[{"_1":2,"_3":-5,"_4":-5},"loaderData",{"_5":6,"_7":8},"actionData","errors","root",{"_94":95},"routes/item",{"_9":10},"item",{"_11":12,"_13":14,"_15":16,"_17":18,"_19":20,"_21":-5,"_22":23,"_24":25,"_26":27,"_28":29,"_30":29,"_31":32,"_33":34,"_35":36,"_37":38,"_39":40,"_41":42,"_43":44,"_45":-5,"_46":47,"_48":-5,"_49":-5,"_50":51,"_52":53,"_54":55,"_56":57,"_58":57,"_59":60,"_61":40,"_62":63},"id","elk2yhxqoqhuy0ujn1398l2et","revision",2,"title","GraniteShares ETF Trust 提交涵盖两只 YieldBOOST ETF 的 N-1A 注册文件","originalTitle","GraniteShares ETF Trust (0001689873) (Filer)","summary","GraniteShares ETF Trust 于2026年10月28日提交 N-1A 注册文件，涵盖 GraniteShares YieldBOOST Single Stock Universe ETF（YBST）和 GraniteShares YieldBOOST TopYielders ETF（YBTY）。","reason","source",{"_11":84,"_85":86,"_87":88,"_89":57,"_90":91,"_92":93},"links",{"_81":82,"_63":83},"publishedAt","2026-10-28T18:03:46.000Z","discoveredAt","2026-10-28T18:37:31.184Z","timelineAt","category","ai-products","tags",[79,80],"stockSymbols",[],"score",24,"selected",false,"channel","news","story",{"_71":72,"_15":73},"x","readingMode","full","author","language","body",{"_75":-5,"_63":76,"_77":-5,"_78":40},"outline",[],"relatedStories",[74],"indexable",true,"markdownAvailable","group",{"_64":65,"_43":66,"_67":14,"_68":69,"_70":69},"hasTranslation","bodyLanguage","original","factId","fWsRdAIzlW0o",{"_71":72,"_15":73},"reportCount","additionalSourceCount",0,"developmentCount","publicId","1febaa82-ce7e-436f-8248-dd7ee373b979","GraniteShares提交两只YieldBOOST ETF注册文件",{"_71":72,"_15":73},"zh","

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION\nON OCTOBER 28, 2026

1933 ACT FILE NO. 333-214796

1940 ACT FILE NO. 811-23214

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.\n20549

FORM N-1A

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933	☒
Pre-Effective Amendment No.	☐
Post-Effective Amendment No. 687	☒

and/or

REGISTRATION STATEMENT UNDER	☒
THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 690

GraniteShares ETF Trust

(Exact Name of Registrant as Specified in Charter)

REGISTRANT’S TELEPHONE NUMBER, INCLUDING\nAREA CODE: (844) 476-8747

William Rhind

GraniteShares ETF Trust

250 Broadway, 24^th\nFloor

New York, New York 10007

(Name and Address of Agent for Service)

Copies to:

Andrew J. Davalla

Thompson Hine LLP

41 South High Street, Suite 1700

Columbus, Ohio 43215

Approximate Date of Proposed Public Filing:

It is proposed that this filing will become effective\n(check appropriate box)

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

☒	immediately upon filing pursuant to paragraph (b)
☐	on (date) 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:

\n \n \n \n

☐	This post-effective amendment designates a new effective date for a previously filed post-effective amendment

GRANITESHARES\nFUNDS

Prospectus

October 28, 2026

\n \n \n \n \n \n \n \n \n \n \n \n \n

GRANITESHARES FUNDS		TICKER SYMBOL
GraniteShares YieldBOOST Single Stock Universe ETF		YBST
GraniteShares YieldBOOST TopYielders ETF		YBTY

The Securities and Exchange Commission has not\napproved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal\noffense.

GraniteShares Funds are advised by GraniteShares\nAdvisors LLC.

An investment in a Fund is not an investment\nin the corresponding Underlying ETF. However, each Fund’s performance may be significantly dependent on the return of its corresponding\nUnderlying ETF, especially in periods of market volatility.

Investors who do not understand the Funds,\nor do not intend to monitor their investments, should not buy the Funds.

There is no assurance that any Fund will\nachieve its investment objective and an investment in a Fund could lose money. No single Fund is a complete investment program.

TABLE OF CONTENTS

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Page
GraniteShares YieldBOOST Single Stock Universe ETF	1

GraniteShares YieldBOOST TopYielders ETF	13

Additional Information about the Funds’ Investment Objectives, Strategies and Risks	25

Fund Website and Disclosure of Portfolio Holdings	33

Fund Management	33

Buying and Selling Shares	34

Dividends, Distributions, and Taxes	35

Distribution of Fund Shares	38

Premium/Discount Information	38

Fund Service Providers	38

Financial Highlights	38

GraniteShares ETF Trust	40

GraniteShares\nYIELDBOOST SINGLE STOCK UNIVERSE ETF

Investment Objective

The Fund’s primary investment objective\nis to seek current income.

Fund Fees and Expenses

This table describes the fees and expenses that\nyou may pay if you buy, hold, and sell shares of the Fund (“Shares”). The fees are expressed as a percentage of the Fund’s\naverage daily net assets. Investors may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which\nare not reflected in the table and example below.

\n \n \n \n \n \n \n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Management\n Fee	-	%
Annual\n Fund Operating Expenses \n (expenses\n that you pay each year as a percentage of the value of your investment)
Management\n Fee	0.29	%
Distribution\n and/or Service (12b-1) Fees	0.00	%
Other\n Expenses ⁽¹⁾	2.45	%
Acquired\n Fund Fees and Expenses ⁽²⁾	1.18	%
Total\n Annual Fund Operating Expenses	3.92	%
Fee\n Waiver/Reimbursements/Fees Paid Indirectly ^{(3), (4)}	-2.24	%
Net\n Annual Fund Operating Expenses After Fee Waiver/Reimbursements/Fees Paid Indirectly ^{(1),\n (2), (3), (4)}	1.68	%

\n \n \n \n \n \n \n \n \n \n \n \n \n

(1)	Other Expenses are based on actual amounts\n incurred during the Fund’s fiscal period ended June 30, 2026.
(2)	Acquired Fund Fees and Expenses are the indirect\n costs of investing in other investment companies, namely the Underlying YieldBOOST ETFs (as defined below). Total Annual Fund Operating\n Expenses reflect Fund expenses paid indirectly and do not correlate to the expense ratios in the Fund’s Financial Highlights\n because the Financial Highlights include only the direct operating expenses incurred by the Fund and exclude Acquired Fund Fees and\n Expenses. The amounts are based on actual amounts incurred during the Fund’s fiscal period ended June 30, 2026.
(3)	GraniteShares Advisors LLC has contractually\n agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding\n interest, taxes, brokerage commissions, expenses related to short sales, other expenditures which are capitalized in accordance with\n generally accepted accounting principles, other extraordinary expenses not incurred in the ordinary course of a Fund’s business,\n and amounts, if any, payable pursuant to a plan adopted in accordance with Rule 12b-1 under the Investment Company Act of 1940 Act,\n as amended (the “1940 Act”) will not exceed 0.50%. This agreement is effective until December 31, 2027, and it may\n be terminated before that date only by the Trust’s Board of Trustees. GraniteShares Advisors LLC may request recoupment of\n previously waived fees and paid expenses from the Fund for three years from the date such fees and expenses were waived or paid,\n if such reimbursement will not cause the Fund’s total expense ratio to exceed the expense limitation in place at the time of\n the waiver and/or expense payment and the expense limitation in place at the time of the recoupment.
(4)	The Funds’ have a fee arrangement with its custodian which provides for custody fees to\n be reduced by Create/Redeem credits received by the custodian from Authorized Participants.

Example

This Example is intended to help you compare the\ncost of investing in the Fund with the cost of investing in mutual funds and other exchange-traded funds.

The Example assumes that you invest $10,000 in\nthe Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The Example also assumes that your\ninvestment has a 5% return each year and that the Fund’s operating expenses remain the same. The figures shown would be the same\nwhether or not you sold your Shares at the end of each period.

Although your actual costs may be higher or lower,\nbased on these assumptions your costs would be:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

1\n Year			3\n Years			5\n Years			10\n Years
$	171			$	989			$	1,825			$	3,994

Portfolio Turnover

The\nFund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher\nportfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Shares are held in a taxable account.\nThese costs, which are not reflected in the total annual fund operating expenses or in the expense example above, affect the Fund’s\nperformance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 43% of the average value\nof its portfolio.

Principal Investment Strategies

The Fund is an actively managed exchange-traded\nfund (“ETF”) that seeks current income and pay weekly distributions. The Fund is a “fund of funds,” meaning that\nit primarily invests its assets in the shares of other ETFs, rather than in securities of individual companies. In addition, from time\nto time, the Fund may invest directly in the securities and financial instruments in which one or more Underlying YieldBOOST ETFs (defined\nbelow) invests.

The Fund’s portfolio will be primarily\ncomposed of “YieldBOOST ETFs,” which are all affiliated ETFs advised by GraniteShares Advisors LLC (the “Adviser”)\n(each, an “Underlying YieldBOOST ETF”). Each of the Underlying YieldBOOST ETFs in which the Fund may invest has an\nobjective of achieving 2 times (200%) the income generated from selling options on an “Underlying Stock” by selling\noptions on leveraged exchange-traded funds designed to deliver 2 times (200%) the daily performance of the Underlying Stock (the “Underlying\nETF”). The Underlying YieldBOOST ETF’s secondary investment objective is to gain exposure to the performance of the\nUnderlying ETF, subject to a cap on potential investment gains. Each Underlying YieldBOOST ETF may implement a downside protection\nwhich could affect the net income level.

Additional information regarding the Underlying\nYieldBOOST ETF is set forth below.

The Fund will be subject to regulatory constraints\nrelating to the level of value at risk that the Fund may incur through its derivatives portfolio. To the extent the Fund exceeds these\nregulatory thresholds over an extended period, the Fund may determine that it is necessary to make adjustments to the Fund’s investment\nstrategy and the Fund may not achieve its investment objective.

An investment objective is fundamental if it\ncannot be changed without the consent of the holders of a majority of the outstanding Shares. The Fund’s investment objective\nhas not been adopted as a fundamental investment policy and therefore the Fund’s investment objective may be changed\nwithout the consent of the Fund’s shareholders upon approval by the Board of Trustees (the “Board”) of GraniteShares\nETF Trust (the “Trust”) and 60 days’ written notice to shareholders.

There is no guarantee that the Fund’s\ninvestment strategy will be properly implemented, and an investor may lose some or all of its investment.

Due to the investment strategies of the Underlying\nYieldBOOST ETFs, the Fund’s indirect exposure to gains, if any, of the share price returns of the Underlying Stocks is generally\nlimited. However, the Fund is subject to all potential losses if the shares of the Underlying Stocks decrease in value, which may not\nbe offset by distributions received by the Fund.

Portfolio Construction

The Fund’s portfolio will generally be equally\nweighted in each of the available Underlying YieldBOOST ETFs. The Adviser will reallocate the Fund’s portfolio on a monthly basis\nso that each Underlying YieldBOOST ETF (including any eligible new Underlying YieldBOOST ETF(s)) is equally weighted in the Fund’s\nportfolio, excluding any Underlying YieldBOOST ETF for which the tax loss harvesting strategy is currently being used. For a new Underlying\nYieldBOOST ETF to be eligible for inclusion in the Fund’s portfolio, it must have commenced operations and have made an initial\ndistribution.

The Fund is classified as “non-diversified”\nunder the 1940 Act.

The Adviser will endeavor to optimize tax losses\nby implementing the synthetic call strategy as described below. This approach will lead to deviations from an equal allocation for the\nspecific Underlying YieldBOOST ETFs subject to tax harvesting.

Tax Loss Harvesting Strategy

If a specific Underlying YieldBOOST ETF has recently\nincurred substantial losses, the Fund may choose to redeem (or otherwise exit) its investment in that particular ETF to seek to capitalize\non tax loss harvesting (a strategy that seeks to minimize the Fund’s capital gains). In that case, the Adviser will use the proceeds\nfrom such redemption and directly invest them in the same derivative instruments on the same Underlying ETF(s) as that of the redeemed\nUnderlying YieldBOOST ETF (as described in the section below “Underlying YieldBOOST ETF’s use of the Underlying ETF Derivatives\nContracts”). This approach aims to achieve returns akin to those of the redeemed Underlying YieldBOOST ETF in which the Fund was\ninvested. The strategy will be employed for a minimum of 31 days to adhere to applicable tax rules.

Underlying YieldBOOST ETFs

Each Underlying YieldBOOST ETF is an actively\nmanaged exchange-traded fund (“ETF”) that seeks to pay weekly distributions by selling put options on the Underlying ETF,\nwhich provides exposure to 2 times the daily performance of the Underlying Stock. It is expected that the implied volatility on the Underlying\nETF to be twice the level of the Underlying Stock’s implied volatility and selling options on the Underlying ETF to generate, over\nthe same time horizon and for the same strike levels, twice the premium generated by selling options on the Underlying Stock. The premium\nreceived by the Underlying YieldBOOST ETF from selling options will be distributed at least partially before the maturity of the options.\nThis allows the Underlying YieldBOOST ETF to make distributions on a weekly basis even if the options sold have longer maturity (such\nas monthly maturity for instance). This approach may result in the distributions being treated fiscally as return of capital (see “Distribution\nRisk” under the section “Principal Risks of Investing in the Fund”). There is no guarantee that the Underlying YieldBOOST\nETF will generate twice the level of premium that would be generated by selling options on the Underlying Stock.

The Underlying YieldBOOST ETF is subject to the\nlosses from the Underlying ETF. In case a Put Spread Strategy (as defined under the section “Underlying YieldBOOST ETF’s\nUse of the Underlying ETF Derivatives Contracts”) is implemented, the Underlying YieldBOOST ETF may benefit from a limited downside\nprotection against a negative price variation in the Underlying ETF. Such protection will negatively affect the Underlying YieldBOOST\nETF’s overall income level. A put spread strategy with a narrow spread (the difference between the strikes of the put option sold\nand put option bought) may provide better protection but will have a higher negative impact on the Underlying YiledBOOST’s\nincome level. A put spread strategy with a large spread will provide lower protection but may have less negative impact on the Underlying\nYieldBOOST ETF’s income level.

Each Underlying YieldBOOST ETF will invest at\nleast 80% of its net assets (plus any borrowings for investment purposes) in derivatives contracts that utilize the Underlying ETF as\ntheir reference asset. For purposes of compliance with this investment policy, derivative contracts will be valued at their notional value.

The Underlying YieldBOOST ETFs do not invest\nin the Underlying ETFs

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	-	Each Underlying YieldBOOST ETF’s strategy will cap its potential gain to the premium received from selling options on the Underlying ETF,
	-	Each Underlying YieldBOOST ETF’s strategy is exposed to all potential\n losses if the Underlying ETF’s share price declines, subject to a potential downside protection if a Put Spread Strategy\n is used (as defined in the next section). The potential losses may not be offset by the premium received by the Fund,
	-	The Underlying YieldBOOST ETFs do not invest directly in the Underlying ETFs,
	-	Underlying YieldBOOST ETF’s shareholders are not entitled to any distribution paid by Underlying ETF.

Underlying YieldBOOST ETF’s Use\nof the Underlying ETF Derivatives Contracts

\n \n \n \n \n \n \n \n \n \n \n \n \n

	-	Put Spread Strategy: Each Underlying YieldBOOST ETF enters in put spread options contracts, either directly or through swap contracts, on the Underlying ETF and for which the Underlying YieldBOOST ETF receives a net premium. A put spread consists of selling a put option contract while buying a put option contract with the same maturity but a lower strike price. The Underlying YieldBOOST ETF’s protection against a potential decrease in the price of the Underlying ETF only applies if it falls below the strike price of the option contract bought by the Underlying YieldBOOST ETF. Buying a put option contract results in a cost that negatively affects the Fund’s income level. It is unlikely for a put spread strategy to generate twice the level of income that would be obtained by selling options on the Underlying Stock directly. The put options contracts sold by the Underlying YieldBOOST ETF may vary in regard to their strike price from 0 to 15% above the then-current price of the Underlying ETF. The put options contracts bought by the Underlying YieldBOOST ETF has a lower strike price, ranging from 50% out-of-the-money to at-the-money. The put options sold and bought by the Underlying YieldBOOST ETF generally have 1- month or less expiration dates.

	-	Put Write Strategy: The Underlying YieldBOOST ETF sells put options contracts, either directly or through swap contracts, on the Underlying ETF and for which it will receive a premium. The put options contracts sold by the Underlying YieldBOOST ETF may vary in regard to their strike prices from 40% out-of-the-money to 15% in-the-money. The put options sold and bought by the Underlying YieldBOOST ETF generally have 1- month or less expiration dates. The Adviser primarily employes this put write strategy when it believes that the share price of its Underlying ETF is likely to rise significantly in the short term (e.g., following a substantial selloff or overall positive market news).

Example 1 – Put Write Strategy\n- Selling In-the-money Put Option Contract with a One-month Maturity

Assume for simplicity that the Underlying\nETF’s shares are trading at $100.00 at the time the Underlying YieldBOOST ETF sells an in-the-money put option contract with a strike\nprice of $105.00 and a one-month maturity. The Underlying YieldBOOST ETF receives a $5.50 premium for selling the put option contract.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Case 1: the Underlying ETF’s share price increases to $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.50 premium received.

Case 2: the Underlying ETF’s share price increase exceeded $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.50 premium received but would not participate in any of the additional upside.

Case 3: the Underlying ETF’s share price drops to $99.50 before expiration.		The $5.50 premium received is equal to the drop in price in the Underlying\n ETF’s share price, resulting in a return of zero for the Underlying YieldBOOST ETF.

Case 4: the Underlying ETF’s share price drops below $99.50, that is the strike price ($105.00) reduced by the premium received ($5.50).		The Underlying YieldBOOST ETF would lose money and be exposed to the drop in the Underlying ETF’s share price.

Example 2 – Put Write Strategy\n- Selling Out-of-the-money Put Options Contracts with a One-week Maturity

Assume for simplicity that the Underlying\nETF’s shares are trading at $100.00 at the time the Underlying YieldBOOST ETF sells an out-of-the-money put option contract with\na strike price of $95.00 and a one-week maturity. The Underlying YieldBOOST ETF receives a $0.50 premium for selling the put option contract.

\n \n \n \n \n \n \n \n \n \n \n \n \n

Case 1: the Underlying ETF’s share price increases above $100.00 before expiration.		The Underlying YieldBOOST ETF would keep the $0.50 premium received but would not participate in the increased in the Underlying ETFs’ share price.

Case 2: the Underlying ETF’s share price drops below $94.50,\n that is the strike price ($95.00) reduced by the premium received ($0.50).		The Underlying YieldBOOST ETF would lose money and be exposed to the drop in the Underlying ETF’s share price.

Example 3 – Put Spread Strategy\n- Selling At-the-money Put Options Contracts and buy an Out-of-the-money Put Options Contracts with both with a One-month Maturity

Assume for simplicity that the Underlying\nETF’s shares are trading at $100.00 at the time the underlying YieldBOOST sells an in-the-money put option contract with\na strike price of $105.00 and buy an out-of-the-money put option contract with a strike price of $95.00 both with a one-month maturity.\nThe Underlying YieldBOOST ETF receives a $5.50 premium for selling the put option contract and pays $0.50 premium for buying the put\noption contract. Hence the Underlying YieldBOOST ETF receives a $5.00 net premium.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Case 1: the Underlying ETF’s share price increases to $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.00 net premium received.

Case 2: the Underlying ETF’s share price increase exceeded $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.00 net premium received but would not participate in any of the additional upside.

Case 3: the Underlying ETF’s share price drops below $100.00, that is the strike price of the option sold ($105.00) reduced by the net premium received ($5.00) but remains above $95.00 before expiration.		The Underlying YieldBOOST ETF would lose up to $5.00, which is the difference between the 2 strike levels reduced by the net premium received

Case 4: the Underlying ETF’s share price drops below $95.00		The Underlying YieldBOOST ETF would lose $5.00, which is the difference between the 2 strike levels reduced by the net premium received.

The comparison between the Put Write\nStrategy in Example 1 and the Put Spread Strategy in Example 3, shows that the Put Spread Strategy has a narrower range of outcomes. It\nhas limited participation in a potential increase or decrease in the Underlying ETF’s share price.

In Examples 1 and 2, if the\nUnderlying ETF’s price were to drop to zero, the Underlying YieldBOOST ETF’s NAV would be equal, before fees and costs, to\nthe value of premium received.

Types of Options Contracts Used by the Underlying\nYieldBOOST ETFs

As part of the Underlying YieldBOOST ETFs’\nstrategy, each Underlying YieldBOOST ETF may buy or sell FLexible EXchange® (“FLEX”) put options contracts that are based\non the value of the price returns of the Underlying ETF. Each Underlying YieldBOOST ETF will only buy or sell options contracts that are\nlisted for trading on regulated U.S. exchanges. Traditional exchange-traded options contracts have standardized terms, such as the type\n(call or put), the reference asset, the strike price and expiration date. Exchange-listed options contracts are guaranteed for settlement\nby the Options Clearing Corporation (“OCC”). FLEX Options are a type of exchange-listed options contract with uniquely customizable\nterms that allow investors to customize key terms like type, strike price and expiration date that are standardized in a typical options\ncontract. FLEX Options are also guaranteed for settlement by the OCC.

In general, an option is a contract that gives\nthe purchaser (holder) of the option, in return for a premium, the right to buy from (call) or sell to (put) the seller (writer) of the\noption the security or currency underlying (in this case, the Underlying ETF) the option at a specified exercise price. The writer of\nan option has the obligation upon exercise of the option to deliver the underlying security or currency upon payment of the exercise price\n(call) or to pay the exercise price upon delivery of the underlying security or currency (put). An option is said to be “European\nStyle” when it can be exercised only at expiration whereas an “American Style” option can be exercised at any time prior\nto expiration. The Fund might use either European or American style options. The Fund intends to primarily utilize European style options.

Swap Agreements Used by the Underlying\nYieldBOOST ETFs

As part of the Underlying YieldBOOST ETFs’\nstrategy, each Underlying YieldBOOST ETF may enter into swap agreements with major financial institutions that provide the same exposure\nas to buying and/or selling put options contracts on the Underlying ETF. The swap agreements may reference standardized exchange-traded,\nFLEX, European Style or American Style put options contracts that are based on the values of the price returns of the Underlying ETF.\nAll put options contracts referenced in a swap agreement will be listed for trading on regulated U.S. exchanges.

The swap performance will settle in cash only\nirrespective of the types of the put options contracts referenced in the swap agreement.

This document relates only to the securities\noffered hereby and does not relate to the Underlying YieldBOOST ETF or the Underlying ETF. The Fund has derived all disclosures contained\nin this document regarding the Underlying YieldBOOST ETF and Underlying ETF from publicly available documents. The Fund cannot give any\nassurance that all events occurring prior to the date hereof (including events that would affect the accuracy or completeness of the publicly\navailable documents described above) that would affect the trading price of the Underlying YieldBOOST ETF and Underlying ETF have been\npublicly disclosed. Subsequent disclosure of any such events or the disclosure of or failure to disclose material future events concerning\nthe Underlying YieldBOOST ETF and Underlying ETF could affect the value received with respect to your Shares and therefore the value of\nyour Shares.

THE FUND, TRUST AND ADVISER ARE AFFILIATED\nWITH ALL UNDERLYING YIELDBOOST ETFs AND THEIR TRUST.

PRINCIPAL RISKS OF INVESTING IN THE FUND

The principal risks of investing in the Fund are\nsummarized below. As with any investment, there is a risk that you could lose all or a portion of your investment in the Fund. Each risk\nsummarized below is considered a “principal risk” of investing in the Fund, regardless of the order in which it appears. Some\nor all of these risks may adversely affect the Fund’s net asset value per share (“NAV”), trading price, yield, total\nreturn and/or ability to meet its investment objectives. For more information about the risks of investing in the Fund, see the section\nin the Fund’s Prospectus titled “Additional Information About the Fund — Principal Risks of Investing in the Fund.”

The Underlying YieldBOOST ETF Risks.\nThe Fund invests its assets in the Underlying YieldBOOST ETFs, so the Fund’s investment performance is likely to be directly related\nto the performance of the Underlying YieldBOOST ETFs. The Fund’s NAV will change with changes in the value of the Underlying YieldBOOST\nETFs. An investment in the Fund entails more costs and expenses than the combined costs and expenses of direct investments in the Underlying\nYieldBOOST ETFs. Each Underlying YieldBOOST ETF is subject to the principal risks outlined for the Fund (including ETF Risks), along with\nthe following additional risks:

Underlying ETF Risk. Each Underlying YieldBOOST\nETF invests in option contracts that are based on the value of its Underlying ETF. This subjects each Underlying YieldBOOST ETF to certain\nof the same risks as if it owned shares of its Underlying ETF, even though it does not. As a result, each Underlying YieldBOOST ETF is\nsubject to the risks associated with the Underlying ETFs.

Underlying Stock Risk. Each Underlying\nETF invests in derivative contracts that are based on the value of its Underlying Stock. This subjects each Underlying ETF to certain\nof the same risks as if it owned shares of its Underlying Stock, even though it does not. As a result, each Underlying ETF is subject\nto the risks associated with the industry of the corresponding Underlying Stock.

Effects of Compounding and Market Volatility\nRisk. The Underlying ETF shares’ performance for periods greater than a trading day will be the result of each day’s returns\ncompounded over the period, which is likely to differ from 200% of the Underlying Stock’s performance, before fees and expenses.\nCompounding has a significant impact on funds that are leveraged and that rebalance daily. The impact of compounding becomes more pronounced\nas volatility and holding periods increase and will impact each shareholder differently depending on the period of time an investment\nin the Underlying ETF is held and the volatility of the Underlying Stock during the shareholder’s holding period of an investment\nin the Underlying ETF.

Leverage Risk. The Underlying ETF obtains\ninvestment exposure in excess of its net assets by utilizing leverage and may lose more money in market conditions that are adverse to\nits investment objective than a fund that does not utilize leverage. An investment in the Underlying ETF is exposed to the risk that a\ndecline in the daily performance of the Underlying Stock will be magnified. This means that an investment in the Underlying ETF will be\nreduced by an amount equal to 2% for every 1% daily decline in the Underlying Stock, not including the costs of financing leverage and\nother operating expenses, which would further reduce its value. The Underlying ETF could lose an amount greater than its net assets in\nthe event of an Underlying Stock decline of more than 50%.

Derivatives Risk. Derivatives are financial\ninstruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds, interest rates or indexes.\nEach Underlying YieldBOOST ETF’s investments in derivatives may pose risks in addition to, and greater than, those associated with\ndirectly investing in securities or other ordinary investments, including risk related to the market, imperfect correlation with underlying\ninvestments, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of\nderivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary\nportfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities.\nWhen an Underlying YieldBOOST ETF uses derivatives, there may be an imperfect correlation between the value of the Underlying ETF and\nthe derivative, which may prevent the Underlying YieldBOOST ETF from achieving its investment objectives. Because derivatives often require\nonly a limited initial investment, the use of derivatives may expose an Underlying YieldBOOST ETF to losses in excess of those amounts\ninitially invested. In addition, the Fund’s investments in derivatives are subject to the following risks:

Options Contracts. The use of\noptions contracts involves investment strategies and risks different from those associated with ordinary portfolio securities transactions.\nThe prices of options are volatile and are influenced by, among other things, actual and anticipated changes in the value of the underlying\ninstrument, including the anticipated volatility, which are affected by fiscal and monetary policies and by national and international\npolitical, changes in the actual or implied volatility or the reference asset, the time remaining until the expiration of the option contract\nand economic events. For an Underlying YieldBOOST ETF, in particular, the value of the options contracts in which it invests is substantially\ninfluenced by the value of the Underlying ETF. Selling put options exposes an Underlying YieldBOOST ETF to the risk of potential loss\nif the market value of the Underlying ETF falls below the strike price before the option expires. Each Underlying YieldBOOST ETF may experience\nsubstantial downside from specific option positions and certain option positions held by the Underlying YieldBOOST ETF may expire worthless.\nAs an option approaches its expiration date, its value typically increasingly moves with the value of the underlying instrument. However,\nprior to such date, the value of an option generally does not increase or decrease at the same rate as the underlying instrument. There\nmay at times be an imperfect correlation between the movement in values of options contracts and the underlying instrument, and there\nmay at times not be a liquid secondary market for certain options contracts. The value of the options held by an Underlying YieldBOOST\nETF will be determined based on market quotations or other recognized pricing methods. Additionally, an Underlying YieldBOOST ETF’s\npractice of “rolling” may cause the Underlying YieldBOOST ETF to experience losses if the expiring contracts do not generate\nproceeds enough to cover the costs of entering into new options contracts. Rolling refers to the practice of closing out one option position\nand opening another with a different expiration date and/or a different strike price. Further, if an option is exercised, the seller (writer)\nof a put option is obligated to purchase the underlying asset at the strike price, which can result in significant financial and regulatory\nobligations for the Fund if the market value of the asset has fallen substantially. Furthermore, when an Underlying YieldBOOST ETF seeks\nto trade out of puts, especially near expiration, there is an added risk that the Underlying YieldBOOST ETF may be required to allocate\nresources unexpectedly to fulfill these obligations. This potential exposure to physical settlement can significantly impact an Underlying\nYieldBOOST ETF’s liquidity and market exposure, particularly in volatile market conditions.

FLEX Options Risk: Each Underlying\nYieldBOOST ETF may utilize FLEX Options issued and guaranteed for settlement by the OCC. An Underlying YieldBOOST ETF bears the risk\nthat the OCC will be unable or unwilling to perform its obligations under the FLEX Options contracts. In the unlikely event that the\nOCC becomes insolvent or is otherwise unable to meet its settlement obligations, the Underlying YieldBOOST ETF could suffer significant\nlosses. Additionally, FLEX Options may be less liquid than certain other securities, such as standardized options. In less liquid markets\nfor the FLEX Options, an Underlying YieldBOOST ETF may have difficulty closing out certain FLEX Options positions at desired times and\nprices. In connection with the creation and redemption of Shares of an Underlying YieldBOOST ETF, to the extent market participants are\nnot willing or able to enter into FLEX Option transactions with the Underlying YieldBOOST ETF at prices that reflect the market price\nof the Shares in the Underlying YieldBOOST ETF, its NAV and, in turn its share price, could be negatively impacted. An Underlying YieldBOOST\nETF may experience substantial downside from specific FLEX Option positions and certain FLEX Option positions may expire worthless.

Swap Risk: Swaps are subject\nto tracking risk because they may not be perfect substitutes for the instruments they are intended to hedge or replace. Over the counter\nswaps are subject to counterparty default. Leverage inherent in derivatives will tend to magnify an Underlying YieldBOOST ETF’s\nloss. The swap agreements may reference standardized exchange-traded, FLEX, European Style or American Style put options contracts that\nare based on the values of the price returns of the Underlying ETF and generate specific risks.

Counterparty Risk. Each Underlying YieldBOOST\nETF is subject to counterparty risk by virtue of its investments in options contracts. Transactions in some types of derivatives, including\noptions, are required to be centrally cleared (“cleared derivatives”). In a transaction involving cleared derivatives, each\nUnderlying YieldBOOST ETF’s counterparty is a clearing house rather than a bank or broker. Since an Underlying YieldBOOST ETF is\nnot a member of clearing houses and only members of a clearing house (“clearing members”) can participate directly in the\nclearing house, each Underlying YieldBOOST ETFs will hold cleared derivatives through accounts at clearing members. In cleared derivatives\npositions, the Underlying YieldBOOST ETF makes payments (including margin payments) to and receive payments from a clearing house through\ntheir accounts at clearing members. Customer funds held at a clearing organization in connection with any options contracts are held in\na commingled omnibus account and are not identified to the name of the clearing member’s individual customers. As a result, assets\ndeposited by the Underlying YieldBOOST ETF with any clearing member as margin for options may, in certain circumstances, be used to satisfy\nlosses of other clients of the Underlying YieldBOOST ETF’s clearing member. In addition, although clearing members guarantee performance\nof their clients’ obligations to the clearing house, there is a risk that the assets of an Underlying YieldBOOST ETF might not be\nfully protected in the event of the clearing member’s bankruptcy, as an Underlying YieldBOOST ETF would be limited to recovering\nonly a pro rata share of all available funds segregated on behalf of the clearing member’s customers for the relevant account class.\nEach Underlying YieldBOOST ETF is also subject to the risk that a limited number of clearing members are willing to transact on an Underlying\nYieldBOOST ETF’s behalf, which heightens the risks associated with a clearing member’s default. If a clearing member defaults\nthe affected Underlying YieldBOOST ETF could lose some or all of the benefits of a transaction entered into by the Underlying YieldBOOST\nETF with the clearing member. If the Underlying YieldBOOST ETF cannot find a clearing member to transact with on the Underlying YieldBOOST\nETF’s behalf, the Underlying YieldBOOST ETF may be unable to effectively implement its investment strategy.

In addition, a counterparty (the other party to\na transaction or an agreement or the party with whom each Underlying YieldBOOST ETF executes transactions) to a transaction (including\nrepurchase transaction) with the Underlying YieldBOOST ETF may be unable or unwilling to make timely principal, interest or settlement\npayments, or otherwise honor its obligations.

Price Participation Risk. Each Underlying\nYieldBOOST ETF employs a strategy of selling put option contracts, limiting its participation in the value increase of the Underlying\nETF during the call period. Should an Underlying ETF’s value increase beyond the sold put options’ strike price, the Underlying\nYieldBOOST ETF may not experience the same extent of increase, potentially underperforming the Underlying ETF and experiencing a NAV\ndecrease, especially given its full exposure to any value decrease of the Underlying ETF over the call period. Additionally, because\nan Underlying YieldBOOST ETF is limited in the degree to which it will participate in increases in value experienced by an Underlying\nETF over each call period, but has full exposure to any decreases in value experienced by the Underlying ETF over the call period, the\nNAV of the Underlying YieldBOOST ETF may decrease over any given time period. The Underlying YieldBOOST ETF’s NAV is dependent\non the value of each options portfolio, which is based principally upon the performance of the Underlying ETF. The degree of participation\nin the Underlying ETF gains an Underlying YieldBOOST ETF will experience will depend on prevailing market conditions, especially market\nvolatility, at the time the Underlying YieldBOOST ETF enters into the sold put options contracts and will vary from call period to call\nperiod. The value of the options contracts is affected by changes in the value and dividend rates of the Underlying ETF, changes in interest\nrates, changes in the actual or perceived volatility of the Underlying ETF and the remaining time to the options’ expiration, as\nwell as trading conditions in the options market. As the price of the Underlying ETF share changes and time moves towards the expiration\nof each call period, the value of the options contracts, and therefore the Underlying YieldBOOST ETF’s NAV, will change. However,\nit is not expected for the Underlying YieldBOOST ETF’s NAV to directly correlate on a day-to-day basis with the returns of the\nUnderlying ETF share price. The amount of time remaining until the options contract’s expiration date affects the impact of the\npotential options contract income on the Underlying YieldBOOST ETF’s NAV, which may not be in full effect until the expiration\ndate of the Underlying YieldBOOST ETF’s options contracts. Therefore, while changes in the price of the Underlying ETF share will\nresult in changes to the Underlying YieldBOOST ETF’s NAV, the Underlying YieldBOOST ETF generally anticipates that the rate of\nchange in the Underlying YieldBOOST ETF’s NAV will be different than that experienced by the Underlying ETF share price.

Indirect\nInvestments in the Underlying ETF. Investors in the Underlying YieldBOOST ETF have no rights to receive dividends or other\ndistributions or any other rights with respect to the Underlying ETF but will be subject to declines in the performance of the Underlying\nETF. Although each Underlying YieldBOOST ETF invests in an Underlying ETF only indirectly, an Underlying YieldBOOST ETF’s\ninvestments are subject to loss as a result of these risks.

Distribution Risk. As part of the Underlying\nYieldBOOST ETF’s investment objective, each Underlying YieldBOOST ETF seeks to provide current weekly income. There is no assurance\nthat the Fund will make a distribution in any given week. If an Underlying YieldBOOST ETF makes distributions, the amounts of such distributions\nwill likely vary greatly from one distribution to the next. Additionally, the weekly distributions, if any, may consist of returns of\ncapital, which would decrease the Fund’s NAV and trading price over time. As a result, an investor may suffer significant losses\nto their investment.

NAV Erosion Risk Due to Distributions.\nWhen an Underlying YieldBOOST ETF makes a distribution, the Underlying YieldBOOST ETF’s NAV will typically drop by the amount of\nthe distribution on the related ex-dividend date. The repeated payment of distributions by the Underlying YieldBOOST ETF, if any, may\nsignificantly erode the Underlying YieldBOOST ETF’s NAV and trading price over time. As a result, an investor may suffer significant\nlosses to their investment.

Put Writing Strategy Risk. The path dependency\n(i.e., the continued use) of each Underlying YieldBOOST ETF’s put writing strategy will impact the extent that the Underlying YieldBOOST\nETF participates in the positive price returns of the Underlying ETF and, in turn, the Underlying YieldBOOST ETF’s returns, both\nduring the term of the sold put options and over longer time periods.

If, for example, an Underlying YieldBOOST\nETF were to sell 10% in-the-money put options having a one-month term, the Underlying YieldBOOST ETF’s participation in the positive\nprice returns of the Underlying ETF will be capped at 10% for that month. However, over a longer period (e.g., a three-month period),\nthe Underlying YieldBOOST ETF should not be expected to participate fully in the first 30% (i.e., 3 months x 10%) of the positive price\nreturns of the Underlying ETF, or the Underlying YieldBOOST ETF may even lose money, even if the Underlying ETF share price has appreciated\nby at least that much over such period, if during any particular month or months over that period the Underlying ETF had a return less\nthan 10%. This example illustrates that both the Underlying YieldBOOST ETF’s participation in the positive price returns of the\nUnderlying ETF and its returns will depend not only on the price of the Underlying ETF but also on the path that the Underlying ETF takes\nover time.

If, for example, the Underlying YieldBOOST\nETF were to sell 5% out-of-the-money put options having a one-week term, the Underlying YieldBOOST ETF’s downward protection against\nthe negative price returns of the Underlying ETF will be capped at 5% for that week. However, over a longer period (e.g., a four-week\nperiod), the Underlying YieldBOOST ETF should not be expected to be protected fully in the first 25% (i.e., 4 weeks x 5%) of the negative\nprice returns of the Underlying ETF, and the Underlying YieldBOOST ETF may lose money, even if the Underlying ETF share price has appreciated\nover such period, if during any particular week or weeks over that period the Underlying ETF share price had decreases by more than 5%.\nThis example illustrates that both the Underlying YieldBOOST ETF’s protection against the negative price returns of the Underlying\nETF and its returns will depend not only on the price of the Underlying ETF but also on the path that the Underlying ETF takes over time.

Under both cases the Fund may be fully exposed\nto the downward movements of the Underlying ETF, offset only by the premiums received from selling put contracts. An Underlying YieldBOOST\nETF does not seek to offer any downside protection, except for the fact that the premiums from the sold options may offset some or all\nof the Underlying ETF’s decline.

Put Spread Strategy Risk. Similarly to\na put writing strategy (see relevant risk factor), a put spread strategy will subject the Fund’s performance to path dependency.

Option Market Liquidity Risk. The trading\nactivity in the option market of the Underlying ETF may be limited and the option contracts may trade at levels significantly different\nfrom their economic value. The lack of liquidity may negatively affect the ability of the Fund to achieve its investment objective. This\nrisk may increase if the portfolio turnover is elevated, for instance because of frequent changes in the number of Shares outstanding,\nand if the net asset value of the Underlying ETF is modest.

High Portfolio Turnover Risk. Each Underlying\nYieldBOOST ETF may actively and frequently trade all or a significant portion of its holdings. A high portfolio turnover rate increases\ntransaction costs, which may increase the Fund’s expenses. Frequent trading may also cause adverse tax consequences for investors\nin an Underlying YieldBOOST ETF due to an increase in short-term capital gains.

Liquidity Risk. Some securities held by\nan Underlying YieldBOOST ETF, including options contracts, may be difficult to sell or be illiquid, particularly during times of market\nturmoil. This risk is greater for an Underlying YieldBOOST ETF as it will hold options contracts on a single security, and not a broader\nrange of options contracts. Markets for securities or financial instruments could be disrupted by a number of events, including, but not\nlimited to, an economic crisis, natural disasters, epidemics/pandemics, new legislation or regulatory changes inside or outside the United\nStates. Illiquid securities may be difficult to value, especially in changing or volatile markets. If an Underlying YieldBOOST ETF is\nforced to sell an illiquid security at an unfavorable time or price, the Underlying YieldBOOST ETF may be adversely impacted. Certain\nmarket conditions or restrictions, such as market rules related to short sales, may prevent the Fund from limiting losses, realizing gains\nor achieving a high correlation with the Underlying ETF. There is no assurance that a security that is deemed liquid when purchased will\ncontinue to be liquid. Market illiquidity may cause losses for the Underlying YieldBOOST ETF.

Non-Diversification Risk. Because each\nUnderlying YieldBOOST ETF is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single\nissuer or a smaller number of issuers than if it was a diversified fund. As a result, a decline in the value of an investment in a single\nissuer or a smaller number of issuers could cause the Fund’s overall value to decline to a greater degree than if an Underlying\nYieldBOOST ETF held a more diversified portfolio.

Single Issuer Risk. Issuer-specific attributes\nmay cause an investment in an Underlying YieldBOOST ETF to be more volatile than a traditional pooled investment vehicle which diversifies\nrisk or the market generally. The value of an Underlying YieldBOOST ETF, which focuses on an individual security (the Underlying ETF),\nmay be more volatile than a traditional pooled investment or the market as a whole and may perform differently from the value of a traditional\npooled investment or the market as a whole.

Tax\nRisk. Each Underlying YieldBOOST ETF intends to elect and to qualify each year to be treated as a RIC under Subchapter M of the Code.\nAs a RIC, an Underlying YieldBOOST ETF will not be subject to U.S. federal income tax on the portion of its net investment income and\nnet capital gain that it distributes to Shareholders, provided that it satisfies certain requirements of the Code. If an Underlying YieldBOOST\nETF does not qualify as a RIC for any taxable year and certain relief provisions are not available, the Underlying YieldBOOST ETF’s\ntaxable income will be subject to tax at the Underlying YieldBOOST ETF level and to a further tax at the shareholder level when such\nincome is distributed. To comply with the asset diversification test applicable to a RIC, the Underlying YieldBOOST ETF will attempt\nto ensure that the value of the derivatives it holds is never exceeds 25% of the total value of the Underlying YieldBOOST ETF\nassets at the close of any quarter. If the Underlying YieldBOOST ETF’s investments in the derivatives were to exceed 25% of the\nUnderlying YieldBOOST ETF’s total assets at the end of a tax quarter, the Underlying YieldBOOST ETF, generally, has a grace period\nto cure such lack of compliance. If the Underlying YieldBOOST ETF fails to timely cure, it may no longer be eligible to be treated as\na RIC. In addition, distributions received by the Underlying YieldBOOST ETF from the Underlying ETF may generate “bad income”\nthat could prevent the Underlying YieldBOOST ETF from meeting the “Income Requirement” of Subchapter M of the Code, which\nmay cause the Underlying YieldBOOST ETF to fail to qualify as a RIC.

U.S. Government and U.S. Agency Obligations\nRisk. Each Underlying YieldBOOST ETF may invest in securities issued by the U.S. government or its agencies or instrumentalities.\nU.S. Government obligations include securities issued or guaranteed as to principal and interest by the U.S. Government, its agencies\nor instrumentalities, such as the U.S. Treasury. Payment of principal and interest on U.S. Government obligations may be backed by the\nfull faith and credit of the United States or may be backed solely by the issuing or guaranteeing agency or instrumentality itself. In\nthe latter case, the investor must look principally to the agency or instrumentality issuing or guaranteeing the obligation for ultimate\nrepayment, which agency or instrumentality may be privately owned. There can be no assurance that the U.S. Government would provide financial\nsupport to its agencies or instrumentalities (including government-sponsored enterprises) where it is not obligated to do so.

Technology Sector Risk. The Fund will,\nvia its investments in the Underlying YieldBOOST ETFs, be indirectly exposed to the Underlying Stocks, several of which are companies\nin (or reliant upon) the technology sector, and therefore the performance of the Underlying YieldBOOST ETFs (and the Fund) could be negatively\nimpacted by events affecting this sector. Market or economic factors impacting technology companies and companies that rely heavily on\ntechnological advances could have a significant effect on the value of a Fund’s investments. The value of stocks of information\ntechnology companies and companies that rely heavily on technology is particularly vulnerable to rapid changes in technology product cycles,\nrapid product obsolescence, government regulation and competition, both domestically and internationally, including competition from foreign\ncompetitors with lower production costs. Stocks of information technology companies and companies that rely heavily on technology, especially\nthose of smaller, less-seasoned companies, tend to be more volatile than the overall market. Information technology companies are heavily\ndependent on patent and intellectual property rights, the loss or impairment of which may adversely affect profitability.

Use of Derivatives Contracts. During periods\nwhen the Fund employs a tax loss harvesting strategy, it will directly invest in the same derivative instruments on the same Underlying\nETF(s) as that of the redeemed Underlying YieldBOOST ETF. In such situation the Fund will be directly subject to all the risks described\nabove under the heading “The Underlying YieldBOOST ETF Risks”.

ETF Risks.

Authorized Participants, Market Makers, and\nLiquidity Providers Concentration Risk. The Fund has a limited number of financial institutions that are authorized to purchase and\nredeem Shares directly from the Fund (known as “Authorized Participants” or “APs”). In addition, there may be\na limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, Shares\nmay trade at a material discount to NAV and possibly face delisting: (i) APs exit the business or otherwise become unable to process creation\nand/or redemption orders and no other APs step forward to perform these services; or (ii) market makers and/or liquidity providers exit\nthe business or significantly reduce their business activities and no other entities step forward to perform their functions.

Cash Redemption Risk. The Fund currently\nexpects to effect a significant portion of its creations and redemptions for cash, rather than in-kind securities. Paying redemption proceeds\nin cash rather than through in-kind delivery of portfolio securities may require the Fund to dispose of or sell portfolio securities or\nother assets at an inopportune time to obtain the cash needed to meet redemption orders. This may cause the Fund to sell a security and\nrecognize a capital gain or loss that might not have been incurred if it had made a redemption in-kind. As a result, the Fund may pay\nout higher or lower annual capital gains distributions than ETFs that redeem in-kind. The use of cash creations and redemptions may also\ncause the Fund’s Shares to trade in the market at greater bid-ask spreads or greater premiums or discounts to the Fund’s NAV.\nFurthermore, the Fund may not be able to execute cash transactions for creation and redemption purposes at the same price used to determine\nthe Fund’s NAV. To the extent that the maximum additional charge for creation or redemption transactions is insufficient to cover\nthe execution shortfall, the Fund’s performance could be negatively impacted.

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

Shares May Trade at Prices Other Than NAV.\nAs with all ETFs, Shares may be bought and sold in the secondary market at market prices. Although it is expected that the market price\nof 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)\nor less than the NAV intra-day (discount) due to supply and demand of Shares or during periods of market volatility. This risk is heightened\nin times of market volatility, periods of steep market declines, and periods when there is limited trading activity for Shares in the\nsecondary market, in which case such premiums or discounts may be significant.

Trading. Although Shares are listed on\na national securities exchange, such as The Nasdaq Stock Market, LLC (the “Exchange”), and may be traded on U.S. exchanges\nother than the Exchange, there can be no assurance that an active trading market for the Shares will develop or be maintained or that\nthe Shares will trade with any volume, or at all, on any stock exchange. This risk may be greater for the Fund as it seeks to have exposure\nto a single underlying stock as opposed to a more diverse portfolio like a traditional pooled investment. In stressed market conditions,\nthe liquidity of Shares may begin to mirror the liquidity of the Fund’s underlying portfolio holdings, which can be significantly\nless liquid than Shares. Shares trade on the Exchange at a market price that may be below, at or above the Fund’s NAV. Trading in\nShares on the Exchange may be halted due to market conditions or for reasons that, in the view of the Exchange, make trading in Shares\ninadvisable. In addition, trading in Shares on the Exchange is subject to trading halts caused by extraordinary market volatility pursuant\nto the Exchange “circuit breaker” rules. There can be no assurance that the requirements of the Exchange necessary to maintain\nthe listing of the Fund will continue to be met or will remain unchanged. In the event of an unscheduled market close for options contracts\nthat reference a single stock, such as the Underlying ETF’s securities being halted or a market wide closure, settlement prices\nwill be determined by the procedures of the listing exchange of the options contracts. As a result, the Fund could be adversely affected\nand be unable to implement its investment strategies in the event of an unscheduled closing.

Affiliated Fund Risk. The Adviser may be\nsubject to potential conflicts of interest in investing in the Underlying YieldBOOST ETF because the fees paid to the Adviser by the Underlying\nYieldBOOST ETF may be higher than the fees charged by other comparable investment solutions.

Inflation Risk. Inflation risk is the risk\nthat the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation\nincreases, the present value of the Fund’s assets and distributions, if any, may decline.

Liquidity Risk. Some securities held by\nthe Fund, including options contracts, may be difficult to sell or be illiquid, particularly during times of market turmoil. This risk\nis greater for the Fund as it will hold options contracts on a single security, and not a broader range of options contracts. Markets\nfor securities or financial instruments could be disrupted by a number of events, including, but not limited to, an economic crisis, natural\ndisasters, epidemics/pandemics, new legislation or regulatory changes inside or outside the United States. Illiquid securities may be\ndifficult to value, especially in changing or volatile markets. If the Fund is forced to sell an illiquid security at an unfavorable time\nor price, the Fund may be adversely impacted. Certain market conditions or restrictions, such as market rules related to short sales,\nmay prevent the Fund from limiting losses, realizing gains or achieving a high correlation with an Underlying YieldBOOST ETF. There is\nno assurance that a security that is deemed liquid when purchased will continue to be liquid. Market illiquidity may cause losses for\nthe Fund.

Management Risk. The Fund is subject to\nmanagement risk because it is an actively managed portfolio. In managing the Fund’s investment portfolio, the portfolio managers\nwill apply investment techniques and risk analyses that may not produce the desired result. There can be no guarantee that the Fund will\nmeet its investment objective.

New\nFund Risk. The Fund is a recently organized management investment company with limited operating history. As a result, prospective\ninvestors do not have a track record or history on which to base their investment decisions.

Non-Diversification Risk. Because the\nFund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller\nnumber of issuers than if it was a diversified fund. As a result, a decline in the value of an investment in a single issuer or a smaller\nnumber of issuers could cause the Fund’s overall value to decline to a greater degree than if the Fund held a more diversified\nportfolio.

Operational\nRisk. The Fund is subject to risks arising from various operational factors, including, but not limited to, human error, processing\nand communication errors, errors of the Fund’s service providers, counterparties or other third-parties, failed or inadequate processes\nand technology or systems failures. The Fund relies on third-parties for a range of services, including custody. Any delay or failure\nrelating to engaging or maintaining such service providers may affect the Fund’s ability to meet its investment objective. Although\nthe Fund and the Adviser seek to reduce these operational risks through controls and procedures, there is no\nway to completely protect against such risks.

Recent Market Events Risk. U.S. and international\nmarkets have experienced significant periods of volatility in recent years and months due to a number of economic, political and global\nmacro factors including the impact of COVID-19 as a global pandemic, which has resulted in a public health crisis, disruptions to business\noperations and supply chains, stress on the global healthcare system, growth concerns in the U.S. and overseas, staffing shortages and\nthe inability to meet consumer demand, and widespread concern and uncertainty. Continuing uncertainties regarding\ninterest rates, rising inflation, political events, rising government debt in the U.S. and trade tensions also contribute to market volatility.\nConflict, loss of life and disaster connected to ongoing armed conflict between Ukraine and Russia in Europe and Israel and Hamas in the\nMiddle East could have severe adverse effects on the region, including significant adverse effects on the regional or global economies\nand the markets for certain securities. The U.S. and the European Union have imposed sanctions on certain Russian individuals and companies,\nincluding certain financial institutions, and have limited certain exports and imports to and from Russia. The war has contributed to\nrecent market volatility and may continue to do so. U.S. trade disputes or other disputes with specific countries that could result\nin additional tariffs, trade barriers and/or investment restrictions in certain securities in those countries.

Performance

Performance: Because\nthe Fund has not yet completed a full calendar year of investment operations, the performance section is omitted. In the future,\nperformance information will be presented in this section of this Prospectus. Updated performance information, when\navailable, will be available online at www.graniteshares.com\nor by calling 844-476-8747.

Portfolio Managers:\nJeff Klearman and Ryan Dofflemeyer have been portfolio managers of the Fund since the Fund’s inception. Jeroen Visser\nhas been portfolio managers of the Fund since September 2026.

Purchase and Sale of Fund Shares: The Fund\nis an ETF. Individual Shares of the Fund may only be bought and sold in the secondary market (i.e., on a national securities exchange)\nthrough a broker-dealer at a market price. Because ETF shares trade at market prices rather than at NAV, Shares may trade at a price greater\nthan NAV (at a premium), at NAV or less than NAV (at a discount). An investor may incur costs attributable to the difference between the\nhighest price a buyer is willing to pay to purchase Shares of the Fund (bid) and the lowest price a seller is willing to accept for Shares\nof the Fund (ask) when buying or selling Shares in the secondary market (the “bid-ask spread”). The bid-ask spread varies\nover time for Shares based on trading volume and market liquidity, and is generally lower if the Fund’s Shares have more trading\nvolume and market liquidity and higher if the Fund’s Shares have little trading volume and market liquidity. Recent information\nregarding the Fund, including its NAV, market price, premiums and discounts, and bid/ask spreads, is available on the Fund’s website\nat www.graniteshares.com.

Tax Information: The Fund’s distributions\nwill be taxable to you, generally as ordinary income unless you are invested through a tax-advantaged arrangement, such as a 401(k) plan,\nIRA or other tax-advantaged account; in such cases, you may be subject to tax when assets are withdrawn from such tax-advantaged arrangement.\nA sale of Shares may result in capital gain or loss.

Payments to Broker-Dealers and Other Financial\nIntermediaries: If you purchase Shares of the Fund through a broker-dealer or other financial intermediary (such as a bank) (an “Intermediary”),\nthe Adviser and/or its related companies may pay the Intermediary for the sale of Shares and related services. These payments may create\na conflict of interest by influencing the Intermediary and your salesperson to recommend the Fund over another investment. Any such arrangements\ndo not result in increased Fund expenses. Ask your salesperson or visit the Intermediary’s website for more information.

GraniteShares\nYIELDBOOST TopYieLders ETF

Investment Objective

The Fund’s primary investment objective\nis to seek current income.

Fund Fees and Expenses

\n \n \n \n \n \n \n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Management\n Fee	-	%
Annual\n Fund Operating Expenses \n (expenses\n that you pay each year as a percentage of the value of your investment)
Management\n Fee	0.29	%
Distribution\n and/or Service (12b-1) Fees	0.00	%
Other\n Expenses ⁽¹⁾	1.60	%
Acquired\n Fund Fees and Expenses ⁽²⁾	1.14	%
Total\n Annual Fund Operating Expenses	3.03	%
Fee\n Waiver/Reimbursements/Fees Paid Indirectly ^{(3), (4)}	-1.39	%
Net\n Annual Fund Operating Expenses After Fee Waiver/Reimbursements/Fees Paid Indirectly ^{(1), (2), (3), (4)}	1.64	%

\n \n \n \n \n \n \n \n \n \n \n \n \n

(1)	Other Expenses are based on actual amounts\n incurred during the Fund’s fiscal period ended June 30, 2026.
(2)	Acquired Fund Fees and Expenses are the indirect\n costs of investing in other investment companies, namely the Underlying YieldBOOST ETFs (as defined below). Total Annual Fund Operating\n Expenses reflect Fund expenses paid indirectly and do not correlate to the expense ratios in the Fund’s Financial Highlights\n because the Financial Highlights include only the direct operating expenses incurred by the Fund and exclude Acquired Fund Fees and\n Expenses. The amounts are based on actual amounts incurred during the Fund’s fiscal period ended June 30, 2026.
(3)	GraniteShares Advisors LLC has contractually\n agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (exclusive\n of any (i) interest, (ii) brokerage fees and commission, (iii) acquired fund fees and expenses, (iv) fees and expenses associated\n with instruments in other collective investment vehicles or derivative instruments (including for example options and swap fees and\n expenses), (v) interest and dividend expense on short sales, (vi) taxes, (vii) other fees related to underlying investments (such\n as option fees and expenses or swap fees and expenses), (viii) expenses incurred in connection with any merger or reorganization\n or (ix) extraordinary expenses such as litigation) will not exceed 0.50%. This agreement is effective until December 31, 2027,\n and it may be terminated before that date only by the Trust’s Board of Trustees. GraniteShares Advisors LLC may request recoupment\n of previously waived fees and paid expenses from the Fund for three years from the date such fees and expenses were waived or paid,\n if such reimbursement will not cause the Fund’s total expense ratio to exceed the expense limitation in place at the time of\n the waiver and/or expense payment and the expense limitation in place at the time of the recoupment.
(4)	The Funds’ have a fee arrangement with its custodian which provides for custody fees to\n be reduced by Create/Redeem credits received by the custodian from Authorized Participants.

Example

This Example is intended to help you compare the\ncost of investing in the Fund with the cost of investing in mutual funds and other exchange-traded funds.

Although your actual costs may be higher or lower,\nbased on these assumptions your costs would be:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

1\n Year			3\n Years			5\n Years			10\n Years
$	167			$	805			$	1,469			$	3,244

Portfolio Turnover

Principal Investment Strategies

The Fund’s portfolio will be primarily composed\nof “YieldBOOST ETFs,” which are all affiliated ETFs advised by GraniteShares Advisors LLC (the “Adviser”) (each,\nan “Underlying YieldBOOST ETF”). Each of the Underlying YieldBOOST ETFs in which the Fund may invest has for objective to\nachieve 2 times (200%) the income generated from selling options on an “Underlying Stock” by selling options on leveraged\nexchange-traded funds designed to deliver 2 times (200%) the daily performance of the Underlying Stock (the “Underlying ETF”).\nThe Underlying YieldBOOST ETF’s secondary investment objective is to gain exposure to the performance of the Underlying ETF, subject\nto a cap on potential investment gains. Each Underlying YieldBOOST ETF may implement a downside protection which could affect the net\nincome level.

Additional information regarding the Underlying\nYieldBOOST ETF is set forth below.

There is no guarantee that the Fund’s\ninvestment strategy will be properly implemented, and an investor may lose some or all of its investment.

Portfolio Construction

The Adviser selects the Underlying YieldBOOST\nETF in which the Fund will invest by analyzing, among other things, the levels of implied volatility (a measure of the market’s\nexpectation for future price fluctuations) of the Underlying Stock’s listed options prices. Implied volatility is integral\nto the Fund’s strategy, as it indicates the expected price fluctuations of a security, guiding the Adviser’s selection of\nsuitable Underlying Stocks. Generally, the Adviser will seek to invest in the Underlying YieldBOOST ETFs that indirectly reference\nthe Underlying Stocks with higher implied volatility. Higher implied volatility typically correlates with increased options premiums,\nallowing the Underlying YieldBOOST ETFs to potentially generate income from its portfolio of options. The Adviser also analyzes significant\nupcoming events related to, where applicable, the issuers of the Underlying Stocks (e.g., earnings releases), as well as the trading\nvolumes of such securities and their related options contracts. The Fund is generally unconstrained and therefore, the Underlying Stocks\ncan be of any market capitalization size and represent any industry sector.

The Adviser will typically select between five\nand fifteen Underlying YieldBOOST ETFs, although that number may change based on the Adviser analysis. As part of its risk\nmanagement process, to seek to lower risk and enhance returns, where possible, the Fund will invest in Underlying YieldBOOST ETFs that\nprovide exposure across various sectors and industries, reducing the impact of sector specific events. While the Fund intends to have\nexposure to multiple sectors, it may invest in Underlying YieldBOOST ETF that provide exposure to a particular sector in amounts greater\nthan 25% of the Fund’s total assets when the Adviser’s selection process indicates that such sector exposure would be appropriate\nfor the Fund. The Fund will not invest more than 25% of its net assets in any particular “industry” as defined under the\nStandard Industrial Classification code.

The Fund is classified as “non-diversified”\nunder the 1940 Act.

Tax Loss Harvesting Strategy

Underlying YieldBOOST ETFs

The Underlying YieldBOOST ETF is subject to the\nlosses from the Underlying ETF. In case a Put Spread Strategy (as defined under the section “Underlying YieldBOOST ETF’s Use\nof the Underlying ETF Derivatives Contracts”) is implemented, the Underlying YieldBOOST ETF may benefit from a limited downside\nprotection against a negative price variation in the Underlying ETF. Such protection will negatively affect the Underlying YieldBOOST\nETF’s overall income level. A put spread strategy with a narrow spread (the difference between the strikes of the put option sold\nand put option bought) may provide better protection but will have a higher negative impact on the Fund’s income level. A put spread\nstrategy with a large spread will provide lower protection but may have less negative impact on the Underlying YieldBOOST ETF’s\nincome level.

The Underlying YieldBOOST ETFs do not invest\nin the Underlying ETFs

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	-	Each Underlying YieldBOOST ETF’s strategy will cap its potential gain to the premium received from selling options on the Underlying ETF,
	-	Each Underlying YieldBOOST ETF’s strategy is exposed to all potential\n losses if the Underlying ETF’s share price declines, subject to a potential downside protection if a Put Spread Strategy\n is used (as defined in the next section). The potential losses may not be offset by the premium received by the Fund,
	-	The Underlying YieldBOOST ETFs do not invest directly in the Underlying ETFs,
	-	Underlying YieldBOOST ETF’s shareholders are not entitled to any distribution paid by Underlying ETF.

Underlying YieldBOOST ETF’s use of\nthe Underlying ETF Derivatives Contracts

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n


	-	Put Spread Strategy: Each Underlying YieldBOOST ETF enters in put spread options contracts, either directly or through swap contracts, on the Underlying ETF and for which the Underlying YieldBOOST ETF receives a net premium. A put spread consists of selling a put option contract while buying a put option contract with the same maturity but a lower strike price. The Underlying YieldBOOST ETF’s protection against a potential decrease in the price of the Underlying ETF only applies if it falls below the strike price of the option contract bought by the Underlying YieldBOOST ETF. Buying a put option contract results in a cost that negatively affects the Fund’s income level. It is unlikely for a put spread strategy to generate twice the level of income that would be obtained by selling options on the Underlying Stock directly. The put options contracts sold by the Underlying YieldBOOST ETF may vary in regard to their strike price from 0 to 15% above the then-current price of the Underlying ETF. The put options contracts bought by the Underlying YieldBOOST ETF has a lower strike price, ranging from 50% out-of-the-money to at-the-money. The put options sold and bought by the Underlying YieldBOOST ETF generally have 1- month or less expiration dates.

	-	Put Write Strategy: The Underlying YieldBOOST ETF sells put options contracts, either directly or through swap contracts, on the Underlying ETF and for which it will receive a premium. The put options contracts sold by the Underlying YieldBOOST ETF may vary in regard to their strike prices from 40% out-of-the-money to 15% in-the-money. The put options sold and bought by the Underlying YieldBOOST ETF generally have 1- month or less expiration dates. The Adviser primarily employes this put write strategy when it believes that the share price of its Underlying ETF is likely to rise significantly in the short term (e.g., following a substantial selloff or overall positive market news).

Example 1 – Put Write Strategy\n- Selling In-the-money Put Option Contract with a One-month Maturity

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Case 1: the Underlying ETF’s share price increases to $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.50 premium received.

Case 2: the Underlying ETF’s share price increase exceeded $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.50 premium received but would not participate in any of the additional upside.

Case 3: the Underlying ETF’s share price drops to $99.50 before expiration.		The $5.50 premium received is equal to the drop in price in the Underlying\n ETF’s share price, resulting in a return of zero for the Underlying YieldBOOST ETF.

Case 4: the Underlying ETF’s share price drops below $99.50, that is the strike price ($105.00) reduced by the premium received ($5.50).		The Underlying YieldBOOST ETF would lose money and be exposed to the drop in the Underlying ETF’s share price.

Example 2 – Put Write Strategy\n- Selling Out-of-the-money Put Options Contracts with a One-week Maturity

\n \n \n \n \n \n \n \n \n \n \n \n \n

Case 1: the Underlying ETF’s share price increases above $100.00 before expiration.		The Underlying YieldBOOST ETF would keep the $0.50 premium received but would not participate in the increased in the Underlying ETFs’ share price.

Case 2: the Underlying ETF’s share price drops below $94.50,\n that is the strike price ($95.00) reduced by the premium received ($0.50).		The Underlying YieldBOOST ETF would lose money and be exposed to the drop in the Underlying ETF’s share price.

Example 3 – Put Spread Strategy\n- Selling At-the-money Put Options Contracts and buy an Out-of-the-money Put Options Contracts with both with a One-month Maturity

Assume for simplicity that the Underlying\nETF’s shares are trading at $100.00 at the time the Underlying YiledBOOST sells an in-the-money put option contract with\na strike price of $105.00 and buy an out-of-the-money put option contract with a strike price of $95.00 both with a one-month maturity.\nThe Underlying YieldBOOST ETF receives a $5.50 premium for selling the put option contract and pays $0.50 premium for buying the put\noption contract. Hence the Underlying YieldBOOST ETF receives a $5.00 net premium.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Case 1: the Underlying ETF’s share price increases to $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.00 net premium received.

Case 2: the Underlying ETF’s share price increase exceeded $105.00 before expiration.		The Underlying YieldBOOST ETF would keep the $5.00 net premium received but would not participate in any of the additional upside.

Case 3: the Underlying ETF’s share price drops below $100.00, that is the strike price of the option sold ($105.00) reduced by the net premium received ($5.00) but remains above $95.00 before expiration.		The Underlying YieldBOOST ETF would lose up to $5.00, which is the difference between the 2 strike levels reduced by the net premium received

Case 4: the Underlying ETF’s share price drops below $95.00		The Underlying YieldBOOST ETF would lose $5.00, which is the difference between the 2 strike levels reduced by the net premium received.

In Examples 1 and 2, if the\nUnderlying ETF’s price were to drop to zero, the Underlying YieldBOOST ETF’s NAV would be equal, before fees and costs, to\nthe value of premium received.

Types of Options Contracts Used by the Underlying\nYieldBOOST ETFs

Swap agreements Used by the Underlying YieldBOOST\nETFs

The swap performance will settle in cash only\nirrespective of the types of the put options contracts referenced in the swap agreement.

THE FUND, TRUST AND ADVISER ARE AFFILIATED\nWITH ALL UNDERLYING YIELDBOOST ETFs AND THEIR TRUST.

PRINCIPAL RISKS OF INVESTING IN THE FUND

Put Spread Strategy Risk. Similarly to\na put writing strategy (see relevant risk factor), a put spread strategy will subject the Fund’s performance to path dependency.

Tax Risk. Each Underlying YieldBOOST ETF\nintends to elect and to qualify each year to be treated as a RIC under Subchapter M of the Code. As a RIC, an Underlying YieldBOOST ETF\nwill not be subject to U.S. federal income tax on the portion of its net investment income and net capital gain that it distributes to\nShareholders, provided that it satisfies certain requirements of the Code. If an Underlying YieldBOOST ETF does not qualify as a RIC for\nany taxable year and certain relief provisions are not available, the Underlying YieldBOOST ETF’s taxable income will be subject\nto tax at the Underlying YieldBOOST ETF level and to a further tax at the shareholder level when such income is distributed. To comply\nwith the asset diversification test applicable to a RIC, the Underlying YieldBOOST ETF will attempt to ensure that the value of the derivatives\nit holds is never 25% of the total value of the Underlying YieldBOOST ETF assets at the close of any quarter. If the Underlying YieldBOOST\nETF’s investments in the derivatives were to exceed 25% of the Underlying YieldBOOST ETF’s total assets at the end of a tax\nquarter, the Underlying YieldBOOST ETF, generally, has a grace period to cure such lack of compliance. If the Underlying YieldBOOST ETF\nfails to timely cure, it may no longer be eligible to be treated as a RIC. In addition, distributions received by the Underlying YieldBOOST\nETF from the Underlying ETF may generate “bad income” that could prevent the Underlying YieldBOOST ETF from meeting the “Income\nRequirement” of Subchapter M of the Code, which may cause the Underlying YieldBOOST ETF to fail to qualify as a RIC.

ETF Risks.

Non-Diversification Risk. Because the Fund\nis “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller number\nof issuers than if it was a diversified fund. As a result, a decline in the value of an investment in a single issuer or a smaller number\nof issuers could cause the Fund’s overall value to decline to a greater degree than if the Fund held a more diversified portfolio.

Performance

Performance: Because the Fund has not yet completed a full calendar year of investment operations, the performance section is omitted. In the future, performance information will be presented in this section of this Prospectus.\nUpdated performance information, when available, will be available online at www.graniteshares.com or by calling 844-476-8747.

Portfolio Managers:\nJeff Klearman and Ryan Dofflemeyer have been portfolio managers of the Fund since the Fund’s inception. Jeroen Visser has\nbeen portfolio managers of the Fund since September 2026.

ADDITIONAL INFORMATION ABOUT THE

FUNDS’ INVESTMENT OBJECTIVES, STRATEGIES\nAND RISKS

Investment Objective

Primary: The primary investment objective of each\nFund is to seek current income.

An investment objective is fundamental if it\ncannot be changed without the consent of the holders of a majority of the outstanding Shares. Each Fund’s investment objective\nhas not been adopted as a fundamental investment policy and therefore each Fund’s investment objective may be changed without\nthe consent of that Fund’s shareholders upon approval by the Board of Trustees (the “Board”) of GraniteShares ETF Trust\n(the “Trust”) and 60 days’ written notice to shareholders.

Principal Investment Strategies

Each Fund is an actively managed exchange-traded\nfund (“ETF”) that seeks current income and pay weekly distributions. Each Fund is a “fund of funds,” meaning that\nit primarily invests its assets in the shares of other ETFs, rather than in securities of individual companies. In addition, from time\nto time, the Fund may invest directly in the securities and financial instruments in which one or more Underlying Yieldboost ETFs invests.

There are no guarantees Funds’ investment\nstrategies will be properly implemented, and an investor may lose some or all of its investment.

Portfolio Construction – GraniteShares\nYieldBOOST Single Stock Universe ETF

Portfolio Construction – GraniteShares\nYieldBOOST TopYielders ETF

The Adviser selects the Underlying YieldBOOST\nETF in which the Fund will invest by analyzing, among other things, the levels of implied volatility (a measure of the market’s\nexpectation for future price fluctuations) of the Underlying Stock’s listed options prices. Implied volatility is integral\nto the Fund’s strategy, as it indicates the expected price fluctuations of a security, guiding the Adviser’s selection of\nsuitable Underlying Securities. Generally, the Adviser will seek to invest in the Underlying YieldBOOST ETFs that indirectly reference\nthe Underlying Securities with higher implied volatility. Higher implied volatility typically correlates with increased options premiums,\nallowing the Underlying YieldBOOST ETFs to potentially generate income from its portfolio of options. The Adviser also analyzes significant\nupcoming events related to, where applicable, the issuers of the Underlying Securities (e.g., earnings releases), as well as the trading\nvolumes of such securities and their related options contracts. The Fund is generally unconstrained and therefore, the Underlying Securities\ncan be of any market capitalization size and represent any industry sector.

Each Fund is classified as “non-diversified”\nunder the Investment Company Act of 1940, as amended (the “1940 Act”).

For each Fund, The Adviser will endeavor to optimize\ntax losses by implementing the synthetic call strategy as described below. This approach will lead to deviations from an equal allocation\nfor the specific Underlying YieldBOOST ETFs subject to tax harvesting.

Underlying YieldBOOST ETFs

Each Underlying YieldBOOST ETF is an actively\nETF that seeks to pay weekly distributions by selling put options on the Underlying ETF, which provides exposure to 2 times the\ndaily performance of the Underlying Stock. It is expected that the implied volatility on the Underlying ETF to be twice the level of\nthe Underlying Stock’s implied volatility and selling options on the Underlying ETF to generate, over the same time horizon and\nfor the same strike levels, twice the premium generated by selling options on the Underlying Stock. The premium received by the Underlying\nYieldBOOST ETF from selling options will be distributed at least partially before the maturity of the options. This allows the Underlying\nYieldBOOST ETF to make distributions on a weekly basis even if the options sold have longer maturity (such as monthly maturity for instance).\nThis approach may result in the distributions being treated fiscally as return of capital (see “Distribution Risk” under\nthe section “Principal Risks of Investing in the Fund”). There is no guarantee that the Underlying YieldBOOST ETF will generate\ntwice the level of premium that would be generated by selling options on the Underlying Stock.

The Underlying YieldBOOST ETFs do not invest\nin the Underlying ETFs

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	-	Each Underlying YieldBOOST ETF’s strategy will cap its potential gain to the premium received from selling options on the Underlying ETF,
	-	Each Underlying YieldBOOST ETF’s strategy is exposed to all potential\n losses if the Underlying ETF’s share declines, subject to a potential downside protection if a Put Spread Strategy is used\n (as defined in the next section). The potential losses may not be offset by the premium received by the Fund,
	-	The Underlying YieldBOOST ETFs do not invest directly in the Underlying ETFs,
	-	Underlying YieldBOOST ETF’s shareholders are not entitled to any distribution paid by Underlying ETF.

Underlying YieldBOOST ETF’s use of the\nUnderlying ETF Derivatives Contracts

\n \n \n \n \n \n \n \n \n \n \n \n \n

	-	Put Spread Strategy: Each Underlying YieldBOOST ETF enters in put spread options contracts, either directly or through swap contracts, on the Underlying ETF and for which the Underlying YieldBOOST ETF receives a net premium. A put spread consists of selling a put option contract while buying a put option contract with the same maturity but a lower strike price. The Underlying YieldBOOST ETF’s protection against a potential decrease in the price of the Underlying ETF only applies if it falls below the strike price of the option contract bought by the Underlying YieldBOOST ETF. Buying a put option contract results in a cost that negatively affects the Fund’s income level. It is unlikely for a put spread strategy to generate twice the level of income that would be obtained by selling options on the Underlying Stock directly. The put options contracts sold by the Underlying YieldBOOST ETF may vary in regard to their strike price from 0 to 15% above the then-current price of the Underlying ETF. The put options contracts bought by the Underlying YieldBOOST ETF has a lower strike price, ranging from 50% out-of-the-money to at-the-money. The put options sold and bought by the Underlying YieldBOOST ETF generally have 1- month or less expiration dates.

	-	Put Write Strategy: The Underlying YieldBOOST ETF sells put options contracts, either directly or through swap contracts, on the Underlying ETF and for which it will receive a premium. The put options contracts sold by the Underlying YieldBOOST ETF may vary in regard to their strike prices from 40% out-of-the-money to 15% in-the-money. The put options sold and bought by the Underlying YieldBOOST ETF generally have 1- month or less expiration dates. The Adviser primarily employs this put write strategy when it believes that the share price of its Underlying ETF is likely to rise significantly in the short term (e.g., following a substantial selloff or overall positive market news).

Principal Risks of Investing in the Fund

Each risk summarized below is considered a “principal\nrisk” of investing in the Fund, regardless of the order in which it appears. As with any investment, there is a risk that you could\nlose all or a portion of your investment in the Fund. Some or all of these risks may adversely affect the Fund’s NAV per share,\ntrading price, yield, total return and/or ability to meet its investment objective. The following risks could affect the value of your\nperformance in the Fund:

Options Contracts. The use of\noptions contracts involves investment strategies and risks different from those associated with ordinary portfolio securities transactions.\nThe prices of options are volatile and are influenced by, among other things, actual and anticipated changes in the value of the underlying\ninstrument, including the anticipated volatility, which are affected by fiscal and monetary policies and by national and international\npolitical, changes in the actual or implied volatility or the reference asset, the time remaining until the expiration of the option\ncontract and economic events. For an Underlying YieldBOOST ETF, in particular, the value of the options contracts in which it invests\nis substantially influenced by the value of the Underlying ETF. Selling put options exposes an Underlying YieldBOOST ETF to the risk\nof potential loss if the market value of the Underlying ETF falls below the strike price before the option expires. Each Underlying YieldBOOST\nETF may experience substantial downside from specific option positions and certain option positions held by the Underlying YieldBOOST\nETF may expire worthless. As an option approaches its expiration date, its value typically increasingly moves with the value of the underlying\ninstrument. However, prior to such date, the value of an option generally does not increase or decrease at the same rate as the underlying\ninstrument. There may at times be an imperfect correlation between the movement in values of options contracts and the underlying instrument,\nand there may at times not be a liquid secondary market for certain options contracts. The value of the options held by an Underlying\nYieldBOOST ETF will be determined based on market quotations or other recognized pricing methods. Additionally, an Underlying YieldBOOST\nETF’s practice of “rolling” may cause the Underlying YieldBOOST ETF to experience losses if the expiring contracts\ndo not generate proceeds enough to cover the costs of entering into new options contracts. Rolling refers to the practice of closing\nout one option position and opening another with a different expiration date and/or a different strike price. Further, if an option is\nexercised, the seller (writer) of a put option is obligated to purchase the underlying asset at the strike price, which can result in\nsignificant financial and regulatory obligations for the Fund if the market value of the asset has fallen substantially. Furthermore,\nwhen an Underlying YieldBOOST ETF seeks to trade out of puts, especially near expiration, there is an added risk that the Underlying\nYieldBOOST ETF may be required to allocate resources unexpectedly to fulfill these obligations. This potential exposure to physical settlement\ncan significantly impact an Underlying YieldBOOST ETF’s liquidity and market exposure, particularly in volatile market conditions.

Indirect Investments in the Underlying ETF.\nInvestors in the Underlying YieldBOOST ETF have no rights to receive dividends or other distributions or any other rights with\nrespect to the Underlying ETF but will be subject to declines in the performance of the Underlying ETF. Although each Underlying YiledBOOST\nETF invests in an Underlying ETF only indirectly, an Underlying YieldBOOST ETF’s investments are subject to loss as a result of\nthese risks.

Put Spread Strategy Risk. Similarly to\na put writing strategy (see relevant risk factor), a put spread strategy will subject the Fund’s performance to path dependency.

Technology Sector Risk. Each Fund will,\nvia its investments in the Underlying YieldBOOST ETFs, be indirectly exposed to the Underlying Stocks, several of which are companies\nin (or reliant upon) the technology sector, and therefore the performance of the Underlying YieldBOOST ETFs (and the Fund) could be negatively\nimpacted by events affecting this sector. Market or economic factors impacting technology companies and companies that rely heavily on\ntechnological advances could have a significant effect on the value of a Fund’s investments. The value of stocks of information\ntechnology companies and companies that rely heavily on technology is particularly vulnerable to rapid changes in technology product cycles,\nrapid product obsolescence, government regulation and competition, both domestically and internationally, including competition from foreign\ncompetitors with lower production costs. Stocks of information technology companies and companies that rely heavily on technology, especially\nthose of smaller, less-seasoned companies, tend to be more volatile than the overall market. Information technology companies are heavily\ndependent on patent and intellectual property rights, the loss or impairment of which may adversely affect profitability.

Use of Derivatives Contracts. During periods\nwhen a Fund employs a tax loss harvesting strategy, it will directly invest in the same derivative instruments on the same Underlying\nETF(s) as that of the redeemed Underlying YieldBOOST ETF. In such situation the Fund will be directly subject to all the risks described\nabove under the heading “The Underlying YieldBOOST ETF Risks”.

ETF Risks.

Authorized Participants, Market Makers, and\nLiquidity Providers Concentration Risk. A Fund has a limited number of financial institutions that are authorized to purchase and\nredeem Shares directly from the Fund (known as “Authorized Participants” or “APs”). In addition, there may be\na limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, Shares\nmay trade at a material discount to NAV and possibly face delisting: (i) APs exit the business or otherwise become unable to process creation\nand/or redemption orders and no other APs step forward to perform these services; or (ii) market makers and/or liquidity providers exit\nthe business or significantly reduce their business activities and no other entities step forward to perform their functions.

Cash Redemption Risk. Each Fund currently\nexpects to effect a significant portion of its creations and redemptions for cash, rather than in-kind securities. Paying redemption proceeds\nin cash rather than through in-kind delivery of portfolio securities may require the Fund to dispose of or sell portfolio securities or\nother assets at an inopportune time to obtain the cash needed to meet redemption orders. This may cause the Fund to sell a security and\nrecognize a capital gain or loss that might not have been incurred if it had made a redemption in-kind. As a result, the Fund may pay\nout higher or lower annual capital gains distributions than ETFs that redeem in-kind. The use of cash creations and redemptions may also\ncause the Fund’s Shares to trade in the market at greater bid-ask spreads or greater premiums or discounts to the Fund’s NAV.\nFurthermore, the Fund may not be able to execute cash transactions for creation and redemption purposes at the same price used to determine\nthe Fund’s NAV. To the extent that the maximum additional charge for creation or redemption transactions is insufficient to cover\nthe execution shortfall, the Fund’s performance could be negatively impacted.

Liquidity Risk. Some securities held by\na Fund, including options contracts, may be difficult to sell or be illiquid, particularly during times of market turmoil. This risk is\ngreater for the Fund as it will hold options contracts on a single security, and not a broader range of options contracts. Markets for\nsecurities or financial instruments could be disrupted by a number of events, including, but not limited to, an economic crisis, natural\ndisasters, epidemics/pandemics, new legislation or regulatory changes inside or outside the United States. Illiquid securities may be\ndifficult to value, especially in changing or volatile markets. If the Fund is forced to sell an illiquid security at an unfavorable time\nor price, the Fund may be adversely impacted. Certain market conditions or restrictions, such as market rules related to short sales,\nmay prevent the Fund from limiting losses, realizing gains or achieving a high correlation with an Underlying YieldBOOST ETF. There is\nno assurance that a security that is deemed liquid when purchased will continue to be liquid. Market illiquidity may cause losses for\nthe Fund.

Management Risk. Each Fund is subject to\nmanagement risk because it is an actively managed portfolio. In managing the Fund’s investment portfolio, the portfolio managers\nwill apply investment techniques and risk analyses that may not produce the desired result. There can be no guarantee that the Fund will\nmeet its investment objective.

New Fund Risk. Each Fund is a recently\norganized management investment company with limited operating history. As a result, prospective investors do not have a track\nrecord or history on which to base their investment decisions.

Non-Diversification Risk. Because each\nFund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a smaller\nnumber of issuers than if it was a diversified fund. As a result, a decline in the value of an investment in a single issuer or a smaller\nnumber of issuers could cause the Fund’s overall value to decline to a greater degree than if the Fund held a more diversified portfolio.

Operational Risk. Each Fund is subject\nto risks arising from various operational factors, including, but not limited to, human error, processing and communication errors, errors\nof the Fund’s service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems\nfailures. The Fund relies on third-parties for a range of services, including custody. Any delay or failure relating to engaging or maintaining\nsuch service providers may affect the Fund’s ability to meet its investment objective. Although the Fund and the Adviser seek to reduce these operational risks through controls and procedures, there is no way to completely protect against\nsuch risks.

FUND\nWEBSITE AND DISCLOSURE OF PORTFOLIO HOLDINGS

The\nGraniteShares Trust maintains a website for the Funds at www.graniteshares.com. Among other things, this website includes each Fund’s\nprospectus and Statement of Additional Information (“SAI”), and includes the Funds’ holdings, the Funds’ last\nannual and semi-annual reports, pricing information about shares trading on the Exchange, updated performance information, premiums and\ndiscounts, and bid/ask spreads. The Funds’ annual and semi-annual reports contain complete listings of each Fund’s portfolio\nholdings as of the end of the Funds’ second and fourth fiscal quarters. Each Fund prepares a report on Form N-PORT of its portfolio\nholdings as of the end of each month. The Funds’ annual and semi-annual reports are filed with the SEC within 60 days of the end\nof the reporting period and the Fund’s monthly portfolio holdings are filed with the SEC within 60 days after the end of each fiscal\nquarter. You can find the SEC filings on the SEC’s website, www.sec.gov. A summarized description of the GraniteShares Trust’s\npolicies and procedures with respect to the disclosure of Fund portfolio holdings is available in each Fund’s SAI. Information\non how to obtain the SAI is listed on the inside back cover of this prospectus.

Fund\nManagement

Adviser

GraniteShares\nAdvisors LLC, the investment adviser to Funds, is a Delaware limited liability company located at 250 Broadway, 24^th\nFloor, New York, New York 10007. The Adviser provides investment advisory services to exchange-traded funds. The Adviser serves\nas investment adviser to the Funds with overall responsibility for the portfolio management of the Funds, subject to the supervision\nof the Board of the GraniteShares Trust. For its services, the Adviser receives a fee that is equal to 0.29% per annum of the average\ndaily net assets of each Fund, in each case calculated daily and paid monthly.

Although\neach Fund is responsible for its own operating expenses, the Adviser has entered into an Expense Limitation Agreement with each Fund.\nUnder this Expense Limitation Agreement, the Adviser has contractually agreed to cap all or a portion of its advisory fees and management\nservices and/or reimburse each Fund for Other Expenses (excluding interest, taxes, brokerage commissions, expenses related to short\nsales, other expenditures which are capitalized in accordance with generally accepted accounting principles, other extraordinary expenses\nnot incurred in the ordinary course of a Fund’s business, and amounts, if any, payable pursuant to a plan adopted in accordance\nwith Rule 12b-1 under the 1940) through December 31, 2027, to the extent that each Fund’s Total Annual Fund Operating Expenses\nexceed 0.50% of each Fund’s average daily net assets. Any expense waiver or reimbursement is subject to recoupment by the Adviser\nwithin the three years after the expense was waived/reimbursed only if Total Annual Fund Operating Expenses fall below the lesser of\nthis percentage limitation and any percentage limitation in place at the time the expense was waived/reimbursed. This agreement may be\nterminated or revised at any time at the discretion of the Board upon notice to the Adviser and without the approval of Fund shareholders.

The\nAdviser is a wholly owned subsidiary of GraniteShares, Inc., a Delaware corporation. The Adviser has been a registered investment adviser\nsince 2017. As of September 30, 2026, the Adviser had US$10,500 million in total assets under management.

A\ndiscussion regarding the basis for the Board’s approval of the investment advisory agreement with respect to each Fund is\navailable in the Funds’ Form N-CSR dated June 30, 2026.

Portfolio\nManagers

Jeff\nKlearman has been Portfolio Manager at GraniteShares since 2017. Mr. Klearman has over 20 years of experience working as a trader,\nstructurer, marketer and researcher. Most recently, Mr. Klearman was the Chief Investment Officer for Rich Investment Services, a company\nwhich created, listed and managed ETFs. Prior to Rich Investment Services, Mr. Klearman headed the New York Commodities Structuring desk\nat Deutsche Bank AG. From 2004 to 2007, Mr. Klearman headed the marketing and structuring effort for rates-based structured products\nat BNP Paribas in New York. Mr. Klearman worked at AIG Financial Products from 1994 to 2004 trading rates-based volatility products as\nwell as marketing and structuring. Mr. Klearman received his MBA in Finance from NYU Stern School of Business and his Bachelor of Science\nin Chemical Engineering from Purdue University.

Ryan\nDofflemeyer has been portfolio manager at GraniteShares since September 2024. Mr. Dofflemeyer has over 20 years of experience\nworking as a portfolio manager and trader for ETFs and mutual funds. Most recently, Mr. Dofflemeyer was a Senior Portfolio Manager for\nVident Asset Management where he provided ETF sub-advisory services including fund management and trading across a variety of global\nequities and derivatives-based strategies. Prior to Vident Asset Management, Mr. Dofflemeyer was at ProShares ETFs from 2003 to 2020\nwhere he headed the desks responsible for managing their leveraged and inverse global equities, commodities, and VIX futures ETFs. Mr.\nDofflemeyer received his MBA from the University of Maryland Robert H. Smith School of Business and his Bachelor of Arts from the University\nof Virginia.

Jeroen Visser has been Portfolio\nManager at GraniteShares since 2026. Mr. Visser has over 20 years of experience working as a financial professional, trading and structuring\ntransactions in derivatives in Delta One and Securities Finance. Most recently, Mr. Visser was a Managing Director at Cantor Fitzgerald\nPrime Services. Prior to Cantor Fitzgerald, Mr. Visser traded reversals and conversion option strategies at ED&F Man Capital (now\nMarex) for 2 years and from 2007 until 2018 worked at ABN AMRO Bank in New York, where in his last role he managed the Alternative Balance\nSheet Financing (Delta One) desk. Mr. Visser worked at Fortis Bank in Amsterdam from 1998 until 2007 as trader in the Global Securities\nLending and Arbitrage group. Mr. Visser has an MSc degree in International Finance and Accounting from the London School of Economics\nand an MSc degree in Econometrics from the University of Amsterdam.

The\nSAI provides additional information about the Portfolio Managers’ compensation, other accounts managed, and ownership of Fund shares.

Buying\nand Selling Shares

The\nFunds issue and redeem shares at net asset value only in a large specified number of shares each called a “Creation Unit,”\nor multiples thereof. A Creation Unit consists of 10,000 shares and are acquired by “Authorized Participants” which are market\nmarkers, broker dealers and/or large institutional investors that have entered into an agreement with ALPS Distributors, Inc., the distributor\nof each Fund’s shares (“ADI” or the “Distributor”). Only Authorized Participants may acquire shares (aggregated\nin Creation Units) directly from a Fund, and only Authorized Participants may tender their shares for redemption directly to a Fund.\nIndividual shares of the Fund may only be bought and sold in the secondary market through a broker-dealer at a market price. Fund shares\nare listed for secondary trading on the Exchange and can be bought and sold throughout the trading day like other publicly traded\nsecurities. The Exchange is generally open Monday through Friday and is closed weekends and the following holidays: New Year’s\nDay, Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Juneteenth National Independence Day, Independence\nDay, Labor Day, Thanksgiving Day and Christmas Day.

Because\nETF shares trade at market prices rather than at NAV, shares may trade at a price greater than NAV (at a premium), at NAV or less than\nNAV (at a discount). Market prices of Fund shares may deviate significantly from the value of a Fund’s underlying portfolio holdings\n(as reflected in the NAV per share) during periods of market stress, with the result that investors may pay significantly more or receive\nsignificantly less than the underlying value of the Fund shares bought or sold. It cannot be predicted whether Fund shares will trade\nbelow, at, or above their NAV. An investor may also incur costs attributable to the difference between the highest price a buyer is willing\nto pay to purchase shares of the Fund (bid) and the lowest price a seller is willing to accept for shares of the Fund (ask) when buying\nor selling shares in the secondary market (the “bid-ask spread”). In addition, when buying or selling shares through a broker,\nyou will incur customary brokerage commissions and charges.

NAV\nper share for each Fund is computed by dividing the value of the net assets of the Fund (i.e., the value of its total assets less total\nliabilities) by its total number of shares outstanding. Expenses and fees, including management and distribution fees, if any, are accrued\ndaily and taken into account for purposes of determining NAV. NAV is determined each business day, normally as of the close of regular\ntrading of the Exchange (ordinarily 4:00 p.m., Eastern time).

When\ndetermining NAV, the value of a Fund’s portfolio securities or other instruments is based on market prices of the securities or\nother instruments, which generally means a valuation obtained from an exchange or other market (or based on a price quotation or other\nequivalent indication of the value supplied by an exchange or other market) or a valuation obtained from an independent pricing service.\nIf a security or other instrument’s market price is not readily available or does not otherwise accurately reflect the fair value\nof the security or other instrument, the security or other instrument will be valued by another method that the Board believes will better\nreflect fair value in accordance with the Trust’s valuation policies and procedures. Fair value pricing may be used in a variety\nof circumstances, including, but not limited to, situations when the value of a security or other instrument in a Fund’s portfolio\nhas been materially affected by events occurring after the close of the market on which the security or other instrument is principally\ntraded but prior to the close of the Exchange (such as in the case of a corporate action or other news that may materially affect\nthe price of a security) or trading in a security or other instrument has been suspended or halted. Accordingly, a Fund’s NAV may\nreflect certain portfolio securities’ fair values rather than their market prices.

Fair\nvalue pricing involves subjective judgments and it is possible that a fair value determination for a security or other instrument will\nmaterially differ from the value that could be realized upon the sale of the security or other instrument. This may result in a difference\nbetween the Fund’s performance and the performance of the underlying stock.

Book\nEntry

Shares\nof the Funds are held in book-entry form, which means that no stock certificates are issued. The Depository Trust Company (“DTC”)\nor its nominee is the record owner of all outstanding shares of the Funds.

Investors\nowning shares of a Fund are beneficial owners as shown on the records of DTC or its participants. DTC serves as the securities depository\nfor all shares of the Funds. Participants include DTC, securities brokers and dealers, banks, trust companies, clearing corporations,\nand other institutions that directly or indirectly maintain a custodial relationship with DTC. As a beneficial owner of shares, you are\nnot entitled to receive physical delivery of stock certificates or to have shares registered in your name, and you are not considered\na registered owner of shares. Therefore, to exercise any right as an owner of shares, you must rely upon the procedures of DTC and its\nparticipants. These procedures are the same as those that apply to any securities that you hold in book-entry or “street name”\nform. Your broker will provide you with account statements, confirmations of your purchases and sales, and tax information.

Frequent\nRedemptions and Purchases of Fund Shares

Unlike\nfrequent trading of shares of a traditional open-end mutual fund’s (i.e., not exchange-traded) shares, frequent trading of shares\nof a Fund on the secondary market does not disrupt portfolio management, increase the Fund’s trading costs, lead to realization\nof capitalization gains, or otherwise harm the Fund’s shareholders because these trades do not involve the Fund directly. Certain\ninstitutional investors are authorized to purchase and redeem each Fund’s shares directly with the Fund. To the extent these trades\nare effected in-kind (i.e., for securities, and not for cash), they do not cause any of the harmful effects noted above that may result\nfrom frequent cash trades. Moreover, each Fund imposes transaction fees on in-kind purchases and redemptions of Creation Units to cover\nthe custodial and other costs incurred by the Fund in effecting in-kind trades. These fees increase if an investor substitutes cash in\npart or in whole for Creation Units, reflecting the fact that the Fund’s trading costs increase in those circumstances. For these\nreasons, the Board has determined that it is not necessary to adopt policies and procedures to detect and deter frequent trading and\nmarket-timing in shares of the Funds.

Dividends,\nDistributions, and Taxes

Fund\nDistributions

Dividends\nfrom net investment income, if any, are declared and paid at least annually by the each Fund. Each Fund also intends to distribute\nnet realized capital gains, if any, to its shareholders at least annually. Dividends and other distributions may be declared and paid\nmore frequently to comply with the distribution requirements of Subchapter M of the Internal Revenue Code, and to avoid a federal excise\ntax imposed on RICs.

Dividend\nReinvestment Service

Brokers\nmay make available to their customers who own a Fund’s shares the DTC book-entry dividend reinvestment service. If this service\nis available and used, dividend distributions of both income and capital gains will automatically be reinvested in additional whole shares\nof the Fund. Without this service, investors would receive their distributions in cash. In order to achieve the maximum total return\non their investments, investors are encouraged to use the dividend reinvestment service. To determine whether the dividend reinvestment\nservice is available and whether there is a commission or other charge for using this service, consult your broker. Brokers may require\na Fund’s shareholders to adhere to specific procedures and timetables. If this service is available and used, dividend distributions\nof both income and realized gains will be automatically reinvested in additional whole shares of the applicable Fund purchased in the\nsecondary market.

Federal\nIncome Tax Information

The\nfollowing is a summary of some important U.S. federal income tax issues that affect each Fund and its shareholders. The summary is based\non current U.S. federal income tax laws, which may be changed by legislative, judicial or administrative action. You should not consider\nthis summary to be a detailed explanation of the tax treatment of a Fund, or the tax consequences of an investment in a Fund’s\nshares. The summary is very general, and does not address investors subject to special rules, such as investors who hold shares through\nan IRA, a 401(k) or other tax-advantaged account. More information about U.S. federal income taxes is located in the SAI. You are urged\nto consult your tax adviser regarding specific questions as to federal, state and local income taxes.

Federal\nIncome Tax Status of the Funds. Each Fund is treated as a separate entity for U.S. federal income tax purposes, and intends to qualify\nfor the special tax treatment afforded to RICs under Subchapter M of the Internal Revenue Code. As long as a Fund qualifies as a RIC,\nit pays no U.S. federal income tax on the earnings it distributes to shareholders.

Federal\nIncome Tax Status of Distributions:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n\n\n \n \n \n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	●	Each\n Fund will, for each year, distribute substantially all of its net investment income and net capital gains.

	●	Distributions\n reported by a Fund as “qualified dividend income” are generally taxed to noncorporate shareholders at rates applicable\n to long-term capital gains, provided certain holding period and other requirements are met. “Qualified dividend income”\n generally is income derived from dividends paid by U.S. corporations or certain foreign corporations that are either incorporated\n in a U.S. possession or eligible for tax benefits under certain U.S. income tax treaties. In addition, dividends that a Fund received\n in respect of stock of certain foreign corporations may be qualified dividend income if that stock is readily tradable on an established\n U.S. securities market. Corporate shareholders may be entitled to a dividends-received deduction for the portion of dividends they\n receive that are attributable to dividends received by a Fund from U.S. corporations, subject to certain limitations.

	●	A\n Fund’s strategies may limit its ability to distribute dividends eligible for qualified dividend income treatment for noncorporate\n shareholders and the dividends-received deduction for corporate shareholders.

	●	Any\n distributions of net capital gain (the excess of a Fund’s net long-term capital gains over its net short-term capital losses)\n that you receive from a Fund are taxable as long-term capital gains regardless of how long you have owned your shares. Long-term\n capital gains are currently taxed to noncorporate shareholders at reduced maximum rates.

	●	If\n a Fund’s distributions exceed its current and accumulated earnings and profits, the excess will be treated for federal income\n tax purposes as a tax-free return of capital to the extent of your basis in your shares and thereafter as a capital gain if you hold\n your shares as a capital asset. Because a return of capital distribution reduces the basis of your shares, a return of capital distribution\n may result in a higher capital gain or a lower capital loss when you sell your shares held in a taxable account.

	●	Taxable\n dividends and distributions are generally taxable to you whether you receive them in cash or in additional shares through a broker’s\n dividend reinvestment service. If you receive dividends or distributions in the form of additional shares through a broker’s\n dividend reinvestment service, you will be required to pay applicable federal, state or local taxes on the reinvested dividends but\n you will not receive a corresponding cash distribution with which to pay any applicable tax.

	●	A\n Fund may be able to pass through to you foreign tax credits for certain taxes paid by the Fund, provided the Fund meets certain requirements.

	●	Distributions\n paid in January but declared by a Fund in October, November or December of the previous year to shareholders of record in one of\n those months may be taxable to you in the previous year.

	●	A\n Fund will inform you of the amount of your ordinary income dividends, qualified dividend income, return of capital, foreign tax credits\n and net capital gain distributions received from the Fund shortly after the close of each calendar year.

Taxes\non Exchange-Listed Share Sales. Any capital gain or loss realized upon a sale of shares will generally be treated as long-term capital\ngain or loss if the shares have been held for more than one year and as short-term capital gain or loss if the shares have been held\nfor one year or less, except that any capital loss on the sale of shares held for six months or less will be treated as long-term capital\nloss to the extent of amounts treated as distributions of net capital gain to the shareholder with respect to such shares.

Medicare\nTax. U.S. individuals with income exceeding $200,000 ($250,000 if married and filing jointly) are subject to a 3.8% Medicare contribution\ntax on their “net investment income,” including interest, dividends, and capital gains (including capital gains realized\non the sale or exchange of shares). This 3.8% tax also applies to all or a portion of the undistributed net investment income of certain\nshareholders that are estates and trusts.

Non-U.S.\nInvestors. If you are not a citizen or permanent resident of the United States, a Fund’s ordinary income dividends will generally\nbe subject to a 30% U.S. withholding tax, unless a lower treaty rate applies or unless such income is effectively connected with a U.S.\ntrade or business. This 30% withholding tax generally will not apply to distributions of net capital gain.

Distributions,\nsale proceeds and certain capital gain dividends paid to a shareholder that is a “foreign financial institution” as defined\nin Section 1471 of the Internal Revenue Code and that does not meet the requirements imposed on foreign financial institutions by Section\n1471 will generally be subject to withholding tax at a 30% rate. Distributions, sale proceeds and certain capital gain dividends paid\nto a non-U.S. shareholder that is not a foreign financial institution will generally be subject to such withholding tax if the shareholder\nfails to make certain required certifications. Recently issued proposed Treasury Regulations, however, generally eliminate such withholding\non gross proceeds, which include certain capital gains distributions and sale proceeds from a sale or disposition of Fund shares. Taxpayers\ngenerally may rely on these proposed Treasury Regulations until final Treasury Regulations are issued. A non-U.S. shareholder may be\nexempt from the withholding described in this paragraph under an applicable intergovernmental agreement between the U.S. and a foreign\ngovernment, provided that the shareholder and the applicable foreign government comply with the terms of such agreement.

Backup\nWithholding. A Fund or your broker will be required in certain cases to withhold (as “backup withholding”) on amounts\npayable to any shareholder who (1) has provided either an incorrect taxpayer identification number or no number at all, (2) is subject\nto backup withholding by the Internal Revenue Service for failure to properly report payments of interest or dividends, (3) has failed\nto certify that such shareholder is not subject to backup withholding, or (4) has not certified that such shareholder is a U.S. person\n(including a U.S. resident alien). The backup withholding rate is currently 24%. Backup withholding will not, however, be applied to\npayments that have been subject to the 30% withholding tax applicable to shareholders who are neither citizens nor residents of the United\nStates.

Taxes\non Purchases and Redemptions of Creation Units. An authorized purchaser having the U.S. dollar as its functional currency for U.S.\nfederal income tax purposes who exchanges securities for Creation Units generally recognizes a gain or a loss. The gain or loss will\nbe equal to the difference between the value of the Creation Units at the time of the exchange and the exchanging authorized purchaser’s\naggregate basis in the securities delivered, plus the amount of any cash paid for the Creation Units. An authorized purchaser who exchanges\nCreation Units for securities will generally recognize a gain or loss equal to the difference between the exchanging authorized purchaser’s\nbasis in the Creation Units and the aggregate U.S. dollar market value of the securities received, plus any cash received for such Creation\nUnits. The Internal Revenue Service may assert, however, that an authorized purchaser who does not mark-to-market its holdings may not\nbe permitted to currently deduct losses upon an exchange of securities for Creation Units under the rules governing “wash sales,”\nor on the basis that there has been no significant change in economic position. Persons exchanging securities should consult their own\ntax advisor with respect to whether wash sale rules apply and when a loss might be deductible.

Any\ncapital gain or loss realized upon redemption of Creation Units is generally treated as long-term capital gain or loss if the shares\nhave been held for more than one year and as a short-term capital gain or loss if the shares have been held for one year or less.

A\nFund may include a payment of cash in addition to, or in place of, the delivery of a basket of securities upon the redemption of Creation\nUnits. A Fund may sell portfolio securities to obtain the cash needed to distribute redemption proceeds. This may cause a Fund to recognize\ninvestment income and/or capital gains or losses that it might not have recognized if it had completely satisfied the redemption in-kind.\nAs a result, a Fund may be less tax efficient if it includes such a cash payment in the proceeds paid upon the redemption of Creation\nUnits.

The\nforegoing discussion summarizes some of the possible consequences under current federal income tax law of an investment in a Fund. It\nis not a substitute for personal tax advice. You also may be subject to state, local and foreign tax on Fund distributions and sales\nof shares. Consult your personal tax advisor about the potential tax consequences of an investment in shares under all applicable tax\nlaws. For more information, please see the section entitled “Federal Income Taxes” in the SAI.

Distribution\nof Fund Shares

ALPS\nDistributors, Inc. (previously defined as “ADI” or the “Distributor”) is a broker-dealer registered with the\nU.S. Securities and Exchange Commission. The Distributor distributes Creation Units for the Funds on an agency basis and does not maintain\na secondary market in Fund shares. The Distributor has no role in determining the policies of the Funds or the securities that are purchased\nor sold by a Fund. The Distributor’s principal address is 1290 Broadway, Suite 1000, Denver, CO 80203.

The\nBoard has adopted a Distribution and Service Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act. In accordance with\nthe Plan, each Fund is authorized to pay an amount up to 0.25% of its average daily net assets each year for certain distribution-related\nactivities and shareholder services. No Rule 12b-1 fees are currently paid by a Fund, and there are no plans to impose these fees. However,\nin the event Rule 12b-1 fees are charged in the future, because the fees are paid out of the applicable Fund’s assets, over time\nthese fees will increase the cost of your investment and may cost you more than certain other types of sales charges.

Premium/Discount\nInformation

Information\non the daily NAV per share of each Fund can be found at www.graniteshares.com. Additionally, information regarding how often the shares\nof each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV of the Fund is available\nat www.graniteshares.com. Any such information represents past performance and cannot be used to predict future results.

Fund\nService Providers

Brown\nBrothers Harriman & Co. (“BBH”) is the custodian and transfer agent for the Funds. BBH is located at 50 Post Office Square,\nBoston, MA 02110-1548.

ALPS\nFund Services, Inc., located at 1290 Broadway, Suite 1000, Denver, CO 80203, is the administrator for the Funds.

ALPS\nDistributors, Inc., located at 1290 Broadway, Suite 1000, Denver, CO 80203, is the distributor for the Funds.

Thompson\nHine LLP, located at 41 South High Street, Suite 1700, Columbus, OH 43215, serves as legal counsel to the Adviser and the Trust.

Tait\nWeller & Baker LLP, located at 50 South 16^th Street, Suite 2900, Philadelphia, PA 19102, serves as the Funds’ independent\nregistered public accounting firm. Tait Weller & Baker LLP has been appointed by the Funds’ trustees to audit the annual financial\nstatements of the Funds.

Financial\nHighlights

Highlights\nare intended to help you understand the financial history for the past five years (or, if shorter, the period of operations). Certain\ninformation reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would\nhave earned (or lost) on an investment in a Fund (assuming reinvestment of all dividends and distributions). The annual information since\ninception have been audited by Tait Weller, independent registered public accounting firm, whose reports, along with the Funds’\nfinancial statements, are available free upon request.

\n\n \n \n\n \n \n

GraniteShares\n YieldBOOST SINGLE STOCK UNIVERSE ETF	Financial\n Highlights
	For\n a Share Outstanding Throughout the Periods Presented

	For\n the Period \n December\n 15, 2025 \n (Commencement\n of \n Operations) to\n June 30, 2026
NET\n ASSET VALUE, BEGINNING OF PERIOD	$	25.00

INCOME\n FROM OPERATIONS:
Net\n investment income^(a)		1.00
Net\n realized and unrealized loss		(5.69	)
Total\n from investment operations		(4.69	)

DISTRIBUTIONS:
From\n net investment income		(1.01	)
From\n return of capital		(5.51	)
Total\n distributions		(6.52	)

NET\n (DECREASE) IN NET ASSET VALUE		(11.21	)
NET\n ASSET VALUE, END OF PERIOD	$	13.79
TOTAL\n RETURN^(b)		(21.22	)%

RATIOS/SUPPLEMENTAL\n DATA:
Net\n assets, end of period (in 000s)	$	1,792

RATIOS\n TO AVERAGE NET ASSETS
Ratio\n of expenses to average net assets		2.74	%^(c)
Ratio\n of expenses including waiver/reimbursement to average net assets		0.50	%^(c)
Ratio\n of net investment income to average net assets		10.50	%^(c)
Portfolio\n turnover rate		43	%^(d)

\n \n \n \n \n \n \n \n \n \n \n \n \n

(a)	Based\n on daily average shares outstanding during the period.
(b)	Total\n return is calculated assuming an initial investment made at the net asset value at the beginning of the period and redemption at\n the net asset value on the last day of the period and assuming all distributions are reinvested at the reinvestment prices (lower\n of market or NAV on ex-date).
(c)	Annualized.
(d)	Not\n Annualized.

\n\n \n \n\n \n \n

GraniteShares\n YieldBOOST TopYielders ETF	Financial\n Highlights
	For\n a Share Outstanding Throughout the Periods Presented

	For\n the Period \n December\n 15, 2025 \n (Commencement\n of \n Operations) to\n June 30, 2026
NET\n ASSET VALUE, BEGINNING OF PERIOD	$	25.00

INCOME\n FROM OPERATIONS:
Net\n investment income^(a)		0.78
Net\n realized and unrealized loss		(6.08	)
Total\n from investment operations		(5.30	)

DISTRIBUTIONS:
From\n net investment income		(0.80	)
From\n return of capital		(6.32	)
Total\n distributions		(7.12	)

NET\n (DECREASE) IN NET ASSET VALUE		(12.42	)
NET\n ASSET VALUE, END OF PERIOD	$	12.58
TOTAL\n RETURN^(b)		(24.32	)%

RATIOS/SUPPLEMENTAL\n DATA:
Net\n assets, end of period (in 000s)	$	2,516

RATIOS\n TO AVERAGE NET ASSETS
Ratio\n of expenses to average net assets		1.89	%^(c)
Ratio\n of expenses including waiver/reimbursement to average net assets		0.50	%^(c)
Ratio\n of net investment income to average net assets		8.80	%^(c)
Portfolio\n turnover rate		98	%^(d)

\n \n \n \n \n \n \n \n \n \n \n \n \n

(a)	Based\n on daily average shares outstanding during the period.
(b)	Total\n return is calculated assuming an initial investment made at the net asset value at the beginning of the period and redemption at\n the net asset value on the last day of the period and assuming all distributions are reinvested at the reinvestment prices (lower\n of market or NAV on ex-date).
(c)	Annualized.
(d)	Not\n Annualized.

GraniteShares\nETF Trust

Annual/Semi-Annual\nReports to Shareholders

Additional\ninformation about the Funds’ investments will be available in the Funds’ annual and semi-annual reports to shareholders.\nIn the annual report you will find a discussion of the market conditions and investment strategies that significantly affected each Fund’s\nperformance after the first fiscal year each Fund is in operation.

Statement\nof Additional Information (SAI)

The\nSAI provides more detailed information about each Fund. The SAI is incorporated by reference into, and is thus legally a part of, this\nprospectus.

For\nMore Information

To\nrequest a free copy of the latest annual or semi-annual report of a Fund, the SAI or to request additional information about the Funds\nor to make other inquiries, please contact us as follows:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Call:	844-GRN-TSHR\n (844-476-8747)
		Monday\n through Friday
		9\n a.m. to 5 p.m.

	Write:	GraniteShares\n ETF Trust
		c/o\n ALPS Fund Services, Inc.
		1290\n Broadway, Suite 1000
		Denver,\n CO 80203

	Visit:	www.graniteshares.com

Information\nProvided by the Securities and Exchange Commission

Reports\nand other information about the Funds are available in the EDGAR Database on the SEC’s Internet site at http://www.sec.gov, or\nyou can receive copies of this information, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.

The\nTrust’s Investment Company Act file number: 811-23214

GRANITESHARES\nFUNDS

Statement\nof Additional Information

October 28, 2026

\n \n \n \n \n \n \n \n \n \n \n \n \n

GRANITESHARES\n FUNDS		TICKER\n SYMBOL
GraniteShares\n YieldBOOST Single Stock Universe ETF		YBST
GraniteShares\n YieldBOOST TopYielders ETF		YBTY

Each\na series of GraniteShares ETF Trust (the “Trust”)

Investment\nAdviser:

GraniteShares\nAdvisors LLC

This\nStatement of Additional Information (“SAI”) is not a prospectus. With respect to the Trust’s series listed above, the\nSAI should be read in conjunction with the prospectus, dated October 28, 2026, as revised from time to time (the “Prospectus”).\nCapitalized terms used herein that are not defined have the same meaning as in the Prospectus, unless otherwise noted. A copy of the\nProspectus and the Funds’ annual and semi-annual reports (when available) may be obtained without charge, by writing the Funds’\ndistributor, ALPS Distributors, Inc. (the “Distributor”), by visiting the Trust’s website at www.graniteshares.com,\nor by calling 844-GRN-TSHR (844-476-8747).

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

General Information about the Trust		3
Continuous Offering		3
Portfolio Holdings		4
Additional Information about Investment Objectives, Policies and Related Risks		5
Special Considerations and Risks		29
Exchange Listing and Trading		31
Management of the Trust		32
Ownership of Shares		36
Compensation of the Trustees		36
Codes of Ethics		37
Proxy Voting Policies		37
Investment Advisory and Other Services		38
The Portfolio Managers		39
The Distributor		41
The Administrator		42
The Custodian		42
The Transfer Agent		42
Legal Counsel		42
Independent Registered Public Accounting Firm		42
Description of Shares		42
Brokerage Transactions		43
Portfolio Turnover Rate		44
Book Entry Only System		44
Control Persons and Principal Holders of Securities		45
Purchase and Issuance of Shares in Creation Units		45
Determination of Net Asset Value		50
Dividends and Distributions		51
Federal Income Taxes		51
Financial Statements		57

General\nInformation about the Trust

The\nTrust is an open-end management investment company currently consisting of multiple investment series, of which the GraniteShares YieldBOOST\nSingle Stock Universe ETF and the GraniteShares YieldBOOST TopYielders ETF are a series. The Trust was organized as a Delaware\nstatutory trust on November 7, 2016. The Trust is registered with the U.S. Securities and Exchange Commission (the “SEC”)\nunder the Investment Company Act of 1940, as amended (the “1940 Act”), and the offering of each Fund’s shares (“Shares”)\nis registered under the Securities Act of 1933, as amended (the “Securities Act”). GraniteShares Advisors LLC (the “Adviser”)\nserves as investment adviser to the Funds.

For\npurposes of the 1940 Act, each Fund is classified as “non-diversified”. As a result, a non-diversified fund’s performance\nmay be adversely affected, the fund’s shares may experience greater price volatility, and the fund may be more susceptible to the\nrisks associated with these particular issuers or to a single economic, political, or regulatory occurrence affecting these issuers.

Each\nFund intends to qualify for treatment as a “regulated investment company” (a “RIC”) under Subchapter M of the\nInternal Revenue Code of 1986, as amended (the “Code”), by meeting certain source-of-income, asset diversification and annual\ndistribution requirements.

Each\nFund offers and issues Shares at their net asset value (“NAV”) only in aggregations of a specified number of Shares (each,\na “Creation Unit”). Only “Authorized Participants” may purchase or redeem Shares directly from the Fund. An Authorized\nParticipant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of\nthe National Securities Clearing Corporation (“NSCC”) or (ii) a Depository Trust Company (“DTC”) participant\nand, in each case, must have executed a Participant Agreement (as defined below) with the Distributor. Most retail investors will not\nqualify as Authorized Participants or have the resources to buy and sell whole Creation Units. Therefore, they will be unable to purchase\nor redeem the Shares directly from a Fund. Rather, most retail investors will purchase Shares in the secondary market with the assistance\nof a broker and will be subject to customary brokerage commissions or fees. Each Fund generally offers and issues Shares in exchange\nfor a basket of financial instruments (“Deposit Securities”) together with the deposit of a specified cash payment (“Cash\nComponent”). The Trust reserves the right to permit or require the substitution of a “cash in lieu” amount (“Deposit\nCash”) to be added to the Cash Component to replace any Deposit Security. The Shares are listed on The Nasdaq Stock Market,\nLLC (the “Exchange”) and trade on the Exchange at market prices. These prices may differ from the Shares’ NAV.\nThe Shares are also redeemable only in Creation Unit aggregations, and generally in exchange for portfolio securities and a specified\ncash payment. A Creation Unit of each Fund consists of at least 10,000 Shares (“Creation Unit Aggregations”).

Shares\nmay be issued in advance of receipt of Deposit Securities subject to various conditions, including a requirement to maintain on deposit\nwith the Trust an amount in cash at least equal to a specified percentage of the market value of the missing Deposit Securities as set\nforth in the Participant Agreement (as defined below). The Trust may impose a transaction fee for each creation or redemption (“Creation\nor Redemption Transaction Fee”). In all cases, such fees will be limited in accordance with the requirements of the SEC applicable\nto management investment companies offering redeemable securities.

Continuous\nOffering

The\nmethod by which Creation Unit Aggregations of Shares are created and traded may raise certain issues under applicable securities laws.\nBecause new Creation Unit Aggregations of Shares are issued and sold by the Fund on an ongoing basis, at any point a “distribution,”\nas such term is used in the Securities Act, may occur. Broker-dealers and other persons are cautioned that some activities on their part\nmay, depending on the circumstances, result in their being deemed participants in a distribution in a manner which could render them\nstatutory underwriters and subject them to the prospectus delivery requirement and liability provisions of the Securities Act.

For\nexample, a broker-dealer firm or its client may be deemed a statutory underwriter if it takes Creation Unit Aggregations after placing\nan order, breaks them down into constituent Shares, and sells such Shares directly to customers, or if it chooses to couple the creation\nof a supply of new Shares with an active selling effort involving solicitation of secondary market demand for Shares. A determination\nof whether one is an underwriter for purposes of the Securities Act must take into account all the facts and circumstances pertaining\nto the activities of the broker-dealer or its client in the particular case, and the examples mentioned above should not be considered\na complete description of all the activities that could lead to a categorization as an underwriter. Broker-dealer firms should also note\nthat dealers, who are not “underwriters” but are effecting transactions in Shares, whether or not participating in the distribution\nof Shares, generally are required to deliver a prospectus. This is because the prospectus delivery exemption in Section 4(a)(3) of the\nSecurities Act is not available in respect of such transactions as a result of Section 24(d) of the 1940 Act. Firms that incur a prospectus\ndelivery obligation with respect to Shares of a Fund are reminded that, pursuant to Rule 153 under the Securities Act, a prospectus delivery\nobligation under Section 5(b)(2) of the Securities Act owed to an exchange member in connection with a sale on the Exchange is satisfied\nby the fact that the prospectus is available at the Exchange upon request. The prospectus delivery mechanism provided in Rule 153 is\nonly available with respect to transactions on an exchange.

Portfolio\nHoldings

Policy\non Disclosure of Portfolio Holdings

The\nBoard of Trustees of the Trust (the “Board”) has adopted a policy on disclosure of portfolio holdings, which it believes\nis in the best interest of each Fund’s shareholders. The policy provides that each Fund’s current portfolio holdings may\nnot be selectively disclosed, except under the safeguards and circumstances provided in the policy or as otherwise required by state\nlaw or federal securities laws. The policy is designed to prevent the possible misuse of knowledge of a Fund’s portfolio holdings\nand to ensure that the interests of the Adviser, the Funds’ Distributor, custodian, transfer agent, fund accountant and administrator,\nor any affiliated person of the Fund or the Funds’ service providers, are not placed above those of the Funds’ shareholders.\nAs a general principle, the policy prohibits the Funds and any service provider to the Funds, including the Adviser, from entering\ninto any arrangement to receive any compensation or consideration, either directly or indirectly, in return for the disclosure of a Fund’s\nnon-public portfolio holdings.

Each\nFund’s entire portfolio holdings are publicly disseminated each day the Fund is open for business through financial reporting and\nnews services including publicly available internet websites. In addition, a basket composition file, which includes the security names\nand share quantities to deliver in exchange for Fund Shares, together with estimates and actual cash components, is publicly disseminated\ndaily via the NSCC. The basket represents one Creation Unit of a Fund.

Other\nthan as provided in the preceding paragraph, portfolio information of the Funds must be disclosed in a manner that: (a) is consistent\nwith applicable legal requirements and is in the best interests of the Funds’ respective shareholders; (b) does not put the interests\nof the Funds’ service providers or any affiliated person of the Funds and their service providers above those of the Funds’\nshareholders; (c) does not advantage any current or prospective Fund shareholders over any other current or prospective Fund shareholders,\nexcept to the extent that certain entities (as described below) may receive portfolio information in a format not available to other\ncurrent or prospective Fund shareholders in connection with the dissemination of information necessary for transactions in Creation Units;\nand (d) does not provide selective access to portfolio holdings information except pursuant to the procedures outlined below and, to\nthe extent appropriate, confidentiality arrangements limiting the use of such information are in effect. The “entities” referred\nto in sub-section (c) are generally limited to NSCC members and subscribers to various fee-based subscription services, including Authorized\nParticipants and other institutional market participants and entities that provide information services. This information may or may\nnot reflect the pro rata composition of a Fund’s portfolio.

The\nTrust’s Chief Compliance Officer (the “CCO”) may authorize disclosure of portfolio holdings under additional circumstances\nwhen it is determined to be appropriate and doing so is reasonably likely not to harm a Fund or its shareholders.

Greater\nthan daily access to information concerning the Fund’s portfolio holdings will be permitted (i) to certain personnel of the Funds’\nservice providers that are involved in portfolio management and providing administrative, operational, risk management, or other support\nto portfolio management, including Authorized Participants, and (ii) to other personnel of the Funds’ service providers who deal\ndirectly with, or assist in, functions related to investment management, administration, custody and fund accounting, as may be necessary\nto conduct business in the ordinary course in a manner consistent with the Trust’s exemptive order, agreements with the Funds,\nand the terms of the Trust’s current registration statement. From time to time, and in the ordinary course of business, such information\nmay also be disclosed (i) to other entities that provide services to the Funds, including pricing information vendors, and third parties\nthat deliver analytical, statistical or consulting services to a Fund and (ii) generally after it has been disseminated to the NSCC.\nThe Trust seeks to avoid potential conflicts between the interests of the Funds’ shareholders and those of the Funds’ service\nproviders and ensure that non-public portfolio holdings information is disclosed only when such disclosure is in the best interests of\na Fund and its shareholders. The Trust seeks to accomplish this by permitting such disclosure solely for the purpose of assisting the\nservice provider in carrying out its designated responsibilities for the Funds.

A\nreport will be made to the Board at the next quarterly meeting if disclosure of a Fund’s current portfolio holdings was authorized\nby the CCO, as discussed above, or outside the permissions of the policy. The policy is subject to periodic review by the Board. As part\nof the annual review of the Trust’s compliance policies and procedures, the CCO will report to the Board regarding the operation\nand effectiveness of the policy, including as to any changes to the policies and procedures that have been made or recommendations for\nfuture changes. The Board is responsible for approving or ratifying any amendment to the policy.

Portfolio\nholdings will be disclosed through required filings with the SEC. Each Fund files its complete portfolio holdings with the SEC as of\nthe end of its fiscal year and its second fiscal quarter on Form N-CSR. Each Fund makes quarterly filings with the SEC on Form N-PORT\n(which replaced Form N-Q, the previous portfolio holdings form). Form N-PORT filed for the first and third fiscal quarters includes each\nFund’s complete portfolio holdings as of the end of the relevant fiscal period and is made publicly available no later than 60\ndays after the relevant fiscal period. Shareholders may obtain the Funds’ Forms N-CSR and N-PORT filings on the SEC’s website\nat www.sec.gov. Form N-PORT is not required to be mailed to shareholders but is made public through the SEC’s electronic filings.\nShareholders receive either complete portfolio holdings information or summaries of Fund portfolio holdings with their annual and semi-annual\nreports. In addition, the Funds’ Forms N-CSR and N-PORT filings may be reviewed on the SEC’s website or at www.graniteshares.com.

Additional\nInformation about Investment Objectives, Policies and Related Risks

The\nFunds’ investment objective and principal investment strategies are described in the Prospectus. The following information supplements,\nand should be read in conjunction with, the Prospectus. For a description of certain permitted investments, see “Description of\nPermitted Investments” in this SAI.

With\nrespect to a Fund’s investments, unless otherwise noted, if a percentage limitation on investment is adhered to at the time of\ninvestment or contract, a subsequent increase or decrease as a result of market movement or redemption will not result in a violation\nof such investment limitation.

Borrowing

Each\nFund may borrow to the extent permitted by the 1940 Act. Under the 1940 Act, a Fund may borrow up to one-third (1/3) of its net assets.\nA Fund will borrow money only for short-term or emergency purposes. Such borrowing is not for investment purposes and will be repaid\nby the borrowing Fund promptly. Borrowing will tend to exaggerate the effect on NAV of any increase or decrease in the market value of\na Fund’s portfolio. Money borrowed will be subject to interest costs that may or may not be recovered by earnings on the securities\npurchased. A Fund also may be required to maintain minimum average balances in connection with a borrowing or to pay a commitment or\nother fee to maintain a line of credit; either of these requirements would increase the cost of borrowing over the stated interest rate.

Consistent\nwith SEC staff guidance, financial instruments that involve a Fund’s obligation to make future payments to third parties will not\nbe viewed as creating a “senior security” for purposes of the 1940 Act provided that the Fund covers its obligations as described\nbelow. Those financial instruments can include, among others, (i) securities purchased or sold on a when-issued, delayed delivery, or\nto be announced basis, (ii) futures contracts, (iii) forward currency contracts, (iv) swaps, (v) written options, (vi) unfunded commitments,\n(vii) securities sold short, and (viii) reverse repurchase agreements.

Consistent\nwith SEC staff guidance, a Fund will consider its obligations involving such a financial instrument as “covered” when the\nFund (i) maintains an offsetting financial position, or (ii) segregates liquid assets (constituting cash, cash equivalents or other liquid\nportfolio securities) equal to the Fund’s exposures relating to the financial instrument, as determined on a daily basis. Dedicated\nFund compliance policies and procedures, which the Board has approved, govern the kinds of transactions that can be deemed to be offsetting\npositions for purposes of (i) above, and the amounts of assets that need to be segregated for purposes of (ii) above (the “Asset\nSegregation Policies”).

The\nAsset Segregation Policies may require a Fund to sell a portfolio security or exit a transaction at a disadvantageous time or price in\norder for the Fund to be able to segregate the required amount of assets. If segregated assets decline in value, the Fund will need to\nsegregate additional assets or reduce its position in the financial instruments. In addition, segregated assets may not be available\nto satisfy redemptions or for other purposes until the Fund’s obligations under the financial instruments have been satisfied.\nIn addition, the Fund’s ability to use the financial instruments identified above may under some circumstances depend on the nature\nof the instrument and amount of assets that the Asset Segregation Policies require the Fund to segregate.

Securities\nLending

If\napproved by the Board, a Fund may lend portfolio securities to certain borrowers that the Adviser determines to be creditworthy.\nThe borrowers provide collateral that is maintained in an amount at least equal to the current market value of the securities loaned.\nNo securities loan shall be made on behalf of a Fund if, as a result, the aggregate value of all securities loaned by a Fund exceeds\none-third of the value of such Fund’s total assets (including the value of the collateral received). A Fund may terminate a loan\nat any time and obtain the return of the securities loaned. A Fund receives, by way of substitute payment, the value of any interest\nor cash or non-cash distributions paid on the loaned securities that it would have received if the securities were not on loan.

With\nrespect to loans that are collateralized by cash, the borrower may be entitled to receive a fee based on the amount of cash collateral.\nA Fund is typically compensated by the difference between the amount earned on the reinvestment of cash collateral and the fee paid to\nthe borrower. In the case of collateral other than cash, a Fund is typically compensated by a fee paid by the borrower equal to a percentage\nof the market value of the loaned securities. Any cash collateral may be reinvested in certain short-term instruments either directly\non behalf of the lending Fund or through one or more joint accounts or money market funds. Such investments are subject to investment\nrisk.

Securities\nlending involves exposure to certain risks, including operational risk (i.e., the risk of losses resulting from problems in the settlement\nand accounting process), “gap” risk (i.e., the risk of a mismatch between the return on cash collateral reinvestments and\nthe fees a Fund has agreed to pay a borrower), and credit, legal, counterparty and market risk. If a securities lending counterparty\nwere to default, a Fund would be subject to the risk of a possible delay in receiving collateral or in recovering the loaned securities,\nor to a possible loss of rights in the collateral. In the event a borrower does not return a Fund’s securities as agreed, such\nFund may experience losses if the proceeds received from liquidating the collateral do not at least equal the value of the loaned security\nat the time the collateral is liquidated, plus the transaction costs incurred in purchasing replacement securities. This event could\ntrigger adverse tax consequences for a Fund. A Fund could lose money if its short-term investment of the collateral declines in value\nover the period of the loan. Substitute payments for dividends received by a Fund for securities loaned out by such Fund will not be\nconsidered qualified dividend income for federal income tax purposes.

Description\nof Permitted Investments

The\nfollowing are descriptions of the permitted investments and investment practices for each Fund and the associated risk factors. A Fund\nwill only invest in any of the following instruments or engage in any of the following investment practices if such investment or activity\nis consistent with the Fund’s investment objective and permitted by the Fund’s stated investment policies.

Business\nDevelopment Companies (“BDCs”)

Each\nFund may invest in BDCs. A BDC is a less common type of closed-end investment company that more closely resembles an operating company\nthan a typical investment company. BDCs generally focus on investing in, and providing managerial assistance to, small, developing, financially\ntroubled, private companies or other companies that may have value that can be realized over time and with management assistance. Similar\nto an operating company, a BDC’s total annual operating expense ratio typically reflects all of the operating expenses incurred\nby the BDC, and is generally greater than the total annual operating expense ratio of a mutual fund that does not bear the same types\nof operating expenses. However, as a shareholder of a BDC, a Fund does not directly pay for a portion of all of the operating expenses\nof the BDC, just as a shareholder of computer manufacturer does not directly pay for the cost of labor associated with producing such\ncomputers.

BDCs\ninvest in private companies and thinly traded securities of public companies, including debt instruments of such companies. Generally,\nlittle public information exists for private and thinly traded companies and there is a risk that investors may not be able to make fully\ninformed investment decisions. Less mature and smaller private companies involve greater risk than well-established and larger publicly-traded\ncompanies. Investing in debt involves risk that the issuer may default on its payments or declare bankruptcy and debt may not be rated\nby a credit rating agency. Many debt investments in which a BDC may invest will not be rated by a credit rating agency and will be below\ninvestment grade quality. These investments have predominantly speculative characteristics with respect to an issuer’s capacity\nto make payments of interest and principal. BDCs may not generate income at all times. Each Fund and its affiliates may not own in excess\nof 25% of a BDC’s outstanding voting securities which may limit a Fund’s ability to fully replicate its index.

BDCs\nare regulated under the 1940 Act. BDCs realize operating income when their investments are sold off, and therefore maintain complex organizational,\noperational, tax and compliance requirements. For federal income tax purposes, BDCs generally intend to qualify for taxation as RICs.\nTo so qualify, BDCs must satisfy certain asset diversification and source of income tests and must generally distribute at least 90%\nof their taxable earnings as dividends. Under the 1940 Act, BDCs are also required to invest at least 70% of their total assets primarily\nin securities of private companies or thinly traded U.S. public companies, cash, cash equivalents, U.S. government securities and high-quality\ndebt investments that mature in one year or less. Additionally, a BDC may only incur indebtedness in amounts such that the BDC’s\nasset coverage equals at least 200% after such incurrence. These limitations on asset mix and leverage may limit the way that BDCs raise\ncapital.

Commodity-Linked\nNotes

Each\nFund may invest in commodity-linked notes. A commodity-linked note has characteristics of both a debt security and a commodity-linked\nderivative. It typically makes interest payments like a debt security and at maturity the principal payment is linked to the price movement\nof an underlying commodity-related variable that may be: a physical commodity (such as heating oil, livestock, or agricultural products),\na commodity future or option contract, a commodity index, or some other readily measurable variable that reflects changes in the value\nof particular commodities or the commodities markets. Commodity-linked notes are typically issued by a bank, other financial institution\nor a commodity producer, and are negotiated with the issuer to obtain specific terms and features that are tailored to particular investment\nneeds.

Risks\nof Commodity-Linked Notes. Each Fund may invest in commodity-linked notes to gain exposure to commodities markets. Commodity-linked\nnotes may be subject to special risks that do not affect traditional equity and debt securities:

\n \n \n \n \n

●

Risk\n of loss of interest. If the interest rate on a commodity-linked note is based on the value of a particular commodity, commodity index\n or other economic variable, a Fund might receive lower interest payments (or not receive any interest) if the value of the underlying\n investment falls.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	●	Risk\n of loss of principal. To the extent that the amount of the principal to be repaid upon maturity is linked to the value of a particular\n commodity, commodity index or other economic variable, the value of the commodity, commodity index or other economic variable may\n not increase sufficiently so that a Fund might not receive a portion (or any) of the principal when the investment matures or upon\n earlier exchange.

	●	Credit\n risk. Commodity-linked notes are subject to credit risks on the underlying investment and to counterparty credit risk. If the counterparty\n fails to meet its obligations, a Fund may lose money.

	●	Liquidity\n risk. A liquid secondary market may not exist for certain commodity-linked notes the Fund buys, which may make it difficult for a\n Fund to sell them at an acceptable price or to accurately value them.

	●	Volatility\n risk. The value of the commodity-linked notes a Fund buys may fluctuate significantly because the values of the underlying investments\n to which they are linked are extremely volatile. Additionally, the particular terms of a commodity-linked note may create economic\n leverage by requiring payment by the issuer of an amount that is a multiple of the price increase or decrease of the underlying commodity,\n commodity index, or other economic variable. Economic leverage increases the volatility of the value of commodity-linked notes and\n their value may increase or decrease more quickly than the underlying commodity, commodity index or other economic variable.

Derivative\nInstruments

Each\nFund may invest in derivative instruments. Generally, derivatives are financial instruments whose value depends on or is derived from,\nthe value of one or more underlying assets, reference rates, or indices or other market factors (a “reference instrument”)\nand may relate to stocks, bonds, interest rates, credit, currencies, commodities or related indices. Derivative instruments can provide\nan efficient means to gain or reduce exposure to the value of a reference instrument without actually owning or selling the instrument.\nSome common types of derivatives include futures, forwards and swaps.

Derivative\ninstruments may be used for “hedging,” which means that they may be used when the Adviser seeks to protect a Fund’s\ninvestments from a decline in value resulting from changes to interest rates, market prices, currency fluctuations or other market factors.\nDerivative instruments may also be used for other purposes, including to seek to increase liquidity, provide efficient portfolio management,\nbroaden investment opportunities (including taking short or negative positions), implement a tax or cash management strategy, gain exposure\nto a particular security or segment of the market, modify the effective duration of a Fund’s portfolio investments and/or enhance\ntotal return. However derivative instruments are used, their successful use is not assured and will depend upon, among other factors,\nthe Adviser’s ability to gauge relevant market movements.

Derivative\ninstruments may be used for purposes of direct hedging. Direct hedging means that the transaction must be intended to reduce a specific\nrisk exposure of a portfolio security or its denominated currency and must also be directly related to such security or currency. Each\nFund’s use of derivative instruments may be limited from time to time by policies adopted by the Board or the Adviser.

Because\nsome derivative instruments used by a Fund may oblige a Fund to make payments or incur additional obligations in the future, the SEC\nrequires mutual funds to “cover” or segregate liquid assets equal to the potential exposure created by such derivatives.\nThe obligation to cover or segregate such assets is described more fully under “Borrowing” in this SAI.

Futures\ncontracts. Generally, a futures contract is a standard binding agreement to buy or sell a specified quantity of an underlying reference\ninstrument, such as a specific security, currency or commodity, at a specified price at a specified later date. A “sale”\nof a futures contract means the acquisition of a contractual obligation to deliver the underlying reference instrument called for by\nthe contract at a specified price on a specified date. A “purchase” of a futures contract means the acquisition of a contractual\nobligation to acquire the underlying reference instrument called for by the contract at a specified price on a specified date. The purchase\nor sale of a futures contract will allow a Fund to increase or decrease its exposure to the underlying reference instrument without having\nto buy the actual instrument.

The\nunderlying reference instruments to which futures contracts may relate include non-U.S. currencies, interest rates, stock and bond indices,\nand debt securities, including U.S. government debt obligations. In certain types of futures contracts, the underlying reference instrument\nmay be a swap agreement. For more information about swap agreements generally, see “Swaps” below. In most cases the contractual\nobligation under a futures contract may be offset, or “closed out,” before the settlement date so that the parties do not\nhave to make or take delivery. The closing out of a contractual obligation is usually accomplished by buying or selling, as the case\nmay be, an identical, offsetting futures contract. This transaction, which is effected through a member of an exchange, cancels the obligation\nto make or take delivery of the underlying instrument or asset. Although some futures contracts by their terms require the actual delivery\nor acquisition of the underlying instrument or asset, some require cash settlement.

Futures\ncontracts may be bought and sold on U.S. and non-U.S. exchanges. Futures contracts in the U.S. have been designed by exchanges that have\nbeen designated “contract markets” by the Commodity Futures Trading Commission (the “CFTC”) and must be executed\nthrough a futures commission merchant (“FCM”), which is a brokerage firm that is a member of the relevant contract market.\nEach exchange guarantees performance of the contracts as between the clearing members of the exchange, thereby reducing the risk of counterparty\ndefault. Futures contracts may also be entered into on certain exempt markets, including exempt boards of trade and electronic trading\nfacilities, available to certain market participants. Because all transactions in the futures market are made, offset or fulfilled by\nan FCM through a clearinghouse associated with the exchange on which the contracts are traded, a Fund will incur brokerage fees when\nit buys or sells futures contracts.

A\nFund generally buys and sells futures contracts only on contract markets (including exchanges or boards of trade) where there appears\nto be an active market for the futures contracts, but there is no assurance that an active market will exist for any particular contract\nor at any particular time. An active market makes it more likely that futures contracts will be liquid and bought and sold at competitive\nmarket prices. In addition, many of the futures contracts available may be relatively new instruments without a significant trading history.\nAs a result, there can be no assurance that an active market will develop or continue to exist.

When\na Fund enters into a futures contract, it must deliver to an account controlled by the FCM (that has been selected by a Fund) an amount\nreferred to as “initial margin” that is typically calculated as an amount equal to the volatility in market value of a contract\nover a fixed period. Initial margin requirements are determined by the respective exchanges on which the futures contracts are traded\nand the FCM. Thereafter, a “variation margin” amount may be required to be paid by a Fund or received by a Fund in accordance\nwith margin controls set for such accounts, depending upon changes in the marked-to-market value of the futures contract. The account\nis marked-to-market daily, and the variation margin is monitored by the Adviser and a Fund’s custodian on a daily basis. When the\nfutures contract is closed out, if a Fund has a loss equal to or greater than the margin amount, the margin amount is paid to the FCM\nalong with any loss in excess of the margin amount. If a Fund has a loss of less than the margin amount, the excess margin is returned\nto a Fund. If a Fund has a gain, the full margin amount and the amount of the gain is paid to the Fund.

Some\nfutures contracts provide for the delivery of securities that are different than those that are specified in the contract. For a futures\ncontract for delivery of debt securities, on the settlement date of the contract, adjustments to the contract can be made to recognize\ndifferences in value arising from the delivery of debt securities with a different interest rate from that of the particular debt securities\nthat were specified in the contract. In some cases, securities called for by a futures contract may not have been issued when the contract\nwas written.

Risks\nof futures contracts. A Fund’s use of futures contracts is subject to the risks associated with derivative instruments generally.\nIn addition, a purchase or sale of a futures contract may result in losses to the Fund in excess of the amount that a Fund delivered\nas initial margin. Because of the relatively low margin deposits required, futures trading involves a high degree of leverage; as a result,\na relatively small price movement in a futures contract may result in immediate and substantial loss, or gain, to a Fund. In addition,\nif a Fund has insufficient cash to meet daily variation margin requirements or close out a futures position, it may have to sell securities\nfrom its portfolio at a time when it may be disadvantageous to do so. Adverse market movements could cause a Fund to experience substantial\nlosses on an investment in a futures contract.

There\nis a risk of loss by a Fund of the initial and variation margin deposits in the event of bankruptcy of the FCM with which a Fund has\nan open position in a futures contract. The assets of a Fund may not be fully protected in the event of the bankruptcy of the FCM or\ncentral counterparty because a Fund might be limited to recovering only a pro rata share of all available funds and margin segregated\non behalf of an FCM’s customers. If the FCM does not provide accurate reporting, each Fund is also subject to the risk that the\nFCM could use the Fund’s assets, which are held in an omnibus account with assets belonging to the FCM’s other customers,\nto satisfy its own financial obligations or the payment obligations of another customer to the central counterparty.

A\nFund may not be able to properly hedge or effect its strategy when a liquid market is unavailable for the futures contract the Fund wishes\nto close, which may at times occur. In addition, when futures contracts are used for hedging, there may be an imperfect correlation between\nmovements in the prices of the underlying reference instrument on which the futures contract is based and movements in the prices of\nthe assets sought to be hedged.

The\ndifference (called the “spread”) between prices in the cash market for the purchase and sale of the underlying reference\ninstrument and the prices in the futures market is subject to fluctuations and distortions due to differences in the nature of those\ntwo markets. First, all participants in the futures market are subject to initial deposit and variation margin requirements. Rather than\nmeeting additional variation margin requirements, investors may close futures contracts through offsetting transactions that could distort\nthe normal pricing spread between the cash and futures markets. Second, the liquidity of the futures markets depends on participants\nentering into offsetting transactions rather than making or taking delivery of the underlying instrument. To the extent participants\ndecide to make or take delivery, liquidity in the futures market could be reduced, resulting in pricing distortion. Third, from the point\nof view of speculators, the margin deposit requirements that apply in the futures market are less onerous than similar margin requirements\nin the securities market. Therefore, increased participation by speculators in the futures market may cause temporary price distortions.\nWhen such distortions occur, a correct forecast of general trends in the price of an underlying reference instrument by the Adviser may\nstill not necessarily result in a profitable transaction.

Futures\ncontracts that are traded on non-U.S. exchanges may not be as liquid as those purchased on CFTC-designated contract markets. In addition,\nnon-U.S. futures contracts may be subject to varied regulatory oversight. The price of any non-U.S. futures contract and, therefore,\nthe potential profit and loss thereon, may be affected by any change in the non-U.S. exchange rate between the time a particular order\nis placed and the time it is liquidated, offset or exercised.

The\nCFTC and the various exchanges have established limits referred to as “speculative position limits” on the maximum net long\nor net short position that any person, such as a Fund, may hold or control in a particular futures contract. Trading limits are also\nimposed on the maximum number of contracts that any person may trade on a particular trading day. An exchange may order the liquidation\nof positions found to be in violation of these limits and it may impose other sanctions or restrictions. The regulation of futures, as\nwell as other derivatives, is a rapidly changing area of law. For more information, see “Developing government regulation of derivatives”\nbelow.

Futures\nexchanges may also limit the amount of fluctuation permitted in certain futures contract prices during a single trading day. This daily\nlimit establishes the maximum amount that the price of a futures contract may vary either up or down from the previous day’s settlement\nprice. Once the daily limit has been reached in a futures contract subject to the limit, no more trades may be made on that day at a\nprice beyond that limit. The daily limit governs only price movements during a particular trading day and does not limit potential losses\nbecause the limit may prevent the liquidation of unfavorable positions. For example, futures prices have occasionally moved to the daily\nlimit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of positions and subjecting\nsome holders of futures contracts to substantial losses.

When\npurchasing stocks or bonds, a buyer acquires ownership in a security; however, buyers of futures contracts are not entitled to ownership\nof the underlying commodity until and unless they decide to accept delivery at expiration of the contract. In practice, delivery of the\nunderlying commodity to satisfy a futures contract rarely occurs because most futures traders use the liquidity of the central marketplace\nto sell their exchange-traded futures contract before expiration. As futures contracts approach expiration, they may be replaced by similar\ncontracts that have a later expiration. For example, a contract purchased and held in December may have an expiration date in March.\nAs this contract nears expiration, a long position in the contract may be replaced by selling the March contract and purchasing a contract\nexpiring in September. This process is referred to as “rolling.” The price of a futures contract is generally higher or lower\nthan the spot price of the underlying asset when there is significant time to expiration of the contract due to various factors within\nthe market. As a futures contract nears expiration, the futures price will tend to converge to the spot price. Historically, the prices\nof some futures contracts with near-term expirations may be higher than for futures contracts with longer-term expirations. This circumstance\nis referred to as “backwardation.” If the market for futures contracts is in “backwardation,” the sale of the\nnear-term month contract would be at a higher price than the longer-term contract, and futures investors generally will earn positive\nreturns. Conversely, a “contango” market is one in which the price of futures contracts in the near-term months are lower\nthan the price of futures contracts in the longer-term months. If the market for futures contracts is in “contango,” it would\ncreate a cost to “roll” the futures contract, resulting in negative returns. The actual realization of a potential roll cost\nwill depend on the difference in price of the near and distant contracts. In addition, a Fund may not “roll” futures contracts\non a predefined schedule as they approach expiration; instead the Adviser may determine to roll to another futures contract in an attempt\nto generate maximum yield. There can be no guarantee that such a strategy will produce the desired results.

Options.\nAn option is a contract that gives the purchaser of the option, in return for the premium paid, the right to buy an underlying reference\ninstrument, such as a specified security, currency, index, or other instrument, from the writer of the option (in the case of a call\noption), or to sell a specified reference instrument to the writer of the option (in the case of a put option) at a designated price\nduring the term of the option. The premium paid by the buyer of an option will reflect, among other things, the relationship of the exercise\nprice to the market price and the volatility of the underlying reference instrument, the remaining term of the option, supply, demand,\ninterest rates and/or currency exchange rates. An American style put or call option may be exercised at any time during the option period\nwhile a European style put or call option may be exercised only upon expiration or during a fixed period prior thereto. Put and call\noptions are traded on national securities exchanges and in the OTC market.

Options\ntraded on national securities exchanges are within the jurisdiction of the SEC or other appropriate national securities regulator, as\nare securities traded on such exchanges. As a result, many of the protections provided to traders on organized exchanges will be available\nwith respect to such transactions. In particular, all option positions entered into on a national securities exchange in the United States\nare cleared and guaranteed by the Options Clearing Corporation, thereby reducing the risk of counterparty default. Furthermore, a liquid\nsecondary market in options traded on a national securities exchange may be more readily available than in the OTC market, potentially\npermitting a Fund to liquidate open positions at a profit prior to exercise or expiration, or to limit losses in the event of adverse\nmarket movements. There is no assurance, however, that higher than anticipated trading activity or other unforeseen events might not\ntemporarily render the capabilities of the Options Clearing Corporation inadequate, and thereby result in the exchange instituting special\nprocedures which may interfere with the timely execution of a Fund’s orders to close out open options positions.

Purchasing\ncall and put options. As the buyer of a call option, a Fund has a right to buy the underlying reference instrument (e.g., a currency\nor security) at the exercise price at any time during the option period (for American style options). The Funds may enter into closing\nsale transactions with respect to call options, exercise them, or permit them to expire. For example, a Fund may buy call options on\nunderlying reference instruments that it intends to buy with the goal of limiting the risk of a substantial increase in their market\nprice before the purchase is effected. Unless the price of the underlying reference instrument changes sufficiently, a call option purchased\nby a Fund may expire without any value to the Fund, in which case such Fund would experience a loss to the extent of the premium paid\nfor the option plus related transaction costs.

As\nthe buyer of a put option, a Fund has the right to sell the underlying reference instrument at the exercise price at any time during\nthe option period (for American style options). Like a call option, the Funds may enter into closing sale transactions with respect to\nput options, exercise them or permit them to expire. A Fund may buy a put option on an underlying reference instrument owned by the Fund\n(a protective put) as a hedging technique in an attempt to protect against an anticipated decline in the market value of the underlying\nreference instrument. Such hedge protection is provided only during the life of the put option when the Fund, as the buyer of the put\noption, is able to sell the underlying reference instrument at the put exercise price, regardless of any decline in the underlying instrument’s\nmarket price. The Funds may also seek to offset a decline in the value of the underlying reference instrument through appreciation in\nthe value of the put option. A put option may also be purchased with the intent of protecting unrealized appreciation of an instrument\nwhen the Adviser deems it desirable to continue to hold the instrument because of tax or other considerations. The premium paid for\nthe put option and any transaction costs would reduce any short-term capital gain that may be available for distribution when the instrument\nis eventually sold. Buying put options at a time when the buyer does not own the underlying reference instrument allows the buyer to\nbenefit from a decline in the market price of the underlying reference instrument, which generally increases the value of the put option.

If\na put option was not terminated in a closing sale transaction when it has remaining value, and if the market price of the underlying\nreference instrument remains equal to or greater than the exercise price during the life of the put option, the buyer would not make\nany gain upon exercise of the option and would experience a loss to the extent of the premium paid for the option plus related transaction\ncosts. In order for the purchase of a put option to be profitable, the market price of the underlying reference instrument must decline\nsufficiently below the exercise price to cover the premium and transaction costs.

Writing\ncall and put options. Writing options may permit the writer to generate additional income in the form of the premium received for\nwriting the option. The writer of an option may have no control over when the underlying reference instruments must be sold (in the case\nof a call option) or purchased (in the case of a put option) because the writer may be notified of exercise at any time prior to the\nexpiration of the option (for American style options). In general, though, options are infrequently exercised prior to expiration. Whether\nor not an option expires unexercised, the writer retains the amount of the premium. Writing “covered” call options means\nthat the writer owns the underlying reference instrument that is subject to the call option. Call options may also be written on reference\ninstruments that the writer does not own.

If\na Fund writes a covered call option, any underlying reference instruments that are held by the Fund and are subject to the call option\nwill be earmarked on the books of such Fund as segregated to satisfy its obligations under the option. A Fund will be unable to sell\nthe underlying reference instruments that are subject to the written call option until it either effects a closing transaction with respect\nto the written call, or otherwise satisfies the conditions for release of the underlying reference instruments from segregation. As the\nwriter of a covered call option, a Fund gives up the potential for capital appreciation above the exercise price of the option should\nthe underlying reference instrument rise in value. If the value of the underlying reference instrument rises above the exercise price\nof the call option, the reference instrument will likely be “called away,” requiring a Fund to sell the underlying instrument\nat the exercise price. In that case, the Fund will sell the underlying reference instrument to the option buyer for less than its market\nvalue, and such Fund will experience a loss (which will be offset by the premium received by the Fund as the writer of such option).\nIf a call option expires unexercised, the Fund will realize a gain in the amount of the premium received. If the market price of the\nunderlying reference instrument decreases, the call option will not be exercised and the Fund will be able to use the amount of the premium\nreceived to hedge against the loss in value of the underlying reference instrument. The exercise price of a call option will be chosen\nbased upon the expected price movement of the underlying reference instrument. The exercise price of a call option may be below, equal\nto (at-the-money), or above the current value of the underlying reference instrument at the time the option is written.

As\nthe writer of a put option, a Fund has a risk of loss should the underlying reference instrument decline in value. If the value of the\nunderlying reference instrument declines below the exercise price of the put option and the put option is exercised, the Fund, as the\nwriter of the put option, will be required to buy the instrument at the exercise price, which will exceed the market value of the underlying\nreference instrument at that time. A Fund will incur a loss to the extent that the current market value of the underlying reference instrument\nis less than the exercise price of the put option. However, the loss will be offset in part by the premium received from the buyer of\nthe put. If a put option written by a Fund expires unexercised, such Fund will realize a gain in the amount of the premium received.

Closing\nout options (exchange-traded options). If the writer of an option wants to terminate its obligation, the writer may effect a “closing\npurchase transaction” by buying an option of the same series as the option previously written. The effect of the purchase is that\nthe clearing corporation will cancel the option writer’s position. However, a writer may not effect a closing purchase transaction\nafter being notified of the exercise of an option. Likewise, the buyer of an option may recover all or a portion of the premium that\nit paid by effecting a “closing sale transaction” by selling an option of the same series as the option previously purchased\nand receiving a premium on the sale. There is no guarantee that either a closing purchase or a closing sale transaction may be made at\na time desired by a Fund. Closing transactions allow a Fund to terminate its positions in written and purchased options. A Fund will\nrealize a profit from a closing transaction if the price of the transaction is less than the premium received from writing the original\noption (in the case of written options) or is more than the premium paid by the Fund to buy the option (in the case of purchased options).\nFor example, increases in the market price of a call option sold by a Fund will generally reflect increases in the market price of the\nunderlying reference instrument. As a result, any loss resulting from a closing transaction on a written call option is likely to be\noffset in whole or in part by appreciation of the underlying instrument owned by the Fund.

Over-the-counter\noptions. Like exchange-traded options, OTC options give the holder the right to buy from the writer, in the case of OTC call options,\nor sell to the writer, in the case of OTC put options, an underlying reference instrument at a stated exercise price. OTC options, however,\ndiffer from exchange-traded options in certain material respects.

The\nstaff of the SEC has taken the position that purchased OTC options on securities are considered illiquid securities. Pending a change\nin the staff’s position, the Funds will treat such OTC options on securities as illiquid and subject to such Fund’s limitation\non illiquid securities.

Interest\nrate caps. An interest rate cap is a type of OTC option. The buyer of an interest rate cap pays a premium to the seller in exchange\nfor payments at set intervals for which a floating interest rate exceeds an agreed upon interest rate. The floating interest rate may\nbe tied to a reference rate, a long-term swap rate or other benchmark. The amount of each payment is determined by reference to a specified\n“notional” amount of money. Interest rate caps do not involve the delivery of securities, other underlying instruments, or\nprincipal amounts. Accordingly, barring counterparty risk, the risk of loss to the purchaser of an interest rate cap is limited to the\namount of the premium paid.

An\ninterest rate cap can be used to increase or decrease exposure to various interest rates, including to hedge interest rate risk. By purchasing\nan interest rate cap, the buyer of the cap can benefit from rising interest rates while limiting its downside risk to the amount of the\npremium paid. If a Fund buys an interest rate cap and the Adviser is correct at predicting the direction of interest rates, the interest\nrate cap will increase in value. But if the Adviser is incorrect at predicting the direction, the interest rate cap will expire worthless.

By\nwriting (selling) an interest rate cap, the seller of the cap can benefit by receiving a premium in exchange for assuming an obligation\nto make payments at set intervals for which a floating interest rate exceeds an agreed upon interest rate. If interest rates rise above\nthe agreed upon cap, the seller’s obligation to make payments may result in losses in excess of the premium received.

Correctly\npredicting the value of an interest rate cap requires an understanding of the referenced interest rate, and a Fund bears the risk that\nthe Adviser will not correctly forecast future market events, such as interest rate movements. Interest rate caps also involve the risks\nassociated with derivative instruments generally, as described herein, including the risks associated with OTC options.

Risks\nof options. The Funds’ options investments involve certain risks, including general risks related to derivative instruments.\nThere can be no assurance that a liquid secondary market on an exchange will exist for any particular option, or at any particular time,\nand the Funds may have difficulty effecting closing transactions in particular options. Therefore, a Fund would have to exercise the\noptions it purchased in order to realize any profit, thus taking or making delivery of the underlying reference instrument when not desired.\nA Fund could then incur transaction costs upon the sale of the underlying reference instruments. Similarly, when a Fund cannot effect\na closing transaction with respect to a put option it wrote, and the buyer exercises, such Fund would be required to take delivery and\nwould incur transaction costs upon the sale of the underlying reference instruments purchased. If a Fund, as a covered call option writer,\nis unable to affect a closing purchase transaction in a secondary market, it will not be able to sell the underlying reference instrument\nuntil the option expires, it delivers the underlying instrument upon exercise, or it segregates enough liquid assets to purchase the\nunderlying reference instrument at the marked-to-market price during the term of the option. When trading options on non-U.S. exchanges\nor in the OTC market, many of the protections afforded to exchange participants will not be available. For example, there may be no daily\nprice fluctuation limits, and adverse market movements could therefore continue to an unlimited extent over an indefinite period of time.

The\neffectiveness of an options strategy for hedging depends on the degree to which price movements in the underlying reference instruments\ncorrelate with price movements in the relevant portion of the Fund’s portfolio that is being hedged. In addition, a Fund bears\nthe risk that the prices of its portfolio investments will not move in the same amount as the option it has purchased or sold for hedging\npurposes, or that there may be a negative correlation that would result in a loss on both the investments and the option. If the Adviser\nis not successful in using options in managing a Fund’s investments, such Fund’s performance will be worse than if the Adviser\ndid not employ such strategies.

Swaps.\nGenerally, swap agreements are contracts between a Fund and another party (the swap counterparty) involving the exchange of payments\non specified terms over periods ranging from a few days to multiple years. A swap agreement may be negotiated bilaterally and traded\nover-the-counter between the two parties (for an uncleared swap) or, in some instances, must be transacted through an FCM and cleared\nthrough a clearinghouse that serves as a central counterparty (for a cleared swap). In a basic swap transaction, a Fund agrees with the\nswap counterparty to exchange the returns (or differentials in rates of return) and/or cash flows earned or realized on a particular\n“notional amount” or value of predetermined underlying reference instruments. The notional amount is the set dollar or other\nvalue selected by the parties to use as the basis on which to calculate the obligations that the parties to a swap agreement have agreed\nto exchange. The parties typically do not actually exchange the notional amount. Instead they agree to exchange the returns that would\nbe earned or realized if the notional amount were invested in given investments or at given interest rates. Examples of returns that\nmay be exchanged in a swap agreement are those of a particular security, a particular fixed or variable interest rate, a particular non-U.S.\ncurrency, or a “basket” of securities representing a particular index. Swaps can also be based on credit and other events.

A\nFund will generally enter into swap agreements on a net basis, which means that the two payment streams that are to be made by a Fund\nand its counterparty with respect to a particular swap agreement are netted out, with a Fund receiving or paying, as the case may be,\nonly the net difference in the two payments. A Fund’s obligations (or rights) under a swap agreement that is entered into on a\nnet basis will generally be the net amount to be paid or received under the agreement based on the relative values of the obligations\nof each party upon termination of the agreement or at set valuation dates. A Fund will accrue its obligations under a swap agreement\ndaily (offset by any amounts the counterparty owes a Fund). If the swap agreement does not provide for that type of netting, the full\namount of a Fund’s obligations will be accrued on a daily basis.

Swaps\nregulation. The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) and related\nregulatory developments have imposed comprehensive regulatory requirements on swaps and swap market participants. The regulatory framework\nincludes: (i) registration and regulation of swap dealers and major swap participants; (ii) requiring central clearing and execution\nof standardized swaps; (iii) imposing margin requirements on swap transactions; (iv) regulating and monitoring swap transactions through\nposition limits and large trader reporting requirements; and (v) imposing record keeping and centralized and public reporting requirements,\non an anonymous basis, for most swaps. The CFTC is responsible for the regulation of most swaps, and has completed most of its rules\nimplementing the Dodd-Frank Act swap regulations. The SEC has jurisdiction over a small segment of the market referred to as “security-based\nswaps,” which includes swaps on single securities or credits, or narrow-based indices of securities or credits, but has not yet\ncompleted its rulemaking.

Uncleared\nswaps. In an uncleared swap, the swap counterparty is typically a brokerage firm, bank or other financial institution. A Fund customarily\nenters into uncleared swaps based on the standard terms and conditions of an International Swaps and Derivatives Association (“ISDA”)\nMaster Agreement. ISDA is a voluntary industry association of participants in the over-the-counter derivatives markets that has developed\nstandardized contracts used by such participants that have agreed to be bound by such standardized contracts.

In\nthe event that one party to a swap transaction defaults and the transaction is terminated prior to its scheduled termination date, one\nof the parties may be required to make an early termination payment to the other. An early termination payment may be payable by either\nthe defaulting or non-defaulting party, depending upon which of them is “in-the-money” with respect to the swap at the time\nof its termination. Early termination payments may be calculated in various ways, but are intended to approximate the amount the “in-the-money”\nparty would have to pay to replace the swap as of the date of its termination.

During\nthe term of an uncleared swap, a Fund is usually required to pledge to the swap counterparty, from time to time, an amount of cash and/or\nother assets equal to the total net amount (if any) that would be payable by a Fund to the counterparty if the swap were terminated on\nthe date in question, including any early termination payments. Periodically, changes in the amount pledged are made to recognize changes\nin value of the contract resulting from, among other things, interest on the notional value of the contract, market value changes in\nthe underlying investment, and/or dividends paid by the issuer of the underlying instrument. Likewise, the counterparty may be required\nto pledge cash or other assets to cover its obligations to a Fund. However, the amount pledged may not always be equal to or more than\nthe amount due to the other party. Therefore, if a counterparty defaults in its obligations to a Fund, the amount pledged by the counterparty\nand available to a Fund may not be sufficient to cover all the amounts due to a Fund and a Fund may sustain a loss.

Under\nrecently-adopted CFTC regulations, counterparties of registered swap dealers and major swap participants have the right to elect segregation\nof initial margin in respect of uncleared swaps. If a counterparty makes such an election, any initial margin that is posted to the swap\ndealer or major swap participant must be segregated in individual customer accounts held at an independent third-party custodian. In\naddition, the collateral may only be invested in certain categories of instruments identified in the CFTC’s regulations. Agreements\ncovering these segregation arrangements must generally provide for consent by both the counterparty and the swap dealer or major swap\nparticipant to withdraw margin from the segregated account. Given these limitations on the use of uncleared swaps collateral, there is\nsome likelihood that the electing counterparty will experience an increase in the costs associated with trading swaps with the relevant\nswap dealer or major swap participant. Certain other protections apply to a counterparty to uncleared swaps under the CFTC’s regulations\neven if the counterparty does not elect segregation of its initial margin. These regulations are recently adopted, and it remains unclear\nwhether they will be effective in protecting initial margin in the manner intended in the event of significant market stress or the insolvency\nof a swap dealer or major swap participant.

Cleared\nswaps. Certain standardized swaps are subject to mandatory central clearing and exchange-trading. The Dodd-Frank Act and implementing\nrules will ultimately require the clearing and exchange-trading of many swaps. Mandatory exchange-trading and clearing will occur on\na phased-in basis based on the type of market participant, CFTC approval of contracts for central clearing and public trading facilities\nmaking such cleared swaps available to trade. To date, the CFTC has designated only certain of the most common types of credit default\nindex swaps and interest rate swaps as subject to mandatory clearing, and certain public trading facilities have made certain of those\ncleared swaps available to trade, but it is expected that additional categories of swaps will in the future be designated as subject\nto mandatory clearing and trade execution requirements. Central clearing is intended to reduce counterparty credit risk and increase\nliquidity, but central clearing does not eliminate these risks and may involve additional costs and risks not involved with uncleared\nswaps. For more information, see “Risks of cleared swaps” below.

In\na cleared swap, a Fund’s ultimate counterparty is a central clearinghouse rather than a brokerage firm, bank or other financial\ninstitution. Cleared swaps are submitted for clearing through each party’s FCM, which must be a member of the clearinghouse that\nserves as the central counterparty. Transactions executed on a swap execution facility (“SEF”) may increase market transparency\nand liquidity but may require a Fund to incur increased expenses to access the same types of swaps that it has used in the past. When\na Fund enters into a cleared swap, it must deliver to the central counterparty (via the FCM) an amount referred to as “initial\nmargin.” Initial margin requirements are determined by the central counterparty, and are typically calculated as an amount equal\nto the volatility in market value of the cleared swap over a fixed period, but an FCM may require additional initial margin above the\namount required by the central counterparty. During the term of the swap agreement, a “variation margin” amount may also\nbe required to be paid by a Fund or may be received by a Fund in accordance with margin controls set for such accounts. If the value\nof a Fund’s cleared swap declines, a Fund will be required to make additional “variation margin” payments to the FCM\nto settle the change in value. Conversely, if the market value of the Fund’s position increases, the FCM will post additional “variation\nmargin” to a Fund’s account. At the conclusion of the term of the swap agreement, if the Fund has a loss equal to or greater\nthan the margin amount, the margin amount is paid to the FCM along with any loss in excess of the margin amount. If a Fund has a loss\nof less than the margin amount, the excess margin is returned to the Fund. If a Fund has a gain, the full margin amount and the amount\nof the gain is paid to the Fund.

Total\nreturn swaps. Generally, a total return swap is an agreement between two parties, pursuant to which one pays (and the other receives)\nan amount equal to the total return (including, typically, income and capital gains distributions, principal prepayment or credit losses)\nof an underlying reference asset (e.g., a note, bond or securities index) in exchange for a regular payment, at a floating rate based, or alternatively at a fixed rate or the total rate of return on another financial instrument. A Fund may take either position\nin a total return swap (i.e., a Fund may receive or pay the total return on the underlying reference asset). A fixed income total return\nswap may be written on many different kinds of underlying reference assets, and may include different indices for various kinds of debt\nsecurities (e.g., U.S. investment grade bonds, high yield bonds or emerging market bonds). A fixed income total return swap is similar\nto other swaps, such as interest rate swaps where payment streams are exchanged between a Fund and the counterparty.

Risks\nof swaps generally. The use of swap transactions is a highly specialized activity, which involves investment techniques and risks\ndifferent from those associated with ordinary portfolio securities transactions. Whether a Fund will be successful in using swap agreements\nto achieve its investment goal depends on the ability of the Adviser correctly to predict which types of investments are likely to produce\ngreater returns. If the Adviser, in using swap agreements, is incorrect in its forecasts of market values, interest rates, inflation,\ncurrency exchange rates or other applicable factors, the investment performance of the Fund will be less than its performance would have\nbeen if it had not used the swap agreements.

The\nrisk of loss to a Fund for swap transactions that are entered into on a net basis depends on which party is obligated to pay the net\namount to the other party. If the counterparty is obligated to pay the net amount to the Fund, the risk of loss to a Fund is loss of\nthe entire amount that the Fund is entitled to receive. If a Fund is obligated to pay the net amount, a Fund’s risk of loss is\ngenerally limited to that net amount. If the swap agreement involves the exchange of the entire principal value of a security, the entire\nprincipal value of that security is subject to the risk that the other party to the swap will default on its contractual delivery obligations.\nIn addition, a Fund’s risk of loss also includes any margin at risk in the event of default by the counterparty (in an uncleared\nswap) or the central counterparty or FCM (in a cleared swap), plus any transaction costs.

Because\nbilateral swap agreements are structured as two-party contracts and may have terms of greater than seven days, these swaps may be considered\nto be illiquid and, therefore, subject to a Fund’s limitation on investments in illiquid securities. If a swap transaction is particularly\nlarge or if the relevant market is illiquid, a Fund may not be able to establish or liquidate a position at an advantageous time or price,\nwhich may result in significant losses. Participants in the swap markets are not required to make continuous markets in the swap contracts\nthey trade. Participants could refuse to quote prices for swap contracts or quote prices with an unusually wide spread between the price\nat which they are prepared to buy and the price at which they are prepared to sell. Some swap agreements entail complex terms and may\nrequire a greater degree of subjectivity in their valuation. Central clearing and the trading of cleared swaps on public facilities are\nintended to increase liquidity. The Adviser, under the supervision of the Board, is responsible for determining and monitoring the liquidity\nof a Fund’s swap transactions.

Rules\nadopted under the Dodd-Frank Act require centralized reporting of detailed information about many swaps, whether cleared or uncleared.\nThis information is available to regulators and also, to a more limited extent and on an anonymous basis, to the public. Reporting of\nswap data is intended to result in greater market transparency. This may be beneficial to funds that use swaps in their trading strategies.\nHowever, public reporting imposes additional recordkeeping burdens on these funds, and the safeguards established to protect anonymity\nare not yet tested and may not provide protection of funds’ identities as intended.

Certain\nInternal Revenue Service (“IRS”) positions may limit a Fund’s ability to use swap agreements in a desired tax strategy.\nIt is possible that developments in the swap markets and/or the laws relating to swap agreements, including potential government regulation,\ncould adversely affect a Fund’s ability to benefit from using swap agreements, or could have adverse tax consequences. For more\ninformation about potentially changing regulation, see “Developing government regulation of derivatives” below.

Risks\nof uncleared swaps. Uncleared swaps are typically executed bilaterally with a swap dealer rather than traded on exchanges. As a result,\nswap participants may not be as protected as participants on organized exchanges. Performance of a swap agreement is the responsibility\nonly of the swap counterparty and not of any exchange or clearinghouse. As a result, a Fund is subject to the risk that a counterparty\nwill be unable or will refuse to perform under such agreement, including because of the counterparty’s bankruptcy or insolvency.\nA Fund risks the loss of the accrued but unpaid amounts under a swap agreement, which could be substantial, in the event of a default,\ninsolvency or bankruptcy by a swap counterparty. In such an event, the Fund will have contractual remedies pursuant to the swap agreements,\nbut bankruptcy and insolvency laws could affect the Fund’s rights as a creditor. If the counterparty’s creditworthiness declines,\nthe value of a swap agreement would likely decline, potentially resulting in losses.

Risks\nof cleared swaps. As noted above, under recent financial reforms, certain types of swaps are, and others eventually are expected\nto be, required to be cleared through a central counterparty, which may affect counterparty risk and other risks faced by a Fund.

Central\nclearing is designed to reduce counterparty credit risk and increase liquidity compared to uncleared swaps because central clearing interposes\nthe central clearinghouse as the counterparty to each participant’s swap, but it does not eliminate those risks completely. There\nis also a risk of loss by a Fund of the initial and variation margin deposits in the event of bankruptcy of the FCM with which a Fund\nhas an open position or the central counterparty in a swap contract. The assets of a Fund may not be fully protected in the event of\nthe bankruptcy of the FCM or central counterparty because a Fund might be limited to recovering only a pro rata share of all available\nfunds and margin segregated on behalf of an FCM’s customers. If the FCM does not provide accurate reporting, a Fund is also subject\nto the risk that the FCM could use a Fund’s assets, which are held in an omnibus account with assets belonging to the FCM’s\nother customers, to satisfy its own financial obligations or the payment obligations of another customer to the central counterparty.\nCredit risk of cleared swap participants is concentrated in a few clearinghouses, and the consequences of insolvency of a clearinghouse\nare not clear.

With\ncleared swaps, a Fund may not be able to obtain as favorable terms as it would be able to negotiate for a bilateral, uncleared swap.\nIn addition, an FCM may unilaterally amend the terms of its agreement with the Fund, which may include the imposition of position limits\nor additional margin requirements with respect to the Fund’s investment in certain types of swaps. Central counterparties and FCMs\ncan require termination of existing cleared swap transactions upon the occurrence of certain events, and can also require increases in\nmargin above the margin that is required at the initiation of the swap agreement.

Currently,\ndepending on a number of factors, the margin required under the rules of the clearinghouse and FCM may be in excess of the collateral\nrequired to be posted by a Fund to support its obligations under a similar uncleared swap. However, regulators have proposed and are\nexpected to adopt rules imposing certain margin requirements on uncleared swaps in the near future, which are likely to impose higher\nmargin requirements on uncleared swaps.

Finally,\na Fund is subject to the risk that, after entering into a cleared swap with an executing broker, no FCM or central counterparty is willing\nor able to clear the transaction. In such an event, a Fund may be required to break the trade and make an early termination payment to\nthe executing broker.

Developing\ngovernment regulation of derivatives. The regulation of cleared and uncleared swaps, as well as other derivatives, is a rapidly changing\narea of law and is subject to modification by government and judicial action. In addition, the SEC, CFTC and the exchanges are authorized\nto take extraordinary actions in the event of a market emergency, including, for example, the implementation or reduction of speculative\nposition limits, the implementation of higher margin requirements, the establishment of daily price limits and the suspension of trading.

It\nis not possible to predict fully the effects of current or future regulation. However, it is possible that developments in government\nregulation of various types of derivative instruments, such as speculative position limits on certain types of derivatives, or limits\nor restrictions on the counterparties with which a Fund engages in derivative transactions, may limit or prevent a Fund from using or\nlimit a Fund’s use of these instruments effectively as a part of its investment strategy, and could adversely affect a Fund’s\nability to achieve its investment goals. The Adviser will continue to monitor developments in the area, particularly to the extent regulatory\nchanges affect a Fund’s ability to enter into desired swap agreements. New requirements, even if not directly applicable to a Fund,\nmay increase the cost of a Fund’s investments and cost of doing business.

Equity\nSecurities

Each\nFund may invest in equity securities subject to any restrictions set forth in the Funds’ prospectus and this SAI. These securities\nmay include securities listed on any domestic or foreign securities exchange and securities traded in the OTC market. Equity securities,\nsuch as the common stocks of an issuer, are subject to stock market fluctuations and therefore may experience volatile changes in value\nas market conditions, consumer sentiment or the financial condition of the issuers change. A decrease in value of the equity securities\nin the Fund’s portfolio may also cause the value of each Fund’s Shares to decline.

An\ninvestment in the Funds should be made with an understanding of the risks inherent in an investment in equity securities, including the\nrisk that the financial condition of issuers may become impaired or that the general condition of the stock market may deteriorate (either\nof which may cause a decrease in the value of a Fund’s portfolio securities and therefore a decrease in the value of Shares of\nthe Fund). Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value as market\nconfidence and perceptions change. These investor perceptions are based on various and unpredictable factors, including expectations\nregarding government, economic, monetary and fiscal policies; inflation and interest rates; economic expansion or contraction; and global\nor regional political, economic or banking crises.

Holders\nof common stocks incur more risk than holders of preferred stocks and debt obligations because common stockholders, as owners of the\nissuer, generally have inferior rights to receive payments from the issuer in comparison with the rights of creditors or holders of debt\nobligations or preferred stocks. Further, unlike debt securities, which typically have a stated principal amount payable at maturity\n(whose value, however, is subject to market fluctuations prior thereto), or preferred stocks, which typically have a liquidation preference\nand which may have stated optional or mandatory redemption provisions, common stocks have neither a fixed principal amount nor a maturity.\nCommon stock values are subject to market fluctuations as long as the common stock remains outstanding.

When-Issued\nSecurities. A when-issued security is one whose terms are available and for which a market exists, but which has not been issued.\nWhen each Fund engages in when-issued transactions, it relies on the other party to consummate the sale. If the other party fails to\ncomplete the sale, a Fund may miss the opportunity to obtain the security at a favorable price or yield.

When\npurchasing a security on a when-issued basis, each Fund assumes the rights and risks of ownership of the security, including the risk\nof price and yield changes. At the time of settlement, the value of the security may be more or less than the purchase price. The yield\navailable in the market when the delivery takes place also may be higher than those obtained in the transaction itself. Because the Funds\ndo not pay for the security until the delivery date, these risks are in addition to the risks associated with its other investments.

Decisions\nto enter into “when-issued” transactions will be considered on a case-by-case basis when necessary to maintain continuity\nin a company’s index membership. Each Fund will segregate cash or liquid securities equal in value to commitments for the when-issued\ntransactions. Each Fund will segregate additional liquid assets daily so that the value of such assets is equal to the amount of the\ncommitments. More information on the various types of equity investments in which each Fund may invest appears below.

Common\nStocks. Common stocks are securities that represent units of ownership in a company. Each Fund’s transactions in common\nstock represent “long” transactions where the Funds own the securities being sold or will own the securities being purchased.\nPrices of common stock will rise and fall due to a variety of factors, which include changing economic, political or market conditions\nthat affect particular industries or companies. Common stocks usually carry voting rights and earn dividends. Unlike preferred stocks,\nwhich are described below, dividends on common stocks are not fixed but are declared at the discretion of the company’s board of\ndirectors.

Convertible\nSecurities. Each Fund may purchase convertible securities. A convertible security is a bond, debenture, note, preferred stock\nor other security that may be converted into or exchanged for a prescribed amount of common stock of the same or a different issuer within\na particular period of time at a specified price or formula. A convertible security entitles the holder to receive interest paid or accrued\non debt or the dividend paid on preferred stock until the convertible security matures or is redeemed, converted or exchanged. Before\nconversion, convertible securities ordinarily provide a stable stream of income with generally higher yields than those of common stocks\nof the same or similar issuers, but lower than the yield on non-convertible debt. Convertible securities are usually subordinated to\ncomparable tier non-convertible securities but rank senior to common stock in a corporation’s capital structure.

The\nvalue of a convertible security is a function of (1) its yield in comparison with the yields of other securities of comparable maturity\nand quality that do not have a conversion privilege and (2) its worth, at market value, if converted into the underlying common stock.\nConvertible securities are typically issued by smaller capitalized companies, whose stock prices may be volatile. The price of a convertible\nsecurity often reflects such variations in the price of the underlying common stock in a way that non-convertible debt does not. A convertible\nsecurity may be subject to redemption at the option of the issuer at a price established in the convertible security’s governing\ninstrument, which could have an adverse effect on a Fund’s ability to achieve its investment objective.

Initial\nPublic Offerings (“IPOs”). Each Fund may purchase securities in IPOs. These securities are subject to many of the\nsame risks as investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information\nabout the companies may be available for very limited periods. The prices of securities sold in IPOs may be highly volatile. At any particular\ntime or from time to time, a Fund may not be able to invest in securities issued in IPOs, or invest to the extent desired, because, for\nexample, only a small portion (if any) of the securities being offered in an IPO may be made available to a Fund. In addition, under\ncertain market conditions, a relatively small number of companies may issue securities in IPOs. Similarly, as the number of funds to\nwhich IPO securities are allocated increases, the number of securities issued to any one fund may decrease. The investment performance\nof a Fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when a Fund is\nable to do so. In addition, as a Fund increases in size, the impact of IPOs on a Fund’s performance will generally decrease.

Preferred\nStocks: Each Fund may purchase preferred stocks. Preferred stocks are also units of ownership in a company. Preferred stocks\nnormally have preference over common stock in the payment of dividends and the liquidation of the company. However, in all other respects,\npreferred stocks are subordinated to the liabilities of the issuer. Unlike common stocks, preferred stocks are generally not entitled\nto vote on corporate matters. Types of preferred stocks include adjustable-rate preferred stock, fixed dividend preferred stock, perpetual\npreferred stock, and sinking fund preferred stock.

Generally,\nthe market values of preferred stock with a fixed dividend rate and no conversion element vary inversely with interest rates and perceived\ncredit risk.

Rights\nand Warrants. Each Fund may invest in rights and warrants. A right is a privilege granted to existing shareholders of a corporation\nto subscribe to shares of a new issue of common stock before it is issued. Rights normally have a short life of usually two to four weeks,\nare freely transferable and entitle the holder to buy the new common stock at a lower price than the public offering price. Warrants\nare securities that are usually issued together with a debt security or preferred stock and that give the holder the right to buy proportionate\namount of common stock at a specified price. Warrants are freely transferable and are traded on major exchanges. Unlike rights, warrants\nnormally have a life that is measured in years and entitles the holder to buy common stock of a company at a price that is usually higher\nthan the market price at the time the warrant is issued. Corporations often issue warrants to make the accompanying debt security more\nattractive.

An\ninvestment in warrants and rights may entail greater risks than certain other types of investments. Generally, rights and warrants do\nnot carry the right to receive dividends or exercise voting rights with respect to the underlying securities, and they do not represent\nany rights in the assets of the issuer. In addition, their value does not necessarily change with the value of the underlying securities,\nand they cease to have value if they are not exercised on or before their expiration date. Investing in rights and warrants increases\nthe potential profit or loss to be realized from the investment as compared with investing the same amount in the underlying securities.

Exchange-Traded\nNotes

Each\nFund may invest in exchange-traded notes (“ETNs”). ETNs are a type of unsecured, unsubordinated debt security that have characteristics\nand risks similar to those of fixed income securities and trade on a major exchange similar to shares of ETFs. This type of debt security\ndiffers, however, from other types of bonds and notes because ETN returns are based upon the performance of a market index, minus applicable\nfees; no period coupon payments are distributed and no principal protections exist. The purpose of ETNs is to create a type of security\nthat combines the aspects of both bonds and ETFs.

Risks\nof ETNs. The value of an ETN may be influenced by time to maturity, level of supply and demand, volatility and lack of liquidity\nin underlying commodities markets, changes in the applicable interest rates, changes in the issuer’s credit rating and other economic,\nlegal, political or geographic events. If a Fund must sell some or all of its ETN holdings and the secondary market is weak, it may have\nto sell such holdings at a discount. If a Fund holds its investment in an ETN until maturity, the issuer will give a Fund a cash amount\nthat would be equal to principal amount (subject to the day’s index factor). ETNs also are subject to credit risk, whereby a Fund\ncould lose money if the issuer of a note is unable to pay interest or repay principal when it is due.

ETNs\nmay trade at a premium or a discount to their indicative value. For example, an ETN might trade at a premium to its indicative value\nif the issuer suspends issuance of new notes. Paying a premium relative to the indicative value to purchase the ETN in the secondary\nmarket, and then selling the ETN when the market price no longer reflects the premium, could lead to significant losses for a Fund.

Fixed\nIncome Securities

Each\nFund may invest in closed-end funds (“CEFs”) that invest in fixed income securities, such as corporate debt and bonds, or\ninvest in fixed income securities directly. Fixed income securities change in value in response to interest rate changes and other factors,\nsuch as the perception of the issuer’s creditworthiness. For example, the value of fixed income securities will generally decrease\nwhen interest rates rise, which may cause the value of the investing CEF, and a Fund, to decrease. In addition, investments in fixed\nincome securities with longer maturities will fluctuate more in response to interest rate changes.

Fixed\nincome securities include a broad array of short-, medium-, and long-term obligations issued by the U.S. or foreign governments, government\nor international agencies and instrumentalities, and corporate and private issuers of various types. The maturity date is the date on\nwhich a fixed income security matures. This is the date on which the borrower must pay back the borrowed amount, which is known as the\nprincipal. Some fixed income securities represent uncollateralized obligations of their issuers; in other cases, the securities may be\nbacked by specific assets (such as mortgages or other receivables) that have been set aside as collateral for the issuer’s obligation.\nFixed income securities generally involve an obligation of the issuer to pay interest or dividends on either a current basis or at the\nmaturity of the security, as well as the obligation to repay the principal amount of the security at maturity. The rate of interest on\nfixed income securities may be fixed, floating, or variable. Some securities pay a higher interest rate than the current market rate.\nAn investor may have to pay more than the security’s principal to compensate the seller for the value of the higher interest rate.\nThis additional payment is a premium.

Fixed\nincome securities are subject to credit risk, market risk, and interest rate risk. Except to the extent values are affected by other\nfactors such as developments relating to a specific issuer, generally the value of a fixed income security can be expected to rise when\ninterest rates decline and, conversely, the value of such a security can be expected to fall when interest rates rise. Some fixed income\nsecurities also involve prepayment or call risk. This is the risk that the issuer will repay a Fund the principal on the security before\nit is due, thus depriving a Fund of a favorable stream of future interest or dividend payments. Each Fund could buy another security,\nbut that other security might pay a lower interest rate. In addition, many fixed income securities contain call or buy-back features\nthat permit their issuers to call or repurchase the securities from their holders. Such securities may present risks based on payment\nexpectations. Although the Fund would typically receive a premium if an issuer were to redeem a security, if an issuer were to exercise\na call option and redeem the security during times of declining interest rates, the a Fund may realize a capital loss on its investment\nif the security was purchased at a premium and a Fund may be forced to replace the called security with a lower yielding security.

Changes\nby nationally recognized securities rating organizations (“NRSROs”) in their ratings of any fixed income security or the\nissuer of a fixed income security and changes in the ability of an issuer to make payments of interest and principal may also affect\nthe value of these investments. Changes in the value of portfolio securities generally will not affect income derived from these securities,\nbut will affect the Fund’s NAV.

Duration\nis an estimate of how much a bond’s price will fluctuate in response to a change in interest rates. In general, the value of a\nfixed income security with positive duration will generally decline if interest rates increase, whereas the value of a security with\nnegative duration will generally decline if interest rates decrease. If interest rates rise by one percentage point, the price of debt\nsecurities with an average duration of five years would be expected to decline by about 5%. If rates decrease by a percentage point,\nthe price of debt securities with an average duration of five years would be expected to rise by about 5%. The greater the duration of\na bond (whether positive or negative), the greater its percentage price volatility. Only a pure discount bond – that is, one with\nno coupon or sinking-fund payments – has a duration equal to the remaining maturity of the bond, because only in this case does\nthe present value of the final redemption payment represent the entirety of the present value of the bond. For all other bonds, duration\nis less than maturity.

Government\nSecurities

Each\nFund may invest in U.S. government securities. Securities issued or guaranteed by the U.S. government or its agencies or instrumentalities\ninclude U.S. Treasury securities, which are backed by the full faith and credit of the U.S. Treasury and which differ only in their interest\nrates, maturities, and times of issuance. U.S. Treasury bills have initial maturities of one-year or less; U.S. Treasury notes have initial\nmaturities of one to ten years; and U.S. Treasury bonds generally have initial maturities of greater than ten years. Certain U.S. government\nsecurities are issued or guaranteed by agencies or instrumentalities of the U.S. government including, but not limited to, obligations\nof U.S. government agencies or instrumentalities such as the Federal National Mortgage Association (“Fannie Mae”), the Government\nNational Mortgage Association (“Ginnie Mae”), the Small Business Administration, the Federal Farm Credit Administration,\nthe Federal Home Loan Banks, the Federal Land Banks, the Federal Intermediate Credit Banks, the Tennessee Valley Authority, the Export-Import\nBank of the United States, the Commodity Credit Corporation, the Federal Financing Bank, the National Credit Union Administration and\nthe Federal Agricultural Mortgage Corporation (“Farmer Mac”).

Some\nobligations issued or guaranteed by U.S. government agencies and instrumentalities, including, for example, Ginnie Mae pass-through certificates,\nare supported by the full faith and credit of the U.S. Treasury. Other obligations issued by or guaranteed by federal agencies, such\nas those securities issued by Fannie Mae, are supported by the discretionary authority of the U.S. government to purchase certain obligations\nof the federal agency but are not backed by the full faith and credit of the U.S. government, while other obligations issued by or guaranteed\nby federal agencies, such as those of the Federal Home Loan Banks, are supported by the right of the issuer to borrow from the U.S. Treasury.\nWhile the U.S. government provides financial support to the U.S. government-sponsored federal agencies and instrumentalities described\nabove, no assurance can be given that the U.S. government will always do so, since the U.S. government is not so obligated by law. As\na result, there is a risk that these entities will default on a financial obligation. For instance, on September 6, 2008, the Federal\nHousing Finance Agency (“FHFA”) placed Fannie Mae and Freddie Mac into conservatorship. As the conservator, FHFA succeeded\nto all rights, titles, powers and privileges of Fannie Mae and Freddie Mac and of any stockholder, officer or director of Fannie Mae\nand Freddie Mac. FHFA selected a new chief executive officer and chairman of the board of directors for each of Fannie Mae and Freddie\nMac. Also, the U.S. Treasury entered into a Senior Preferred Stock Purchase Agreement imposing various covenants that severely limit\neach enterprise’s operations.

Fannie\nMae and Freddie Mac continue to operate as going concerns while in conservatorship, and each remains liable for all of its obligations,\nincluding its guaranty obligations associated with its mortgage-backed securities. The FHFA has the power to repudiate any contract entered\ninto by Fannie Mae and Freddie Mac prior to FHFA’s appointment as conservator or receiver, including the guaranty obligations of\nFannie Mae and Freddie Mac.

Types\nof Government Securities

U.S.\nTreasury Obligations. U.S. Treasury obligations consist of bills, notes and bonds issued by the U.S. Treasury and separately traded\ninterest and principal component parts of such obligations that are transferable through the federal book-entry system known as Separately\nTraded Registered Interest and Principal Securities (“STRIPS”).

STRIPS\nare sold as zero coupon securities, that is, fixed income securities that have been stripped of their unmatured interest coupons. Zero\ncoupon securities are sold at a (usually substantial) discount and redeemed at face value at their maturity date without interim cash\npayments of interest or principal. The amount of this discount is accreted over the life of the security, and the accretion constitutes\nthe income earned on the security for both accounting and tax purposes. Because of these features, the market prices of zero coupon securities\nare generally more volatile than the market prices of securities that have similar maturity but that pay interest periodically. Zero\ncoupon securities are likely to respond to a greater degree to interest rate changes than are non-zero coupon securities with similar\nmaturity and credit qualities.

U.S.\nGovernment Agencies. Some obligations issued or guaranteed by agencies of the U.S. government are supported by the full faith and\ncredit of the U.S. Treasury, others are supported by the right of the issuer to borrow from the U.S. Treasury, while still others are\nsupported only by the credit of the instrumentality. Guarantees of principal by agencies or instrumentalities of the U.S. government\nmay be a guarantee of payment at the maturity of the obligation, so that in the event of a default prior to maturity, there might not\nbe a market, and thus no means of realizing on the obligation prior to maturity. Guarantees as to the timely payment of principal and\ninterest do not extend to the value or yield of these securities nor to the value of a Fund’s Shares.

High\nYield and Unrated Securities

Each\nFund may invest in CEFs that invest in high yield securities and unrated securities of similar credit quality (commonly known as “junk\nbonds”). High yield securities generally pay higher yields (greater income) than investment in higher quality securities; however,\nhigh yield securities may be subject to greater levels of interest rate, credit and liquidity risk than funds that do not invest in such\nsecurities, and are considered predominantly speculative with respect to an issuer’s continuing ability to make principal and interest\npayments. Successful investment in high yield securities and unrated securities of similar quality involves greater investment risk and\nis highly dependent on the applicable investment adviser’s credit analysis. The value of these securities often fluctuates in response\nto company, political or economic developments and declines significantly over short periods of time or during periods of general economic\ndifficulty. An economic downturn or period of rising interest rates could adversely affect the market for these securities and reduce\nthe ability to sell these securities (liquidity risk). These securities can also be thinly traded or have restrictions on resale, making\nthem difficult to sell at an acceptable price. Because objective pricing data may be less available, judgment may play a greater role\nin the valuation process. If the issuer of a security is in default with respect to interest or principal payments, the investing CEF\nmay lose its entire investment.

Illiquid\nSecurities

Each\nFund may invest up to an aggregate amount of 15% of its net assets in illiquid securities. Illiquid securities include securities subject\nto contractual or other restrictions on resale and other instruments that lack readily available markets. The inability of a Fund to\ndispose of illiquid or not readily marketable investments readily or at a reasonable price could impair such Fund’s ability to\nraise cash for redemptions or other purposes. The liquidity of securities purchased by a Fund which are eligible for resale pursuant\nto Rule 144A, except for certain 144A bonds, will be monitored by such Fund on an ongoing basis. In the event that such a security is\ndeemed to be no longer liquid, a Fund’s holdings will be reviewed to determine what action, if any, is required to ensure that\nthe retention of such security does not result in a Fund having more than 15% of its net assets invested in illiquid or not readily marketable\nsecurities.

Investment\nCompanies

Each\nFund may invest in the securities of other investment companies, including money market funds, subject to applicable limitations under\nSection 12(d)(1) of the 1940 Act. Pursuant to Section 12(d)(1), the Fund may invest in the securities of another investment company (the\n“acquired company”) provided that the Fund, immediately after such purchase or acquisition, does not own in the aggregate:\n(i) more than 3% of the total outstanding voting stock of the acquired company; (ii) securities issued by the acquired company having\nan aggregate value in excess of 5% of the value of the total assets of the Fund; or (iii) securities issued by the acquired company and\nall other investment companies (other than treasury stock of the Fund) having an aggregate value in excess of 10% of the value of the\ntotal assets of the Fund. To the extent allowed by law or regulation, the Fund may invest its assets in securities of investment companies\nthat are money market funds in excess of the limits discussed above.

If\na Fund invests in and, thus, is a shareholder of, another investment company, the Fund’s shareholders will indirectly bear the\nFund’s proportionate share of the fees and expenses paid by such other investment company, including advisory fees, in addition\nto both the management fees payable directly by the Fund to the Fund’s own investment adviser and the other expenses that the Fund\nbears directly in connection with the Fund’s own operations.

Section\n12(d)(1) of the 1940 Act restricts investments by registered investment companies in securities of other registered investment companies,\nincluding the Funds. The acquisition of the Funds’ Shares by registered investment companies is subject to the restrictions of\nSection 12(d)(1) of the 1940 Act, except as may be permitted by exemptive rules under the 1940 Act or as may at some future time be permitted\nby an exemptive order that permits registered investment companies to invest in the Funds beyond the limits of Section 12(d)(1), subject\nto certain terms and conditions, including that the registered investment company enter into an agreement with the Fund regarding the\nterms of the investment.

The\nFunds may rely on Section 12(d)(1)(F) and Rule 12d1-3 of the 1940 Act, which provide an exemption from Section 12(d)(1) that allows the\nFunds to invest all of its assets in other registered funds, including ETFs, if, among other conditions: (a) the Funds, together with\nits affiliates, acquires no more than three percent of the outstanding voting stock of any acquired fund, and (b) the sales load charged\non the Funds’ Shares is no greater than the limits set forth in Rule 2830 of the Conduct Rules of the Financial Industry Regulatory\nAuthority, Inc. (“FINRA”).

Investment\nin Loans

Each\nFund may invest in CEFs that invest in loans, such as syndicated bank loans, senior floating rate loans, secured and unsecured loans,\nsecond lien or more junior loans, bridge loans and unfunded commitments. Such loans may incur some of the same risks as other debt securities,\nsuch as prepayment risk, credit risk, interest rate risk, liquidity risk and risks found with high yield securities. Although some loans\nare secured by collateral, the collateral may be difficult to liquidate and the value of the collateral can decline or be insufficient\nto meet the obligation of the borrower. A CEF investing in loans could also have its interest subordinated to other indebtedness of the\nobligor. As a result, a loan may not be fully collateralized and can decline significantly in value, which may result in the CEF not\nreceiving payments to which it is entitled.

Loans\nmay offer a fixed rate or floating rate of interest. Loans may decline in value if their interest rates do not rise as much or as fast\nas interest rates in general.

Loans\nare subject to the risk that the scheduled interest or principal payments will not be paid. Lower-rated loans and debt securities (those\nof less than investment grade quality), involve greater risk of default on interest and principal payments than higher-rated loans and\nsecurities. In the event that a non-payment occurs, the value of that obligation likely will decline. Debt securities rated below “BBB”\ncategory by S&P or “Baa” category by Moody’s are considered to have speculative characteristics and are commonly\nreferred to as “junk bonds.” Junk bonds entail default and other risks greater than those associated with higher-rated securities.

Loans\nare vulnerable to market sentiment such that economic conditions or other events may reduce the demand for loans and cause their value\nto decline rapidly and unpredictably. Furthermore, while the resale, or secondary, market for loans is growing, it is currently limited.\nThere is no organized exchange or board of trade on which loans are traded. Loans often trade in large denominations (typically $1 million\nand higher), and trades can be infrequent. The market has limited transparency so that information about actual trades may be difficult\nto obtain. Accordingly, some of the loans in which a CEF may invest will be relatively illiquid. Certain loans may be subject to restrictions\non resale or assignment. A CEF may have difficulty in disposing of loans in a timely fashion, which could result in losses to the CEF\nand the value of a Fund’s investment in such CEF.

Loans\nmay be issued in connection with highly leveraged transactions, such as restructurings, leveraged buyouts, leveraged recapitalizations\nand other types of acquisition financing. In such highly leveraged transactions, the borrower assumes large amounts of debt in order\nto have the financial resources to attempt to achieve its business objectives. As such, such loans may be part of highly leveraged transactions\nand involve a significant risk that the borrower may default or go into bankruptcy.

Each\nFund and any CEF in which it invests values its assets daily. However, because the secondary market for loans is limited, they may be\ndifficult to value. Market quotations may not be readily available for some loans or may be volatile and/or subject to large spreads\nbetween bid and ask prices, and valuation may require more research than for other securities. In addition, elements of judgment may\nplay a greater role in valuation than for securities with a more active secondary market, because there is less reliable, objective market\nvalue data available.

CEF\ninvesting in loans may be in possession of material non-public information about a borrower as a result of its ownership of a loan and/or\ncorporate debt security of a borrower. Because U.S. laws and regulations generally prohibit trading in securities of issuers while in\npossession of material, non-public information, the CEF might be unable to trade securities of such a borrower when it would otherwise\nbe advantageous to do so and, as such, could incur a loss, which may reduce the value of a Fund’s investment in such CEF.

Master\nLimited Partnerships (“MLPs”)

Each\nFund may purchase MLPs. MLPs are limited partnerships in which the ownership units are publicly traded. MLP units are registered with\nthe SEC and are freely traded on a securities exchange or in the OTC market. MLPs often own several properties or businesses (or own\ninterests) that are related to real estate development and oil and gas industries, but they also may finance motion pictures, research\nand development and other projects. Generally, a MLP is operated under the supervision of one or more managing general partners. Limited\npartners are not involved in the day-to-day management of the partnership.

The\nrisks of investing in a MLP are generally those involved in investing in a partnership as opposed to a corporation. For example, state\nlaw governing partnerships is often less restrictive than state law governing corporations. Accordingly, there may be fewer protections\nafforded investors in a MLP than investors in a corporation. Additional risks involved with investing in a MLP are risks associated with\nthe specific industry or industries in which the partnership invests, such as the risks of investing in real estate, or oil and gas industries.

MLPs\nare generally treated as partnerships for U.S. federal income tax purposes. When a Fund invests in the equity securities of an MLP or\nany other entity that is treated as a partnership for U.S. federal income tax purposes, a Fund will be treated as a partner in the entity\nfor federal income tax purposes. Accordingly, in calculating a Fund’s taxable income, it will be required to take into account\nits allocable share of the income, gains, losses, deductions, and credits recognized by each such entity, regardless of whether the entity\ndistributes cash to the Fund. Distributions from such an entity to a Fund are not generally taxable unless the cash amount (or, in certain\ncases, the fair market value of marketable securities) distributed to a Fund exceeds the Fund’s adjusted tax basis in its interest\nin the entity. In general, a Fund’s allocable share of such an entity’s net income will increase the Fund’s adjusted\ntax basis in its interest in the entity, and distributions to a Fund from such an entity and a Fund’s allocable share of the entity’s\nnet losses will decrease the Fund’s adjusted basis in its interest in the entity, but not below zero. Each Fund may receive cash\ndistributions from such an entity in excess of the net amount of taxable income the Fund is allocated from its investment in the entity.\nIn other circumstances, the net amount of taxable income a Fund is allocated from its investment in such an entity may exceed cash distributions\nreceived from the entity. Thus, each Fund’s investments in such an entity may lead the Fund to make distributions in excess of\nits earnings and profits, or a Fund may be required to sell investments, including when not otherwise advantageous to do so, in order\nto satisfy the distribution requirements applicable to RICs under the Code.

Depreciation\nor other cost recovery deductions passed through to each Fund from any investments in MLPs in a given year will generally reduce a Fund’s\ntaxable income, but those deductions may be recaptured in a Fund’s income in one or more subsequent years. When recognized and\ndistributed, recapture income will generally be taxable to a Fund’s shareholders at the time of the distribution at ordinary income\ntax rates, even though those shareholders might not have held shares in a Fund at the time the deductions were taken, and even though\nthose shareholders may not have corresponding economic gain on their shares at the time of the recapture. In order to distribute recapture\nincome or to fund redemption requests, a Fund may need to liquidate investments, which may lead to additional taxable income.

Money\nMarket Instruments

Each\nFund may invest a portion of its assets in high-quality money market instruments on an ongoing basis to provide liquidity or for other\nreasons. The instruments in which a Fund may invest include: (i) short-term obligations issued by the U.S. Government; (ii) negotiable\ncertificates of deposit (“CDs”), fixed time deposits and bankers’ acceptances of U.S. and foreign banks and similar\ninstitutions; (iii) commercial paper rated at the date of purchase “Prime-1” by Moody’s or “A-1+” or “A-1”\nby S&P Global Ratings (“S&P”) or, if unrated, of comparable quality as determined by a Fund; and (iv) repurchase\nagreements. CDs are short-term negotiable obligations of commercial banks. Time deposits are non-negotiable deposits maintained in banking\ninstitutions for specified periods of time at stated interest rates. Banker’s acceptances are time drafts drawn on commercial banks\nby borrowers, usually in connection with international transactions.

Mortgage-Backed\nand Asset-Backed Securities

Each\nFund may invest in CEFs that invest in mortgage-backed and asset-backed securities. Mortgage-backed securities are mortgage-related securities\nissued or guaranteed by the U.S. government, its agencies and instrumentalities, or issued by nongovernment entities. Mortgage-related\nsecurities represent ownership in pools of mortgage loans assembled for sale to investors by various government agencies such as the\nGovernment National Mortgage Association (“GNMA”) and government-related organizations such as the Federal National Mortgage\nAssociation (“FNMA”) and the Federal Home Loan Mortgage Corporation (“FHLMC”), as well as by nongovernment issuers\nsuch as commercial banks, savings and loan institutions, mortgage bankers and private mortgage insurance companies. Although certain\nmortgage-related securities are guaranteed by a third party or otherwise similarly secured, the market value of the security, which may\nfluctuate, is not so secured. These securities differ from conventional bonds in that the principal is paid back to the investor as payments\nare made on the underlying mortgages in the pool. Accordingly, the investing CEF receives monthly scheduled payments of principal and\ninterest along with any unscheduled principal prepayments on the underlying mortgages. Because these scheduled and unscheduled principal\npayments must be reinvested at prevailing interest rates, mortgage-backed securities do not provide an effective means of locking in\nlong-term interest rates for the investor.

In\naddition, there are a number of important differences among the agencies and instrumentalities of the U.S. government that issue mortgage-related\nsecurities and among the securities they issue. Mortgage-related securities issued by GNMA include GNMA Mortgage Pass-Through Certificates\n(also known as Ginnie Maes) which are guaranteed as to the timely payment of principal and interest. That guarantee is backed by the\nfull faith and credit of the U.S. Treasury. GNMA is a corporation wholly owned by the U.S. government within the Department of Housing\nand Urban Development. Mortgage-related securities issued by FNMA include FNMA Guaranteed Mortgage Pass-Through Certificates (also known\nas Fannie Maes) and are guaranteed as to payment of principal and interest by FNMA itself and backed by a line of credit with the U.S.\nTreasury. FNMA is a government-sponsored entity wholly owned by public stockholders. Mortgage-related securities issued by FHLMC include\nFHLMC Mortgage Participation Certificates (also known as Freddie Macs) guaranteed as to payment of principal and interest by FHLMC itself\nand backed by a line of credit with the U.S. Treasury. FHLMC is a government-sponsored entity wholly owned by public stockholders.

In\nSeptember 2008, the Federal Housing Finance Agency (“FHFA”) placed FNMA and FHLMC into conservatorship, and FHFA succeeded\nto all rights, titles, powers and privileges of FNMA and FHLMC. The U.S. Treasury entered into a Senior Preferred Stock Purchase Agreement\nwith each of FNMA and FHLMC pursuant to which the U.S. Treasury will disburse up to an aggregate of $200 billion to each of FNMA and\nFHLMC to maintain a positive net worth in each enterprise; this agreement contains various covenants that severely limit each enterprise’s\noperation. The U.S. Treasury also announced the creation of a new secured lending facility that is available to FNMA and FHLMC as a liquidity\nbackstop and announced the creation of a temporary program to purchase mortgage-backed securities issued by FNMA and FHLMC. FHFA has\nthe power to repudiate any contract entered into by FNMA or FHLMC prior to FHFA’s appointment if FHFA determines that performance\nof the contract is burdensome and the repudiation of the contract promotes the orderly administration of FNMA’s or FHLMC’s\naffairs. FHFA has indicated that it has no intention to repudiate the guaranty obligations of FNMA or FHLMC. FHFA also has the right\nto transfer or sell any asset or liability of FNMA or FHLMC without any approval, assignment or consent, although FHFA has stated that\nis has no present intention to do so. In addition, holders of mortgage-backed securities issued by FNMA and FHLMC may not enforce certain\nrights related to such securities against FHFA, or the enforcement of such rights may be delayed, during the conservatorship. While the\nactions of the U.S. Treasury are intended to support the operations of FNMA and FHLMC, there is no guarantee that such actions will be\nsuccessful. Furthermore, the U.S. Congress has considered proposals to wind down or restructure the operations of both FNMA and FHLMC.\nThe passage of any such proposal has the potential to impact the value of securities issued by FNMA or FHLMC, which could adversely affect\nthe investing CEF.

Asset-backed\nsecurities are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying\nassets may include such items as motor vehicle installment sales contracts or installment loan contracts, leases of various types of\nreal and personal property, and receivables from credit card agreements and from sales of personal property. Regular payments received\non asset-backed securities include both interest and principal. Asset-backed securities typically have no U.S. government backing. Additionally,\nthe ability of an issuer of asset-backed securities to enforce its security interest in the underlying assets may be limited.

If\nthe investing CEF purchases a mortgage-backed or other asset-backed security at a premium, the premium may be lost if there is a decline\nin the market value of the security whether resulting from changes in interest rates or prepayments in the underlying collateral. As\nwith other interest-bearing securities, the prices of such securities are inversely affected by changes in interest rates. Although the\nvalue of a mortgage-backed or other asset-backed security may decline when interest rates rise, the converse is not necessarily true,\nsince in periods of declining interest rates the mortgages and loans underlying the securities are prone to prepayment, thereby shortening\nthe average life of the security and shortening the period of time over which income at the higher rate is received. When interest rates\nare rising, the rate of prepayment tends to decrease, thereby lengthening the period of time over which income at the lower rate is received.\nFor these and other reasons, a mortgage-backed or other asset-backed security’s average maturity may be shortened or lengthened\nas a result of interest rate fluctuations and, therefore, it is not possible to predict accurately the security’s return. In addition,\nwhile the trading market for short-term mortgages and asset-backed securities is ordinarily quite liquid, in times of financial stress\nthe trading market for these securities may become restricted.

New\nCompanies

Each\nFund may invest its assets in the securities of companies with continuous operations of less than three years (“new companies”).\nInvestments in new companies involve considerations that are not applicable to investing in securities of established, larger-capitalization\nissuers, including reduced and less reliable information about issuers and markets, less stringent financial disclosure requirements\nand accounting standards, illiquidity of securities and markets, higher brokerage commissions and fees and greater market risk in general.\nIn addition, securities of new companies may involve greater risks since these securities may have limited marketability and, thus, may\nbe more volatile. Because such companies normally have fewer shares outstanding than larger companies, it may be more difficult for a\nFund to buy or sell significant amounts of such shares without an unfavorable impact on prevailing prices. These companies may have limited\nproduct lines, markets or financial resources and may lack management depth. In addition, these companies are typically subject to a\ngreater degree of changes in business prospects than are larger, more established companies. There is typically less publicly available\ninformation concerning these companies than for larger, more established ones.

Although\ninvesting in securities of these companies offers potential for above-average returns if the companies are successful, the risk exists\nthat the companies will not succeed, and the prices of the companies’ shares could significantly decline in value. Therefore, an\ninvestment in the Fund may involve a greater degree of risk than an investment in other mutual funds that seek capital appreciation by\ninvesting in more established, larger companies.

Non-U.S.\nSecurities

Each\nFund may invest in non-U.S. securities. Investments in non-U.S. securities involve certain risks that may not be present in investments\nin U.S. securities. For example, non-U.S. securities may be subject to currency risks or to political or economic instability. There\nmay be less information publicly available about a non-U.S. issuer than about a U.S. issuer, and a foreign issuer may or may not be subject\nto uniform accounting, auditing and financial reporting standards and practices comparable to those in the U.S. Investments in non-U.S.\nsecurities may be subject to withholding or other taxes and may be subject to additional trading, settlement, custodial, and operational\nrisks. Other risks of investing in such securities include political or economic instability in the country involved, the difficulty\nof predicting international trade patterns and the possibility of imposition of exchange controls. The prices of such securities may\nbe more volatile than those of domestic securities. With respect to certain foreign countries, there is a possibility of expropriation\nof assets or nationalization, imposition of withholding taxes on dividend or interest payments, difficulty in obtaining and enforcing\njudgments against foreign entities or diplomatic developments which could affect investment in these countries. Losses and other expenses\nmay be incurred in converting between various currencies in connection with purchases and sales of foreign securities. Since foreign\nexchanges may be open on days when a Fund does not price its shares, the value of the securities in such Fund’s portfolio may change\non days when shareholders will not be able to purchase or sell such Fund’s shares. Conversely, Shares may trade on days when foreign\nexchanges are closed. Each of these factors can make investments in a Fund more volatile and potentially less liquid than other types\nof investments.

Investments\nin Emerging Markets. Each Fund may invest in emerging market securities. Investments in securities listed and traded in emerging\nmarkets are subject to additional risks that may not be present for U.S. investments or investments in more developed non-U.S. markets.\nSuch risks may include: (i) greater market volatility, (ii) lower trading volume, (iii) greater social, political and economic uncertainty,\n(iv) governmental controls on foreign investments and limitations on repatriation of invested capital, (v) the risk that companies may\nbe held to lower disclosure, corporate governance, auditing and financial reporting standards than companies in more developed markets,\nand (vi) the risk that there may be less protection of property rights than in other countries. Emerging markets are generally less liquid\nand less efficient than developed securities markets.

Investments\nin Europe. Most developed countries in Western Europe are members of the European Union (EU), and many are also members of the\nEuropean Monetary Union (“EMU”), which requires compliance with restrictions on inflation rates, deficits, and debt levels.\nCertain European nations recently have experienced historically high levels of unemployment and/or significant debt problems. These conditions\ncan significantly affect every European country and their economic partners. The euro is the official currency of the EU. A Fund’s\ninvestments in Europe may have significant exposure to the euro and events affecting the euro. Recent market events affecting several\nof the EU member countries have adversely affected the sovereign debt issued by those countries, and ultimately may lead to a decline\nin the value of the euro. A significant decline in the value of the euro may produce unpredictable effects on trade and commerce generally\nand could lead to increased volatility in financial markets worldwide. In addition, the future of the EU is uncertain. In a June 2016\nreferendum, the United Kingdom (the “UK”) officially withdrew from the EU and the two sides entered into a transition phase\nthat is scheduled to conclude on December 31, 2020, during which the UK effectively remains in the EU from an economic perspective but\nno longer has any political representation in the EU parliament. During the transition phase, the UK and the EU will seek to negotiate\nand finalize a new trade deal. It is possible that the transition date could be extended for up to two years. If no deal is agreed to,\nthe UK may exit the EU through a “hard Brexit.” The impact of a hard Brexit on the UK and the EU and the broader global economy\nis unknown but could be significant and could result in increased volatility and illiquidity and potentially lower economic growth. Brexit\nmay have a negative impact on the economy and currency of the UK and EU as a result of anticipated, perceived or actual changes to the\nUK’s economic and political relations with the EU. Brexit may also have a destabilizing impact on the EU to the extent other member\nstates similarly seek to withdraw from the union. Any further exits from the EU, or the possibility of such exits, would likely cause\nadditional market disruption globally and introduce new legal and regulatory uncertainties. Any or all of these challenges may affect\nthe value of a Fund’s investments that are economically tied to the UK or the EU, and could have an adverse impact on a Fund’s\nperformance.

Qualified\nFinancial Contracts

Regulations\nadopted by prudential regulators require that certain qualified financial contracts (as defined below) entered into with certain counterparties\nthat are U.S. banks or are part of a U.S. or foreign banking organization designated as a global-systemically important banking organization\nto include contractual provisions that delay or restrict the rights of counterparties, such as the Funds (to the extent transacting in\nsuch contracts), to exercise certain close-out, cross-default and similar rights under certain conditions. Qualified financial contracts\nare subject to an automatic one-day stay during which counterparties, such as the Funds, will be prevented from closing out a qualified\nfinancial contract if the counterparty is subject to resolution proceedings and prohibit the Funds from exercising default rights due\nto a receivership or similar proceeding of an affiliate of the counterparty. Implementation of these requirements may increase credit\nand other risks to the Funds. “Qualified financial contracts” include securities contracts, swaps, currency forwards and\nother derivatives and related agreements as well as repurchase agreements and securities lending agreements.

Real\nEstate Investment Trusts (“REITs”)

Each\nFund may purchase REITS. A REIT is a corporation or business trust (that would otherwise be taxed as a corporation for U.S. federal income\ntax purposes) which meets the definitional requirements of the Code. The Code permits a qualifying REIT to deduct from taxable income\nthe dividends paid, thereby effectively eliminating corporate level federal income tax. To meet the definitional requirements of the\nCode, a REIT must, among other things: invest substantially all of its assets in interests in real estate (including mortgages and other\nREITs), cash and government securities; derive most of its income from rents from real property or interest on loans secured by mortgages\non real property; and, in general, distribute annually 90% or more of its taxable income (other than net capital gains) to shareholders.

REITs\nare sometimes informally characterized as Equity REITs and Mortgage REITs. An Equity REIT invests primarily in the fee ownership or leasehold\nownership of land and buildings (e.g., commercial equity REITs and residential equity REITs); a Mortgage REIT invests primarily in mortgages\non real property, which may secure construction, development or long-term loans.

REITs\nmay be affected by changes in underlying real estate values, which may have an exaggerated effect to the extent that REITs in which the\nFund invests may concentrate investments in particular geographic regions or property types. Additionally, rising interest rates may\ncause investors in REITs to demand a higher annual yield from future distributions, which may in turn decrease market prices for equity\nsecurities issued by REITs. Rising interest rates also generally increase the costs of obtaining financing, which could cause the value\nof each Fund’s investments to decline. During periods of declining interest rates, certain Mortgage REITs may hold mortgages that\nthe mortgagors elect to prepay, which prepayment may diminish the yield on securities issued by such Mortgage REITs. In addition, Mortgage\nREITs may be affected by the ability of borrowers to repay when due the debt extended by the REIT and Equity REITs may be affected by\nthe ability of tenants to pay rent.

Certain\nREITs have relatively small market capitalization, which may tend to increase the volatility of the market price of securities issued\nby such REITs. Furthermore, REITs are dependent upon specialized management skills, have limited diversification and are, therefore,\nsubject to risks inherent in operating and financing a limited number of projects. By investing in REITs indirectly through a Fund, a\nshareholder will bear not only his or her proportionate share of the expenses of a Fund, but also, indirectly, similar expenses of the\nREITs. REITs depend generally on their ability to generate cashflow to make distributions to shareholders.

In\naddition to these risks, Equity REITs may be affected by changes in the value of the underlying property owned by the trusts, while Mortgage\nREITs may be affected by the quality of any credit extended. Further, Equity and Mortgage REITs are dependent upon management skills\nand generally may not be diversified. Equity and Mortgage REITs are also subject to heavy cashflow dependency defaults by borrowers and\nself-liquidation. In addition, Equity and Mortgage REITs could possibly fail to qualify for the favorable U.S. federal income tax treatment\ngenerally available to REITs under the Code or fail to maintain their exemptions from registration under the 1940 Act. The above factors\nmay also adversely affect a borrower’s or a lessee’s ability to meet its obligations to the REIT. In the event of default\nby a borrower or lessee, the REIT may experience delays in enforcing its rights as a mortgagee or lessor and may incur substantial costs\nassociated with protecting its investments.

Short-Term\nInstruments

Each\nFund may invest in short-term instruments, including short-term Treasuries and money market instruments, on an ongoing basis to provide\nliquidity or for other reasons. Money market instruments are generally short-term investments that may include but are not limited to:\n(i) shares of money market funds; (ii) obligations issued or guaranteed by the U.S. government, its agencies or instrumentalities (including\ngovernment-sponsored enterprises); (iii) negotiable certificates of deposit (“CDs”), bankers’ acceptances, fixed time\ndeposits and other obligations of U.S. and foreign banks (including foreign branches) and similar institutions; (iv) commercial paper\nrated at the date of purchase “Prime-1” by Moody’s or “A-1” by S&P, or if unrated, of comparable quality\nas determined by the Adviser; (v) non-convertible corporate debt securities (e.g., bonds and debentures) with remaining maturities at\nthe date of purchase of not more than 397 days and that satisfy the rating requirements set forth in Rule 2a-7 under the 1940 Act; and\n(vi) short-term U.S. dollar-denominated obligations of foreign banks (including U.S. branches) that, in the opinion of the Adviser, are\nof comparable quality to obligations of U.S. banks which may be purchased by a Fund. Any of these instruments may be purchased on a current\nor a forward-settled basis. Time deposits are non-negotiable deposits maintained in banking institutions for specified periods of time\nat stated interest rates. Bankers’ acceptances are time drafts drawn on commercial banks by borrowers, usually in connection with\ninternational transactions.

A\ndescription of certain other types of short-term instruments and/or cash equivalents that may be purchased by a Fund appears below.

Repurchase\nAgreements. In a repurchase agreement, a Fund buys a security from a bank or a broker-dealer that has agreed to repurchase the\nsame security at a mutually agreed-upon date and price. The resale price normally reflects the purchase price plus a mutually agreed-upon\ninterest rate. This interest rate is effective for the period of time a Fund is invested in the agreement and is not related to the coupon\nrate on the underlying security. The period of these repurchase agreements will be short, and generally a Fund will not enter into a\nrepurchase agreement for a period of more than seven (7) days.

Repurchase\nagreements are subject to certain risks that may adversely affect a Fund. If a seller defaults, a Fund may incur a loss if the value\nof the collateral securing the repurchase agreement declines and may incur disposition costs in connection with liquidating the collateral.\nIn addition, if bankruptcy proceedings are commenced with respect to a seller of the security, a Fund’s ability to dispose of the\ncollateral may be delayed or limited.

Short-Term\nCorporate Debt Securities. Short-term corporate debt securities include bills, notes, debentures, money market instruments and\nsimilar instruments and securities, and are generally used by corporations and other issuers to borrow money from investors for such\npurposes as working capital or capital expenditures. The issuer pays the investor a variable or fixed rate of interest and normally must\nrepay the amount borrowed on or before maturity. The investment return of corporate debt securities reflects interest earnings and changes\nin the market value of the security. The market value of a corporate debt obligation may be expected to rise and fall inversely with\ninterest rates generally. In addition to interest rate risk, corporate debt securities also involve the risk that the issuers of the\nsecurities may not be able to meet their obligations on interest or principal payments at the time called for by an instrument. The rate\nof return or return of principal on some debt obligations may be linked or indexed to the level of exchange rates between the U.S. dollar\nand a foreign currency or currencies.

Tracking\nStocks

Each\nFund may invest in tracking stocks. A tracking stock is a separate class of common stock whose value is linked to a specific business\nunit or operating division within a larger company and which is designed to “track” the performance of such business unit\nor division. The tracking stock may pay dividends to shareholders independent of the parent company. The parent company, rather than\nthe business unit or division, generally is the issuer of tracking stock. However, holders of the tracking stock may not have the same\nrights as holders of the company’s common stock.

Special\nConsiderations and Risks

A\ndiscussion of the risks associated with an investment in each Fund is contained in the Prospectus. The discussion below supplements,\nand should be read in conjunction with, the Prospectus.

General

Investment\nin a Fund should be made with an understanding that the value of the Fund’s portfolio investments may fluctuate in accordance with\nchanges in the financial condition of the issuers thereof, the value of financial instruments generally and other factors.

An\ninvestment in the Fund should also be made with an understanding of the risks inherent in an investment in securities and derivatives,\nincluding the risk that the financial condition of issuers may become impaired or that the general condition of the securities and derivatives\nmarkets may deteriorate (either of which may cause a decrease in the value of the portfolio investments and thus in the value of Shares).\nSecurities are susceptible to general market fluctuations and to volatile increases and decreases in value as market confidence in and\nperceptions of their issuers change. These investor perceptions are based on various and unpredictable factors including expectations\nregarding government, economic, monetary and fiscal policies, inflation and interest rates, economic expansion or contraction, and global\nor regional political, economic and banking crises.

Cyber\nSecurity

The\nFunds, their service providers, the Exchange, and Authorized Participants are susceptible to cyber security risks that include, among\nother things, theft, unauthorized monitoring, release, misuse, loss, destruction or corruption of confidential and highly restricted\ndata; denial of service attacks; unauthorized access to relevant systems, compromises to networks or devices that the Funds and their\nservice providers use to service the Funds’ operations; or operational disruption or failures in the physical infrastructure or\noperating systems that support the Funds and their service providers. Cyber-attacks against or security breakdowns of the Funds, their\nservice providers, the Exchange, or Authorized Participants may adversely impact the Funds and their shareholders, potentially resulting\nin, among other things, financial losses; the inability of Fund shareholders to transact business and the Funds to process transactions;\ninability to calculate the Funds’ NAVs; violations of applicable privacy and other laws; regulatory fines, penalties, reputational\ndamage, reimbursement or other compensation costs; and/or additional compliance costs. The Funds may incur additional costs for cyber\nsecurity risk management and remediation purposes. In addition, cyber security risks may also impact issuers of securities in which the\nFunds invest, which may cause the Funds’ investment in such issuers to lose value. There can be no assurance that the Funds, their\nservice providers, the Exchange, or Authorized Participants will not suffer losses relating to cyber-attacks or other information security\nbreaches in the future.

Tax\nRisks

As\nwith any investment, you should consider how your investment in Shares of a Fund will be taxed. The federal income tax information in\nthe Prospectus and this SAI is provided as general information. You should consult your own tax professional about the tax consequences\nof an investment in Shares of a Fund.

Unless\nyour investment in Shares is made through a tax-exempt entity or tax-advantaged retirement account, such as an individual retirement\naccount, you need to be aware of the possible tax consequences when the Fund makes distributions or you sell Shares.

Investment\nRestrictions

The\nTrust has adopted the following investment restrictions as fundamental policies with respect to each Fund. These restrictions cannot\nbe changed with respect to a Fund without the approval of the holders of a majority of the Fund’s outstanding voting securities.\nFor the purposes of the 1940 Act, a “majority of outstanding shares” means the vote of the lesser of: (1) 67% or more of\nthe voting securities of the Fund present at the meeting if the holders of more than 50% of the Fund’s outstanding voting securities\nare present or represented by proxy; or (2) more than 50% of the outstanding voting securities of the Fund. Except with the approval\nof a majority of the outstanding voting securities, a Fund may not:

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	1.	Concentrate\n its investments in an industry or group of industries (i.e., hold 25% or more of its net assets in the securities of a particular\n industry or group of industries) except that (1) (for Funds that seek exposure to an Underlying Stock) each Fund shall concentrate\n in the industry assigned to that of its respective Underlying Stock; and (2)( for Funds that seek exposure to the performance of\n an Underlying ETF) each Fund shall concentrate in an industry or group of industries to the extent that the applicable Underlying\n ETF does. For purposes of this limitation, securities of the U.S. government (including its agencies and instrumentalities), and\n securities of state or municipal governments and their political subdivisions are not considered to be issued by members of any industry.

	2.	Borrow\n money or issue senior securities (as defined under the 1940 Act), except to the extent permitted under the 1940 Act, the rules and\n regulations thereunder or any exemption therefrom, as such statute, rules or regulations may be amended or interpreted from time\n to time.

	3.	Lend\n any security or make any other loan except to the extent permitted under the 1940 Act the rules and regulations thereunder or any\n exemption therefrom, as such statute, rules or regulations may be amended or interpreted from time to time.

	4.	Purchase\n or sell commodities or real estate, except to the extent permitted under the 1940 Act, the rules and regulations thereunder or any\n exemption therefrom, as such statute, rules or regulations may be amended or interpreted from time to time.

	5.	Underwrite\n securities issued by other persons, except to the extent permitted under the 1940 Act, the rules and regulations thereunder or any\n exemption therefrom, as such statute, rules or regulations may be amended or interpreted from time to time.

In\naddition to the investment restrictions adopted as fundamental policies as set forth above, each Fund observes the following restrictions,\nwhich may be changed without a shareholder vote.

\n \n \n \n \n

The\n Fund will not invest in illiquid assets in excess of 15% of its net assets. An illiquid asset is any asset which may not be sold\n or disposed of in the ordinary course of business within seven days at approximately the value at which the Fund has valued the investment.

The\ninvestment objective of each Fund is a non-fundamental policy that can be changed by the Board without approval by shareholders.

If\na percentage limitation is adhered to at the time of investment or contract, a later increase or decrease in percentage resulting from\nany change in value or total or net assets will not result in a violation of such restriction, except that the percentage limitations\nwith respect to the borrowing of money and illiquid securities will be observed continuously.

During\ntimes of adverse market, economic, political or other conditions, a Fund may depart temporarily from its principal investment strategies\n(such as by maintaining a significant uninvested cash position) for defensive purposes. Doing so could help the Fund avoid losses, but\nmay mean lost investment opportunities. During these periods, the Fund may not achieve its investment objective.

Exchange\nListing and Trading

A\ndiscussion of exchange listing and trading matters associated with an investment in a Fund is contained in the summary section of the\nFund’s Prospectus under the “PURCHASE AND SALE OF FUND SHARES” and in the statutory Prospectus under “BUYING\nAND SELLING SHARES.” The discussion below supplements, and should be read in conjunction with, such sections of the Prospectus.

The\nShares of each Fund are approved for listing and trading on the Exchange, subject to notice of issuance. The Shares trade on the Exchange\nat prices that may differ to some degree from their NAV. There can be no assurance that the requirements of the Exchange necessary to\nmaintain the listing of Shares of a Fund will continue to be met.

The\nExchange may, but is not required to, remove the Shares of a Fund from listing if: (i) following the initial twelve-month period beginning\nupon the commencement of trading of the Fund, there are fewer than 50 beneficial holders of the Shares for 30 or more consecutive trading\ndays; (ii) the value of the security or portfolio of securities on which the Fund is based is no longer calculated or available; or (iii)\nsuch other event shall occur or condition exists that, in the opinion of the Exchange, makes further dealings on the Exchange inadvisable.\nIn addition, the Exchange will remove a Fund’s Shares from listing and trading upon termination of the Trust or the Fund.

The\nTrust reserves the right to adjust the Share price of a Fund in the future to maintain convenient trading ranges for investors. Any adjustments\nwould be accomplished through stock splits or reverse stock splits, which would have no effect on the net assets of the Fund.

As\nin the case of other publicly traded securities, brokers’ commissions on transactions will be based on negotiated commission rates\nat customary levels.

The\nbase and trading currencies of each Fund is the U.S. dollar. The base currency is the currency in which a Fund’s NAV per Share\nis calculated and the trading currency is the currency in which Shares of the Fund are listed and traded on the Exchange.

There\ncan be no assurance that the Funds will continue to meet the requirements of the Exchange necessary to maintain the listing of Shares.\nThe Exchange may, but is not required to, remove the Shares from listing if: (i) following the initial 12-month period beginning at the\ncommencement of trading of the Funds, there are fewer than 50 beneficial owners of the Shares for 30 or more consecutive trading days;\n(ii) the value of the Fund’s assets is no longer available; or (iii) such other event shall occur or condition shall exist that,\nin the opinion of the Exchange, makes further dealings on the Exchange inadvisable. The Exchange will remove the Shares from listing\nand trading upon termination of the Fund.

The\nTrust reserves the right to adjust the price levels of the Shares in the future to help maintain convenient trading ranges for investors.\nAny adjustments would be accomplished through stock splits or reverse stock splits, which would have no effect on the net assets of the\nFund.

Management\nof the Trust

The\nfollowing information supplements and should be read in conjunction with the section in the Prospectus entitled “Fund Management.”

Trustees\nand Officers of the Trust

Board\nResponsibilities. The management and affairs of the Trust and each Fund described in this SAI are overseen by the Board. The Board\nelects the officers of the Trust who are responsible for administering the day-to-day operations of the Trust and the Funds. The Board\nhas approved contracts, as described below, under which certain companies provide essential services to the Trust.

Like\nmost registered investment companies, the day-to-day business of the Trust, including the management of risk, is performed by third party\nservice providers, such as the Adviser or the Administrator (as defined below). The Board is responsible for overseeing the Trust’s\nservice providers and, thus, has oversight responsibility with respect to risk management performed by those service providers. Risk\nmanagement seeks to identify and address risks, i.e., events or circumstances that could have material adverse effects on the business,\noperations, shareholder services, investment performance or reputation of a Fund. Each Fund and its service providers employ a variety\nof processes, procedures and controls to identify various of those possible events or circumstances, to lessen the probability of their\noccurrence and/or to mitigate the effects of such events or circumstances if they do occur. Each service provider is responsible for\none or more discrete aspects of the Trust’s business (e.g., the Adviser is responsible for the day-to-day management of the Fund’s\nportfolio investments) and, consequently, for managing the risks associated with that business. The Board has emphasized to the Funds’\nservice providers the importance of maintaining vigorous risk management.

The\nrole of the members of the Board (the “Trustees”) in risk oversight begins before the inception of a Fund, at which time\ncertain of the Fund’s service providers present the Board with information concerning the investment objectives, strategies and\nrisks of the Fund as well as proposed investment limitations for the Fund. Additionally, the Fund’s Adviser provides the Board\nwith an overview of, among other things, its investment philosophy, brokerage practices and compliance infrastructure.

Thereafter,\nthe Board continues its oversight function as various personnel, including the CCO, as well as personnel of the Adviser and other service\nproviders such as the Fund’s independent accountants, make periodic reports to the Audit Committee or to the Board with respect\nto various aspects of risk management. The Board and the Audit Committee oversee efforts by management and service providers to manage\nrisks to which the Fund may be exposed.

The\nBoard is responsible for overseeing the nature, extent and quality of the services provided to each Fund by the Adviser and receives\ninformation about those services at its regular meetings. In addition, on an annual basis, in connection with its consideration of whether\nto renew the Funds’ investment advisory agreements with the Adviser, the Board meets with the Adviser to review such services.\nAmong other things, the Board regularly considers the Adviser’s adherence to the Funds’ investment restrictions and compliance\nwith various Fund policies and procedures and with applicable securities regulations. The Board also reviews information about the Funds’\nperformance and the Funds’ investments, including, for example, portfolio holdings schedules.

The\nCCO reports regularly to the Board to review and discuss compliance issues and Fund and Adviser risk assessments. At least annually,\nthe CCO provides the Board with a report reviewing the adequacy and effectiveness of the Trust’s policies and procedures and those\nof its service providers, including the Adviser. The report addresses the operation of the policies and procedures of the Trust and each\nservice provider since the date of the last report; any material changes to the policies and procedures since the date of the last report;\nany recommendations for material changes to the policies and procedures; and any material compliance matters since the date of the last\nreport.

The\nBoard receives reports from the Funds’ service providers regarding operational risks and risks related to the valuation and liquidity\nof portfolio securities. The Board has also established a Valuation Committee that is responsible for implementing the Trust’s\nvaluation procedures and providing reports to the Board concerning investments for which market quotations are not readily available.\nAnnually, the independent registered public accounting firm reviews with the Audit Committee its audit of the Funds’ financial\nstatements, focusing on major areas of risk encountered by the Funds and noting any significant deficiencies or material weaknesses in\nthe Funds’ internal controls. Additionally, in connection with its oversight function, the Board oversees Fund management’s\nimplementation of disclosure controls and procedures, which are designed to ensure that information required to be disclosed by the Trust\nin its periodic reports with the SEC are recorded, processed, summarized, and reported within the required time periods. The Board also\noversees the Trust’s internal controls over financial reporting, which comprise policies and procedures designed to provide reasonable\nassurance regarding the reliability of the Trust’s financial reporting and the preparation of the Trust’s financial statements.

From\ntheir review of these reports and discussions with the Adviser, the CCO, the independent registered public accounting firm and other\nservice providers, the Board and the Audit Committee learn in detail about the material risks of the Funds, thereby facilitating a dialogue\nabout how management and service providers identify and mitigate those risks.

The\nBoard recognizes that not all risks that may affect the Funds can be identified and/or quantified, that it may not be practical or cost-effective\nto eliminate or mitigate certain risks, that it may be necessary to bear certain risks (such as investment-related risks) to achieve\neach Fund’s goals, and that the processes, procedures and controls employed to address certain risks may be limited in their effectiveness.\nMoreover, reports received by the Trustees as to risk management matters are typically summaries of the relevant information. Most of\na Fund’s investment management and business affairs are carried out by or through the Adviser and other service providers, each\nof which has an independent interest in risk management but whose policies and the methods by which one or more risk management functions\nare carried out may differ from the Fund’s and each other’s in the setting of priorities, the resources available or the\neffectiveness of relevant controls. As a result of the foregoing and other factors, the Board’s ability to monitor and manage risk,\nas a practical matter, is subject to limitations.

Members\nof the Board and Officers

There\nare three members of the Board, two of whom are not interested persons of the Trust, as that term is defined in the 1940 Act (“Independent\nTrustees”). William Rhind, an interested person of the Trust, serves as Chairman of the Board. The Trust does not have a lead Independent\nTrustee. The Board is comprised of 66% Independent Trustees. There is an Audit Committee of the Board that is chaired by an Independent\nTrustee and comprised solely of Independent Trustees. The Audit Committee chair presides at the Audit Committee meetings, participates\nin formulating agendas for Audit Committee meetings, and coordinates with management to serve as a liaison between the Independent Trustees\nand management on matters within the scope of responsibilities of the Audit Committee as set forth in its Board-approved charter. Because\nof the ease of communication arising from the relatively small size of the Board and the small number of Independent Trustees, the Board\nhas determined not to designate a lead Independent Trustee at this time.

The\nTrust has determined its leadership structure is appropriate given the specific characteristics and circumstances of the Trust. The Trust\nmade this determination in consideration of, among other things, the fact that the Independent Trustees constitute 66% of the Board,\nthe number of Independent Trustees that constitute the Board, the amount of assets under management in the Trust, and the number of funds\noverseen by the Board. The Board also believes that its leadership structure facilitates the orderly and efficient flow of information\nto the Independent Trustees from Fund management.

The\nBoard of Trustees has three standing committees: the Audit Committee, Nominating Committee and Valuation Committee. The Audit Committee\nand Nominating Committee are chaired by an Independent Trustee and composed of the Independent Trustees.

Set\nforth below are the names, birth years, positions with the Trust, length of term of office, the number of portfolios in the Fund Complex\n(defined below) overseen, and the principal occupations and other directorships held during at least the last five years of each of the\npersons currently serving as a Trustee, as well as information about each officer of the Trust. The business address of each Trustee\nand officer of the Trust is 250 Broadway, 24^th Floor, New York, New York 10007. The “Fund Complex” includes all\nopen-and closed-end funds (including all of their portfolios) advised by the Adviser. As of the date of this SAI, the Fund Complex consists\nof 271 funds.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Name and Year of Birth	Position(s) Held with \n the Trust, Term of \n Office and Length of \n Time Served	Principal Occupation(s) \n During Past 5 Years	Number of \n Portfolios in \n Fund \n Complex \n Overseen \n By Trustee \n and/or \n Officer		Other \n Directorships Held \n by Trustee During \n Past 5 Years
*Interested Trustees\n and Officers*
William Rhind 1979	Trustee, Chairman of the Board, Treasurer\n and Secretary, President of the Trust \n (since 2016)⁽¹⁾	CEO, World Gold Trust Services LLC (sponsor\n of SPDR Gold Trust) \n (2013-2016) \n \n Managing Director, ETF Securities (investment\n advisory firm) \n (2007-2013)		271		Director, University of Bath\n Foundation (charitable organization)

Theodore J. Uhl 1974	Chief Compliance Officer of the Trust \n (since 2021)	Mr. Uhl joined ALPS in October 2006, and\n is currently Deputy Compliance Officer of ALPS. Prior to his current role, Mr. Uhl served as Senior Risk Manager for ALPS from October\n 2006 until June 2010. Before joining ALPS, Mr. Uhl served a Sr. Analyst with Enenbach and Associates (RIA), and a Sr. Financial Analyst\n at Sprint. Mr. Uhl is also CCO of Financial Investors Trust, Boulder Growth & Income Fund, Inc., Centre Funds, Reaves Utility\n Income Fund and XAI Octagon Floating Rate & Alternative Income Term Trust.		271		None

\n \n \n \n

(1)	William\n Rhind is an interested trustee due to his ownership of shares of, and his position as CEO of, GraniteShares, Inc., the owner of the\n Adviser.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

*Independent Trustees*
Steven James Smyser 1973	Independent Trustee of the Trust (since 2017)	\n Director of Finance, Merchant Plus (electronic\n payment solutions) \n (2024 – Present) \n \n CFO, Packet Host, Inc. (information technology\n firm) (2014-2024) \n \n Founder, Silver Horse Capital Partners, LLC (hedge\n fund) (2013- present) \n Director, Citi (1999-2013)	271	None

Seddik Meziani 1952	Independent Trustee of the Trust (since 2017)	\n Professor, Montclair State University, New Jersey \n (1999- present)	271	Member of the Research Advisory Board, ETF Global, LLC (market data and research provider)

Individual\nTrustee Qualifications. The Trust has concluded that each of the Trustees should serve on the Board because of their ability to review\nand understand information about the Funds provided to them by management, to identify and request other information they may deem relevant\nto the performance of their duties, to question management and other service providers regarding material factors bearing on the management\nand administration of the Funds, and to exercise their business judgment in a manner that serves the best interests of the Funds’\nshareholders. The Trust has concluded that each of the Trustees should serve as a Trustee based on their own experience, qualifications,\nattributes and skills as described below.

William\nRhind is the founder and CEO of GraniteShares, Inc., an independent ETF company based in New York. Prior to GraniteShares, Mr. Rhind\nwas CEO of World Gold Trust Services LLC, part of the World Gold Council. Prior to joining the World Gold Council in 2013, Mr. Rhind\nwas a senior executive at ETF Securities, from 2007 to 2013. He was also formerly a Principal at iShares. Mr. Rhind is a graduate of\nthe University of Bath, in England.

Seddik\nMeziani is a professor of finance at Montclair State University, NJ, and the Soliciting Editor of The Journal of Index Investing. He\nreceived a Ph.D. from Rensselaer Polytechnic Institute and an MBA from New York University. He has authored three ETF books and authored\nor coauthored 32 peer reviewed articles, along with editorials, commentaries and other articles in newspapers, magazines and trade journals.\nDr. Meziani is also a consultant and speaker. He is frequently quoted by the media on ETF topics and speaks regularly at industry conferences.

Steven\nSmyser is the Director of finance at MerchantPlus, a company that offers electronic payment solutions for Internet businesses. Previously\nMr. Smyser was the CFO at Packet Host, Inc., a company that offers cloud storage and computing solutions. He is also the founder of Silver\nHorse Capital Partners, LLC. Mr. Smyser worked as a Director at Citi trading equity derivatives until 2013. In this role, he covered\na collection of the largest customers of the firm and was responsible for various proprietary stock and option trading strategies. During\nhis 14-year tenure at Citi, Mr. Smyser also held various risk management roles in both the Fixed Income and Equities divisions. Prior\nto joining Citi, he worked at Freddie Mac on the mortgage-backed securities trading desk. Mr. Smyser graduated Magna Cum Laude from James\nMadison University with a B.B.A. in International Business and a minor in Economics and French.

Board\nCommittees

The\nBoard has established the following standing committees:

Audit\nCommittee. The Board has a standing Audit Committee that is composed of 100% of the Independent Trustees of the Trust. The Audit\nCommittee operates under a written charter approved by the Board. The principal responsibilities of the Audit Committee include: recommending\nwhich firm to engage as the Fund’s independent registered public accounting firm and whether to terminate this relationship; reviewing\nthe independent registered public accounting firm’s compensation, the proposed scope and terms of its engagement, and the firm’s\nindependence; pre-approving audit and non-audit services provided by the Funds’ independent registered public accounting firm to\nthe Trust and certain other affiliated entities; serving as a channel of communication between the independent registered public accounting\nfirm and the Trustees; reviewing the results of each external audit, including any qualifications in the independent registered public\naccounting firm’s opinion, any related management letter, management’s responses to recommendations made by the independent\nregistered public accounting firm in connection with the audit, reports submitted to the Committee by the internal auditing department\nof the Trust’s Administrator (as defined below) that are material to the Trust as a whole, if any, and management’s responses\nto any such reports; reviewing the Funds’ audited financial statements and considering any significant disputes between the Trust’s\nmanagement and the independent registered public accounting firm that arose in connection with the preparation of those financial statements;\nconsidering, in consultation with the independent registered public accounting firm and the Trust’s senior internal accounting\nexecutive, if any, the independent registered public accounting firms’ report on the adequacy of the Trust’s internal financial\ncontrols; reviewing, in consultation with the Funds’ independent registered public accounting firm, major changes regarding auditing\nand accounting principles and practices to be followed when preparing the Funds’ financial statements; and other audit related\nmatters. All of the Independent Trustees currently serve as members of the Audit Committee. The Audit Committee also acts as the Trust’s\nqualified legal compliance committee. The Audit Committee held 2 meetings during the fiscal year ended June 30, 2026.

Nominating\nCommittee. The Board has a standing Nominating Committee that is composed of 100% of the Independent Trustees of the Trust. The Nominating\nCommittee operates under a written charter approved by the Board. The principal responsibility of the Nominating Committee is to consider,\nrecommend and nominate candidates to fill vacancies on the Trust’s Board, if any. The Nominating Committee generally will not consider\nnominees recommended by shareholders. All of the Independent Trustees currently serve as members of the Nominating Committee. The Nominating\nCommittee did not hold meetings during the fiscal year ended June 30, 2026.

Valuation\nCommittee. The Board also has established a Valuation Committee that may be comprised of representatives from the Adviser, representatives\nfrom the Administrator (as defined below), counsel to the Funds, and/or members of the Board. The Valuation Committee operates under\nprocedures approved by the Board. The Valuation Committee is responsible for the valuation and revaluation of any portfolio investments\nfor which market quotations or prices are not readily available. The members of the Valuation Committee are William Rhind and two representatives\nfrom the Adviser: Benoit Autier and Jeff Klearman. The Valuation Committee did not hold meetings during the fiscal year ended June 30,\n2026.

Ownership\nof Shares

The following table shows the dollar amount ranges\nof each Trustee’s “beneficial ownership” of Shares of the Funds and in all registered investment companies in the Fund\nComplex as of June 30, 2026. Dollar amount ranges disclosed are established by the SEC. “Beneficial ownership” is\ndetermined in accordance with Rule 16a-1(a)(2) under the Securities Exchange Act of 1934 (the “Exchange Act”). The Trustees\nand officers of the Trust own less than 1% of the outstanding Shares of the Trust as of June 30, 2026.

\n\n \n \n \n \n \n\n \n \n \n \n \n\n \n \n \n \n \n\n \n \n \n \n \n\n \n \n \n \n\n \n \n \n \n \n\n \n \n \n \n

		Aggregate Dollar Range\n of Shares
Name	Dollar\n Range of Shares	(All\n Funds in the Complex)
	*Interested Trustees*
William Rhind	None	None
\n	*Independent Trustees*
Steven James Smyser	None	None
Seddik Meziani	None	None

Compensation\nof the Trustees

The\ntable below details the amount of compensation the Trustees are expected to receive from each Fund and the Trust during the fiscal year\nending June 30, 2026.

\n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Name	Aggregate\n Compensation		Pension\n or Retirement Benefits Accrued as Part of Fund Expenses			Estimated\n Annual Benefits Upon Retirement		Total\n Compensation from the Trust and Fund Complex
		*Interested Trustees*
William Rhind	$	0		$	0		$	0	$	0
		*Independent Trustees*
Steven James Smyser	$	35,000		$	0		$	0	$	35,000
Seddik Meziani	$	35,000		$	0		$	0	$	35,000
Total	$	70,000		$	0		$	0	$	70,000

Codes\nof Ethics

The\nTrust and the Adviser have each adopted codes of ethics applicable to their businesses pursuant to Rule 17j-1 under the 1940 Act. These\ncodes of ethics are designed to prevent affiliated persons of the Trust and the Adviser from engaging in deceptive, manipulative or fraudulent\nactivities in connection with securities held or to be acquired by the Funds (which may also be held by persons subject to the codes\nof ethics). There can be no assurance that the codes of ethics will be effective in preventing such activities. The Adviser code of ethics\npermits personnel of the Adviser to invest in securities that may be purchased or held by the Funds, subject to pre-clearance approval.

Each\ncode of ethics has been filed with the SEC and may be examined on the Internet at the SEC’s website at http://www.sec.gov.

Proxy\nVoting Policies

The\nTrust has delegated to the Adviser the authority and responsibility for voting proxies on the portfolio securities held by the Funds.\nThe Adviser has engaged the services of Glass, Lewis & Co. (“Glass Lewis”), a third-party proxy advisory service, to\nanalyze proxy voting issues and make vote recommendations on those issues. While the Adviser will consider Glass Lewis’ recommendations,\nit is not obligated to follow such recommendations and will vote all proxies in accordance with the Adviser’s proxy voting guidelines\ndescribed below (the “Guidelines”).

The\nGuidelines include many specific examples of voting decisions for the types of proposals that are most frequently presented:

\n \n \n \n \n

Board\n of Directors: The Adviser supports an independent board of directors, and prefers that key committees such as audit, nominating,\n and compensation committees be comprised of independent directors. The Adviser generally votes against management efforts to classify\n a board and generally supports proposals to declassify the board of directors. The Adviser considers withholding votes from directors\n with an unsatisfactory attendance record. While generally in favor of separating Chairman and CEO positions, the Adviser will review\n this issue on a case-by-case basis, considering other factors, including the company’s corporate governance guidelines and\n performance. It evaluates proposals to restore or provide for cumulative voting on a case-by-case basis and considers such factors\n as corporate governance provisions as well as relative performance.

\n \n \n \n \n \n \n \n \n \n \n \n \n\n\n \n \n \n\n \n \n \n\n

	2.	Ratification\n of Auditors: In light of several high-profile accounting scandals, the Adviser closely scrutinizes the role and performance of auditors.\n On a case-by-case basis, the Adviser examines proposals relating to non-audit relationships and non-audit fees. It considers, on\n a case-by-case basis, proposals to rotate auditors, and votes against the ratification of auditors when there is clear and compelling\n evidence of accounting irregularities or negligence attributable to the auditors.

	3.	Management\n & Director Compensation: The Adviser evaluates plans on a case-by-case basis by considering several factors to determine whether\n the plan is fair and reasonable. The Adviser generally opposes plans that have the potential to be excessively dilutive. It generally\n supports employee stock option plans. Severance compensation arrangements are reviewed on a case-by-case basis, although the Adviser\n generally opposes “golden parachutes” that are considered excessive. It normally supports proposals that require a percentage\n of director compensation be in the form of common stock, as it aligns their interests with those of the shareholders. The Adviser\n reviews on a case-by-case basis any shareholder proposals to adopt policies on expensing stock option plans, and continues to monitor\n future developments in this area.

	4.	Anti-Takeover\n Mechanisms and Related Issues: The Adviser generally opposes anti-takeover measures since they tend to reduce shareholder rights.\n However, as with all proxy issues, it conducts an independent review of each anti-takeover proposal. Occasionally, the Adviser may\n vote with management when the research analyst has concluded that the proposal is not onerous and would not harm Client interests\n as stockholders. The Adviser generally supports proposals that require shareholder rights plans (“poison pills”) to be\n subject to a shareholder vote. It evaluates shareholder rights plans on a case-by-case basis to determine whether they warrant support.\n The Adviser generally votes against any proposal to issue stock that has unequal or subordinate voting rights. Additionally, it generally\n opposes any supermajority voting requirements as well as the payment of “greenmail.” “Fair price” provisions\n and confidential voting is generally supported.

\n\n \n \n \n \n \n \n \n \n \n \n \n

	5.	Changes\n to Capital Structure: The Adviser will carefully review, on a case-by-case basis, proposals by companies to increase authorized shares\n and the purpose for the increase. It generally votes against dual-class capital structures to increase the number of authorized shares\n where that class of stock would have superior voting rights. The Adviser generally votes in favor of the issuance of preferred stock\n in cases where the company specifies the voting, dividend, conversion and other rights of such stock and the terms of the preferred\n stock issuance are deemed reasonable. The Adviser reviews proposals seeking preemptive rights on a case-by-case basis.

	6.	Social\n and Corporate Policy Issues: The Adviser generally gives management discretion with regard to social, environmental and ethical issues,\n although it may vote in favor of those issues that are believed to have significant economic benefits or implications.

Although\nthe Guidelines are followed as a general policy, certain issues are considered on a case-by-case basis based on the relevant facts and\ncircumstances.

Because\nof the limited scope of the business of the Adviser and its affiliates, the Adviser does not expect conflicts between the interests of\nthe Adviser and those of its clients with respect to voting proxies to arise frequently. In situations where there may be a conflict\nof interest in the voting of proxies due to business or personal relationships that the Adviser maintains with persons having an interest\nin the outcome of certain votes, the Adviser takes appropriate steps to ensure that its proxy voting decisions are made in the best interest\nof its clients and are not the product of such conflict. When the Adviser becomes aware of any vote that presents a conflict, the conflict\nwill be reported to the Adviser’s chief compliance officer. The Adviser’s chief compliance officer will work with senior\nmanagement to identify the source of the conflict and implement measures to address the conflict. If a material conflict exists, the\nAdviser will address the voting issue through objective means such as voting in a manner consistent with a pre-determined voting policy\nor receiving an independent third-party voting recommendation.

The\nTrust is required to disclose annually each Fund’s complete proxy voting record on Form N-PX covering the period July 1 through\nJune 30 and file it with the SEC no later than August 31. Information on how each Fund voted proxies relating to portfolio securities\nduring the most recent 12-month period is available (i) without charge, upon request, by calling 1-844-764-6825 and (ii) on the SEC’s\nwebsite at www.sec.gov.

Investment\nAdvisory and Other Services

GraniteShares\nAdvisors LLC, a Delaware limited liability company located at 250 Broadway, 24^th Floor, New York, New York 10007,\nserves as the investment adviser to the Funds. William Rhind, a Trustee, Chairman of the Board, and officer of the Trust, controls the\nAdviser due to his ownership of shares of, and his position as CEO of, GraniteShares, Inc., the owner of the Adviser.

The\nTrust and the Adviser have entered into an investment advisory agreement (the “Advisory Agreement”) with respect to the Funds.\nUnder the Advisory Agreement, the Adviser serves as the investment adviser, makes investment decisions for the Funds, and manages the\ninvestment portfolios of the Funds, subject to the supervision of, and policies established by, the Board. The Advisory Agreement provides\nthat the Adviser shall not be protected against any liability to the Trust or its shareholders by reason of willful misfeasance, bad\nfaith or gross negligence generally in the performance of its duties, or its reckless disregard of its obligation and duties, under the\nAdvisory Agreement.

After\nthe initial two-year term, the continuance of the Advisory Agreement must be specifically approved at least annually: (i) by the vote\nof the Trustees or by a vote of the shareholders of each Fund; and (ii) by the vote of a majority of the Trustees who are not parties\nto the Advisory Agreement or “interested persons” or of any party thereto, cast in person at a meeting called for the purpose\nof voting on such approval. The Advisory Agreement will terminate automatically in the event of its assignment, and is terminable at\nany time without penalty by the Trustees of the Trust or, with respect to a Fund, by a majority of the outstanding voting securities\nof the Fund, or by the Adviser on not more than 60 days’ nor less than 30 days’ written notice to the Trust. As used in the\nAdvisory Agreement, the terms “majority of the outstanding voting securities,” “interested persons” and “assignment”\nhave the same meaning as such terms in the 1940 Act.

For\nits services, the Adviser receives a fee that is equal to 0.29% per annum of the average daily net assets of each Fund, calculated\ndaily and paid monthly.

The table below details the amount of advisory\nfees accrued and waived as well as the net amount paid by each Fund since inception and over the last 3 fiscal years.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Advisory Fee Accrued		Advisory Fees Waived		Net Advisory Fees Paid
	Fiscal Year Ended		Fiscal Year Ended		Fiscal Year Ended
	June 30		June 30		June 30
Fund	2026		2025		2024		2026	2025			2024			2026		2025	2024
YieldBOOST Single Stock Universe ETF	$	3,468		$		$		$	(26,697	)		$	—		$	—	$	(23,229	)	$	$
YieldBOOST TopYielders ETF	$	5,210		$		$		$	(24,102	)		$			$	—	$	(18,892	)	$	$

The\nPortfolio Managers

This\nsection includes information about the Funds’ portfolio managers, including information about other accounts they manage, the dollar\nrange of Shares they own, and how they are compensated.

Compensation

Jeff\nKlearman, Ryan Dofflemeyer and Jeroen Visser are the Fund’s portfolio managers (the “Portfolio Managers”).\nAs of the date of this SAI, each Portfolio Manager’s compensation generally includes a fixed base salary determined periodically\n(typically annually) and a discretionary annual bonus that is based on both objective and subjective criteria.

Each\nPortfolio Manager’s base salary is determined by level of responsibility and tenure at the Adviser. The level of the discretionary\nbonus is determined by the Adviser based upon a number of factors, including the Adviser’s profitability, the expansion work and\neffort of the Portfolio Manager, the involvement of the Portfolio Manager in the investment management functions of the Adviser, the\nPortfolio Manager’s role in the development of other investment professionals and the Portfolio Manager’s work relationship\nwith support staff, and the Portfolio Manager’s overall contribution to strategic planning.

Shares\nOwned by Portfolio Managers

Set\nforth in the table below is the dollar range of equity securities owed by the Fund’s portfolio managers as of June 30, 2026.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Name		Dollar\n Range of Shares Held in the Funds
	Jeff\n Klearman		B
	\n		\n
	Ryan\n Dofflemeyer		A

	Jeroen Visser		A

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Key\n to Dollar Ranges
	A	None
	B	$1\n - $10,000
	C	$10,001\n - $50,000
	D	$50,001\n - $100,000
	E	$100,001\n - $500,000
	F	$500,001\n - $1,000,000
	G	Over\n $1,000,000

Other\nAccounts

Other\nAccounts Managed (excluding the Funds)

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Portfolio\n Manager	Number\n and Type of Account	Approximate \n Total Net Assets	Performance \n Based Accounts
Jeff\n Klearman	1\n RICs \n 0\n PIVs \n 0\n other accounts \n	$0 \n N/A \n N/A	None

Ryan\n Dofflemeyer	1\n RICs \n 0\n PIVs \n 0\n other accounts \n	$0 \n N/A \n N/A \n	None

Jeroen Visser	1\n RICs \n\n 0 PIVs \n\n 0 other accounts \n	$0 \n\n N/A \n\n N/A \n	None

The\nAdviser and the Fund have adopted compliance policies and procedures that are designed to address various conflicts of interest that\nmay arise for the Adviser and the individuals that it employs. There is no guarantee, however, that the policies and procedures adopted\nby the Adviser and the Fund will be able to detect and/or prevent every situation in which an actual or potential conflict may appear.

These\npotential conflicts include:

Allocation\nof Limited Time and Attention. A portfolio manager who is responsible for managing multiple funds and/or accounts may devote unequal\ntime and attention to the management of those funds and/or accounts. As a result, the portfolio manager may not be able to formulate\nas complete a strategy or identify equally attractive investment opportunities for each of those accounts as might be the case if he\nor she were to devote substantially more attention to the management of a single fund. The effects of this potential conflict may be\nmore pronounced where funds and/or accounts overseen by a particular portfolio manager have different investment strategies.

Allocation\nof Limited Investment Opportunities. If a portfolio manager identifies a limited investment opportunity that may be suitable for\nmultiple funds and/or accounts, the opportunity may be allocated among these several funds or accounts, which may limit the fund’s\nability to take full advantage of the investment opportunity.

Pursuit\nof Differing Strategies. At times, a portfolio manager may determine that an investment opportunity may be appropriate for only some\nof the funds and/or accounts for which he exercises investment responsibility, or may decide that certain of the funds and/or accounts\nshould take differing positions with respect to a particular security. In these cases, the portfolio manager may place separate transactions\nfor one or more funds or accounts which may affect the market price of the security or the execution of the transaction, or both, to\nthe detriment or benefit of one or more other funds and/or accounts.

Selection\nof Brokers/Dealers. Portfolio managers may be able to select or influence the selection of the brokers and dealers that are used\nto execute securities transactions for the funds and/or account that they supervise. In addition to executing trades, some brokers and\ndealers provide portfolio managers with brokerage and research services (as those terms are defined in Section 28(e) of the Exchange\nAct, which may result in the payment of higher brokerage fees than might have otherwise been available. These services may be more beneficial\nto certain funds or accounts than to others. Although the payment of brokerage commissions is subject to the requirement that the portfolio\nmanager determine in good faith that the commissions are reasonable in relation to the value of the brokerage and research services provided\nto the fund, a portfolio manager’s decision as to the selection of brokers and dealers could yield disproportionate costs and benefits\namong the funds and/or accounts that he or she manages.

Variation\nin Compensation. A conflict of interest may arise where the financial or other benefits available to the portfolio manager differ\namong the funds and/or accounts that he manages. If the structure of the investment adviser’s management fee and/or the portfolio\nmanager’s compensation differs among funds and/or accounts (such as where certain funds or accounts pay higher management fees\nor performance-based management fees), the portfolio manager might be motivated to help certain funds and/or accounts over others. The\nportfolio manager might be motivated to favor funds and/or accounts in which he or she has an interest or in which the investment adviser\nand/or its affiliates have interests. Similarly, the desire to maintain or raise assets under management or to enhance the portfolio\nmanager’s performance record or to derive other rewards, financial or otherwise, could influence the portfolio manager to lend\npreferential treatment to those funds and/or accounts that could most significantly benefit the portfolio manager.

The\nDistributor

The\nTrust and the Distributor, ALPS Distributors, Inc. (“Distributor”), are parties to a distribution agreement (the “Distribution\nAgreement”), whereby the Distributor acts as principal underwriter for the Funds. Shares are continuously offered by the Funds\nthrough the Distributor for sale only in Creation Units. Each Creation Unit is made up of 10,000 Shares. Generally, the Distributor will\nnot distribute Shares in amounts less than a Creation Unit. The principal business address of the Distributor is 1290 Broadway, Suite\n1000, Denver, CO 80203.

Under\nthe Distribution Agreement, the Distributor, as principal underwriter of the Trust, and upon direction from the Fund, may enter into\narrangements with Authorized Participants that place orders for purchases of Shares, provided that any subscriptions and orders will\nnot be binding on the Trust unless placed in accordance with proper procedures. (See “Purchase and Issuance of Shares in Creation\nUnits.”) The Distributor will deliver Prospectuses and, upon request, SAIs to Authorized Participants purchasing Creation Units.\nThe Distributor is a broker-dealer registered under the Exchange Act and a member of FINRA.

The\nDistribution Agreement will continue for two years from its effective date and is renewable thereafter. The continuance of the Distribution\nAgreement must be specifically approved at least annually (i) by the vote of the Trustees or by a vote of the shareholders of the Fund\nand (ii) by the vote of a majority of the Trustees who are not “interested persons” of the Trust and have no direct or indirect\nfinancial interest in the operations of the Distribution Agreement or any related agreement, cast in person at a meeting called for the\npurpose of voting on such approval. The Distribution Agreement is terminable without penalty by the Trust on 60 days’ written notice\nwhen authorized either by majority vote of its outstanding voting shares or by a vote of a majority of the Independent Trustees, or by\nthe Distributor on 60 days written notice, and will automatically terminate in the event of its assignment.

Distribution\nPlan. The Trust has adopted a Distribution Plan (the “Plan”) in accordance with the provisions of Rule 12b-1 under the\n1940 Act, which regulates circumstances under which an investment company may directly or indirectly bear expenses relating to the distribution\nof its shares. No distribution fees are currently charged to the Funds; there are no plans to impose these fees.

Continuance\nof the Plan must be approved annually by a majority of the Trustees of the Trust and by a majority of the Trustees who are not interested\npersons (as defined in the 1940 Act) of the Trust and have no direct or indirect financial interest in the Plan or in any agreements\nrelated to the Plan (“Qualified Trustees”). The Plan requires that quarterly written reports of amounts spent under the Plan\nand the purposes of such expenditures be furnished to and reviewed by the Trustees. The Plan may not be amended to increase materially\nthe amount that may be spent thereunder without approval by a majority of the outstanding Shares of any class of a Fund that is affected\nby such increase. All material amendments of the Plan will require approval by a majority of the Trustees of the Trust and of the Qualified\nTrustees.

The\nPlan provides that Shares of a Fund may pay the Distributor an annual fee of up to a maximum of 0.25% of the average daily net assets\nof the Shares. Under the Plan, the Distributor may make payments pursuant to written agreements to financial institutions and intermediaries\nsuch as banks, savings and loan associations and insurance companies including, without limitation, investment counselors, broker-dealers\nand the Distributor’s affiliates and subsidiaries as compensation for services and reimbursement of expenses incurred in connection\nwith distribution assistance. The Plan is characterized as a compensation plan since the distribution fee will be paid to the Distributor\nwithout regard to the distribution expenses incurred by the Distributor or the amount of payments made to other financial institutions\nand intermediaries. The Trust intends to operate the Plan in accordance with its terms and with FINRA rules concerning sales charges.

Under\nthe Plan, subject to the limitations of applicable law and regulations, a Fund is authorized to compensate the distributor or others,\nup to the maximum amount to finance any activity primarily intended to result in the sale of Creation Units of the Fund or for providing\nor arranging for others to provide shareholder services and for the maintenance of shareholder accounts. Such activities may include,\nbut are not limited to: (i) delivering copies of the Fund’s then current reports, prospectuses, notices, and similar materials,\nto prospective purchasers of Creation Units; (ii) marketing and promotional services, including advertising; (iii) paying the costs of\nand compensating others, including Authorized Participants for performing shareholder servicing on behalf of the Fund; (iv) compensating\ncertain Authorized Participants for providing assistance in distributing the Creation Units of the Fund, including the travel and communication\nexpenses and salaries and/or commissions of sales personnel in connection with the distribution of the Creation Units of the Fund; (v)\npayments to financial institutions and intermediaries such as banks, savings and loan associations, insurance companies and investment\ncounselors, broker-dealers, mutual fund supermarkets and the affiliates and subsidiaries of the Trust’s service providers as compensation\nfor services or reimbursement of expenses incurred in connection with distribution assistance; and (vi) facilitating communications with\nbeneficial owners of Shares, including the cost of providing (or paying others to provide) services to beneficial owners of Shares, including,\nbut not limited to, assistance in answering inquiries related to shareholder accounts.

The\nAdministrator

The\nTrust and ALPS Fund Services, Inc. (the “Administrator”) have entered into an administrative services agreement (the “Administration\nAgreement”), under which the Administrator provides the Trust with administrative services, including providing certain operational,\nclerical, recordkeeping and/or bookkeeping services. The principal business address of the Administrator is 1290 Broadway, Suite 1000,\nDenver, CO 80203.

The\nAdministration Agreement provides that the Administrator shall not be liable for any loss suffered by the Trust in connection with the\nmatters to which the Administration Agreement relates, except a loss resulting from bad faith, gross negligence or willful misconduct\non the part of the Administrator.

For\nits services under the Administration Agreement, the Administrator is entitled to a fee based on the average daily net assets of the\nFunds, and subject to a minimum annual fee.

For\nthe fiscal period ended June 30, 2026, the Funds paid the Administrator $2,308 in administrator fees.

The\nCustodian

Brown\nBrothers Harriman & Co. (the “Custodian”), 50 Post Office Square, Boston, MA 02110-1548, serves as the custodian of the\nFunds under a custodian agreement with the Trust. The Custodian holds cash, securities and other assets of the Funds as required by the 1940 Act.

The\nTransfer Agent

Brown\nBrothers Harriman & Co. (the “Transfer Agent”), 50 Post Office Square, Boston, MA 02110-1548, serves as the Fund’s\ntransfer agent and dividend disbursing agent under a transfer agency agreement with the Trust.

Legal\nCounsel

Thompson\nHine LLP, with offices located at 41 South High Street, Suite 1700, Columbus, Ohio 43215-6101, serves as legal counsel to the Trust.

Independent\nRegistered Public Accounting Firm

Tait\nWeller & Baker LLP, with offices located at 50 South 16^th Street, Suite 2900, Philadelphia, PA 19102, serves as the independent\nregistered public accounting firm for the Trust.

Description\nof Shares

The\nDeclaration of Trust establishing the Trust (the “Declaration of the Trust”) authorizes the issuance of an unlimited number\nof funds and shares of each fund. Each share of a fund represents an equal proportionate interest in that fund with each other share.\nShares are entitled upon liquidation to a pro rata share in the net assets of the fund. Shareholders have no preemptive rights. The Declaration\nof Trust provides that the Trustees of the Trust may create additional series or classes of shares. All consideration received by the\nTrust for shares of any additional funds and all assets in which such consideration is invested would belong to that fund and would be\nsubject to the liabilities related thereto. Share certificates representing shares will not be issued. Each fund’s shares, when\nissued, are fully paid and non-assessable.

Each\nshare has one vote with respect to matters upon which a shareholder vote is required consistent with the requirements of the 1940 Act\nand the rules promulgated thereunder. Shares of all funds vote together as a single class, except that if the matter being voted on affects\nonly a particular fund it will be voted on only by that fund, and if a matter affects a particular fund differently from other funds,\nthat fund will vote separately on such matter. As a Delaware statutory trust, the Trust is not required, and does not intend, to hold\nannual meetings of shareholders. Approval of shareholders will be sought, however, for certain changes in the operation of the Trust\nand for the election of Trustees under certain circumstances.

Under\nthe Declaration of Trust, the Trustees have the power to liquidate each fund without shareholder approval. While the Trustees have no\npresent intention of exercising this power, they may do so if any fund fails to reach a viable size within a reasonable amount of time\nor for such other reasons as may be determined by the Board.

Brokerage\nTransactions

The\npolicy of the Trust regarding purchases and sales of securities for the Funds is that primary consideration will be given to obtaining\nthe most favorable prices and efficient executions of transactions. Consistent with this policy, when securities transactions are effected\non a stock exchange, the Trust’s policy is to pay commissions, which are considered fair and reasonable, without necessarily determining\nthat the lowest possible commissions are paid in all circumstances. The Trust believes that a requirement always to seek the lowest possible\ncommission cost could impede effective portfolio management and preclude the Funds and the Adviser from obtaining a high quality of brokerage\nand research services. In seeking to determine the reasonableness of brokerage commissions paid in any transaction, the Adviser will\nrely upon its experience and knowledge regarding commissions generally charged by various brokers and on its judgment in evaluating the\nbrokerage services received from the broker effecting the transaction. Such determinations are necessarily subjective and imprecise,\nas in most cases, an exact dollar value for those services is not ascertainable. The Trust has adopted policies and procedures that prohibit\nthe consideration of sales of a Fund’s Shares as a factor in the selection of a broker or dealer to execute its portfolio transactions.

The\nAdviser owes a fiduciary duty to its clients to seek to provide best execution on trades effected. In selecting a broker/dealer for each\nspecific transaction, the Adviser chooses the broker/dealer deemed most capable of providing the services necessary to obtain the most\nfavorable execution. Best execution is generally understood to mean the most favorable cost or net proceeds reasonably obtainable under\nthe circumstances. The full range of brokerage services applicable to a particular transaction may be considered when making this judgment,\nwhich may include, but is not limited to: liquidity, price, commission, timing, aggregated trades, capable floor brokers or traders,\ncompetent block trading coverage, ability to position, capital strength and stability, reliable and accurate communications and settlement\nprocessing, use of automation, knowledge of other buyers or sellers, arbitrage skills, administrative ability, underwriting and provision\nof information on a particular security or market in which the transaction is to occur. The specific criteria will vary depending upon\nthe nature of the transaction, the market in which it is executed, and the extent to which it is possible to select from among multiple\nbroker/dealers. The Adviser will also use electronic crossing networks when appropriate.

The\nAdviser does not currently use the Funds’ assets for, or participate in, any third-party soft dollar arrangements, although it\nmay receive proprietary research from various full service brokers, the cost of which is bundled with the cost of the broker’s\nexecution services. The Adviser does not “pay up” for the value of any such proprietary research.

The\nAdviser is responsible, subject to oversight by the Board, for placing orders on behalf of the Funds for the purchase or sale of portfolio\nsecurities. If purchases or sales of portfolio securities of a Fund and one or more other investment companies or clients supervised\nby the Adviser are considered at or about the same time, transactions in such securities are allocated among the several investment companies\nand clients in a manner deemed equitable and consistent with its fiduciary obligations to all by the Adviser. In some cases, this procedure\ncould have a detrimental effect on the price or volume of the security so far as the Fund is concerned. However, in other cases, it is\npossible that the ability to participate in volume transactions and to negotiate lower brokerage commissions will be beneficial to the\nFund. The primary consideration is prompt execution of orders at the most favorable net price.

The\nFunds may deal with affiliates in principal transactions to the extent permitted by exemptive order or applicable rule or regulation.

Brokerage\nwith Fund Affiliates. A Fund may execute brokerage or other agency transactions through registered broker-dealer affiliates of the\nFund, or the Adviser for a commission in conformity with the 1940 Act, the Exchange Act and rules promulgated by the SEC. These rules\nrequire that commissions paid to the affiliate by the Fund for exchange transactions not exceed “usual and customary” brokerage\ncommissions. The rules define “usual and customary” commissions to include amounts which are “reasonable and fair compared\nto the commission, fee or other remuneration received or to be received by other brokers in connection with comparable transactions involving\nsimilar securities being purchased or sold on a securities exchange during a comparable period of time.” The Trustees, including\nthe Independent Trustees, have adopted procedures for evaluating the reasonableness of commissions paid to affiliates and review these\nprocedures periodically.

Securities\nof “Regular Broker-Dealer.” Each Fund is required to identify any securities of its “regular brokers and dealers”\n(as such term is defined in the 1940 Act) which it may hold at the close of its most recent fiscal year. “Regular brokers or dealers”\nof the Trust are the ten brokers or dealers that, during the most recent fiscal year: (i) received the greatest dollar amounts of brokerage\ncommissions from the Trust’s portfolio transactions; (ii) engaged as principal in the largest dollar amounts of portfolio transactions\nof the Trust; or (iii) sold the largest dollar amounts of the Trust’s shares.

Brokerage\nCommissions. For the fiscal period ended June 30, 2026, the Funds paid aggregate brokerage commissions as follows:

\n \n \n \n \n \n \n \n \n \n

Fund	Aggregate Brokerage Commissions\n Paid \n for the Fiscal Period Ended \nJune 30, 2026
GraniteShares YieldBOOST Single Stock Universe ETF	$	2.015
GraniteShares YieldBOOST TopYielders ETF	$	6,523

Portfolio\nTurnover Rate

Portfolio\nturnover may vary from year to year, as well as within a year. High turnover rates are likely to result in comparatively greater brokerage\nexpenses. The overall reasonableness of brokerage commissions is evaluated by the Adviser based upon its knowledge of available information\nas to the general level of commissions paid by other institutional investors for comparable services.

The\nportfolio turnover rate for each Fund for the fiscal period ended June 30, 2026, is set forth below.

\n \n \n \n \n \n \n \n \n \n

Fund	Portfolio Turnover Rate \n for the\n Fiscal Period Ended \nJune 30, 2026
GraniteShares YieldBOOST Single Stock Universe ETF		43	%
GraniteShares YieldBOOST TopYielders ETF		98	%

Book\nEntry Only System

DTC\nacts as securities depositary for the Shares. Shares of a Fund are represented by securities registered in the name of DTC or its nominee,\nCede & Co., and deposited with, or on behalf of, DTC. Except in limited circumstances set forth below, certificates will not be issued\nfor Shares.

DTC\nis a limited-purpose trust company that was created to hold securities of its participants (the “DTC Participants”) and to\nfacilitate the clearance and settlement of securities transactions among the DTC Participants in such securities through electronic book-entry\nchanges in accounts of the DTC Participants, thereby eliminating the need for physical movement of securities certificates. DTC Participants\ninclude securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations, some of whom (and/or\ntheir representatives) own DTC. More specifically, DTC is owned by a number of its DTC Participants and by the New York Stock Exchange\nand FINRA. Access to the DTC system is also available to others such as banks, brokers, dealers, and trust companies that clear through\nor maintain a custodial relationship with a DTC Participant, either directly or indirectly (the “Indirect Participants”).

Beneficial\nownership of Shares is limited to DTC Participants, Indirect Participants, and persons holding interests through DTC Participants and\nIndirect Participants. Ownership of beneficial interests in Shares (owners of such beneficial interests are referred to herein as “Beneficial\nOwners”) is shown on, and the transfer of ownership is effected only through, records maintained by DTC (with respect to DTC Participants)\nand on the records of DTC Participants (with respect to Indirect Participants and Beneficial Owners that are not DTC Participants). Beneficial\nOwners will receive from or through the DTC Participant a written confirmation relating to their purchase of Shares. The Trust recognizes\nDTC or its nominee as the record owner of all Shares for all purposes. Beneficial Owners of Shares are not entitled to have Shares registered\nin their names, and will not receive or be entitled to physical delivery of share certificates. Each Beneficial Owner must rely on the\nprocedures of DTC and any DTC Participant and/or Indirect Participant through which such Beneficial Owner holds its interests, to exercise\nany rights of a holder of Shares.

Conveyance\nof all notices, statements, and other communications to Beneficial Owners is effected as follows. DTC will make available to the Trust\nupon request and for a fee a listing of Shares held by each DTC Participant. The Trust shall obtain from each such DTC Participant the\nnumber of Beneficial Owners holding Shares, directly or indirectly, through such DTC Participant. The Trust shall provide each such DTC\nParticipant with copies of such notice, statement, or other communication, in such form, number and at such place as such DTC Participant\nmay reasonably request, in order that such notice, statement or communication may be transmitted by such DTC Participant, directly or\nindirectly, to such Beneficial Owners. In addition, the Trust shall pay to each such DTC Participant a fair and reasonable amount as\nreimbursement for the expenses attendant to such transmittal, all subject to applicable statutory and regulatory requirements.

Share\ndistributions shall be made to DTC or its nominee, Cede & Co., as the registered holder of all Shares. DTC or its nominee, upon receipt\nof any such distributions, shall credit immediately DTC Participants’ accounts with payments in amounts proportionate to their\nrespective beneficial interests in the applicable Fund as shown on the records of DTC or its nominee. Payments by DTC Participants to\nIndirect Participants and Beneficial Owners of Shares held through such DTC Participants will be governed by standing instructions and\ncustomary practices, as is now the case with securities held for the accounts of customers in bearer form or registered in a “street\nname,” and will be the responsibility of such DTC Participants.

The\nTrust has no responsibility or liability for any aspect of the records relating to or notices to Beneficial Owners, or payments made\non account of beneficial ownership interests in a Fund’s Shares, or for maintaining, supervising, or reviewing any records relating\nto such beneficial ownership interests, or for any other aspect of the relationship between DTC and the DTC Participants or the relationship\nbetween such DTC Participants and the Indirect Participants and Beneficial Owners owning through such DTC Participants.

DTC\nmay determine to discontinue providing its service with respect to a Fund at any time by giving reasonable notice to the Fund and discharging\nits responsibilities with respect thereto under applicable law. Under such circumstances, the Fund shall take action either to find a\nreplacement for DTC to perform its functions at a comparable cost or, if such replacement is unavailable, to issue and deliver printed\ncertificates representing ownership of Shares, unless the Trust makes other arrangements with respect thereto satisfactory to the Exchange.

Control\nPersons and Principal Holders of Securities

A\nprincipal shareholder is any person who owns of record or beneficially 5% or more of the outstanding Shares of a Fund. A control person\nis a shareholder that owns beneficially or through controlled companies more than 25% of the voting securities of a Fund or acknowledges\nthe existence of control. Shareholders owning voting securities in excess of 25% may determine the outcome of any matter affecting and\nvoted on by shareholders of a Fund.

GraniteShares\nYieldBOOST Single Stock Universe ETF

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

NAME\n AND ADDRESS	%\n OWNERSHIP OF FUND			NATURE\n OF OWNERSHIP

NFS\nLLC Jersey City, NJ	43.72	%		Record
Charles\n Schwab & Co, Inc. Westlake, TX		16.67	%		Record
Robinhood Securities LLC, Lake Mary, FL		8.56	%		Record
Interactive\n Brokers LLC, Greenwich CT		5.49	%		Record

GraniteShares\nYieldBOOST Single Stock Universe ETF

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

NAME\n AND ADDRESS	%\n OWNERSHIP OF FUND			NATURE\n OF OWNERSHIP

Charles Schwab & Co, Inc. Westlake, TX	34.19	%		Record
NFS LLC Jersey City, NJ	23.42	%		Record
Interactive Brokers LLC, Greenwich CT	8.54	%
Robinhood\n Securities LLC, Lake Mary, FL		8.04	%		Record
Morgan\n Stanley Smith Barney, Purchase, NY		7.48	%		Record

Purchase\nand Issuance of Shares in Creation Units

The\nTrust issues and sells Shares of the Funds only in Creation Units on a continuous basis through the Distributor, without a sales load\n(but subject to transaction fees), at their NAV per share next determined after receipt of an order, on any Business Day (as defined\nbelow), in proper form pursuant to the terms of each the Fund’s Prospectus. The NAV of each Fund’s Shares is calculated each\nbusiness day as of the close of regular trading on the Exchange, generally 4:00 p.m., Eastern time. A Fund will not issue fractional\nCreation Units. A Business Day is any day on which the Exchange is open for business. Notwithstanding the foregoing, the Trust may, but\nis not required to, permit Orders until 4:00 p.m., Eastern time, or until the market close (in the event the Exchange closes early or\nthere is an earlier order window cut-off time).

FUND\nDEPOSIT. The consideration for purchase of a Creation Unit of a Fund generally consists of (i) the in-kind deposit of a designated portfolio\nof securities (the “Deposit Securities”) per each Creation Unit, and (ii) the Cash Component (defined below), computed as\ndescribed below. Notwithstanding the foregoing, the Trust reserves the right to permit or require the substitution of a “cash in\nlieu” amount (“Deposit Cash”) to be added to the Cash Component to replace any Deposit Security. When accepting purchases\nof Creation Units for all or a portion of Deposit Cash, the Fund may incur additional costs associated with the acquisition of Deposit\nSecurities that would otherwise be provided by an in-kind purchaser.

Together,\nthe Deposit Securities or Deposit Cash, as applicable, and the Cash Component constitute the “Fund Deposit,” which represents\nthe minimum initial and subsequent investment amount for a Creation Unit of a Fund. The “Cash Component” is an amount equal\nto the difference between the NAV of the Shares (per Creation Unit) and the market value of the Deposit Securities or Deposit Cash, as\napplicable. If the Cash Component is a positive number (i.e., the NAV per Creation Unit exceeds the market value of the Deposit Securities\nor Deposit Cash, as applicable), the Cash Component shall be such positive amount. If the Cash Component is a negative number (i.e.,\nthe NAV per Creation Unit is less than the market value of the Deposit Securities or Deposit Cash, as applicable), the Cash Component\nshall be such negative amount, and the creator will be entitled to receive cash in an amount equal to the Cash Component. The Cash Component\nserves the function of compensating for any differences between the NAV per Creation Unit and the market value of the Deposit Securities\nor Deposit Cash, as applicable. Computation of the Cash Component excludes any stamp duty or other similar fees and expenses payable\nupon transfer of beneficial ownership of the Deposit Securities, if applicable, which shall be the sole responsibility of the Authorized\nParticipant.

Each\nFund, through the National Securities Clearance Corporation (the “NSCC”), makes available on each Business Day, immediately\nprior to the opening of business on the Exchange (currently 9:30 a.m., Eastern time), the list of the names and the required number of\nshares of each Deposit Security or the required amount of Deposit Cash, as applicable, to be included in the current Fund Deposit (based\non information at the end of the previous Business Day) for the Fund. Such Fund Deposit is subject to any applicable adjustments as described\nbelow, in order to effect purchases of Creation Units of a Fund until such time as the next-announced composition of the Deposit Securities\nor the required amount of Deposit Cash, as applicable, is made available.

The\nidentity and number of shares of the Deposit Securities or the amount of Deposit Cash, as applicable, required for the Fund Deposit for\na Fund changes as rebalancing adjustments and corporate action events are reflected from time to time by the Adviser with a view to the\ninvestment objective of the Fund. The composition of the Deposit Securities may also change in response to adjustments to the weighting\nor composition of the component securities of the Fund’s Benchmark.

The\nTrust reserves the right to permit or require the substitution of Deposit Cash in situations where a Deposit Security: (i) may not be\navailable in sufficient quantity for delivery; (ii) may not be eligible for transfer through the systems of DTC for corporate securities\nand municipal securities; (iii) may not be eligible for trading by an Authorized Participant or the investor for which it is acting;\n(iv) would be restricted under the securities laws or where the delivery of the Deposit Security to the Authorized Participant would\nresult in the disposition of the Deposit Security by the Authorized Participant becoming restricted under the securities laws; or (v)\nin certain other situations. The Trust also reserves the right to include or remove Deposit Securities from the basket in anticipation\nof Benchmark rebalancing changes. The adjustments described above will reflect changes, known to the Adviser on the date of announcement\nto be in effect by the time of delivery of the Fund Deposit, in the composition of the subject Benchmark being tracked by the applicable\nFund or resulting from certain corporate actions.

PROCEDURES\nFOR PURCHASE OF CREATION UNITS. To be an Authorized Participant eligible to place orders to purchase a Creation Unit of a Fund, an entity\nmust be a “Participating Party”, i.e., a broker-dealer or other participant in the clearing process through the Continuous\nNet Settlement System of the NSCC (the “Clearing Process”), a clearing agency that is registered with the SEC, or a DTC Participant\n(see “BOOK ENTRY ONLY SYSTEM”). In addition, each Authorized Participant must execute a Participant Agreement with respect\nto purchases and redemptions of Creation Units. Each Authorized Participant will agree, pursuant to the terms of a Participant Agreement,\non behalf of itself or any investor on whose behalf it will act, to certain conditions, including that it will pay to the Trust an amount\nof cash sufficient to pay the Cash Component together with the Creation Transaction Fee (defined below) and any other applicable fees\nand taxes. The Adviser may retain all or a portion of the Creation Transaction Fee to the extent the Adviser bears the expenses that\notherwise would be borne by the Trust in connection with the purchase of a Creation Unit, which the Creation Transaction Fee is designed\nto cover.

All\norders to purchase Shares directly from a Fund must be placed for one or more Creation Units and in the manner and by the time set forth\nin the Participant Agreement and/or applicable order form. The date on which an order to purchase Creation Units (or an order to redeem\nCreation Units, as set forth below) is received and accepted is referred to as the “Order Placement Date.”

An\nAuthorized Participant may require an investor to make certain representations or enter into agreements with respect to the order, (e.g.,\nto provide for payments of cash, when required). Investors should be aware that their particular broker may not have executed a Participant\nAgreement and that, therefore, orders to purchase Shares directly from a Fund in Creation Units have to be placed by the investor’s\nbroker through an Authorized Participant that has executed a Participant Agreement. In such cases there may be additional charges to\nsuch investor. At any given time, there may be only a limited number of broker-dealers that have executed a Participant Agreement and\nonly a small number of such Authorized Participants may have international capabilities.

On\ndays when the Exchange closes earlier than normal, a Fund may require orders to create Creation Units to be placed earlier in the day.\nIn addition, if a market or markets on which a Fund’s investments are primarily traded is closed, the Fund will also generally\nnot accept orders on such day(s). Orders must be transmitted by an Authorized Participant by a transmission method acceptable to the\nTransfer Agent. With respect to the applicable Fund, the Transfer Agent will notify the Custodian of such order. The Custodian will then\nprovide such information to the appropriate local sub-custodian(s). Those placing orders through an Authorized Participant should allow\nsufficient time to permit proper submission of the purchase order by the cut-off time on such Business Day. Economic or market disruptions\nor changes, or telephone or other communication failure may impede the ability to reach the Distributor the Funds, the Transfer Agent\nor an Authorized Participant.

Fund\nDeposits must be delivered by an Authorized Participant through the Federal Reserve System (for cash) or through DTC (for corporate securities)\nand/or through such other arrangements allowed by the Trust or its agents. With respect to foreign Deposit Securities, the Custodian\nshall cause the sub-custodian of the applicable Fund to maintain an account into which the Authorized Participant shall deliver, on behalf\nof itself or the party on whose behalf it is acting, such Deposit Securities (or Deposit Cash for all or a part of such securities, as\npermitted or required), with any appropriate adjustments as advised by the Trust. Foreign Deposit Securities must be delivered to an\naccount maintained at the applicable local sub-custodian. The Fund Deposit transfer must be ordered by the Authorized Participant in\na timely fashion so as to ensure the delivery of the requisite number of Deposit Securities or Deposit Cash, as applicable, to the account\nof the Fund or its agents by no later than the Settlement Date. The “Settlement Date” for a Fund is generally the third Business\nDay after the Order Placement Date. All questions as to the number of Deposit Securities or Deposit Cash to be delivered, as applicable,\nand the validity, form and eligibility (including time of receipt) for the deposit of any tendered securities or cash, as applicable,\nwill be determined by the Trust, whose determination shall be final and binding. The amount of cash represented by the Cash Component\nmust be transferred directly to the Custodian through the Federal Reserve Bank wire transfer system or through DTC in a timely manner\nso as to be received by the Custodian no later than the Settlement Date. If the Cash Component and the Deposit Securities or Deposit\nCash, as applicable, are not received by the Custodian in a timely manner by the Settlement Date, the creation order may be cancelled.\nUpon written notice, such cancelled order may be resubmitted the following Business Day using the Fund Deposit as newly constituted to\nreflect the then current NAV of the applicable Fund.

An\norder shall be deemed to be received on the Business Day on which the order is placed, provided that the order is placed in proper form\nprior to the applicable cut-off time and federal funds in the appropriate amount are deposited by 2:00 p.m. or 3:00 p.m. Eastern time\n(as set forth on the applicable order form), with the Custodian on the Settlement Date. If the order is not placed in proper form as\nrequired, or federal funds in the appropriate amount are not received by 2:00 p.m. or 3:00 p.m. Eastern time (as set forth on the applicable\norder form) on the Settlement Date, then the order may be deemed to be rejected, and the Authorized Participant shall be liable to the\napplicable Fund for losses, if any, resulting therefrom. A creation request is considered to be in “proper form” if all procedures\nset forth in the Participant Agreement, order form and this SAI are properly followed.

ISSUANCE\nOF A CREATION UNIT. Except as provided herein, Creation Units will not be issued until the transfer of good title to the Trust of the\nDeposit Securities or payment of Deposit Cash, as applicable, and the payment of the Cash Component have been completed. When the sub-custodian\nhas confirmed to the Custodian that the required Deposit Securities (or the cash value thereof) have been delivered to the account of\nthe relevant sub-custodian or sub-custodians, the Transfer Agent and the Adviser shall be notified of such delivery, and the Trust will\nissue and cause the delivery of the Creation Units. The delivery of Creation Units so created generally will occur no later than the\nthird Business Day following the day on which the purchase order is deemed received. The Authorized Participant shall be liable to the\napplicable Fund for losses, if any, resulting from unsettled orders.

Creation\nUnits may be purchased in advance of receipt by the Trust of all or a portion of the applicable Deposit Securities as described below.\nIn these circumstances, the initial deposit will have a value greater than the NAV of the Shares on the date the order is placed in proper\nform since, in addition to available Deposit Securities, cash must be deposited in an amount equal to the sum of (i) the Cash Component,\nplus (ii) an additional amount of cash equal to a percentage of the market value, as set forth in the Participant Agreement, of the undelivered\nDeposit Securities (the “Additional Cash Deposit”), which shall be maintained in a separate non-interest bearing collateral\naccount. An additional amount of cash shall be required to be deposited with the Trust, pending delivery of the missing Deposit Securities,\nto the extent necessary to maintain the Additional Cash Deposit with the Trust in an amount at least equal to the applicable percentage,\nas set forth in the Participant Agreement, of the daily marked-to-market value of the missing Deposit Securities. The Participant Agreement\nwill permit the Trust to buy the missing Deposit Securities at any time. Authorized Participants will be liable to the Trust for the\ncosts incurred by the Trust in connection with any such purchases. These costs will be deemed to include the amount by which the actual\npurchase price of the Deposit Securities exceeds the market value of such Deposit Securities on the day the purchase order was deemed\nreceived, plus the brokerage and related transaction costs associated with such purchases. The Trust will return any unused portion of\nthe Additional Cash Deposit once all of the missing Deposit Securities have been properly received by the Custodian or purchased by the\nTrust and deposited into the Trust. In addition, a transaction fee as set forth below under “Creation Transaction Fee” will\nbe charged in all cases. The delivery of Creation Units so created generally will occur no later than the Settlement Date.

ACCEPTANCE\nOF ORDERS OF CREATION UNITS. The Trust reserves the right to reject an order for Creation Units in respect of a Fund including, without\nlimitation, if (a) the order is not in proper form; (b) the Deposit Securities or Deposit Cash, as applicable, delivered by the Authorized\nParticipant are not as disseminated through the facilities of the NSCC for that date by the Custodian; (c) the investor(s), upon obtaining\nthe Shares ordered, would own 80% or more of the currently outstanding Shares of the Fund; (d) acceptance of the Deposit Securities would\nhave certain adverse tax consequences to the Fund; (e) the acceptance of the Fund Deposit would, in the opinion of counsel, be unlawful;\n(f) the acceptance of the Fund Deposit would otherwise, in the discretion of the Trust or the Adviser, have an adverse effect on the\nTrust or the rights of beneficial owners; (g) the acceptance or receipt of the order for a Creation Unit would, in the opinion of counsel\nto the Trust, be unlawful; or (h) in the event that circumstances outside the control of the Trust, the Custodian, the Transfer Agent,\nor the Adviser make it for all practical purposes not feasible to process orders for Creation Units.

Examples\nof such circumstances include acts of God or public service or utility problems such as fires, floods, extreme weather conditions and\npower outages resulting in telephone, telecopy and computer failures; market conditions or activities causing trading halts; systems\nfailures involving computer or other information systems affecting the Trust, the Distributor, the Custodian, a sub-custodian, the Transfer\nAgent, DTC, NSCC, Federal Reserve System, or any other participant in the creation process, and other extraordinary events. The Trust\nor its designee shall notify a prospective creator of a Creation Unit and/or the Authorized Participant acting on behalf of the creator\nof a Creation Unit of its rejection of the order of such person. The Trust, the Transfer Agent, the Custodian, any sub-custodian and\nthe Distributor are under no duty, however, to give notification of any defects or irregularities in the delivery of Fund Deposits, nor\nshall any of them incur any liability for the failure to give any such notification. The Trust, the Transfer Agent, the Custodian and\nthe Distributor shall not be liable for the rejection of any purchase order for Creation Units.

All\nquestions as to the number of shares of each security in the Deposit Securities and the validity, form, eligibility and acceptance for\ndeposit of any securities to be delivered shall be determined by the Trust, and the Trust’s determination shall be final and binding.

CREATION\nTRANSACTION FEE. A purchase (i.e., creation) transaction fee is imposed for the transfer and other transaction costs associated with\nthe purchase of Creation Units (the “Creation Transaction Fee”), and investors will be required to pay a Creation Transaction\nFee regardless of the number of Creation Units created in the transaction. The Funds may adjust the Creation Transaction Fee from time\nto time based upon actual experience. The standard fixed creation transaction fee for each Fund will be up to $300 and a variable fee\nof up to 5% of the amount of the order. Investors who use the services of a broker or other such intermediary may be charged a fee for\nsuch services. Investors are responsible for the fixed costs of transferring the securities constituting the Deposit Securities to the\naccount of the Trust.

RISKS\nOF PURCHASING CREATION UNITS. There are certain legal risks unique to investors purchasing Creation Units directly from a Fund. Because\nthe Fund’s Shares may be issued on an ongoing basis, a “distribution” of Shares could be occurring at any time. Certain\nactivities that a shareholder performs as a dealer could, depending on the circumstances, result in the shareholder being deemed a participant\nin the distribution in a manner that could render the shareholder a statutory underwriter and subject to the prospectus delivery and\nliability provisions of the Securities Act. For example, a shareholder could be deemed a statutory underwriter if it purchases Creation\nUnits from the Fund, breaks them down into the constituent Shares, and sells those Shares directly to customers, or if a shareholder\nchooses to couple the creation of a supply of new Shares with an active selling effort involving solicitation of secondary-market demand\nfor Shares. Whether a person is an underwriter depends upon all of the facts and circumstances pertaining to that person’s activities,\nand the examples mentioned here should not be considered a complete description of all the activities that could cause you to be deemed\nan underwriter.

Dealers\nwho are not “underwriters” but are participating in a distribution (as opposed to engaging in ordinary secondary-market transactions),\nand thus dealing with a Fund’s Shares as part of an “unsold allotment” within the meaning of Section 4(3)(c)\nof the Securities Act, will be unable to take advantage of the prospectus delivery exemption provided by Section 4(3)(c) of the\nSecurities Act.

REDEMPTION.\nShares may be redeemed only in Creation Units at their NAV next determined after receipt of a redemption request in proper form by the\napplicable Fund through the Distributor, and only on a Business Day. EXCEPT UPON LIQUIDATION OF THE FUND, THE TRUST WILL NOT REDEEM SHARES\nIN AMOUNTS LESS THAN CREATION UNITS.

Investors\nmust accumulate enough Shares in the secondary market to constitute a Creation Unit in order to have such Shares redeemed by the Trust.\nThere can be no assurance, however, that there will be sufficient liquidity in the public trading market at any time to permit assembly\nof a Creation Unit. Investors should expect to incur brokerage and other costs in connection with assembling a sufficient number of Shares\nto constitute a redeemable Creation Unit.

With\nrespect to each Fund, the Custodian, through the NSCC, makes available immediately prior to the opening of business on the Exchange (currently\n9:30 a.m. Eastern time) on each Business Day, the list of the names and share quantities of the Fund’s portfolio securities that\nwill be applicable (subject to possible amendment or correction) to redemption requests received in proper form (as defined below) on\nthat day (“Fund Securities”). Fund Securities received on redemption may not be identical to Deposit Securities.

Redemption\nproceeds for a Creation Unit are paid either in-kind or in cash, or combination thereof, as determined by the Trust. With respect to\nin-kind redemptions of a Fund, redemption proceeds for a Creation Unit will consist of Fund Securities, as announced by the Custodian\non the Business Day of the request for redemption received in proper form, plus cash in an amount equal to the difference between the\nNAV of the Shares being redeemed, as next determined after a receipt of a request in proper form, and the value of the Fund Securities\n(the “Cash Redemption Amount”), less a fixed redemption transaction fee, as set forth below. In the event that the Fund Securities\nhave a value greater than the NAV of the Shares, a compensating cash payment equal to the differential is required to be made by or through\nan Authorized Participant by the redeeming shareholder. Notwithstanding the foregoing, at the Trust’s discretion, an Authorized\nParticipant may receive the corresponding cash value of the securities in lieu of the in-kind securities value representing one or more\nFund Securities.

REDEMPTION\nTRANSACTION FEE. A redemption transaction fee is imposed for the transfer and other transaction costs associated with the redemption\nof Creation Units, and investors will be required to pay a fixed redemption transaction fee regardless of the number of Creation Units\ncreated in the transaction. The redemption transaction fee is the same no matter how many Creation Units are being redeemed pursuant\nto any one redemption request. The Funds may adjust the redemption transaction fee from time to time based upon actual experience. The\nstandard fixed redemption transaction fee for each Fund will be up to $300 and a variable fee of up to 5% of the amount of the order.\nInvestors who use the services of a broker or other such intermediary may be charged a fee for such services. Investors are responsible\nfor the fixed costs of transferring the Fund Securities from the Trust to their account or on their order.

PROCEDURES\nFOR REDEMPTION OF CREATION UNITS. Orders to redeem Creation Units must be submitted in proper form prior to the time as set forth in\nthe Participant Agreement. A redemption request is considered to be in “proper form” if (i) an Authorized Participant has\ntransferred or caused to be transferred to the Transfer Agent the Creation Unit(s) being redeemed through the book-entry system of DTC\nso as to be effective by the time as set forth in the Participant Agreement and (ii) a request in form satisfactory to the Trust is received\nby the Transfer Agent from the Authorized Participant on behalf of itself or another redeeming investor within the time periods specified\nin the Participant Agreement, or order form, as the case may be. If the Transfer Agent does not receive the investor’s Shares through\nDTC’s facilities by the times and pursuant to the other terms and conditions set forth in the Participant Agreement, the redemption\nrequest shall be rejected.

The\nAuthorized Participant must transmit the request for redemption, in the form required by the Trust, to the Transfer Agent in accordance\nwith procedures set forth in the Prospectus. Investors should be aware that their particular broker may not have executed a Participant\nAgreement, and that, therefore, requests to redeem Creation Units may have to be placed by the investor’s broker through an Authorized\nParticipant who has executed a Participant Agreement. Investors making a redemption request should be aware that such request must be\nin the form specified by such Authorized Participant. Investors making a request to redeem Creation Units should allow sufficient time\nto permit proper submission of the request by an Authorized Participant and transfer of the Shares to the Transfer Agent; such investors\nshould allow for the additional time that may be required to effect redemptions through their banks, brokers or other financial intermediaries\nif such intermediaries are not Authorized Participants.

ADDITIONAL\nREDEMPTION PROCEDURES. In connection with taking delivery of Fund Securities upon redemption of Creation Units, the Authorized Participant\nmust maintain appropriate custody arrangements with a qualified broker-dealer, bank or other custody providers in each jurisdiction in\nwhich any of the Fund Securities are customarily traded, to which account such Fund Securities will be delivered. Deliveries of redemption\nproceeds generally will be made within three business days of the trade date.

A\nFund may, in its sole discretion, upon request of a shareholder, provide such redeemer a portfolio of securities that differs from the\nexact composition of the Fund Securities but does not differ in NAV.

Redemptions\nof Shares for Fund Securities will be subject to compliance with applicable federal and state securities laws and each Fund (whether\nor not it otherwise permits cash redemptions) reserves the right to redeem Creation Units for cash to the extent that the Trust could\nnot lawfully deliver specific Fund Securities upon redemptions or could not do so without first registering the Fund Securities under\nsuch laws. An Authorized Participant or an investor for which it is acting subject to a legal restriction with respect to a particular\nsecurity included in the Fund Securities applicable to the redemption of Creation Units may be paid an equivalent amount of cash. The\nAuthorized Participant may request the redeeming investor of the Shares to complete an order form or to enter into agreements with respect\nto such matters as compensating cash payment. Further, an Authorized Participant that is not a “qualified institutional buyer”\n(“QIB”), as such term is defined under Rule 144A of the Securities Act, will not be able to receive Fund Securities that\nare restricted securities eligible for resale under Rule 144A. An Authorized Participant may be required by the Trust to provide a written\nconfirmation with respect to QIB status in order to receive Fund Securities.

The\nright of redemption may be suspended or the date of payment postponed with respect to a Fund (i) for any period during which the Exchange\nis closed (other than customary weekend and holiday closings); (ii) for any period during which trading on the Exchange is suspended\nor restricted; (iii) for any period during which an emergency exists as a result of which disposal of the Shares of the Fund or determination\nof the NAV of the Shares is not reasonably practicable; or (iv) in such other circumstance as is permitted by the SEC.

REQUIRED\nEARLY ACCEPTANCE OF ORDERS. Notwithstanding the foregoing, as described in the Participant Agreement and/or applicable order form, a\nFund may require orders to be placed up to one or more Business Days prior to the trade date, as described in the Participant Agreement\nor the applicable order form, in order to receive the trade date’s NAV. Authorized Participants may be notified that the cut-off\ntime for an order may be earlier on a particular business day, as described in the Participant Agreement and the order form.

Determination\nof Net Asset Value

NAV\nper Share for each Fund is computed by dividing the value of the net assets of the Fund (i.e., the value of its total assets less total\nliabilities) by the total number of Shares outstanding, rounded to the nearest cent. Expenses and fees, including the management fees,\nare accrued daily and taken into account for purposes of determining NAV. The NAV of each Fund is calculated by the Custodian and determined\nat the close of the regular trading session on the Exchange (ordinarily 4:00 p.m. Eastern time) on each day that the Exchange is open,\nprovided that fixed income assets may be valued as of the announced closing time for trading in fixed income instruments on any day that\nthe Securities Industry and Financial Markets Association (“SIFMA”) announces an early closing time.

In\ncalculating the Fund’s NAV per Share, the Fund’s investments are generally valued using market valuations. A market valuation\ngenerally means a valuation (i) obtained from an exchange, a pricing service, or a major market maker (or dealer), (ii) based on a price\nquotation or other equivalent indication of value supplied by an exchange, a pricing service, or a major market maker (or dealer) or\n(iii) based on amortized cost. In the case of shares of other funds that are not traded on an exchange, a market valuation means such\nfund’s published NAV per share. The Adviser may use various pricing services, or discontinue the use of any pricing service, as\napproved by the Board from time to time. A price obtained from a pricing service based on such pricing service’s valuation matrix\nmay be considered a market valuation. Any assets or liabilities denominated in currencies other than the U.S. dollar are converted into\nU.S. dollars at the current market rates on the date of valuation as quoted by one or more sources.

In\nthe event that current market valuations are not readily available or such valuations do not reflect current market value, the Trust’s\nprocedures require the Valuation Committee to determine a security’s fair value if a market price is not readily available. In\ndetermining such value, the Valuation Committee may consider, among other things, (i) price comparisons among multiple sources, (ii)\na review of corporate actions and news events, and (iii) a review of relevant financial indicators (e.g., movement in interest rates,\nmarket indices, and prices from a Fund’s Benchmark provider). In these cases, the Fund’s NAV may reflect certain portfolio\nsecurities’ fair values rather than their market prices. Fair value pricing involves subjective judgments, and it is possible that\nthe fair value determination for a security is materially different than the value that could be realized upon the sale of the security.\nIn addition, fair value pricing could result in a difference between the prices used to calculate the Fund’s NAV and the prices\nused by a Fund’s Benchmark provider. This may result in a difference between the Fund’s performance and the performance of\na Fund’s Benchmark or a Fund’s Index provider.

Dividends\nand Distributions

The\nfollowing information supplements and should be read in conjunction with the section in the Prospectus entitled “Dividends, Distributions,\nand Taxes.”

General\nPolicies. Dividends from net investment income, if any, are declared and paid at least annually by each Fund. Distributions of net\nrealized capital gains, if any, generally are declared and paid once a year, but a Fund may make distributions on a more frequent basis\nin a manner consistent with the provisions of the 1940 Act.

Dividends\nand other distributions on Shares are distributed, as described below, on a pro rata basis to Beneficial Owners of such Shares. Dividend\npayments are made through DTC Participants and Indirect Participants to Beneficial Owners then of record with proceeds received from\nthe applicable Fund.

A\nFund may make additional distributions to the extent necessary (i) to distribute the entire annual taxable income of the Fund, plus any\nnet capital gains and (ii) to avoid imposition of the excise tax imposed by Section 4982 of the Code.

Management\nof the Trust reserves the right to declare special dividends if, in its reasonable discretion, such action is necessary or advisable\nto preserve the status of a Fund as a RIC or to avoid imposition of income or excise taxes on undistributed income.

Dividend\nReinvestment Service. The Trust will not make the DTC book-entry dividend reinvestment service available for use by Beneficial Owners\nfor reinvestment of their cash proceeds, but certain individual broker-dealers may make available the DTC book-entry Dividend Reinvestment\nService for use by Beneficial Owners of a Fund through DTC Participants for reinvestment of their dividends and distributions. Investors\nshould contact their brokers to ascertain the availability and description of these services. Beneficial Owners should be aware that\neach broker may require investors to adhere to specific procedures and timetables in order to participate in the dividend reinvestment\nservice, and investors should ascertain from their brokers such necessary details. If this service is available and used, dividend distributions\nof both income and realized gains will be automatically reinvested in additional whole Shares issued by the Trust of the applicable Fund\nat NAV per share. Distributions reinvested in additional Shares of the Fund will nevertheless be taxable to Beneficial Owners acquiring\nsuch additional Shares to the same extent as if such distributions had been received in cash.

Federal\nIncome Taxes

The\nfollowing is only a summary of certain additional federal income tax considerations generally affecting each Fund and its shareholders.\nNo attempt is made to present a comprehensive explanation of the federal, state, local or foreign tax treatment of a Fund or its shareholders,\nand the discussion here and in the Prospectus is not intended to be a substitute for careful tax planning.

The\nfollowing general discussion of certain federal income tax consequences is based on provisions of the Internal Revenue Code of 1986,\nas amended (the “Code”), and the regulations issued thereunder as in effect on the date of this SAI. New legislation, as\nwell as administrative changes or court decisions, may significantly change the conclusions expressed herein, and may have a retroactive\neffect with respect to the transactions contemplated herein.

Shareholders\nare urged to consult their own tax advisers regarding the application of the provisions of tax law described in this SAI in light of\nthe particular tax situations of the shareholders and regarding specific questions as to federal, state, or local taxes.

Regulated\nInvestment Company (“RIC”) Status. Each Fund will seek to qualify for treatment as a RIC under the Code. Provided that\nfor each tax year a Fund: (i) meets the requirements to be treated as a RIC (as discussed below); and (ii) distributes at least an amount\nequal to the sum of 90% of the Fund’s investment company taxable income for such year (which includes, the excess of net realized\nshort-term capital gains over net long-term capital losses) determined without regard to the deductions for dividends paid and 90% of\nthe Fund’s net tax-exempt interest, the Fund itself will not be subject to U.S. federal income tax to the extent the Fund’s\nincome and gains, if any, are distributed to the Fund’s shareholders. One of several requirements for RIC qualification is that\na Fund must receive at least 90% of the Fund’s gross income each year from dividends, interest, payments with respect to certain\nsecurities loans, gains from the sale or other disposition of stock, securities or foreign currencies, or other income derived with respect\nto the Fund’s business of investing in stock, securities or foreign currencies and net income from interests in qualified publicly\ntraded partnerships (the “90% Test”). A second requirement for qualification as a RIC is that a Fund must diversify its holdings\nso that, at the end of each quarter of the Fund’s taxable year: (i) at least 50% of the market value of the Fund’s total\nassets is represented by cash and cash items, U.S. government securities, securities of other RICs, and other securities, with these\nother securities limited, in respect to any one issuer, to an amount not greater than 5% of the value of the Fund’s total assets\nor 10% of the outstanding voting securities of such issuer; and (ii) not more than 25% of the value of its total assets are invested\nin the securities (other than U.S. government securities or securities of other RICs) of any one issuer, the securities (other than securities\nof other RICs) of two or more issuers which the Fund controls and which are engaged in the same, similar, or related trades or businesses,\nor the securities of one or more qualified publicly traded partnerships (the “Asset Diversification Test”).

Under\nthe Asset Diversification Test, a Fund generally may not acquire a security if, as a result of the acquisition, more than 50% of the\nvalue of the Fund’s total assets would be invested in (i) issuers in which the Fund has, in each case, invested more than 5% of\nthe Fund’s total assets and (ii) issuers more than 10% of whose outstanding voting securities are owned by the Fund.

To\nthe extent a Fund makes investments that may generate income that is not qualifying income, the Fund will seek to restrict the resulting\nincome from such investments so that the Fund’s non-qualifying income does not exceed 10% of its gross income.

Each\nFund similarly intends to limit its investments in qualified publicly traded partnerships (“QPTPs”), such as MLPs, to no\nmore than 25% of its total assets to satisfy the Asset Diversification Test. Although net income from QPTPs is qualifying income, if\nan entity intending to qualify as a QPTP fails to qualify as a QPTP, the income generated from a Fund’s investment in the entity\nmay not be qualifying income. There can be no guarantee that any entity will be successful in qualifying as a QPTP. In addition, there\nis little regulatory guidance concerning the application of the rules governing qualification as a QPTP, and it is possible that future\nguidance may adversely affect the qualification of entities as QPTPs.

Although\neach Fund intends to distribute substantially all of its net investment income and may distribute its capital gains for any taxable year,\na Fund will be subject to U.S. federal income taxation to the extent any such income or gains are not distributed. Each Fund is treated\nas a separate corporation for U.S. federal income tax purposes. Each Fund therefore is considered to be a separate entity in determining\nits treatment under the rules for RICs described herein.

If\na Fund fails to satisfy the 90% Test or the Asset Diversification Test, the Fund may be eligible for relief provisions if the failures\nare due to reasonable cause and not willful neglect, and if a penalty tax is paid with respect to each failure to satisfy the applicable\nrequirements. Additionally, relief is provided for certain de minimis failures of the Asset Diversification Test. In order to qualify\nfor relief provisions for a failure to meet the Asset Diversification Test, the Fund may be required to dispose of certain assets. If\nthe Fund fails to qualify for treatment as a RIC for any year, and the relief provisions are not available, all of its taxable income\nwill be subject to U.S. federal income tax at regular corporate rates without any deduction for distributions to shareholders. In such\ncase, its shareholders would be taxed as if they received ordinary dividends, although the dividends could be eligible for the dividends\nreceived deduction for corporate shareholders, and the dividends may be eligible for the lower tax rates available to non-corporate shareholders\non qualified dividend income. To requalify for treatment as a RIC in a subsequent taxable year, the Fund would be required to satisfy\nthe RIC qualification requirements for that year and to distribute any earnings and profits from any taxable year for which the Fund\nfailed to qualify for tax treatment as a RIC. If the Fund failed to qualify as a RIC for a period greater than two taxable years, the\nFund would generally be required to pay a Fund-level tax on any net built-in gains recognized with respect to certain of its assets upon\na disposition of such assets within five years of qualifying as a RIC in a subsequent year. The Board reserves the right not to maintain\nthe qualification of a Fund for treatment as a RIC if it determines such course of action to be beneficial to shareholders. If a Fund\ndetermines that it will not qualify for treatment as a RIC, the Fund will establish procedures to reflect the anticipated tax liability\nin the Fund’s NAV.

A\nFund may elect to treat part or all of any “qualified late year loss” as if it had been incurred in the succeeding taxable\nyear in determining the Fund’s taxable income, net capital gain, net short-term capital gain, and earnings and profits. A “qualified\nlate year loss” generally includes net capital loss, net long-term capital loss, or net short-term capital loss incurred after\nOctober 31 of the current taxable year and certain other late-year losses.

Capital\nlosses in excess of capital gains (“net capital losses”) are not permitted to be deducted against a RIC’s net investment\nincome. Instead, for U.S. federal income tax purposes, potentially subject to certain limitations, a Fund may carry a net capital loss\nfrom any taxable year forward indefinitely to offset its capital gains, if any, in years following the year of the loss. To the extent\nsubsequent capital gains are offset by such losses, they will not result in U.S. federal income tax liability to the Fund and may not\nbe distributed as capital gains to its shareholders. Generally, a Fund may not carry forward any losses other than net capital losses.\nThe carryover of capital losses may be limited under general loss limitation rules, including, for example, if a Fund experiences an\nownership change as defined in the Code.

Each\nFund will generally be subject to a nondeductible 4% federal excise tax to the extent it fails to distribute by the end of any calendar\nyear at least the sum of 98% of its ordinary income for the year, 98.2% of its capital gain net income for the one-year period ending\non October 31 of that year, and certain other amounts. Each Fund intends to make sufficient distributions, or deemed distributions, to\navoid imposition of the excise tax, but can make no assurances that all such tax liability will be eliminated.

Shareholder\nTaxation. Each Fund intends to distribute substantially all its income and gains to shareholders, at least annually. The distribution\nof income and gains generally will be taxable to Fund shareholders regardless of whether a shareholder elects to receive these distributions\nin cash or in additional Shares.

Each\nFund (or your broker) will report to shareholders annually the amounts of dividends paid from ordinary income, the amount of distributions\nof net capital gain, the portion of dividends which may qualify for the dividends-received deduction for corporations, and the portion\nof dividends which may qualify for treatment as qualified dividend income, which is taxable to noncorporate shareholders at rates of\nup to 20%. It is not expected that dividends paid by a Fund will qualify for the dividends-received deduction for corporations. It is\nalso not expected that the dividends paid by a Fund will qualify for the favorable U.S. federal income tax rate available to noncorporate\nshareholders on “qualified dividend income.”

Qualified\ndividend income includes, in general, subject to certain holding period and other requirements, dividend income from taxable domestic\ncorporations and certain foreign corporations. Subject to certain limitations, eligible foreign corporations include those incorporated\nin possessions of the United States, those incorporated in certain countries with comprehensive income tax treaties with the United States,\nand other foreign corporations if the stock with respect to which the dividends are paid is readily tradable on an established securities\nmarket in the United States. Dividends received by a Fund from an ETF or an underlying fund taxable as a RIC or a REIT may be treated\nas qualified dividend income generally only to the extent so reported by such ETF, underlying fund or REIT. If 95% or more of a Fund’s\ngross income (calculated without taking into account net capital gain derived from sales or other dispositions of stock or securities)\nconsists of qualified dividend income, the Fund may report all distributions of such income as qualified dividend income.

Fund\ndividends will not be treated as qualified dividend income if the Fund does not meet holding period and other requirements with respect\nto dividend paying stocks in its portfolio, and the shareholder does not meet holding period and other requirements with respect to the\nFund Shares on which the dividends were paid. Distributions by a Fund of its net short-term capital gains will be taxable as ordinary\nincome. Distributions from a Fund’s net capital gain (the excess of net long-term capital gains over net short-term capital losses)\nwill be taxable to shareholders at long-term capital gains rates, regardless of how long shareholders have held their Shares. Distributions\nmay be subject to state and local taxes.

In\nthe case of corporate shareholders, certain dividends received by a Fund from U.S. corporations (generally, dividends received by the\nFund in respect of any share of stock (1) with a tax holding period of at least 46 days during the 91-day period beginning on the date\nthat is 45 days before the date on which the stock becomes ex-dividend as to that dividend and (2) that is held in an unleveraged position)\nand distributed and appropriately so reported by the Fund may be eligible for the 50% dividends-received deduction. Certain preferred\nstock must have a holding period of at least 91 days during the 181-day period beginning on the date that is 90 days before the date\non which the stock becomes ex-dividend as to that dividend in order to be eligible. Capital gain dividends distributed to a Fund from\nother RICs are not eligible for the dividends-received deduction. In order to qualify for the deduction, corporate shareholders must\nmeet the minimum holding period requirement stated above with respect to their Shares, taking into account any holding period reductions\nfrom certain hedging or other transactions or positions that diminish their risk of loss with respect to their Shares, and, if they borrow\nto acquire or otherwise incur debt attributable to Shares, they may be denied a portion of the dividends-received deduction with respect\nto those Shares.

A\nFund may determine not to distribute, or determine to defer the distribution of, some portion of its income in non-routine circumstances.\nIf a Fund retains for investment an amount equal to all or a portion of its net long-term capital gains in excess of its net short-term\ncapital losses (including any available capital loss carryovers), it will be subject to a corporate tax on the amount retained. In that\nevent, the Fund will designate such retained amounts as undistributed capital gains in a notice to its shareholders who (i) will be required\nto include in income for U.S. federal income tax purposes, as long-term capital gains, their proportionate shares of the undistributed\namount, (ii) will be entitled to credit their proportionate shares of the income tax paid by the Fund on the undistributed amount against\ntheir U.S. federal income tax liabilities, if any, and to claim refunds to the extent their credits exceed their liabilities, if any,\nand (iii) will be entitled to increase their tax basis, for U.S. federal income tax purposes, in their Shares by an amount equal to the\nexcess of the amount of undistributed net capital gain included in their respective income over their respective income tax credits.\nOrganizations or persons not subject to U.S. federal income tax on such capital gains will be entitled to a refund of their pro rata\nshare of such taxes paid by the Fund upon timely filing appropriate returns or claims for refund with the IRS.

Although\ndividends generally will be treated as distributed when paid, any dividend declared by a Fund in October, November or December and payable\nto shareholders of record in such a month that is paid during the following January will be treated for U.S. federal income tax purposes\nas received by shareholders on December 31 of the calendar year in which it was declared.

U.S.\nindividuals with income exceeding $200,000 ($250,000 if married and filing jointly) are subject to an additional 3.8% Medicare contribution\ntax on their “net investment income,” including interest, dividends, and capital gains (including capital gains realized\non the sale or exchange of Shares of a Fund). This 3.8% tax also applies to all or a portion of the undistributed net investment income\nof certain shareholders that are estates and trusts.

Shareholders\nwho have held Fund Shares for less than a full year should be aware that a Fund may report and distribute, as ordinary dividends or capital\ngain dividends, a percentage of income that is not equal to the percentage of the Fund’s total ordinary income or net capital gain,\nrespectively, actually earned during the period of investment in the Fund.

If\na Fund’s distributions for a taxable year exceed its current and accumulated earnings and profits, all or a portion of the distributions\nmade for the taxable year may be recharacterized as a return of capital to shareholders. A return of capital distribution will generally\nnot be taxable, but will reduce each shareholder’s cost basis in the Fund and generally result in a higher reported capital gain\nor lower reported capital loss when those Shares on which the distribution was received are sold. After a shareholder’s basis in\nFund shares has been reduced to zero, distributions in excess of earnings and profits will be treated as a gain from the sale of the\nshares.

A\nsale or exchange of Shares in a Fund may give rise to a capital gain or loss. In general, any capital gain or loss realized upon a taxable\ndisposition of Shares will be treated as long-term capital gain or loss if the Shares have been held for more than 12 months. Otherwise,\nthe capital gain or loss on the taxable disposition of Shares will be treated as short-term capital gain or loss. Any loss realized upon\na taxable disposition of Shares held for six months or less will be treated as long-term, rather than short-term, to the extent of any\nlong-term capital gain distributions received (or deemed received) by the shareholder with respect to the Shares. All or a portion of\nany loss realized upon a taxable disposition of Shares will be disallowed if substantially identical stock or securities are purchased\n(through reinvestment of dividends or otherwise) within 30 days before or after the disposition. In such a case, the basis of the newly\npurchased stock or securities will be adjusted to reflect the disallowed loss. Shareholders may be limited in their ability to utilize\ncapital losses.

An\nAuthorized Participant who exchanges securities for Creation Units generally will recognize a gain or a loss. The gain or loss will be\nequal to the difference between the market value of the Creation Units at the time and the sum of the exchanger’s aggregate basis\nin the securities surrendered, plus the amount of cash paid for such Creation Units. A person who redeems Creation Units will generally\nrecognize a gain or loss equal to the difference between the exchanger’s basis in the Creation Units and the sum of the aggregate\nmarket value of any securities received, plus the amount of any cash received for such Creation Units. The IRS, however, may assert that\na loss realized upon an exchange of securities for Creation Units cannot be deducted currently under the rules governing “wash\nsales,” or on the basis that there has been no significant change in economic position.

Any\ncapital gain or loss realized upon the creation of Creation Units will generally be treated as long-term capital gain or loss if the\nsecurities exchanged for such Creation Units have been held for more than one year. Any capital gain or loss realized upon the redemption\nof Creation Units will generally be treated as long-term capital gain or loss if the Shares comprising the Creation Units have been held\nfor more than one year. Otherwise, such capital gains or losses will be treated as short-term capital gains or losses.

The\nTrust, on behalf of a Fund, has the right to reject an order for a purchase of Shares of the Trust if the purchaser (or group of purchasers)\nwould, upon obtaining the Shares so ordered, own 80% or more of the outstanding Shares of the Fund and if, pursuant to Section 351 of\nthe Code, the Fund would have a basis in the securities different from the market value of such securities on the date of deposit. The\nTrust also has the right to require information necessary to determine beneficial share ownership for the purpose of the 80% determination.\nThe Trust reserves the right to reject an order for Creation Units if acceptance of the securities to be exchanged for the Creation Units\nwould have certain adverse tax consequences to the applicable Fund.

Persons\npurchasing or redeeming Creation Units should consult their own tax advisors with respect to the tax treatment of any creation or redemption\ntransaction.

Foreign\nInvestments. Income received by a Fund from sources within foreign countries (including, for example, dividends or interest on stock\nor securities of non-U.S. issuers) may be subject to withholding and other taxes imposed by such countries. Tax treaties between such\ncountries and the U.S. may reduce or eliminate such taxes in some cases. If as of the end of a Fund’s taxable year more than 50%\nof the value of the Fund’s total assets consist of the securities of foreign corporations, the Fund may elect to permit shareholders\nwho are U.S. citizens, resident aliens, or U.S. corporations to claim a foreign tax credit or deduction (but not both) on their income\ntax returns for their pro rata portions of qualified taxes paid by the Fund during that taxable year to foreign countries in respect\nof foreign securities the Fund has held for at least the minimum period specified in the Code. In such a case, shareholders will include\nin gross income from foreign sources their pro rata shares of such taxes. A shareholder’s ability to claim a foreign tax credit\nor deduction in respect of foreign taxes paid by the Fund may be subject to certain limitations imposed by the Code, which may result\nin the shareholder not getting a full credit or deduction for the amount of such taxes. Shareholders who do not itemize on their federal\nincome tax returns may claim a credit, but not a deduction, for such foreign taxes.

Back-Up\nWithholding. A Fund or your broker will be required to withhold (as “backup withholding”) on distributions paid to any\nshareholder, as well as the proceeds of any redemptions of Creation Units paid to a shareholder or Authorized Participant, who (i) fails\nto provide a correct taxpayer identification number certified under penalty of perjury; (ii) is subject to withholding by the IRS for\nfailure to properly report all payments of interest or dividends; (iii) fails to provide a certified statement that he, she, or it is\nnot subject to “backup withholding;” or (iv) fails to provide a certified statement that he, she, or it is a U.S. person\n(including a U.S. resident alien). The backup withholding rate is currently 24%. Backup withholding is not an additional tax and any\namounts withheld may be credited against the shareholder’s ultimate U.S. tax liability.

Foreign\nShareholders. Foreign shareholders (i.e., nonresident alien individuals and foreign corporations, partnerships, trusts and estates)\nare generally subject to U.S. withholding tax at the rate of 30% (or a lower tax treaty rate) on distributions derived from net investment\nincome and short-term capital gains. A Fund may, under certain circumstances, report all or a portion of a dividend as an “interest-related\ndividend” or a “short-term capital gain dividend,” which would generally be exempt from this 30% U.S. withholding tax,\nprovided certain other requirements are met. A Fund may choose not to designate such amounts. Gains realized by foreign shareholders\nfrom the sale or other disposition of Shares of a Fund generally are not subject to U.S. taxation, unless the recipient is an individual\nwho either (i) meets the Code’s definition of “resident alien” or (ii) is physically present in the U.S. for 183 days\nor more per year. Different tax consequences may result if the foreign shareholder is engaged in a trade or business within the United\nStates. In addition, the tax consequences to a foreign shareholder entitled to claim the benefits of a tax treaty may be different than\nthose described above.

The\nForeign Account Tax Compliance Act (“FATCA”) generally requires a Fund to obtain information sufficient to identify the status\nof each of its shareholders. If a shareholder fails to provide this information or otherwise fails to comply with FATCA, a Fund may be\nrequired to withhold under FATCA at a rate of 30% with respect to that shareholder on Fund dividends and distributions and redemption\nproceeds. Pursuant to recently proposed regulations, the Treasury Department has indicated its intent to eliminate the requirements under\nFATCA of withholding on gross proceeds from the sale, exchange, maturity or other disposition of relevant financial instruments (including\nredemption of shares of a RIC). The Treasury Department has indicated that taxpayers may rely on these proposed regulations pending their\nfinalization. The Fund may disclose the information that it receives from (or concerning) its shareholders to the IRS, non-U.S. taxing\nauthorities or other parties as necessary to comply with FATCA, related intergovernmental agreements or other applicable law or regulation.\nEach investor is urged to consult its tax advisor regarding the applicability of FATCA and any other reporting requirements with respect\nto the investor’s own situation, including investments through an intermediary.

In\norder for a foreign investor to qualify for an exemption from backup withholding, the foreign investor must comply with special certification\nand filing requirements. Foreign investors in a Fund should consult their tax advisors in this regard.

Tax-Exempt\nShareholders. Certain tax-exempt shareholders, including qualified pension plans, individual retirement accounts, salary deferral\narrangements, 401(k) plans, and other tax-exempt entities, generally are exempt from federal income taxation except with respect to their\nunrelated business taxable income (“UBTI”). Under current law, the Fund generally serves to block UBTI from being realized\nby its tax-exempt shareholders with respect to their shares of Fund income. However, notwithstanding the foregoing, tax-exempt shareholders\ncould realize UBTI by virtue of their investment in the Fund if, for example, (i) the Fund invests in residual interests of Real Estate\nMortgage Investment Conduits (“REMICs”), (ii) the Fund invests in a REIT that is a taxable mortgage pool (“TMP”)\nor that has a subsidiary that is a TMP or that invests in the residual interest of a REMIC, or (iii) Shares in the Fund constitute debt-financed\nproperty in the hands of the tax-exempt shareholders within the meaning of Section 514(b) of the Code. Charitable remainder trusts are\nsubject to special rules and should consult their tax advisers. The IRS has issued guidance with respect to these issues and prospective\nshareholders, especially charitable remainder trusts, are strongly encouraged to consult with their tax advisers regarding these issues.

Certain\nPotential Tax Reporting Requirements. Under U.S. Treasury regulations, if a shareholder recognizes a loss on disposition of a Fund’s\nShares of $2 million or more for an individual shareholder or $10 million or more for a corporate shareholder (or certain greater amounts\nover a combination of years), the shareholder must file with the IRS a disclosure statement on IRS Form 8886. Significant penalties may\nbe imposed for the failure to comply with the reporting requirements. The fact that a loss is reportable under these regulations does\nnot affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders should consult their\ntax advisors to determine the applicability of these regulations in light of their individual circumstances.

Additional\nTax Information Concerning REITs and MLPs. Each Fund may invest in entities treated as REITs or as MLPs for U.S. federal income tax\npurposes. A Fund’s investments in REIT or MLP equity securities may at times result in the Fund’s receipt of cash distributions\nin excess of the REIT’s or MLP’s earnings; if the Fund distributes these amounts, these distributions could constitute a\nreturn of capital to Fund shareholders for federal income tax purposes. Dividends received by a Fund from a REIT, and distributions received\nby a Fund from an MLP, generally will not constitute qualified dividend income. MLPs and other partnerships in which a Fund may invest\nwill deliver Form K-1s to the Fund to report its share of income, gains, losses, deductions and credits of the MLP or other partnership.\nThese Form K-1s may be delayed and may not be received until after the time that a Fund issues its tax reporting statements. As a result,\na Fund may at times find it necessary to reclassify the amount and character of its distributions to you after it issues you your tax\nreporting statement.

For\ntaxable years beginning after December 31, 2017 and before January 1, 2026, qualified REIT dividends (i.e., REIT dividends other than\ncapital gain dividends and portions of REIT dividends designated as qualified dividend income) are eligible for a 20% federal income\ntax deduction in the case of individuals, trusts and estates. If a Fund receives qualified REIT dividends, it may elect to pass the special\ncharacter of this income through to its shareholders. To be eligible to treat distributions from a Fund as qualified REIT dividends,\na shareholder must hold shares of the Fund for more than 45 days during the 91-day period beginning on the date that is 45 days before\nthe date on which the shares become ex dividend with respect to such dividend and the shareholder must not be under an obligation (whether\npursuant to a short sale or otherwise) to make related payments with respect to positions in substantially similar or related property.\nIf a Fund does not elect to pass the special character of this income through to shareholders or if a shareholder does not satisfy the\nabove holding period requirements, the shareholder will not be entitled to the 20% deduction for the shareholder’s share of the\nFund’s qualified REIT dividend income while direct investors in REITs may be entitled to the deduction. A similar deduction is\navailable for qualified publicly traded partnership income. However, RICs currently cannot pass the special character of this income\nthrough to shareholders. As a result, direct investors in MLPs may be entitled to this deduction while investors who invest in the Fund\nwill not be entitled to this deduction with respect to the Fund’s qualified publicly traded partnership income.

Special\nrules apply to foreign persons who receive distributions from a Fund that are attributable to gain from “United States real property\ninterests” (“USRPIs”). The Code defines USRPIs to include direct holdings of U.S. real property and any interest (other\nthan an interest solely as a creditor) in a “United States real property holding corporation” or a former United States real\nproperty holding corporation. The Code defines a United States real property holding corporation as any corporation whose USRPIs make\nup 50% or more of the fair market value of its USRPIs, its interests in real property located outside the United States, plus any other\nassets it uses in a trade or business. In general, if a Fund is a United States real property holding corporation (determined without\nregard to certain exceptions), distributions by the Fund that are attributable to (i) gains realized on the disposition of USPRIs by\nthe Fund and (ii) distributions received by the Fund from a lower-tier RIC or REIT that the Fund is required to treat as USRPI gain in\nits hands will retain their character as gains realized from USRPIs in the hands of the foreign persons and will be subject to U.S. federal\nwithholding tax. In addition, such distributions could result in the foreign shareholder being required to file a U.S. tax return and\npay tax on the distributions at regular U.S. federal income tax rates. The consequences to a non-U.S. shareholder, including the rate\nof such withholding and character of such distributions (e.g., ordinary income or USRPI gain) will vary depending on the extent of the\nnon-U.S. shareholder’s current and past ownership of the Fund.

In\naddition, if a Fund is a United States real property holding corporation or former United States real property holding corporation, the\nFund may be required to withhold U.S. tax upon a redemption of shares by a greater-than-5% shareholder that is a foreign person, and\nthat shareholder would be required to file a U.S. income tax return for the year of the disposition of the USRPI and pay any additional\ntax due on the gain. However, no such withholding is generally required with respect to amounts paid in redemption of shares of a fund\nif the fund is a domestically controlled qualified investment entity, or, in certain other limited cases, if a fund (whether or not domestically\ncontrolled) holds substantial investments in RICs that are domestically controlled qualified investment entities.

Other\nIssues. In those states which have income tax laws, the tax treatment of a Fund and of Fund shareholders with respect to distributions\nby the Fund may differ from federal income tax treatment. Shares held in a tax-qualified retirement account will generally not be subject\nto federal taxation on income and capital gains distributions from a Fund until a shareholder begins receiving payments from their retirement\naccount. Because each shareholder’s tax situation is different, shareholders should consult their tax advisor about the tax implications\nof an investment in a Fund.

Shareholders\nare advised to consult their tax advisors concerning their specific situations and the application of state, local and foreign taxes.

Financial\nStatements

The\naudited financial statements and related report of Tait Weller & Baker LLP, independent registered public accounting firm, contained\nin the Trust’s Form N-CSR for the fiscal year ended June 30, 2026, are hereby incorporated herein by reference. The audited financial\nstatements in the Trust’s Form N-CSR for the fiscal period ended June 30, 2026 have been incorporated herein by reference\nin reliance upon such report given upon the authority of such firm as experts in accounting and auditing. A copy of the Trust’s\nForm N-CSR for the fiscal period ended June 30, 2026 may be obtained upon request and without charge by calling 844-GRN-TSHR (844-476-8747)\nduring normal business hours. No other portions of the Trust’s Form N-CSR for the fiscal period ended June 30, 2026 are\nincorporated herein by reference.

PART\nC

OTHER\nINFORMATION

GraniteShares\nETF Trust

Item\n28. Exhibits

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

(a)(1)	Certificate\n of Trust of GraniteShares ETF Trust, incorporated by reference to the Registrant’s Registration Statement on Form N-1A (File\n No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on November 23, 2016.

(a)(2)	Declaration\n of Trust of GraniteShares ETF Trust, incorporated by reference to the Registrant’s Registration Statement on Form N-1A (File\n No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on November 23, 2016.

(b)	Bylaws\n of GraniteShares ETF Trust, incorporated by reference to Pre-Effective Amendment No. 2 to the Registrant’s Registration Statement\n on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on May 5, 2017.

(c)	Not\n Applicable

(d)(1)	Amended\n and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC, incorporated by reference\n to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A (File No. 333-214796 and 811-23214)\n filed with the Securities and Exchange Commission on October 26, 2018.

(d)(2)	Amendment No. 1 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC, incorporated by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on January 24, 2019.

(d)(3)	Amendment\n No. 2 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC, incorporated\n by reference to Post-Effective Amendment No. 12 to the Registrant’s Registration Statement on Form N-1A (File No. 333-021476\n and 811-23214 filed with the Securities and Exchange Commission on October 28, 2019.

(d)(4)	Amendment\n No. 3 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC, incorporated\n by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A (File No. 333-021476\n and 811-23214 filed with the Securities and Exchange Commission on July 28, 2022.

(d)(5)	Amendment\n No. 4 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC, incorporated\n by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A (File No. 333-021476\n and 811-23214 filed with the Securities and Exchange Commission on July 28, 2022.

(d)(6)	Amendment No. 5 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(7)	Amendment No. 6 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(8)	Amendment No. 7 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n\n\n\n \n \n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n\n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

(d)(9)	Amendment No. 8 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(10)	Amendment No. 9 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(11)	Amendment No. 10 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(12)	Amendment No. 11 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(13)	Amendment No. 12 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC. \n

(d)(14)	Amendment No. 13 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(15)	Amendment No. 14 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(16)	Amendment No. 15 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(17)	Amendment No. 16 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(d)(18)	Amendment No. 17 to Amended and Restated Investment Advisory Agreement between GraniteShares ETF Trust and GraniteShares Advisors LLC.

(e)(1)	Distribution\n Agreement between GraniteShares ETF Trust and Distributor, incorporated by reference to Post-Effective Amendment No.16 to the Registrant’s\n Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities and Exchange Commission on October\n 28, 2021.

(e)(2)	Amendment\n to the Distribution agreement between GraniteShares ETF Trust and Distributor, incorporated by reference to Post-Effective Amendment\n No. 33 to the Registrant’s Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities\n and Exchange Commission on July 28, 2022.

(e)(3)	Form\n of Authorized Participant Agreement, incorporated by reference to Post-Effective Amendment No.16 to the Registrant’s Registration\n Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities and Exchange Commission on October 28, 2021.

(f)	Not\n applicable

(g)(1)	Custody\n and Transfer Agent Agreement between GraniteShares ETF Trust and Custodian, incorporated by reference to Post-Effective Amendment\n No.16 to the Registrant’s Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities\n and Exchange Commission on October 28, 2021.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

(g)(2)	Amendment\n to the Custody and Transfer Agent Agreement, incorporated by reference to Post-Effective Amendment No. 33 to the Registrant’s\n Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities and Exchange Commission on July\n 28, 2022.

(h)(1)	Services\n Agreement between GraniteShares ETF Trust and Administrator, incorporated by reference to Post-Effective Amendment No.16 to the Registrant’s\n Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities and Exchange Commission on October\n 28, 2021.

(h)(2)	Amendment to the Service Agreement between GraniteShares ETF Trust and Administrator

(h)(3)	Expense\n Limitation Agreement between the Trust and the Adviser, incorporated by reference to Post-Effective Amendment No. 33 to the Registrant’s\n Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities and Exchange Commission on July\n 28, 2022.

(h)(4)	Amendment\n No.1 to the Expense Limitation Agreement between the Trust and the Adviser, incorporated by reference to Post-Effective Amendment\n No. 33 to the Registrant’s Registration Statement on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities\n and Exchange Commission on July 28, 2022.

(h)(5)	Amendment No.2 to the Expense Limitation Agreement between the Trust and the Adviser.

(h)(6)	Amendment No.3 to the Expense Limitation Agreement between the Trust and the Adviser

(h)(7)	Amendment No.4 to the Expense Limitation Agreement between the Trust and the Adviser

\n \n \n \n

(h)(8)

Amendment No.5 to the Expense Limitation Agreement between the Trust and the Adviser

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n\n\n \n \n\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

(h)(9)	Amendment No.6 to the Expense Limitation Agreement between the Trust and the Adviser

(h)(10)	Amendment No.7 to the Expense Limitation Agreement between the Trust and the Adviser

(h)(11)	Amendment No.8 to the Expense Limitation Agreement between the Trust and the Adviser

(h)(12)	Amendment No.9 to the Expense Limitation Agreement between the Trust and the Adviser

(i)	Opinion and Consent of Counsel

(j)	Consent of Independent Registered Public Accounting Firm

(k)	Not\n applicable.

(l)	Form\n of Initial Capital Agreement, incorporated by reference to Pre-Effective Amendment No. 2 to the Registrant’s Registration Statement\n on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on May 5, 2017.

(m)	Form\n of Distribution and Service Plan, incorporated by reference to Pre-Effective Amendment No. 2 to the Registrant’s Registration\n Statement on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on May 5, 2017.

(n)	Not\n applicable

(o)	Reserved

(p)(1)	Code\n of Ethics of GraniteShares ETF Trust, incorporated by reference to Pre-Effective Amendment No. 2 to the Registrant’s Registration\n Statement on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on May 5, 2017.

(p)(2)	Code\n of Ethics of the GraniteShares Advisors LLC, incorporated by reference to Pre-Effective Amendment No. 2 to the Registrant’s\n Registration Statement on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on May\n 5, 2017.

(p)(3)	Code\n of Ethics of Distributor, incorporated by reference to Post-Effective Amendment No.16 to the Registrant’s Registration Statement\n on Form N-1A (File No. 333-021476 and 811-23214 filed with the Securities and Exchange Commission on October 28, 2021.

(q)	Powers\n of Attorney, dated October 27, 2017, incorporated by reference to Post-Effective Amendment No. 4 to the Registrant’s Registration\n Statement on Form N-1A (File No. 333-214796 and 811-23214) filed with the Securities and Exchange Commission on December 18, 2017.

^(1)\nTo be filed by amendment.

Item\n29. Persons Controlled By or Under Common Control with Registrant

Not\napplicable.

Item\n30. Indemnification

Reference\nis made to Article Nine of the Registrant’s Declaration of Trust, which is incorporated by reference herein. The general effect\nof the indemnification available to an officer or trustee may be to reduce the circumstances under which the officer or trustee is required\nto bear the economic burden of liabilities and expenses related to actions taken by the individual in his or her capacity as an officer\nor trustee.

The\nRegistrant (sometimes referred to as the “Trust”) is organized as a Delaware statutory trust and is operated pursuant to\na Declaration of Trust that permits the Registrant to indemnify every person who is, or has been, a trustee, officer, or employee of\nthe Trust, including persons who serve at the request of the Trust as directors, trustees, officers, or employees of another organization\nin which the Trust has an interest as a shareholder, creditor or otherwise (each, a “Covered Person”). Each Covered Person\nis indemnified by the Trust to the fullest extent permitted by law against liability and against all expenses reasonably incurred or\npaid by him or her in connection with any claim, action, suit or proceeding in which he or she becomes involved as a party or otherwise\nby virtue of his or her being or having been such a director, trustee, officer, employee or agent and against amounts paid or incurred\nby him in settlement thereof. This indemnification is subject to the following conditions:

No\nindemnification is provided to a Covered Person:

(a)\nFor a liability to the Trust or its shareholders arising out of a final adjudication by the court or other body before which the proceeding\nwas brought that the Covered Person engaged in willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved\nin the conduct of his or her office;

(b)\nWith respect to any matter as to which the Covered Person has been finally adjudicated not to have acted in good faith in the reasonable\nbelief that his or her action was in the best interests of the Trust; or

(c)\nIn the event of a settlement or other disposition not involving a final adjudication (as provided in paragraph (a) or (b) above) and\nresulting in a payment by a Covered Person, unless there has been either a determination that such Covered Person did not engage in willful\nmisfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office by the court\nor other body approving the settlement or other disposition, or a reasonable determination, based on a review of readily available facts\n(as opposed to a full trial-type inquiry), that he or she did not engage in such conduct, such determination being made by: (i) a vote\nof a majority of the Disinterested Trustees (as such term is defined in the Declaration of Trust) acting on the matter (provided that\na majority of Disinterested Trustees then in office act on the matter); or (ii) a written opinion of independent legal counsel.

The\nrights of indemnification under the Declaration of Trust may be insured against by policies maintained by the Trust; are severable; will\nnot affect any other rights to which any Covered Person is entitled; will continue as to a person who has ceased to be a Covered Person;\nand will inure to the benefit of the heirs, executors and administrators of such a person. Nothing contained in the Declaration of Trust\nwill affect any rights to indemnification to which Trust personnel other than Covered Persons may be entitled by contract or otherwise\nunder law.

Expenses\nof preparation and presentation of a defense to any claim, action, suit or proceeding subject to a claim for indemnification under Article\n9 of the Declaration of Trust will be advanced by the Trust prior to final disposition thereof upon receipt of an undertaking by or on\nbehalf of the recipient to repay such amount if it is ultimately determined that he or she is not entitled to indemnification under Article\n9 of the Declaration of Trust, provided that either:

(a)\nSuch undertaking is secured by a surety bond or some other appropriate security or the Trust is insured against losses arising out of\nany such advances; or

(b)\nA majority of the Disinterested Trustees acting on the matter (provided that a majority of the Disinterested Trustees then in office\nact on the matter) or independent legal counsel in a written opinion determines, based upon a review of the readily available facts (as\nopposed to the facts available upon a full trial), that there is reason to believe that the recipient ultimately will be found entitled\nto indemnification.

Insofar\nas indemnification for liabilities arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons\nof the Registrant by the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant is aware that in the opinion of\nthe Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act of 1933, and\ntherefore, is unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant\nof expenses incurred or paid by trustees, officers or controlling persons of the Registrant in connection with the successful defense\nof any act, suit or proceeding) is asserted by such trustees, officers or controlling persons in connection with the shares being registered,\nthe Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of\nappropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act\nof 1933 and will be governed by the final adjudication of such issues.

Item\n31. Business and Other Connections of the Investment Advisor

Reference\nis made to the caption “Management” in the Prospectus constituting Part A of this Registration Statement.

The\ninformation as to the directors and officers of the GraniteShares Advisors LLC set forth in GraniteShares Advisors LLC’s Form ADV\nfiled with the SEC (Reference No. 801-110093), and amended through the date hereof, is incorporated herein by reference.

Item\n32. ALPS Distributors, Inc.

\n \n \n \n

(a)	ALPS\n Distributors, Inc. acts as the distributor for the Registrant and the following investment companies:

1290\nFunds

1WS\nCredit Income Fund

Aberdeen\nIncome Credit Strategies Fund

abrdn\nETFs

abrdn\nFunds

abrdn\nGlobal Dynamic Dividend Fund

abrdn\nGlobal Premier Properties Fund

abrdn\nIncome Credit Strategies Fund

abrdn\nTotal Dynamic Dividend Fund

Accordant\nODCE Index Fund

Alpha\nAlternative Assets Fund

ALPS\nSeries Trust

Apollo\nDiversified Credit Fund

Apollo\nDiversified Real Estate Fund

AQR\nFunds

Arrowmark\nFinancial Corp.

Axonic\nAlternative Income Fund

Axonic\nFunds

BBH\nTrust

Bluerock\nHigh Income Institutional Credit Fund

Bridge\nBuilder Trust

Cambria\nETF Trust

CION\nAres Diversified Credit Fund

CION\nGrosvenor Infrastructure Fund

CoinShares\nETF Trust (formerly Valkyrie ETF Trust II)

Columbia\nETF Trust

Columbia\nETF Trust I

Columbia\nETF Trust II

Columbia\nSeligman Premium Technology Growth Fund, Inc.

CRM\nMutual Fund Trust

DBX\nETF Trust

Diameter\nDynamic Credit Fund

Eagle\nPoint Defensive Income Trust

Eagle\nPoint Enhanced Income Trust

EA\nSeries Trust (Cambria Series)

ETF\nSeries Solutions (Vident Series)

Financial\nInvestors Trust

Firsthand\nFunds

FS\nCredit Income Fund

FS\nCredit Opportunities Corp.

FS\nMVP Private Markets Fund

Gemcorp\nCommodities Alternative Products Fund

Goehring\n& Rozencwajg Investment Funds

Goldman\nSachs ETF Trust

Goldman\nSachs ETF Trust II

GraniteShares\nETF Trust

Hartford\nFunds Exchange-Traded Trust

Heartland\nGroup, Inc.

iM\nGlobal Partner Funds (formerly Litman Gregory Funds Trust)

Investment\nManagers Series Trust II (AXS-Advised Funds)

Investment\nManagers Series Trust II (Alternative Access-Advised Fund)

Janus\nDetroit Street Trust

Lattice\nStrategies Trust

Longleaf\nPartners Funds Trust

Manager\nDirected Portfolios (Spyglass Growth Fund)

Meridian\nFund, Inc.

Natixis\nETF Trust

Natixis\nETF Trust II

NYLIM\nActive ETF Trust

NYLIM\nETF Trust

Opportunistic\nCredit Interval Fund

Principal\nExchange-Traded Funds

RiverNorth\nFunds

RiverNorth\nOpportunities Fund, Inc.

RiverNorth/DoubleLine\nStrategic Opportunity Fund, Inc.

RiverNorth\nOpportunistic Municipal Income Fund, Inc.

RiverNorth\nManaged Duration Municipal Income Fund, Inc.

RiverNorth\nFlexible Municipal Income Fund, Inc.

RiverNorth\nCapital and Income Fund, Inc.

RiverNorth\nFlexible Municipal Income Fund II, Inc.

RiverNorth\nManaged Duration Municipal Income Fund II, Inc.

State\nStreet® SPDR® Dow Jones® Industrial Average℠ ETF Trust

State\nStreet® SPDR® S&P 500® ETF Trust

State\nStreet® SPDR® S&P MIDCAP 400® ETF Trust

Sprott\nFunds Trust

The\nArbitrage Funds

Themes\nETF Trust

Tidal\nTrust II (Cambria Series)

Thornburg\nETF Trust

Thornburg\nInvestment Trust (Thornburg American Opportunities Fund ETF Class Shares and Thornburg Focus Growth Fund ETF Class Shares)

Thrivent\nETF Trust

Trust\nfor Professional Managers (PT Asset Management Series)

USCF\nETF Trust

Wasatch\nFunds Trust

Wilmington\nFunds

X-Square\nBalanced Fund

X-Square\nSeries Trust

(b)\nTo the best of Registrant’s knowledge, the directors and executive officers of ALPS Distributors, Inc., are as follows:

Name*	Position\n with Underwriter	Positions\n with Fund
Stephen\n J. Kyllo	President,\n Chief Operating Officer, Director, Chief Compliance Officer	None
Brian\n Schell **	Vice\n President & Treasurer	None
Eric\n Parsons	Vice\n President, Controller and Assistant Treasurer	None
Jason\n White***	Secretary	None
Richard\n C. Noyes	Senior\n Vice President, General Counsel, Assistant Secretary	None
Eric\n Theroff^	Assistant\n Secretary	None
Adam\n Girard^^	Tax\n Officer	None
Liza\n Price	Vice\n President, Managing Counsel	None
Jed\n Stahl	Vice\n President, Managing Counsel	None
Terence\n Digan	Vice\n President	None
James\n Stegall	Vice\n President	None
Gary\n Ross	Senior\n Vice President	None
Hilary\n Quinn	Vice\n President	None

*\nExcept as otherwise noted, the principal business address for each of the above directors and executive officers is 1290 Broadway, Suite\n1000, Denver, Colorado 80203.

**\nThe principal business address for Mr. Schell is 100 South Wacker Drive, 19th Floor, Chicago, IL 60606.

***\nThe principal business address for Mr. White is 4 Times Square, New York, NY 10036.

^\nThe principal business address for Mr. Theroff is 1055 Broadway Boulevard, Kansas City, MO 64105

^^\nThe principal business address for Mr. Girard is 80 Lamberton Road, Windsor, CT 06095

Item\n33. Location of Accounts and Records

All\naccounts, books and other documents required by Section 31(a) of the Investment Company Act of 1940, as amended, and the rules thereunder\nare maintained at:

GraniteShares\nAdvisors LLC

250\nBroadway, 24^th Floor

New\nYork, New York 10007

Item\n34. Management Services

Not\napplicable.

Item\n35. Undertakings

Not\napplicable.

SIGNATURES

Pursuant\nto the requirements of the Securities Act of 1933, as amended, and Investment Company Act of 1940, as amended, the Registrant has met\nall of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act and the Registrant\nhas duly caused this amendment to the Registration Statement on Form N-1A to be signed on its behalf by the undersigned, duly authorized\nin the City of New York, and State of New York on this 28^th day of October, 2026.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	GRANITESHARES\n ETF TRUST

	By:	/s/\n William Rhind
		William\n Rhind
		President

Pursuant\nto the requirements of the Securities Act of 1933, the following persons in the capacities and on the dates indicated have signed the\nRegistration Statement below.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Signatures	Title	Date

/s/\n William Rhind	Trustee,\n President	October\n 28, 2026
William\n Rhind	(Principal\n Executive Officer)
	and\n Chief Financial Officer \n (Principal Financial and Accounting Officer)

/s/\n Seddik Meziani*	Independent\n Trustee	October\n 28, 2026
Seddik\n Meziani

/s/\n Steven Smyser*	Independent\n Trustee	October\n 28, 2026
Steven\n Smyser

\n \n \n \n \n \n \n \n \n \n \n \n \n

*By	/s/\n Benoit Autier
	Benoit\n Autier
	Attorney-in-Fact

Pursuant\nto Powers of Attorney, dated October 27, 2017, incorporated herein by reference to Exhibit (q) to Post-Effective Amendment No. 4, filed\nDecember 18, 2017.

","zhKind","complete","公司与财报","融资","aihot","/items/elk2yhxqoqhuy0ujn1398l2et","https://www.sec.gov/Archives/edgar/data/1689873/000149315226048860/0001493152-26-048860-index.htm","rss-sec-xbrl","name","SEC · EDGAR 财务披露","kind","rss","firstParty","iconUrl","/api/img-proxy?u=https%3A%2F%2Fwww.sec.gov%2Fthemes%2Fcustom%2Fuswds_sec%2Fassets%2Fimg%2Ffavicons%2Fapple-touch-icon.png&mode=avatar&exp=1793577600&sig=4b4ab60ed7bbc09f","iconSrcSet","/api/img-proxy?u=https%3A%2F%2Fwww.sec.gov%2Fthemes%2Fcustom%2Fuswds_sec%2Fassets%2Fimg%2Ffavicons%2Fapple-touch-icon.png&mode=avatar-48&exp=1793577600&sig=e088f7e0fbd3f246 48w, /api/img-proxy?u=https%3A%2F%2Fwww.sec.gov%2Fthemes%2Fcustom%2Fuswds_sec%2Fassets%2Fimg%2Ffavicons%2Fapple-touch-icon.png&mode=avatar-96&exp=1793577600&sig=18c729d6e21bdeed 96w","changelogVersion","2026-10-01T08:00"]