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 Fund 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 Fund bears the risk of loss associated with the investment of cash collateral received.

 

During the period ended February 28, 2021, the Fund loaned securities that were collateralized by cash. The cash collateral received was invested in securities as listed in the Fund’s Schedule of Investments. Securities lending income is disclosed in the Fund’s Statement of Operations.

 

 

23

 

 

Adasina Social Justice All Cap Global ETF

 

NOTES TO FINANCIAL STATEMENTS February 28, 2021 (Unaudited) (Continued)

 

NOTE 6 – PURCHASES AND SALES OF SECURITIES

 

For the period ended February 28, 2021, the cost of purchases and proceeds from the sales or maturities of securities, excluding short term investments and U.S. government securities were $42,041,177 and $498,662, respectively.

 

There were no purchases or sales of long-term U.S. Government securities for the period ended February 28, 2021.

 

NOTE 7 – DISTRIBUTIONS TO SHAREHOLDERS

 

The Fund is subject to examination by U.S. taxing authorities for the tax periods since the commencement of operations. The amount and character of tax basis distributions and composition of net assets, including undistributed (accumulated) net investment income (loss), are finalized at the fiscal year-end; accordingly, tax basis balances have not been determined for the period ended February 28, 2021. Differences between the tax cost of investments and the cost noted in the Schedule of Investments will be determined at fiscal year-end. The Fund did not have any distributions paid during the period ended February 28, 2021.

 

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 Fund’s next taxable year. The Fund commenced operations on December 8, 2020, therefore, the Fund had no late year losses, no post-October losses, and no capital loss carryovers.

 

NOTE 8 – SHARE TRANSACTIONS

 

Shares of the Fund are listed and traded on NYSE Arca, Inc. Market prices for the shares may be different from their NAV. The Fund issues and redeems shares on a continuous basis at NAV generally in blocks of 100,000 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 Fund. 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 Fund. 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 Fund currently offers 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 Fund is $12,000, payable to the Custodian. The fixed transaction fee may be waived on certain orders if the Fund’s 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 3%, respectively, of the value of the Creation Units and Redemption Units subject to the transaction. Variable fees received by the Fund, if any, are disclosed in the capital shares transactions section of the Statements of Changes in Net Assets. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

NOTE 9 – COVID-19 PANDEMIC

 

U.S. and international markets have experienced significant periods of volatility in recent years and months due to a number of economic, political and global macro factors including the impact of the novel coronavirus (COVID-19) as a global pandemic, which has resulted in public health issues, growth concerns in the U.S. and overseas, layoffs in the private sector, rising unemployment claims, changed travel and social behaviors, and reduced consumer spending. The recovery from the effects of COVID-19 is uncertain and may last for an extended period of time. 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. As a result, the risk environment remains elevated. The Adviser will monitor developments and seek to manage the Fund in a manner consistent with the Fund’s investment objective but there can be no assurance that it will be successful in doing so.

 

24

 

 

 

Adasina Social Justice All Cap Global ETF

 

NOTES TO FINANCIAL STATEMENTS February 28, 2021 (Unaudited) (Continued)

 

NOTE 10 – SUBSEQUENT EVENTS

 

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

 

 

25

 

 

Adasina Social Justice All Cap Global ETF

 

Expense Example For the Period Ended February 28, 2021 (Unaudited)

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including brokerage commissions paid on purchases and sales of the Fund’s shares, and (2) ongoing costs, including management fees of the Fund. The example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The actual expenses example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which is from December 8, 2020 (commencement of operations) to February 28, 2021. The hypothetical example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which is from September 1, 2020 to February 28, 2021.

 

Actual Expenses

 

The first line of the following table provides information about actual account values based on actual returns and actual expenses. To the extent the Fund invests in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which the Fund invests in addition to the expenses of the Fund. Actual expenses of the underlying funds are expected to vary among the various underlying funds. These expenses are not included in the example. The example includes, but is not limited to, unitary fees. However, the example does 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 Example for Comparison Purposes

 

The second line of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 Fund 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 table 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 the Fund’s shares. Therefore, the second line of the following table 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.

 

 

Beginning
Account Value
December 8, 2020

Ending
Account Value
February 28, 2021

Expenses Paid
During the Period
December 8, 2020 -
February 28, 2021 (1)

Actual

$ 1,000.00

$ 1,044.00

$ 2.07

 

 

Beginning
Account Value
September 1, 2020

Ending
Account Value
February 28, 2021

Expenses Paid
During the Period
September 1, 2020 -
February 28, 2021 (2)

Hypothetical (5% annual return before expenses)

1,000.00

1,020.38

4.46

 

(1)

The actual expenses are equal to the Fund’s annualized net expense ratio of 0.89%, multiplied by the average account value over the period, multiplied by 83/365 (to reflect the period from December 8, 2020 to February 28, 2021, the commencement of operations date to the end of the period).

 

(2)

The hypothetical expenses are equal to the Fund’s annualized net expense ratio of 0.89%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the most recent six-month period).

 

26

 

 

 

Adasina Social Justice All Cap Global ETF

 

Basis for Trustees’ Approval of Investment Advisory and Sub-Advisory Agreements (Unaudited)

 

The Board of Trustees (the “Board” or the “Trustees”) of Tidal ETF Trust (the “Trust”) met via video conference at a meeting held on September 10, 2020 to consider the initial approval of the Investment Advisory Agreement (the “Advisory Agreement”) between the Trust, on behalf of the Adasina Social Justice All Cap Global 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 approval 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 the Trust’s outside legal counsel discussing in detail the Trustees’ fiduciary obligations and the factors they should assess in considering the approval 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 the Trust’s outside legal counsel, the Adviser’s Form ADV, select ownership, organizational, financial and insurance information for the Adviser, bibliographic 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 Advisory Agreement for an initial two-year term.

 

Discussion of Factors Considered

 

In considering the approval 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 to be provided. The Board considered the nature, extent and quality of the Adviser’s overall services to be provided to the Fund as well as its specific responsibilities in all aspects of day-to-day investment management of the Fund. The Board considered the qualifications, experience and responsibilities of the Adviser’s investment management team, including Michael Venuto and Charles Ragauss, who will serve as co-portfolio managers of 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 to be employed by the Fund.

 

The Board also considered other services to be provided to the Fund, such as monitoring adherence to the Fund’s investment strategy and restrictions, oversight of 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 would be responsible for trade execution and the Fund’s sub-adviser would be responsible for selecting the Fund’s investments.

 

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 to be 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 noted that the Fund had not yet commenced operations and, therefore, concluded that performance of the Fund was not a relevant factor for consideration. The Board also considered that because the investment decision-making for the Fund would be performed by the Fund’s sub-adviser, the Fund’s performance would not be the direct result of investment decisions made by the Adviser. Consequently, with respect to the Fund’s performance, the Board in the future would focus on the Adviser’s services, including the extent to which the Fund’s performance was achieving its investment objective, as well as the Adviser’s oversight of the Fund’s sub-adviser services.

 

 

3.

Cost of services to be provided and profits to be realized by the Adviser. The Board considered the cost of services and the structure of the Adviser’s proposed advisory fee, including a review of comparative expenses, expense components and peer group selection. The Board took into consideration that the advisory fee was a “unitary fee,” meaning that the Fund would pay 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 considered comparative information

 

 

27

 

 

Adasina Social Justice All Cap Global ETF

 

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

 

prepared by Fund Services utilizing data provided by Morningstar Direct relating to the cost structure of the Fund relative to a peer group. The Fund was compared to ETFs in multiple U.S. World categories with varying equity capitalization exposures, including U.S. Fund World Large Stock and U.S. Fund World Small/Mid Stock categories.

 

The Board concluded that the Fund’s proposed expense ratio and the advisory fee to be paid to the Adviser were fair and reasonable in light of the comparative expense information and the investment management services to be provided to the Fund by the Adviser given the nature of the Fund’s strategy. The Board also evaluated, based on information provided by the Adviser, the compensation and benefits expected to be received by the Adviser and its affiliates from its relationship with the Fund, taking into account an analysis of the Adviser’s expected profitability with respect to the Fund and the Board further concluded that 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 considered the potential economies of scale that the Fund might realize under the structure of the proposed advisory fee. The Board noted 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 structures.

 

 

5.

Benefits to be 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 will provide to the Fund; and (c) the approval of the Advisory Agreement for an initial term of two years was in the best interests of the Fund and its shareholders.

 

At the meeting held on September 10, 2020, the Board also considered the initial approval of the sub-advisory agreement (the “Sub-Advisory Agreement”) for the Fund, entered into between the Adviser and Robasciotti & Associates, Inc., doing business as Adasina Social Capital, the Fund’s sub-adviser (the “Sub-Adviser”). Prior to this meeting, the Board requested and received materials to assist them in considering the approval of the Sub-Advisory Agreement. The materials provided contained information with respect to the factors enumerated below, including copies of the Sub-Advisory Agreement, a memorandum prepared by the Trust’s outside legal counsel discussing in detail the Trustees’ fiduciary obligations and the factors they should assess in considering the approval 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 the Trust’s outside legal counsel, Form ADV, select ownership, organizational, financial and insurance information for the Sub-Adviser, bibliographic 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 Sub-Advisory Agreement for an initial two-year term.

 

Discussion of Factors Considered

 

In considering the approval 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 to be provided. The Board considered the nature, extent and quality of the Sub-Adviser’s overall services to be provided to the Fund as well as its specific responsibilities in all aspects of day-to-day investment management of the Fund. The Board considered the qualifications, experience and responsibilities of Rachel Robasciotti and Maya Philipson, who will serve as co-portfolio managers for the Fund, as well as the responsibilities of other key personnel of the Sub-Adviser to be involved in the day-to-day activities of the Fund. The Board reviewed the due diligence information provided by the Sub-Adviser, including information regarding the Sub-Adviser’s compliance program, its compliance personnel and compliance record, as well as the Sub-Adviser’s cybersecurity program and business continuity plan. The Board noted that the Sub Adviser does not manage any other accounts that utilize a strategy similar to that to be employed by the Fund.

 

28

 

 

 

Adasina Social Justice All Cap Global ETF

 

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

 

The Board also considered other services to be 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 the Sub-Adviser would be responsible for selecting the Fund’s investments, subject to oversight by the Adviser.

 

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

 

 

2.

Investment performance of the Fund and the Sub-Adviser. The Board noted that the Fund had not yet commenced operations and, therefore, concluded that performance of the Fund was not a relevant factor for consideration.

 

 

3.

Cost of services to be provided and profits to be realized by the Sub-Adviser. The Board considered the structure of the proposed sub-advisory fee to be paid by the Adviser to the Sub-Adviser under the Sub-Advisory Agreement. The Board noted that the Adviser represented to the Board that the sub-advisory fee payable under the Sub-Advisory Agreement was reasonable in light of the services to be performed by the Sub-Adviser. Since the sub-advisory fee is to be paid by the Adviser, the overall advisory fee paid by the Fund is not directly affected by the sub-advisory fee paid to the Sub-Adviser. Consequently, the Board did not consider the cost of services provided by the Sub-Adviser or the potential profitability of its relationship with the Fund to be material factors for consideration given that the Sub-Adviser is not affiliated with the Adviser and, therefore, the sub-advisory fee to be paid to the Sub-Adviser was negotiated on an arm’s-length basis. Based on all of these factors, the Board concluded that the sub-advisory fee to be paid to the Sub-Adviser by the Adviser reflected an appropriate allocation of the advisory fee and was reasonable in light of the services to be provided by the Sub-Adviser.

 

 

4.

Extent of economies of scale as the Fund grows. Since the sub-advisory fee payable to the Sub-Adviser is not paid by the Fund, the Board did not consider whether the sub-advisory fee should reflect any potential economies of scale that might be realized as the Fund’s assets increase.

 

 

5.

Benefits to be derived from the relationship with the Fund. The Board considered the direct and indirect benefits that could be received by the Sub-Adviser from its association with the Fund. The Board concluded that the benefits the Sub-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 Sub-Advisory Agreement are fair and reasonable; (b) the sub-advisory fee is reasonable in light of the services that the Sub-Adviser will provide to the Fund; and (c) the approval of the Sub-Advisory Agreement for an initial term of two years was in the best interests of the Fund and its shareholders.

 

 

29

 

 

Adasina Social Justice All Cap Global ETF

 

Statement Regarding Liquidity Risk Management Program

 

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 Adasina Social Justice All Cap Global ETF, has adopted and implemented a liquidity risk management program (the “Program”). The Program seeks to promote effective liquidity risk management for the Fund and to protect Fund shareholders from dilution of their interests. The Trust’s Board of Trustees (the “Board”) has approved the designation of Toroso Investments, LLC, the Fund’s 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 a sub-adviser of the Fund; 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 19, 2020, the Board reviewed the Program Administrator’s written annual report for the period December 1, 2019 through September 30, 2020 (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 adequately designed and operating effectively.

 

The Fund commenced operations on December 8, 2020 and was not a part of the Report but has adopted the Program upon commencement of operations.

 

30

 

 

 

Adasina Social Justice All Cap Global ETF

 

INFORMATION ABOUT PROXY VOTING (Unaudited)

 

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available upon request without charge, by calling (833) 743-0080 or by accessing the Fund’s website at www.adasinaetf.com. Furthermore, you can obtain the description on the SEC’s website at www.sec.gov.

 

When available, information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-months ending June 30 is available upon request without charge by calling (833) 743-0080 or by accessing the SEC’s website at www.sec.gov.

 

INFORMATION ABOUT THE PORTFOLIO HOLDINGS (Unaudited)

 

The Fund files its complete schedule of portfolio holdings with the SEC for first and third fiscal quarters on Part F of Form N-PORT. The Fund’s Part F of Form N-PORT is available without charge, upon request, by calling (833) 743-0080. Furthermore, you can obtain the Part F of Form N-PORT on the SEC’s website at www.sec.gov. The Fund’s portfolio holdings are posted on the Fund’s website daily at www.adasinaetf.com.

 

FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS (Unaudited)

 

Information regarding how often shares of the Fund 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 Fund’s website at www.adasinaetf.com.

 

INFORMATION ABOUT THE FUND’S TRUSTEES (Unaudited)

 

The Statement of Additional Information (“SAI”) includes additional information about the Fund’s Trustees and is available without charge, upon request, by calling (833) 743-0080. Furthermore, you can obtain the SAI on the SEC’s website at www.sec.gov or the Fund’s website at www.adasinaetf.com.

 

 

31

 

 

(This Page Intentionally Left Blank.)

 

 

(This Page Intentionally Left Blank.)

 

 

 

Investment Adviser
Toroso Investments, LLC
898 N. Broadway, Suite 2
Massapequa, New York 11758

 

Investment Sub-Adviser
Adasina Social Capital
870 Market Street, Suite 1275
San Francisco, California 94102

 

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
898 N. Broadway, Suite 2
Massapequa, New York 11758

 

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

Adasina Social Justice All Cap Global ETF

JSTC

886364876

 

 

 

(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.

 

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

 

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.

 

 

 

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.

 

 

 

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 May 6, 2021  

 

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 May 6, 2021  
     
By (Signature and Title)* /s/ Daniel Carlson  
  Daniel Carlson, Treasurer/Principal Financial Officer  
     
Date May 6, 2021  

 

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