AS FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION ON JUNE 21, 2024
1933 Act Registration File No.: 333-264478
1940 Act File No.: 811-23793
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM N-1A
| REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | ☒ |
| Pre-Effective Amendment No. | ☐ |
| Post-Effective Amendment No. 227 | ☒ |
| and/or | |
| REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | ☒ |
| Amendment No. 230 | ☒ |
TIDAL TRUST II
(Exact Name of Registrant as Specified in Charter)
Tidal ETF Services LLC
234 West Florida Street, Suite 203
Milwaukee, Wisconsin 53204
(Address of Principal Executive Offices, Zip Code)
(Registrant’s Telephone Number, including Area Code) (844) 986-7700
The Corporation Trust Company
1209 Orange Street
Corporation Trust Center
Wilmington, DE 19801
(Name and Address of Agent for Service)
Copies to:
Eric W. Falkeis Tidal ETF Services LLC 234 West Florida Street, Suite 203 Milwaukee, Wisconsin 53204 |
Domenick Pugliese Sullivan & Worcester LLP 1251 Avenue of Americas, 19th Floor New York, NY 10020 |
Approximate date of proposed public offering: As soon as practicable after the effective date of this registration statement.
It is proposed that this filing will become effective (check appropriate box):
| ☐ | immediately upon filing pursuant to paragraph (b) | |
| ☒ | on July 2, 2024, pursuant to paragraph (b) | |
| ☐ | 60 days after filing pursuant to paragraph (a)(1) | |
| ☐ | on (date) pursuant to paragraph (a)(1) | |
| ☐ | 75 days after filing pursuant to paragraph (a)(2) | |
| ☐ | on (date) pursuant to paragraph (a)(2) of rule 485 |
If appropriate, check the following box:
| ☒ | this post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
EXPLANATORY NOTE
Designation of New Effective
Date for Previously Filed Amendment
Post-Effective Amendment No. 200 (the “Amendment”) was filed pursuant to Rule 485(a)(2) under the Securities Act of 1933 on April 8, 2024, and pursuant to Rule 485(a)(2) would have become effective on June 22, 2024.
This Post-Effective Amendment No. 227 is being filed pursuant to Rule 485(b)(1)(iii) for the sole purpose of designating July 2, 2024, as the new date upon which the Amendment shall become effective.
This Post-Effective Amendment No. 227 incorporates by reference the information contained in Parts A, B, and C of the Amendment.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, (the “Securities Act”) and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirements for effectiveness of this Post-Effective Amendment No. 227 to its Registration Statement on Form N-1A under Rule 485(b) under the Securities Act and has duly caused this Post-Effective Amendment No. 227 to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Milwaukee, State of Wisconsin, on June 21, 2024.
| Tidal Trust II | |||
| By: | /s/ Eric W. Falkeis | ||
| Eric W. Falkeis | |||
| President | |||
Pursuant to the requirements of the Securities Act, this Post-Effective Amendment No. 227 to its Registration Statement has been signed below by the following persons in the capacities indicated on June 21, 2024.
| Signature | Title | |
| /s/ Eric W. Falkeis | President and Principal Executive Officer | |
| Eric W. Falkeis | ||
| /s/ Dave Norris* | Trustee | |
| David Norris | ||
| /s/ Michelle McDonough* | Trustee | |
| Michelle McDonough | ||
| /s/ Javier Marquina* | Trustee | |
| Javier Marquina | ||
|
/s/ Aaron Perkovich |
Treasurer (principal financial officer and principal accounting officer) | |
| Aaron Perkovich |
| *By: | /s/ Eric W. Falkeis | |
| Eric Falkeis, Attorney in Fact | ||
| By Power of Attorney | ||