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As filed with the Securities and Exchange Commission\non October 27, 2026

1933 Act Registration No. 333-273052

1940 Act Registration No. 811-23887

United States

Securities and Exchange Commission

Washington, D.C. 20549

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

Registration Statement\n Under the Securities Act of 1933	[ ]
Pre-Effective Amendment No. __	[ ]
Post-Effective Amendment No. 366	[X]

and/or

Registration Statement Under the Investment\n Company Act of 1940	[ ]
Amendment No. 368	[X]

Roundhill ETF Trust

154 West 14^th Street, 2^nd Floor

New York, New York 10011
(646) 661-5441

Corporation Trust Company

1209 Orange Street
Wilmington, New Castle County,\nDelaware 19801

(Name and Address of Agent for Service)

Copy to:

Timothy Maloney
Roundhill Financial Inc.
154\nWest 14^th Street, 2^nd Floor

New York, New York 10011

Morrison Warren, Esq.

Chapman and Cutler LLP
320 South Canal Street
\nChicago, Illinois 60606

It\nis proposed that this filing will become effective (check appropriate box):

\n \n \n \n

[X]

Immediately upon filing pursuant to paragraph (b) of Rule 485.

\n \n \n \n

[ ]

On (date) pursuant to paragraph (b) of Rule 485.

\n \n \n \n

[ ]

60 days after filing pursuant to paragraph (a)(1) of Rule 485.

\n \n \n \n

[ ]

On (date) pursuant to paragraph (a) of Rule 485.

\n \n \n \n

[ ]

75 days after filing pursuant to paragraph (a)(2) of Rule 485.

\n \n \n \n

[ ]

On (date) pursuant to paragraph (a) of Rule 485.

If\nappropriate, check the following box:

\n \n \n \n \n

[ ]

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

Contents of Registration Statement

This Registration Statement comprises\nthe following papers and contents:

The Facing Sheet

Part A – Prospectus for Roundhill\nMagnificent Seven Plus ETF

Part B – Statement of Additional\nInformation for Roundhill Magnificent Seven Plus ETF

Part C – Other Information

Signatures

Index to Exhibits

Exhibits

$\"\"$

PROSPECTUS

Roundhill\nMagnificent Seven Plus ETF (MAGP)

October\n27, 2026

Roundhill Magnificent Seven Plus ETF (the “Fund”)\nis a series of Roundhill ETF Trust (the “Trust”) and an exchange-traded fund (“ETF”). The Fund lists and principally\ntrades its shares on the Cboe BZX Exchange, Inc. (“Cboe” or the “Exchange”).

The U.S. Securities and Exchange Commission (“SEC”)\nhas not approved or disapproved these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the\ncontrary is a criminal offense.

Table\nof 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 Summary Information	\n 1
\n Additional Information About\n the Fund’s Principal Investment Strategies	\n 17
\n Additional Risks of Investing\n in the Fund	\n 18
\n Management of the Fund	\n 29
\n How to Buy and Sell Shares	\n 32
\n Dividends, Distributions and\n Taxes	\n 33
\n Distributor	\n 37
\n Net Asset Value	\n 37
\n Fund Service Providers	\n 37
\n Premium/Discount Information	\n 38
\n Other Investment Companies	\n 38
\n Financial Highlights	\n 38

Roundhill\nMagnificent Seven Plus ETF

Investment Objectives

The Fund seeks to provide capital appreciation.

Fees and Expenses of the Fund

The table below describes the fees and expenses that\nyou may pay if you buy, hold and sell shares of the Fund (“Fund Shares”). You may pay other\nfees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the table and Example below.

Annual Fund Operating\nExpenses (expenses that you pay each year as a percentage of the value of your investment)

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


\n Management\n Fees⁽¹⁾	\n 0.35%
\n Distribution\n and Service (12b-1) Fees	\n 0.00%
\n Other Expenses⁽²⁾	\n 0.00%
\n Total Annual\n Fund Operating Expenses	\n 0.35%

(1) \nThe investment advisory agreement between the Trust and Roundhill Financial Inc. (“Roundhill”\nor the “Adviser”) utilizes a unitary fee arrangement pursuant to which Roundhill will pay all operating expenses of the Fund,\nexcept Roundhill’s management fees, interest charges on any borrowings, dividends and other expenses on securities sold short, taxes,\nbrokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments,\nacquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution fees and expenses paid by the\nTrust under any distribution plan.

(2) \n“Other Expenses” are estimates based on the expenses the Fund expects to incur for the\ncurrent fiscal year. The cost of investing in swaps, including the embedded cost of the swap and the operating expenses of the referenced\nassets, is an indirect expense that is not included in the above fee table and is not reflected in the expense example.

\n\n \n \n

(1)

The investment advisory agreement between the Trust and Roundhill Financial Inc. (“Roundhill” or the “Adviser”)\nutilizes a unitary fee arrangement pursuant to which Roundhill will pay all operating expenses of the Fund, except Roundhill’s management\nfees, interest charges on any borrowings, dividends and other expenses on securities sold short, taxes, brokerage commissions and other\nexpenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses,\naccrued deferred tax liability, extraordinary expenses, and distribution fees and expenses paid by the Trust under any distribution plan.

\n\n \n \n

(2)

“Other Expenses” are estimates based on the expenses the Fund expects to incur for the current fiscal year. The cost of investing\nin swaps, including the embedded cost of the swap and the operating expenses of the referenced assets, is an indirect expense that is\nnot included in the above fee table and is not reflected in the expense example.

Example

This example is intended to help you compare the\ncost of investing in the Fund with the cost of investing in other funds. The example assumes that you invest $10,000 in the Fund for the\ntime periods indicated, and then sell all of your Fund Shares at the end of those periods. The example also assumes that your investment\nhas a 5% return each year and that the Fund’s operating expenses remain the same. 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 Year\n 1	\n Year\n 3
\n $36	\n $113

Portfolio Turnover

The Fund pays transaction costs, such as commissions,\nwhen it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction\ncosts and may result in higher taxes when Fund Shares are held in a taxable account. These costs, which are not reflected in Annual Fund\nOperating Expenses or in the example, affect the Fund’s performance. Because the Fund has not yet commenced operations, portfolio\nturnover information is unavailable at this time.

Principal Investment Strategies

The Fund is an actively managed ETF that seeks to\nachieve its investment objective through its investment exposure to the companies comprising the “Magnificent Seven Plus.”\nThe Fund will seek to invest in the following: (i) a group of seven companies commonly recognized for their market dominance in technological\ninnovation (the “Magnificent Seven”); (ii) Space Exploration Technologies Corp. (“SpaceX”) and Broadcom Inc. (“Broadcom”);\nand (iii) financial instruments (i.e., swap agreements) that provide investment exposure to Anthropic\nPBC (“Anthropic” or a “Pre-IPO Company”) and OpenAI Global, LLC (“OpenAI” or a “Pre-IPO Company”\nand collectively with Anthropic, the “Pre-IPO Companies”) (collectively, the “Magnificent Seven Plus”). Under\nnormal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in equity securities and\n financial instruments (i.e., swap agreements) that provide exposure to Magnificent Seven\nPlus companies. For purposes of compliance with this investment policy, derivative contracts will be valued at their notional value.

As of the date of this prospectus, the Magnificent\nSeven was comprised of the following companies: Alphabet Inc., Amazon.com, Inc., Apple Inc., Meta Platforms, Inc., Microsoft Corporation,\nNVIDIA Corporation, and Tesla Inc.. The Fund also will invest in SpaceX and Broadcom and will obtain exposure to Anthropic and OpenAI,\nwhich are not publicly traded companies as of the date of this prospectus, through swap agreements that utilize an index that provides\nexposure to Anthropic or OpenAI, respectively (each a “Pre-IPO Index” and collectively, the “Pre-IPO Indexes”),\nas the reference asset. The Pre-IPO Indexes each reflect the value of Anthropic or OpenAI, respectively, by calculating a reference rate\nthat uses trading in perpetual futures contracts that reference Anthropic or OpenAI across multiple different trading platforms. For additional\ninformation on the Pre-IPO Indexes, including the index methodology, see “Additional Information\nAbout the Fund’s Principal Investment Strategies.” Following any initial public offering (“IPO”) by either of\nAnthropic or OpenAI, the Fund may invest in such equity securities directly or swap agreements that reference such securities.

The Fund will invest its assets to obtain exposure\nto the Pre-IPO Companies such that the cumulative exposure to the Pre-IPO Companies does not exceed fifteen percent of the Fund’s\nnet assets on a continuous basis, and such exposure to the Pre-IPO Companies will be approximately equally weighted. The remainder of\nthe Fund’s assets will be approximately equally-weighted in the Magnificent Seven, SpaceX, and Broadcom. On a quarterly basis the\nFund will rebalance its portfolio such that the Pre-IPO Companies are approximately equally weighted (and remain below fifteen percent\nof the Fund’s net assets), and the Fund’s exposure to the Magnificent Seven, SpaceX and Broadcom is also equally weighted.\nIn the event a Pre-IPO Company undergoes its IPO and begins listing its shares publicly, the Fund will pivot its exposure to such company\nfrom a swap agreement that references the respective Pre-IPO Index to investing in the publicly-traded equity securities of that company,\nor swap agreements that provide exposure thereto, when the Fund is eligible to make such investments. Additionally, in this event the\nFund’s portfolio will be reweighted such that all companies in the portfolio are weighted equally. For additional information on\nthe weighting of the Fund’s portfolio, see “Additional Information About the Fund’s\nPrincipal Investment Strategies.”

Swap agreements are contracts entered into primarily\nwith major financial institutions for a specified period ranging from a day to more than one year. In a “swap” transaction,\ntwo parties agree to exchange the return (or differentials in rates of return) earned or realized on predetermined investments or instruments\nfor a specified time period. The Fund enters into one or more over-the-counter (“OTC”) swap agreements with major global financial\ninstitutions for a specified period to provide exposure to one or both of the Pre-IPO Companies. The terms of the Fund’s OTC swap\nagreement are expected to provide payments whereby only the net amount is paid to the counterparty entitled to receive the net payment.\nThe Fund’s obligations (or rights) under the OTC swap agreement will be equal only to the net amount to be paid or owed under the\nagreement, based on the relative values of the positions held by each counterparty. The costs associated with the Fund’s use of\nswap agreements are embedded in the returns of such agreements, and accordingly will reduce the Fund’s returns. The swap has a similar\neconomic effect as if the Fund were to invest in the assets underlying the swap in an amount equal to the notional amount of the swap.\nThe return to the Fund on such swap should be the gain or loss on the notional amount plus dividends or interest on the assets less the\ninterest paid by the Fund on the notional amount. However, unlike cash investments in the underlying assets, the Fund will not be an owner\nof the underlying assets and will not have voting or similar rights in respect of such assets.

The Fund may hold cash, cash-like instruments, or\nhigh-quality fixed income securities (collectively, a “Cash Position”). The Cash Position may be used to satisfy redemption\nrequests, support the Fund’s use of total return swaps (including any financing rate payments), manage liquidity, meet collateral\nor margin requirements, pay Fund expenses, or pending investment in other instruments. The Cash Position may consist of income-producing\n(1) U.S. Government securities, such as bills, notes and bonds issued by the U.S. Treasury, including U.S. Treasury securities with remaining\nmaturities of one year or less; (2) money market funds; (3) fixed income ETFs, including short-term bond ETFs; (4) collateralized repurchase\nagreements; (5) investment-grade corporate debt securities, such as commercial paper and other short-term unsecured promissory notes;\nand/or (6) other eligible collateral instruments.

As a result of its investment strategies, the Fund\nwill concentrate (i.e., invest more than 25% of its total assets) its investments in the industries\nor group of industries that comprise the information technology sector. The Fund is classified as a “non-diversified company”\nunder the Investment Company Act of 1940 (the “1940 Act”).

Principal Risks

As with all investments, there are certain risks\nof investing in the Fund. Fund Shares will change in value, and you could lose money by investing in the Fund. An investment in the Fund\nis not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

Investment\nStrategy Risk. The Fund will invest in, or obtain exposure to, the Magnificent Seven\nPlus Companies. There is no assurance that the Fund will achieve its investment objective through the implementation of the Fund’s\ninvestment strategies. Additionally, the Fund is subject to the following risks as a result of its investment strategies:

Active Management Risk.\nThe Fund is actively-managed and its performance reflects investment decisions that the Adviser makes for the Fund. Such judgments about\nthe Fund’s investments may prove to be incorrect. If the investments selected and the strategies employed by the Fund fail to produce\nthe intended results, the Fund could underperform as compared to other funds with a similar investment objective and/or strategies, or\ncould have negative returns. The Adviser/Sub-Adviser (defined below) will seek to employ the Fund’s investment strategy regardless\nof whether there are periods of adverse market, economic, or other conditions and will not seek to take temporary defensive positions\nduring such periods.

Equity\nSecurities Risk. Equity securities are subject to changes in value, and their values\nmay be more volatile than those of other asset classes. Equity securities prices fluctuate for several reasons, including changes in investors’\nperceptions of the financial condition of an issuer or the general condition of the relevant equity market, such as market volatility,\nor when political or economic events affecting an issuer occur. Common stock prices may be particularly sensitive to rising interest rates,\nas the cost of capital rises and borrowing costs increase. Common stocks generally subject their holders to more risks than preferred\nstocks and debt securities because common stockholders’ claims are subordinated to those of holders of preferred stocks and debt\nsecurities upon the bankruptcy of the issuer.

Focused\nInvestment Risk. The Fund invests in a limited number of issuers\ninvolved in the types of businesses listed below. Because of this, the Fund is more susceptible to adverse economic, political, regulatory,\nmarket or other events affecting any one of those issuers (including for reasons directly related to the issuer, such as management performance\nand reduced demand for the issuer’s goods or services), or the industries or sectors in which they operate. The Fund’s performance\nmay therefore depend to a greater extent on how a small number of issuers perform. A decline in the value of, or other negative developments\naffecting, even one of those issuers or businesses could significantly reduce the Fund’s value. As a result, the value of Fund Shares\nmay be more volatile than if the Fund invested in a larger number of issuers.

Artificial Intelligence (“AI”)\nCompanies Risk. Companies that rely on, develop, integrate or are otherwise engaged in AI and big data typically face intense competition\nand potentially rapid product obsolescence. These companies are also heavily dependent on intellectual property rights and may be adversely\naffected by loss or impairment of those rights. There can be no assurance these companies will be able to successfully protect their intellectual\nproperty to prevent the misappropriation of their technology, or that competitors will not develop technology that is substantially similar\nor superior to such companies’ technology. AI and big data companies typically engage in significant amounts of spending on research\nand development, as well as mergers and acquisitions, and there is no guarantee that the products or services produced by these companies\nwill be successful. The products and services of AI and big data companies may face obsolescence due to rapid technological developments\nand frequent new product or service introduction, unpredictable changes in growth rates and competition for the services of qualified\npersonnel. AI and big data companies are potential targets for cyberattacks, which can have a materially adverse impact on the performance\nof these companies. In addition, AI technology could face increasing regulatory scrutiny in the future, which may limit the development\nof this technology and impede the growth of companies that develop and/or utilize this technology. Similarly, the collection of data from\nconsumers and other sources could face increased scrutiny as regulators consider how the data is collected, stored, safeguarded and used.\nAI and big data companies may face regulatory fines and penalties, including forced break-ups, that could hinder the ability of the companies\nto operate on an ongoing basis. The customers and/or suppliers of AI and big data companies may be concentrated in a particular country,\nregion or industry. Any adverse event affecting one of these countries, regions or industries could have a negative impact on AI and big\ndata companies. Country, government, and/or region-specific regulations or restrictions could have an impact on AI and big data companies.

Automotive\nCompanies Risk. Automotive companies can be highly cyclical and may suffer periodic operating\nlosses. Automotive companies also can be significantly affected by labor relations and fluctuating component\nprices. Automotive companies, particularly those in the electric vehicles industry, may be affected by the obsolescence of existing\ntechnology, short product cycles, falling prices and profits, competition from new market entrants\nand general economic conditions. While most of the major manufacturers are large, financially strong companies, many\nothers are small and can be non-diversified in both product line and customer base. Additionally, developments in automotive technologies\n(e.g., autonomous vehicle technologies) may require significant capital expenditures that may not generate\nProfits for several years, if any. Automotive companies may be significantly subject to government policies\nand regulations regarding imports and exports of automotive products. Governmental policies affecting automotive companies, such\nas taxes, tariffs, duties, subsidies, and import and export restrictions on automotive products can influence\nthe profitability of such companies. In addition, such companies must comply with environmental laws and regulations, for which\nthere may be severe consequences for non-compliance. Legislative or regulatory changes\nand increased government supervision also may affect automotive companies.

E-Commerce\nDiscretionary Companies Risk. E-commerce discretionary companies include retailers, retail outlets, and wholesalers offering a\nwide variety of products or specializing in a single class of goods (e.g., computers, apparel, home improvement, etc.). E-commerce discretionary\ncompanies are dependent on consumer spending, the availability of disposable income, changing consumer tastes and preferences, consumer\ndemographics, general economic conditions, internal infrastructure and on the availability, reliability and security of the Internet and\nrelated systems. Critical systems and operations may be vulnerable to damage or interruption from natural disasters, power loss, telecommunications\nfailure, terrorist attacks, cyber-attacks, acts of war, break-ins, and similar events. In addition, legislative or regulatory changes\nand increased government supervision may affect e-commerce discretionary companies.

Internet\nMedia & Services Companies Risk. Internet media & services companies are engaged in content and information creation or\ndistribution through proprietary platforms, where revenues are derived primarily through pay-per click advertisements, including search\nengines, social media and networking platforms, online classifieds, and online review companies. The prices of the securities of internet\nmedia & services companies are closely tied to the performance of the overall economy and may be affected by changes in general economic\ngrowth, consumer confidence and consumer spending. Changes in demographics and consumer tastes also may affect the success of internet\nmedia & services companies. In addition, legislative or regulatory changes and increased government supervision may affect internet\nmedia & services companies.

Semiconductors\nCompanies Risk. Competitive pressures may have a significant effect on the financial condition of semiconductor companies and,\nas product cycles shorten and manufacturing capacity increases, these companies may become increasingly subject to aggressive pricing,\nwhich hampers profitability. Reduced demand for end-user products, underutilization of manufacturing capacity, and other factors could\nadversely impact the operating results of semiconductors companies. Semiconductor companies typically face high capital costs and may\nbe heavily dependent on intellectual property rights. Semiconductors companies are highly cyclical, which may cause the operating results\nof many of such companies to vary significantly. The stock prices of semiconductors companies have been and likely will continue to be\nextremely volatile.

Software\nCompanies Risk. Software companies publish and distribute software for the business or consumer markets, as well as companies that\nprovide consulting or integration services to other businesses relating to information technology, including computer-system design, system\nintegration, network and systems operations, cloud computing, distributed ledger technology consulting and integration, data management\nand storage, repair services, and technical support. In addition, software companies also include those companies involved in digital\nplatforms that primarily generate revenue from advertising, content delivery, and other virtual products for consumers. Software companies\nare subject to significant competitive pressures, such as aggressive pricing, new market entrants, competition for market share, short\nproduct cycles due to an accelerated rate of technological developments and the potential for limited earnings and/or falling profit margins.\nThese companies also face the risks that new services, equipment or technologies will not be accepted by consumers and businesses or will\nbecome rapidly obsolete. These factors can affect the profitability of these companies and, as a result, the value of their securities.\nPatent protection is integral to the success of many software companies. In addition, many software companies have limited operating histories.\nPrices of these companies’ securities historically have been more volatile than other securities, especially over the short term.\n

Technology Hardware Companies\nRisk. Technology hardware companies include those companies that manufacture and distribute computers, servers, mainframes, peripheral\ndevices (e.g., keyboard, mouse, etc.), high-technology components (e.g., circuit boards), and electronic office equipment. In addition,\ntechnology hardware companies include producers and distributors of semiconductors and other integrated chips, other products related\nto the semiconductor industry such as motherboards, and manufacturers of high-technology tools and/or equipment used in the creation of\nsemiconductors, photonics, wafers, and other high-technology components. Technology hardware companies can be significantly affected by\ncompetitive pressures, aggressive pricing, technological developments, changing domestic demand, the ability to attract and retain skilled\nemployees and availability and price of components. The market for products produced by technology hardware companies is characterized\nby rapidly changing technology, rapid product obsolescence, cyclical market patterns, evolving industry standards and frequent new product\nintroductions. The success of these companies depends in substantial part on the timely and successful introduction of new products. In\naddition, many technology hardware companies rely on a combination of patents, copyrights, trademarks and trade secret laws to establish\nand protect their proprietary rights in their products and technologies.

IPO\nRisk. The Fund may invest in securities offered in an IPO or in companies that have recently\ncompleted an IPO. The market value of IPO shares can have significant volatility due to factors such as the absence of a prior public\nmarket, unseasoned trading, a small number of shares available for trading and limited information about the issuer. The purchase of IPO\nshares may involve high transaction costs, and the Fund may lose money on an investment in such securities.

Large\nCapitalization Companies Risk. Large capitalization companies may be\nless able than smaller capitalization companies to adapt to changing market conditions. Large capitalization companies may be more mature\nand subject to more limited growth potential compared with smaller capitalization companies. During different market cycles, the performance\nof large capitalization companies has trailed the overall performance of the broader securities markets.

Non-Diversification\nRisk. As a “non-diversified” fund, the Fund may hold\na smaller number of portfolio securities than many other funds. To the extent the Fund invests in a relatively small number of issuers,\na decline in the market value of a particular security held by the Fund may affect its value more than if it invested in a larger number\nof issuers. The value of the Fund Shares may be more volatile than the values of shares of more diversified funds.

Pre-IPO\nCompanies Risk. The Fund may obtain exposure to the Pre-IPO Companies through swap\nagreements that provide exposure to a Pre-IPO Company via the respective Pre-IPO Index. The Fund may be unable to obtain or maintain the\ndesired exposure to one or more Pre-IPO Companies, and any available exposure may be limited, expensive, indirect, and/or difficult to\nvalue. Information regarding private companies is less available than information regarding public companies and private companies are\nnot subject to the same governance, disclosure, and other regulatory requirements as public companies. As a result, private companies\nmay be difficult to accurately value and such valuations may be based on models or estimates that may not accurately reflect the value\nof the company. These valuation risks may also affect futures contracts, swaps or other instruments that reference Pre-IPO Companies.\nPrivate companies and instruments referencing private companies may be less liquid than other investments and may be subject to increased\nvolatility. The timing and potential value of any public offering of securities of the Pre-IPO Companies is uncertain and such offering\nmay never occur.

CONCENTRATION RISK.\nThe Fund expects to have concentrated (i.e., invest more than 25% of its total assets)\ninvestment exposure in the industry or group of industries that comprise the information technology sector. As a result, the Fund is more\nvulnerable to adverse market, economic, regulatory, political or other developments affecting\nthose industries or groups of related industries than a fund that invests its assets in a more diversified manner.

Information Technology Companies\nRisk. Information technology companies face intense competition, both domestically and internationally, which may have an adverse\neffect on profit margins. Like other technology companies, information technology companies may have limited product lines, markets, financial\nresources or personnel. The products of information technology companies may face obsolescence due to rapid technological developments,\nfrequent new product introduction, unpredictable changes in growth rates and competition for the services of qualified personnel. Companies\nin the information technology sector are heavily dependent on patent and intellectual property rights. The loss or impairment of these\nrights may adversely affect the profitability of these companies. Information technology companies are facing increased government and\nregulatory scrutiny and may be subject to adverse government or regulatory action.

Market\nRisk. Market risk is the risk that a particular investment, or Fund Shares in general, may\nfall in value. Securities are subject to market fluctuations caused by real or perceived adverse economic, political, and regulatory factors\nor market developments, changes in interest rates, disruptions to trade, impositions of tariffs and perceived trends in securities prices.\nFund Shares could decline in value or underperform other investments. In addition, local, regional or global events such as war, acts\nof terrorism, market manipulation, government defaults, government shutdowns, regulatory actions, political changes, diplomatic developments,\nthe imposition of sanctions and other similar measures, spread of infectious diseases or other public health issues, recessions, natural\ndisasters, or other events could have a significant negative impact on the Fund and its investments. Any of such circumstances could have\na materially negative impact on the value of Fund Shares, the liquidity of an investment, and may result in increased market volatility.\nDuring any such events, Fund Shares may trade at increased premiums or discounts to their net asset value, the bid/ask spread on Fund\nShares may widen and the returns on investment may fluctuate.

Asset\nClass Risk. Securities and other assets in the Fund’s portfolio may underperform\nin comparison to the general financial markets, a particular financial market or other asset classes.

DERIVATIVES RISK. The Fund expects to use\nswap agreements to seek to achieve its investment objective. The Fund’s derivative investments have risks, including the imperfect\ncorrelation between the value of such instruments and the reference asset; the loss of principal, including the potential loss of amounts\ngreater than the initial amount invested in the derivatives instrument; and illiquidity of the derivative investments. The Fund expects\nto primarily utilize derivatives instruments that are not designed to produce leverage. The Fund, however, may invest in derivatives that\ngive rise to economic leverage, but expects any such economic leverage to be minimal. Leverage magnifies the potential for gain and may\nresult in greater losses, which in some cases may cause the Fund to liquidate other portfolio investments at inopportune times (e.g.,\nat a loss to comply with limits on leverage imposed by the 1940 Act or when the Adviser otherwise would have preferred to hold the investment)\nor to meet redemption requests. Certain of the Fund’s transactions in derivatives also could affect the amount, timing, and character\nof distributions to shareholders, which may result in the Fund realizing more short-term capital gain and ordinary income subject to tax\nat ordinary income tax rates than it would if it did not engage in such transactions, which may adversely impact the Fund’s after-tax\nreturns. Any financing, borrowing or other costs associated with using derivatives also may have the effect of lowering the Fund’s\nreturn. To the extent the Fund invests in derivatives instruments that give rise to economic leverage, the value of the Fund’s portfolio\nis likely to experience greater volatility over short-term periods. The Fund is subject to regulatory constraints relating to the level\nof leverage risk, as measured by value-at-risk (VaR) testing, the Fund may incur through its derivatives investments. To the extent the\nFund exceeds these regulatory constraints regularly or over an extended period, the Fund may determine it is necessary to make adjustments\nto the Fund’s investment strategies to reduce its use of derivatives. Any such adjustments may adversely affect the Fund’s\nability to achieve its investment objective and its performance. Additionally, certain derivatives trade OTC and may be privately negotiated,\nwhich may subject them to liquidity and valuation risk. A lack of liquidity may cause the value of a derivative instrument to decline\nand exhibit price behavior that does not correlate with the underlying securities. To the extent the Fund needs additional counterparties\nfor any OTC derivative instruments, if it is unable to obtain a suitable counterparty, the Fund may not achieve its investment objective.\nIt may not be possible to liquidate such instruments at an advantageous time or price, which may result in significant losses. In addition,\nthe Fund’s investments in derivatives are subject to the following risks:

Counterparty\nRisk. Fund transactions involving a counterparty are subject to the risk that the counterparty will not fulfill its obligation\nto the Fund. Counterparty risk may arise because of the counterparty’s financial condition (i.e.,\nfinancial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s\ninability to fulfill its obligation may result in significant financial loss to the Fund. The Fund may be unable to recover its investment\nfrom the counterparty or may obtain a limited recovery, and/or recovery may be delayed.

Perpetual\nFutures Risk. The Fund may obtain exposure to the Pre-IPO Companies prior to any public offering of such company primarily through\nswap agreements that reference the Pre-IPO Indexes. The Pre-IPO Indexes calculate the price of the respective Pre-IPO Company by taking\nthe volume-weighted median of each eligible trading platform on which the perpetual futures trade and calculating a weighted-average price\nacross such platforms. Perpetual futures contracts generally do not have a fixed expiration date and are designed to provide ongoing economic\nexposure to a reference asset through a funding-rate mechanism. Perpetual futures contracts may be less liquid, less transparent, and\nmore volatile than markets for publicly-traded securities or exchange-traded futures contracts, and there may be no liquid or developed\nmarket for perpetual futures contracts referencing the Pre-IPO Companies. Valuation for pre-IPO perpetual futures contracts is derived\nfrom available information and modeling, which could lead to significant volatility. Lack of information and liquidity and limitations\nin the ability to hedge positions may cause wider spreads and increased volatility. Perpetual futures contracts for pre-IPO securities\nalso utilize “funding rates,” or payments exchanged between holders of long and short positions, which may impact the value\nof the Fund’s holdings. Additionally, market dislocations, limited liquidity, trading restrictions, operational issues, settlement\nrisks, and regulatory developments may impact the value of the perpetual futures contracts that comprise the Pre-IPO Indexes, and accordingly,\ncould negatively impact the Fund. Additionally, unlike the valuation of a publicly traded security, valuation of the Pre-IPO Companies\nfor the perpetual futures contracts may be subject to limited information and may not reflect the eventual value and trading price of\nthe company after its shares are publicly listed. Once a Pre-IPO Company’s shares are publicly traded, the Fund will obtain exposure\nto such company through the listed equity securities. Further, the Adviser expects the value of the Pre-IPO Index will converge with the\nultimate trading price of the respective Pre-IPO Company. Any divergence between the valuation of the perpetual futures that comprise\nthe Pre-IPO Index and the ultimate share trading price of the respective Pre-IPO Company after its IPO may result in a loss for the Fund.\n

Swap Agreements.\nSwap agreements may involve greater risks than direct investment in securities, and are subject to additional risks such as credit risk,\ncounterparty risk and valuation risk. Swap agreements are entered into primarily with major financial intermediaries for a specified period\nwhich may range from one day to more than one year. In a standard swap transaction, two parties agree to exchange the return (or differentials\nin rates of return) earned or realized on particular predetermined reference or underlying securities or instruments. The gross return\nto be exchanged or swapped between the parties is calculated based on a notional amount or the return on or change in value of a particular\ndollar amount invested in a reference asset. Swap agreements are generally traded OTC, and therefore, may not receive regulatory protection,\nwhich may expose investors, including the Fund, to significant losses. A swap agreement could result in losses if the underlying reference\nor asset does not perform as anticipated. Additionally, the swap agreements utilized by the Fund to obtain exposure to the Pre-IPO Companies\nmay include higher margin and financing rates than other swap agreements, either of which could negatively impact the performance of the\nFund.

COLLATERAL INVESTMENTS\nRISK. The Fund’s use of collateral investments may include obligations issued or guaranteed by the U.S. Government, its agencies\nand instrumentalities, including bills, notes and bonds issued by the U.S. Treasury, money market funds and corporate debt securities,\nsuch as commercial paper.

Some securities issued or guaranteed by federal agencies\nand U.S. Government-sponsored instrumentalities may not be backed by the full faith and credit of the United States, in which case the\ninvestor must look principally to the agency or instrumentality issuing or guaranteeing the security for ultimate repayment, and may not\nbe able to assert a claim against the United States itself in the event that the agency or instrumentality does not meet its commitment.\nThe U.S. Government, its agencies and instrumentalities do not guarantee the market value of their securities, and consequently, the value\nof such securities may fluctuate. Although the Fund may hold securities that carry U.S. Government guarantees, these guarantees do not\nextend to shares of the Fund.

U.S. Treasury securities may differ from other securities\nin their interest rates, maturities, times of issuance and other characteristics and may provide relatively lower returns than those of\nother securities. U.S. government securities are guaranteed only as to the timely payment of interest and the payment of principal when\nheld to maturity. Similar to other issuers, changes to the financial condition or credit rating of the U.S. government may cause the value\nof the Fund’s U.S. Treasury securities to decline.

Money market funds are subject to management fees\nand other expenses. Therefore, investments in money market funds will cause the Fund to bear indirectly a proportional share of the fees\nand costs of the money market funds in which it invests. At the same time, the Fund will continue to pay its own management fees and expenses\nwith respect to all of its assets, including any portion invested in the shares of the money market fund. It is possible to lose money\nby investing in money market funds.

Corporate debt securities such as commercial paper\ngenerally are short-term unsecured promissory notes issued by businesses. Corporate debt may be rated investment-grade or below investment-grade\nand may carry variable or floating rates of interest. Corporate debt securities carry both credit risk and interest rate risk. Credit\nrisk is the risk that the Fund could lose money if the issuer of a corporate debt security is unable to pay interest or repay principal\nwhen it is due. Some corporate debt securities that are rated below investment-grade generally are considered speculative because they\npresent a greater risk of loss, including default, than higher quality debt securities.

CURRENT\nMARKET CONDITIONS RISK. Current market conditions risk is the risk that a particular investment, or Fund Shares in general,\nmay fall in value due to current market conditions. As a means to fight inflation, which remains at elevated levels, the Federal Reserve\nand certain foreign central banks have raised interest rates. There is no guarantee monetary policy, such as Federal Reserve and foreign\ncentral banks, will remain consistent, and certain actions taken by the Federal Reserve may negatively impact certain of the Fund’s\ninvestments, including negatively impacting the Fund’s usage of financial instruments. U.S. regulators have proposed several changes\nto market and issuer regulations which would directly impact the Fund, and any regulatory changes could adversely impact the Fund’s\nability to achieve its investment strategies or make certain investments. Recent and potential future bank failures could result in disruption\nto the broader banking industry or markets generally and reduce confidence in financial institutions and the economy as a whole, which\nmay also heighten market volatility and reduce liquidity. Additionally, challenges in commercial real estate markets, including rising\ninterest rates, declining valuations and increasing vacancies, could have a broader impact on financial markets. The ongoing adversarial\npolitical climate in the United States, as well as political and diplomatic events both domestic and abroad, have and may continue to\nhave an adverse impact on the U.S. regulatory landscape, markets and investor behavior, which could have a negative impact on the Fund’s\ninvestments and operations. The change in administration resulting from the 2024 United States national elections could result in significant\nimpacts to international trade relations, tax and immigration policies, and other aspects of the national and international political\nand financial landscape, which could affect, among other things, inflation and the securities markets generally. Other unexpected political,\nregulatory and diplomatic events within the U.S. and abroad may affect investor and consumer confidence and may adversely impact financial\nmarkets and the broader economy. For example, ongoing armed conflicts between Russia and Ukraine in Europe and among Israel, Iran, Hamas\nand other militant groups in the Middle East, have caused and could continue to cause significant market disruptions and volatility within\nthe markets in Russia, Europe, the Middle East and the United States. The hostilities and sanctions resulting from those hostilities have\nand could continue to have a significant impact on certain Fund investments as well as Fund performance and liquidity. The economies of\nthe United States and its trading partners, as well as the financial markets generally, may be adversely impacted by trade disputes, including\nthe imposition of tariffs, and other matters. For example, the United States has imposed trade barriers and restrictions on China. In\naddition, the Chinese government is engaged in a longstanding dispute with Taiwan, continually threatening an invasion. If the political\nclimate between the United States and China does not improve or continues to deteriorate, if China were to attempt invading Taiwan, or\nif other geopolitical conflicts develop or worsen, economies, markets and individual securities may be adversely affected, and the value\nof the Fund’s assets may go down. A public health crisis and the ensuing policies enacted by governments and central banks may cause\nsignificant volatility and uncertainty in global financial markets, negatively impacting global growth prospects. As the COVID-19 global\npandemic illustrated, such events may affect certain geographic regions, countries, sectors and industries more significantly than others.\nAdvancements in technology may also adversely impact markets and the overall performance of the Fund. For instance, the economy may be\nsignificantly impacted by the advanced development and increased regulation of artificial intelligence. Additionally, cyber security breaches\nof both government and non-government entities could have negative impacts on infrastructure and the ability of such entities, including\nthe Fund, to operate properly. These events, and any other future events, may adversely affect the prices and liquidity of the Fund’s\nportfolio investments and could result in disruptions in the trading markets.

Cybersecurity\nRisk. Failures or breaches of the electronic systems of the Fund, the Fund’s adviser, sub-adviser, distributor and other\nservice providers, market makers, Authorized Participants or the issuers of securities in which the Fund invests have the ability to cause\ndisruptions, negatively impact the Fund’s business operations and/or potentially result in financial losses to the Fund and its\nshareholders. While the Fund has established business continuity plans and risk management systems seeking to address system breaches\nor failures, there are inherent limitations in such plans and systems. Furthermore, the Fund cannot control the cybersecurity plans and\nsystems of the Fund’s other service providers, market makers, Authorized Participants or issuers of securities in which the Fund\ninvests.

EARLY CLOSE/LATE\nCLOSE/TRADING HALT RISK. An exchange or market may close early, close late or issue trading halts on specific securities or financial\ninstruments. As a result, the ability to trade certain securities or financial instruments may be restricted, which may disrupt the Fund’s\ncreation and redemption process, potentially affect the price at which Fund Shares trade in the secondary market, and/or result in the\nFund being unable to trade certain securities or financial instruments at all. In these circumstances, the Fund may be unable to rebalance\nits portfolio, may be unable to accurately price its investments and/or may incur substantial trading losses. If trading in Fund Shares\nis halted, investors may be temporarily unable to trade Fund Shares.

INFLATION RISK.\nInflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value\nof money. As inflation increases, the present value of the Fund’s assets and distributions may decline. This risk is more prevalent\nwith respect to fixed income securities held by the Fund.

MONEY MARKET INSTRUMENT\nRISK. The Fund may use a variety of money market instruments for cash management purposes, including money market funds, depositary\naccounts and repurchase agreements. Money market funds may be subject to credit risk with respect to the debt instruments in which they\ninvest. Depository accounts may be subject to credit risk with respect to the financial institution in which the depository account is\nheld. Money market instruments may lose money.

New\nFund Risk. The Fund is a recently organized investment company with a limited operating history. As a result, prospective investors\nhave a limited track record or history on which to base their investment decision.

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

Structural\nETF Risks. The Fund is an ETF. Accordingly, it is subject to certain risks associated with its unique structure.

Market Participants Risk.\nOnly an Authorized Participant may engage in creation or redemption transactions directly with the Fund, and none of those Authorized\nParticipants is obligated to engage in creation and/or redemption transactions. The Fund has a limited number of institutions that may\nact as Authorized Participants on an agency basis (i.e., on behalf of other market participants). To the extent that Authorized\nParticipants exit the business or are unable to proceed with creation or redemption orders with respect to the Fund and no other Authorized\nParticipant is able to step forward to create or redeem, Fund Shares may be more likely to trade at a premium or discount to NAV and possibly\nface trading halts or delisting. The Fund may also rely on a small number of third-party market makers to provide a market for the purchase\nand sale of Fund Shares but such market makers are under no obligation to do so. Decisions by Authorized Participants or market makers\nto reduce their role or step away from these activities in times of market stress could inhibit the effectiveness of the arbitrage process\nin maintaining the relationship between the underlying values of the Fund’s portfolio securities and the Fund’s market price.\nAny trading halt or other problem relating to the trading activity of these market makers or any issues disrupting the Authorized Participants’\nability to proceed with creation and/or redemption orders could result in a dramatic change in the spread between the Fund’s net\nasset value and the price at which Fund Shares are trading on the Exchange, which could result in a decrease in value of Fund Shares.\nThis reduced effectiveness could result in Fund Shares trading at a premium or discount to net asset value and also in greater than normal\nintraday bid-ask spreads for Fund Shares.

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

Active\nMarket Risk. Although Fund Shares are listed for trading on the Exchange, there can be no\nassurance that an active trading market for Fund Shares will develop or be maintained. Fund Shares trade on the Exchange at market prices\nthat may be below, at or above the Fund’s net asset value. Securities, including Fund Shares, are subject to market fluctuations\nand liquidity constraints that may be caused by such factors as economic, political, or regulatory developments, changes in interest rates,\nand/or perceived trends in securities prices. Fund Shares could decline in value or underperform other investments.

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

Premium/Discount Risk.\nAs with all ETFs, Fund Shares may be bought and sold in the secondary market at market prices. The trading prices of Fund Shares in the\nsecondary market may differ from the Fund’s daily net asset value per share and there may be times when the market price of the\nshares is more than the net asset value per share (premium) or less than the net asset value per share (discount). If a shareholder purchases\nFund Shares at a time when the market price is at a premium to the net asset value or sells Fund Shares at a time when the market price\nis at a discount to the net asset value, the shareholder may pay more for, or receive less than, the underlying value of the Fund Shares,\nrespectively. This risk is heightened in times of market volatility or periods of steep market declines.

Trading\nRisks. Although Fund Shares are listed for trading on the Exchange and may be traded on\nU.S. exchanges other than the Exchange, there can be no assurance that Fund Shares will trade\nwith any volume, or at all, on any stock exchange. In stressed market conditions, the liquidity\nof Fund Shares may begin to mirror the liquidity of the Fund’s underlying portfolio holdings, which can be significantly less liquid\nthan Fund Shares. Trading in Fund Shares on the Exchange may be halted due to market conditions or for reasons that, in the view of the\nExchange, make trading in Fund Shares inadvisable. In addition, trading in Fund Shares on the Exchange is subject to trading halts caused\nby extraordinary market volatility pursuant to the Exchange’s “circuit breaker” rules. There can be no assurance that\nthe requirements of the Exchange necessary to maintain the listing of the Fund will continue to be met or will remain unchanged.

SWAP TAX RISK. The\nfederal income tax treatment of certain aspects of the proposed operations of the Fund is not entirely clear, including the tax aspects\nof the Fund’s usage of swap agreements. In general, income from swaps is recognized periodically over the term of the swaps. The\nFund intends to invest in bullet swaps and take the position that no income accrues over the term of the swap. Some swaps with substantial\nnon-periodic payments are deemed to have an embedded loan. Such swaps may more properly be treated as a variation of a forward contract\n(which are generally treated as open contracts); although the IRS has issued proposed regulations that would treat them under the general\nswap regulations. If the Fund is incorrect in its interpretation of the appropriate method for recognition of income from the swaps, the\nFund may recognize income without receiving cash. In such a case, the Fund would still be required to make sufficient distributions to\nmaintain its RIC status, which may require selling assets or borrowing funds. Additionally, the Fund intends to treat any income it may\nderive from the swap contracts as “qualifying income” under the provisions of the Code applicable to RICs. Because authority\nrelated to determining the issuer of swap contracts is unclear, the Fund intends to test the contracts for purposes of the diversification\ntest alternatively as if the counterparty were the issuer of the swaps and the issuer of the referenced security is the issuer of the\nswaps. If the income is not qualifying income or the issuer of the swap contract is not appropriately the counterparty, the Fund could\nlose its own status as a RIC. If, in any year, the Fund fails to qualify as a RIC under the applicable tax laws, the Fund would be taxed\nas an ordinary corporation. Separately, certain swaps may not qualify as “Section 1256 contracts” under Section 1256 of the\nCode. Income from such swaps will be ordinary income, and disposition of such swaps may result in short-term capital gains or losses.\n

TAX RISK.\nIn order to qualify for the favorable tax treatment generally available to a regulated investment company (“RIC”), the Fund\nmust satisfy certain diversification and other requirements. In particular, at each quarter end (a) at least 50% of the value of the Fund’s\ntotal assets must generally be represented by cash and cash items, U.S. government securities, securities of other RICs and other securities,\nwith such other securities limited, in respect to any one issuer, to an amount not greater than 5% of the value of the Fund’s total\nassets and that does not represent more than 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the\nvalue of the Fund’s total assets is invested in the securities (other than U.S. government securities or the securities of other\nRICs) of any

one issuer or the securities (other than the securities\nof another RIC) of two or more issuers that the Fund controls and which are engaged in the same or similar trades or businesses or related\ntrades or businesses, or the securities of one or more qualified publicly traded partnerships (the “Diversification Requirement”).\nThe Fund anticipates gaining exposure to eleven different companies that comprise the Magnificent Seven Plus, as indicated herein. To\nsatisfy the Diversification Requirement, the Fund will gain exposure to such issuers by entering into swap agreements and/or by investing\nin equity securities of such company. The determination of the value and the identity of the issuer of derivatives, such as swap agreements,\nis often unclear for purposes of the Diversification Requirement described above. Although the Fund intends to carefully monitor its investments\nin derivatives to ensure that it is adequately diversified under the Diversification Requirement, there are no assurances that the Internal\nRevenue Service (“IRS”) will agree with the Fund’s determination of the issuer and valuation of such derivatives under\nthe Diversification Requirement with respect to such derivatives. The Adviser’s and the Sub-Adviser’s efforts to satisfy the\nFund’s Diversification Requirement may compromise their ability to implement the Fund’s investment strategy as effectively\nas they might otherwise have been able to in the absence of such a requirement. If the Fund fails to qualify as a RIC, it would be taxed\nin the same manner as an ordinary corporation subject to U.S. federal income tax on all its income at the fund level (unless certain relief\nprovisions are available.) The resulting taxes could substantially reduce the Fund’s net assets and the amount of income available\nfor distribution to shareholders. In addition, in order to requalify as a RIC, the Fund could be required to recognize unrealized gains,\npay substantial taxes and interest, and make certain distributions to its shareholders. In addition, the Fund’s use of derivatives\nmay cause the Fund to realize higher amounts of short-term capital gains or otherwise affect the Fund’s ability to pay out dividends\nsubject to preferential rates or the dividends received deduction, thereby increasing the amount of taxes payable by some shareholders.

U.S. TREASURY SECURITIES\nRISK. U.S. Treasury securities may differ from other securities in their interest rates, maturities, times of issuance and\nother characteristics and may provide relatively lower returns than those of other securities. U.S. government securities are guaranteed\nonly as to the timely payment of interest and the payment of principal when held to maturity. Similar to other issuers, changes to the\nfinancial condition or credit rating of the U.S. government may cause the value of the Fund’s U.S. Treasury securities\nto decline.

VALUATION RISK. The\nFund may hold securities or other assets that may be valued on the basis of factors other than market quotations. This may occur because\nthe asset or security does not trade on a centralized exchange, or in times of market turmoil or reduced liquidity. There are multiple\nmethods that can be used to value a portfolio holding when market quotations are not readily available. The value established for any\nportfolio holding at a point in time might differ from what would be produced using a different methodology or if it had been priced using\nmarket quotations. Portfolio holdings that are valued using techniques other than market quotations, including “fair valued”\nassets or securities, may be subject to greater fluctuation in their valuations from one day to the next than if market quotations were\nused. In addition, there is no assurance that the Fund could sell or close out a portfolio position for the value established for it at\nany time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount to the\nvaluation established by the Fund at that time. The Fund’s ability to value investments may be impacted by technological issues\nor errors by pricing services or other third-party service providers.

Performance

As of the date of this prospectus, the Fund has not\nyet commenced operations and therefore does not have a performance history. Once available, the Fund’s performance information will\nbe accessible on the Fund’s website at https://www.roundhillinvestments.com/etf/MAGP and will provide some indication of the risks\nof investing in the Fund.

Management

Investment\nAdviser: Roundhill Financial Inc.

Investment\nSub-Adviser: Exchange Traded Concepts, LLC (“ETC” or the “Sub-Adviser”)

Portfolio\nManagers: The individuals primarily responsible for the day-to-day management of the Fund are Timothy Maloney (Roundhill), William\nHershey (Roundhill), David Mazza (Roundhill), Andrew Serowik (ETC), Todd Alberico (ETC), Gabriel Tan (ETC) and Brian Cooper (ETC). Each\nhas served as a portfolio manager since its inception in October 2026.

Purchase and Sale of Fund Shares

The Fund will issue (or redeem) Fund Shares to certain\ninstitutional investors (typically market makers or other broker-dealers) only in large blocks of Fund Shares known as “Creation\nUnits.” Creation Unit transactions are conducted in exchange for the deposit or delivery of a designated portfolio of in-kind securities\nand/or cash.

Individual Fund Shares may only be purchased and\nsold on the Exchange, other national securities exchanges, electronic crossing networks and other alternative trading systems through\nyour broker-dealer at market prices. Because Fund Shares trade at market prices rather than at net asset value (“NAV”), Fund\nShares may trade at a price greater than NAV (premium) or less than NAV (discount). When buying or selling Fund Shares in the secondary\nmarket, you may incur costs attributable to the difference between the highest price a buyer is willing to pay to purchase Fund Shares\n(bid) and the lowest price a seller is willing to accept for Fund Shares (ask) (the “bid-ask spread”). Recent information\nregarding the Fund’s NAV, market price, premiums and discounts, and bid-ask spreads is available at https://www.roundhillinvestments.com/etf/MAGP.

Tax Information

To the extent the Fund’s distributions are\ntaxed, they are expected to be taxed as ordinary income, qualified dividend income and/or capital gains, unless you are investing through\na tax-advantaged arrangement, such as a 401(k) plan or individual retirement account. Any withdrawals made from such tax-advantaged arrangement\nmay be taxable to you. Certain Fund distributions may exceed the Fund’s income and gains for the Fund’s taxable year. Distributions\nin excess of the Fund’s current and accumulated earnings and profits will be treated as a return of capital. A return of capital\ndistribution generally will not be taxable but will reduce the shareholder’s cost basis and will result in a higher capital gain\nor lower capital loss when those Fund Shares on which the distribution was received are sold. Once a Fund shareholder’s cost basis\nis reduced to zero, further distributions will be treated as capital gain if the Fund shareholder holds Fund Shares as capital assets.

Payments to Broker-Dealers and Other Financial\nIntermediaries

If you purchase Fund Shares through a broker-dealer\nor other financial intermediary (such as a bank), the Adviser, the Sub-Adviser, the Fund’s distributor, may pay the intermediary\nfor the sale of Fund Shares and related services. These payments may create a conflict of interest by influencing the broker‑dealer\nor other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial\nintermediary’s website for more information.

Additional\nInformation About the Fund’s Principal Investment Strategies

Overview

The Fund is a series of Roundhill ETF Trust and is\nregulated as an “investment company” under the 1940 Act. The Fund is actively managed and does not seek to track the performance\nof an index. Each of the policies described herein, including the investment objective of the Fund, constitutes a non-fundamental policy\nthat may be changed by the Board of Trustees of the Trust (the “Board”) without shareholder approval. Certain fundamental\npolicies of the Fund are set forth in the Fund’s Statement of Additional Information (the “SAI”). There can be no assurance\nthat the Fund’s objectives will be achieved.

The Fund’s investments are subject to certain\nrequirements imposed by law and regulation, as well as the Fund’s investment strategy. These requirements are generally applied\nat the time the Fund invests its assets. If, subsequent to an investment by the Fund, this requirement is no longer met, the Fund’s\nfuture investments will be made in a manner that will bring the Fund into compliance with this requirement.

Additional\nInformation About the Fund’s Principal Investment Strategies

The Fund is an actively-managed ETF that seeks to\nachieve its investment objective through its investment exposure to the companies comprising the “Magnificent Seven Plus”\nas defined herein.

As of the date of this prospectus, the Magnificent\nSeven was comprised of the following companies: Alphabet Inc., Amazon.com, Inc., Apple Inc., Meta Platforms, Inc., Microsoft Corporation,\nNVIDIA Corporation, and Tesla Inc. The Fund also will invest in SpaceX and Broadcom and will obtain exposure to Anthropic and OpenAI,\nwhich are not publicly traded companies as of the date of this prospectus, through swap agreements that provide the returns of a Pre-IPO\nIndex. The Pre-IPO Indexes each reflect the value of Anthropic or OpenAI, respectively, in accordance with the index methodology described\nbelow. Each Pre-IPO Index calculates a price based on perpetual futures trading on eligible trading platforms. Perpetual futures contracts\nare futures contracts with no stated expiration date and rely on periodic funding payments or other adjustments intended to keep the contract’s\nvalue aligned with the private company it references. Perpetual futures contracts may be less liquid, less transparent, and more volatile\nthan markets for publicly-traded securities or exchange-traded futures contracts, and there may be no liquid or developed market for perpetual\nfutures contracts. Valuation for pre-IPO perpetual futures contracts is derived from available information and modeling, which could lead\nto significant volatility.

Pre-IPO\nIndexes Methodology.

The Pre-IPO Indexes are owned,\ncalculated, administered and published by BITA GmbH (“BITA”), a German-based index provider. Each Pre-IPO Index is designed\nto calculate a continuous reference rate or price, as well as an hourly fixed reference rate, for its respective Pre-IPO Company. The\nvalue is calculated based on trading in perpetual futures contracts. The value of the Pre-IPO Index is calculated continuously by reviewing\nall eligible trades in perpetual futures contracts on the given Pre-IPO Companies across a discrete number of eligible trading platforms,\nwhich lessens the risk of errant pricing or market manipulation on one trading platform. To be approved as an eligible trading platform,\nsuch platform must meet certain set criteria, including being investible and accessible by international asset managers, not being currently\nunder investigation by local or global financial authorities, and providing real-time market data feeds (inclusive of price, volume and\ntimestamps), among other eligibility criteria. BITA reviews eligible trading platforms quarterly, and monitors the eligible platforms\ncontinuously.

BITA calculates and publishes\nthe price for each Pre-IPO Index every second, 24 hours a day, seven days a week. To calculate the price, BITA takes a volume-weighted\nmedian of the qualifying trades executed on the trading platform. The calculated value from each eligible trading platform is then weighted\nusing a pre-defined exchange weight, and the weighted-average across all eligible trading platforms is taken to calculate the price. To\nprotect against a single trading platform sustaining a price far outside the range of other exchanges, any platform that has a price that\ndeviates beyond a defined threshold are temporarily excluded from the calculation. BITA uses this continuous reference rate to also publish\nan hourly “fixing reference rate” which is the equal-weighted average of the real-time reference rate over the previous 60\nminutes. The Fund’s swap agreements will use this hourly fixing reference rate as of 4:00 p.m. eastern time to value the respective\nPre-IPO Company.

The Pre-IPO Indexes are implemented\nin accordance with IOSCO Principles and, where applicable, EU Benchmark Regulation.

The Adviser will manage the portfolio such that the\nFund’s exposure to the Pre-IPO Companies does not exceed fifteen percent of the Fund’s net assets, with the exposure to the\nPre-IPO Companies to be approximately equally weighted. The remainder of the Fund’s assets will be equally-weighted in the Magnificent\nSeven, SpaceX and Broadcom. The swap agreements that provide exposure to the Pre-IPO Companies will be managed continuously such that\nthe cumulative exposure to the Pre-IPO Companies does not exceed fifteen percent of the Fund’s net assets. Additionally, on a quarterly\nbasis the Fund will rebalance its entire portfolio such that the Pre-IPO Companies are approximately equally weighted (and remain below\nfifteen percent of the Fund’s net assets), and the Fund’s exposure to the Magnificent Seven, SpaceX and Broadcom is also equally\nweighted. In the event a Pre-IPO Company undergoes its IPO and begins listing its shares publicly, the Fund will pivot its exposure to\nsuch company from a swap agreement that references the respective Pre-IPO Index to investing in the publicly-traded equity securities\nof that company, or swap agreements that provide exposure thereto, when the Fund is eligible to make such investments. Additionally, in\nthis event the Fund’s portfolio will be reweighted such that all companies in the portfolio are weighted equally. If the other Pre-IPO\nCompany is still not publicly traded, it will continue to obtain exposure via a swap agreement that references the respective Pre-IPO\nIndex. The Adviser will manage the portfolio such that this exposure does not exceed fifteen percent of the Fund’s net assets. The\nFund may also invest in securities offered in an IPO or in companies that have recently completed an IPO.

To the extent the composition of the Magnificent\nSeven Plus companies changes between rebalance dates, the Fund will seek to effect such change as soon as reasonably practical, but in\nno event later than its next regularly scheduled quarterly rebalance. The Adviser may sell a portfolio security when it believes the issuer’s\nfundamentals or competitive position have deteriorated, the original investment thesis is no longer intact, the issuer’s liquidity\nand/or market cap have fallen below the Fund’s minimums, the position has become too large relative to the Fund’s portfolio\nconstruction guidelines, or the Adviser identifies a more attractive investment opportunity.

Non-Principal\nStrategies

Borrowing Money.\nThe Fund may borrow money from a bank as permitted by the 1940 Act or the rules thereunder, or by the SEC or other regulatory agency with\nauthority over the Fund. The 1940 Act presently allows a fund to borrow from any bank (including pledging, mortgaging or hypothecating\nassets) in an amount up to 33 1/3% of its total assets (not including temporary borrowings not in excess of 5% of its total assets).

Securities Lending.\nThe Fund may lend its portfolio securities. A securities lending program allows the Fund to receive a portion of the income generated\nby lending its securities and investing the respective collateral. In connection with such loans, the Fund receives liquid collateral\nequal to at least 102% (105% for non-U.S. securities) of the value of the portfolio securities being lent. This collateral is marked to\nmarket on each trading day.

Additional\nRisks of Investing in the Fund

Risk is inherent in all investing. Investing in the\nFund involves risk, including the risk that you may lose all or part of your investment. There can be no assurance that the Fund will\nmeet its stated objectives. Before you invest, you should consider the following supplemental disclosure pertaining to the Principal Risks\nset forth above as well as additional Non-Principal Risks set forth below in this prospectus.

Principal\nRisks

Active\nManagement Risk. The Fund is actively-managed and its performance reflects investment decisions\nthat the Adviser makes for the Fund. Such judgments about the Fund’s investments may prove to be incorrect. If the investments selected\nand the strategies employed by the Fund fail to produce the intended results, the Fund could underperform as compared to other funds with\na similar investment objective and/or strategies, or could have negative returns. The Adviser/Sub-Adviser will seek to employ the Fund’s\ninvestment strategy regardless of whether there are periods of adverse market, economic, or other conditions and will not seek to take\ntemporary defensive positions during such periods.

Equity Securities Risk.\nEquity securities are subject to changes in value, and their values may be more volatile than those of other asset classes. Equity securities\nprices fluctuate for several reasons, including changes in investors’ perceptions of the financial condition of an issuer or the\ngeneral condition of the relevant equity market, such as market volatility, or when political or economic events affecting an issuer occur.\nCommon stock prices may be particularly sensitive to rising interest rates, as the cost of capital rises and borrowing costs increase.\nCommon stocks generally subject their holders to more risks than preferred stocks and debt securities because common stockholders’\nclaims are subordinated to those of holders of preferred stocks and debt securities upon the bankruptcy of the issuer.

AI\nCompanies Risk. Companies that rely on, develop, integrate or are otherwise engaged in AI and big data typically face intense competition\nand potentially rapid product obsolescence. These companies are also heavily dependent on intellectual property rights and may be adversely\naffected by loss or impairment of those rights. There can be no assurance these companies will be able to successfully protect their intellectual\nproperty to prevent the misappropriation of their technology, or that competitors will not develop technology that is substantially similar\nor superior to such companies’ technology. AI and big data companies typically engage in significant amounts of spending on research\nand development, as well as mergers and acquisitions, and there is no guarantee that the products or services produced by these companies\nwill be successful. The products and services of AI and big data companies may face obsolescence due to rapid technological developments\nand frequent new product or service introduction, unpredictable changes in growth rates and competition for the services of qualified\npersonnel. AI and big data companies are potential targets for cyberattacks, which can have a materially adverse impact on the performance\nof these companies. In addition, AI technology could face increasing regulatory scrutiny in the future, which may limit the development\nof this technology and impede the growth of companies that develop and/or utilize this technology. Similarly, the collection of data from\nconsumers and other sources could face increased scrutiny as regulators consider how the data is collected, stored, safeguarded and used.\nAI and big data companies may face regulatory fines and penalties, including forced break-ups, that could hinder the ability of the companies\nto operate on an ongoing basis. The customers and/or suppliers of AI and big data companies may be concentrated in a particular country,\nregion or industry. Any adverse event affecting one of these countries, regions or industries could have a negative impact on AI and big\ndata companies. Country, government, and/or region-specific regulations or restrictions could have an impact on AI and big data companies.

Automotive Companies Risk.\nAutomotive companies can be highly cyclical and may suffer periodic operating losses. Automotive companies also can be significantly affected\nby labor relations and fluctuating component prices. Automotive companies, particularly those in the electric vehicles industry, may be\naffected by the obsolescence of existing technology, short product cycles, falling prices and profits, competition from new market entrants\nand general economic conditions. While most of the major manufacturers are large, financially strong companies, many others are small\nand can be non-diversified in both product line and customer base. Additionally, developments in automotive technologies (e.g., autonomous\nvehicle technologies) may require significant capital expenditures that may not generate Profits for several years, if any. Automotive\ncompanies may be significantly subject to government policies and regulations regarding imports and exports of automotive products. Governmental\npolicies affecting automotive companies, such as taxes, tariffs, duties, subsidies, and import and export restrictions on automotive products\ncan influence the profitability of such companies. In addition, such companies must comply with environmental laws and regulations, for\nwhich there may be severe consequences for non-compliance. Legislative or regulatory changes and increased government supervision also\nmay affect automotive companies.

Technology\nHardware Companies Risk. Technology hardware companies include those companies that manufacture and distribute computers, servers,\nmainframes, peripheral devices (e.g., keyboard, mouse, etc.), high-technology components (e.g., circuit boards), and electronic office\nequipment. In addition, technology hardware companies include producers and distributors of semiconductors and other integrated chips,\nother products related to the semiconductor industry such as motherboards, and manufacturers of high-technology tools and/or equipment\nused in the creation of semiconductors, photonics, wafers, and other high-technology components. Technology hardware companies can be\nsignificantly affected by competitive pressures, aggressive pricing, technological developments, changing domestic demand, the ability\nto attract and retain skilled employees and availability and price of components. The market for products produced by technology hardware\ncompanies is characterized by rapidly changing technology, rapid product obsolescence, cyclical market patterns, evolving industry standards\nand frequent new product introductions. The success of these companies depends in substantial part on the timely and successful introduction\nof new products. In addition, many technology hardware companies rely on a combination of patents, copyrights, trademarks and trade secret\nlaws to establish and protect their proprietary rights in their products and technologies.

Large Capitalization Companies\nRisk. Large capitalization companies may be less able than smaller capitalization companies to adapt to changing market conditions.\nLarge capitalization companies may be more mature and subject to more limited growth potential compared with smaller capitalization companies.\nDuring different market cycles, the performance of large capitalization companies has trailed the overall performance of the broader securities\nmarkets.

Information\nTechnology Companies Risk. Information technology companies face intense competition, both domestically and internationally, which\nmay have an adverse effect on profit margins. Like other technology companies, information technology companies may have limited product\nlines, markets, financial resources or personnel. The products of information technology companies may face obsolescence due to rapid\ntechnological developments, frequent new product introduction, unpredictable changes in growth rates and competition for the services\nof qualified personnel. Companies in the information technology sector are heavily dependent on patent and intellectual property rights.\nThe loss or impairment of these rights may adversely affect the profitability of these companies. Information technology companies are\nfacing increased government and regulatory scrutiny and may be subject to adverse government or regulatory action.

Market\nRisk. Market risk is the risk that a particular investment, or Fund Shares in general, may fall in value. Securities\nare subject to market fluctuations caused by real or perceived adverse economic, political, and regulatory factors or market developments,\nchanges in interest rates, disruptions to trade, impositions of tariffs and perceived trends in securities prices. Fund Shares could decline\nin value or underperform other investments. In addition, local, regional or global events such as war, acts of terrorism, market manipulation,\ngovernment defaults, government shutdowns, regulatory actions, political changes, diplomatic developments, the imposition of sanctions\nand other similar measures, spread of infectious diseases or other public health issues, recessions, natural disasters, or other events\ncould have a significant negative impact on the Fund and its investments. Any of such circumstances could have a materially negative impact\non the value of Fund Shares, the liquidity of an investment, and may result in increased market volatility. During any such events, Fund\nShares may trade at increased premiums or discounts to their net asset value, the bid/ask spread on Fund Shares may widen and the returns\non investment may fluctuate.

Asset\nClass Risk. Securities and other assets in the Fund’s portfolio may underperform\nin comparison to the general financial markets, a particular financial market or other asset classes.

DERIVATIVES RISK.\nThe Fund expects to use swap agreements to seek to achieve its investment objective. The Fund’s derivative investments have risks,\nincluding the imperfect correlation between the value of such instruments and the reference asset; the loss of principal, including the\npotential loss of amounts greater than the initial amount invested in the derivatives instrument; and illiquidity of the derivative investments.\nThe Fund expects to primarily utilize derivatives instruments that are not designed to produce leverage. The Fund, however, may invest\nin derivatives that give rise to economic leverage, but expects any such economic leverage to be minimal. Leverage magnifies the potential\nfor gain and may result in greater losses, which in some cases may cause the Fund to liquidate other portfolio investments at inopportune\ntimes (e.g., at a loss to comply with limits on leverage imposed by the 1940 Act or when the Adviser otherwise would have preferred to\nhold the investment) or to meet redemption requests. Certain of the Fund’s transactions in derivatives also could affect the amount,\ntiming, and character of distributions to shareholders, which may result in the Fund realizing more short-term capital gain and ordinary\nincome subject to tax at ordinary income tax rates than it would if it did not engage in such transactions, which may adversely impact\nthe Fund’s after-tax returns. Any financing, borrowing or other costs associated with using derivatives also may have the effect\nof lowering the Fund’s return. To the extent the Fund invests in derivatives instruments that give rise to economic leverage, the\nvalue of the Fund’s portfolio is likely to experience greater volatility over short-term periods. The Fund is subject to regulatory\nconstraints relating to the level of leverage risk, as measured by value-at-risk (VaR) testing, the Fund may incur through its derivatives\ninvestments. To the extent the Fund exceeds these regulatory constraints regularly or over an extended period, the Fund may determine\nit is necessary to make adjustments to the Fund’s investment strategies to reduce its use of derivatives. Any such adjustments may\nadversely affect the Fund’s ability to achieve its investment objective and its performance. Additionally, certain derivatives trade\nOTC and may be privately negotiated, which may subject them to liquidity and valuation risk. A lack of liquidity may cause the value of\na derivative instrument to decline and exhibit price behavior that does not correlate with the underlying securities. To the extent the\nFund needs additional counterparties for any OTC derivative instruments, if it is unable to obtain a suitable counterparty, the Fund may\nnot achieve its investment objective. It may not be possible to liquidate such instruments at an advantageous time or price, which may\nresult in significant losses. In addition, the Fund’s investments in derivatives are subject to the following risks:

Counterparty Risk.\nFund transactions involving a counterparty are subject to the risk that the counterparty will not fulfill its obligation to the Fund.\nCounterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy,\nor insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill\nits obligation may result in significant financial loss to the Fund. The Fund may be unable to recover its investment from the counterparty\nor may obtain a limited recovery, and/or recovery may be delayed.

Swap\nAgreements. Swap agreements may involve greater risks than direct investment in securities, and are subject to additional risks\nsuch as credit risk, counterparty risk and valuation risk. Swap agreements are entered into primarily with major financial intermediaries\nfor a specified period which may range from one day to more than one year. In a standard swap transaction, two parties agree to exchange\nthe return (or differentials in rates of return) earned or realized on particular predetermined reference or underlying securities or\ninstruments. The gross return to be exchanged or swapped between the parties is calculated based on a notional amount or the return on\nor change in value of a particular dollar amount invested in a reference asset. Swap agreements are generally traded OTC, and therefore,\nmay not receive regulatory protection, which may expose investors, including the Fund, to significant losses. A swap agreement could result\nin losses if the underlying reference or asset does not perform as anticipated. Additionally, the swap agreements utilized by the Fund\nto obtain exposure to the Pre-IPO Companies may include higher margin and financing rates than other swap agreements, either of which\ncould negatively impact the performance of the Fund.

COLLATERAL INVESTMENTS RISK. The Fund’s\nuse of collateral investments may include obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities,\nincluding bills, notes and bonds issued by the U.S. Treasury, money market funds and corporate debt securities, such as commercial paper.

Cybersecurity\nRisk. Failures or breaches of the electronic systems of the Fund, the Fund’s\nadviser, sub-adviser, distributor and other service providers, market makers, Authorized Participants or the issuers of securities in\nwhich the Fund invests have the ability to cause disruptions, negatively impact the Fund’s business operations and/or potentially\nresult in financial losses to the Fund and its shareholders. While the Fund has established business continuity plans and risk management\nsystems seeking to address system breaches or failures, there are inherent limitations in such plans and systems. Furthermore, the Fund\ncannot control the cybersecurity plans and systems of the Fund’s other service providers, market makers, Authorized Participants\nor issuers of securities in which the Fund invests.

EARLY CLOSE/LATE CLOSE/TRADING HALT RISK.\nAn exchange or market may close early, close late or issue trading halts on specific securities or financial instruments. As a result,\nthe ability to trade certain securities or financial instruments may be restricted, which may disrupt the Fund’s creation and redemption\nprocess, potentially affect the price at which Fund Shares trade in the secondary market, and/or result in the Fund being unable to trade\ncertain securities or financial instruments at all. In these circumstances, the Fund may be unable to rebalance its portfolio, may be\nunable to accurately price its investments and/or may incur substantial trading losses. If trading in Fund Shares is halted, investors\nmay be temporarily unable to trade Fund Shares.

Structural\nETF Risks. The Fund is an ETF. Accordingly, it is subject to certain risks associated with its unique structure.

Market\nParticipants Risk. Only an Authorized Participant may engage in creation or redemption transactions directly with the Fund, and\nnone of those Authorized Participants is obligated to engage in creation and/or redemption transactions. The Fund has a limited number\nof institutions that may act as Authorized Participants on an agency basis (i.e., on behalf of\nother market participants). To the extent that Authorized Participants exit the business or are unable to proceed with creation or redemption\norders with respect to the Fund and no other Authorized Participant is able to step forward to create or redeem, Fund Shares may be more\nlikely to trade at a premium or discount to NAV and possibly face trading halts or delisting. The Fund may also rely on a small number\nof third-party market makers to provide a market for the purchase and sale of Fund Shares but such market makers are under no obligation\nto do so. Decisions by Authorized Participants or market makers to reduce their role or step away from these activities in times of market\nstress could inhibit the effectiveness of the arbitrage process in maintaining the relationship between the underlying values of the Fund’s\nportfolio securities and the Fund’s market price. Any trading halt or other problem relating to the trading activity of these market\nmakers or any issues disrupting the Authorized Participants’ ability to proceed with creation and/or redemption orders could result\nin a dramatic change in the spread between the Fund’s net asset value and the price at which Fund Shares are trading on the Exchange,\nwhich could result in a decrease in value of Fund Shares. This reduced effectiveness could result in Fund Shares

trading at a premium or discount\nto net asset value and also in greater than normal intraday bid-ask spreads for Fund Shares.

Premium/Discount\nRisk. As with all ETFs, Fund Shares may be bought and sold in the secondary market at market prices. The trading prices of Fund\nShares in the secondary market may differ from the Fund’s daily net asset value per share and there may be times when the market\nprice of the shares is more than the net asset value per share (premium) or less than the net asset value per share (discount). If a shareholder\npurchases Fund Shares at a time when the market price is at a premium to the net asset value or sells Fund Shares at a time when the market\nprice is at a discount to the net asset value, the shareholder may pay more for, or receive less than, the underlying value of the Fund\nShares, respectively. This risk is heightened in times of market volatility or periods of steep market declines.

Trading Risks. Although\nFund Shares are listed for trading on the Exchange and may be traded on U.S. exchanges other than the Exchange, there can be no assurance\nthat Fund Shares will trade with any volume, or at all, on any stock exchange. In stressed market conditions, the liquidity of Fund Shares\nmay begin to mirror the liquidity of the Fund’s underlying portfolio holdings, which can be significantly less liquid than Fund\nShares. Trading in Fund Shares on the Exchange may be halted due to market conditions or for reasons that, in the view of the Exchange,\nmake trading in Fund Shares inadvisable. In addition, trading in Fund Shares on the Exchange is subject to trading halts caused by extraordinary\nmarket volatility pursuant to the Exchange’s “circuit breaker” rules. There can be no assurance that the requirements\nof the Exchange necessary to maintain the listing of the Fund will continue to be met or will remain unchanged.

TAX RISK. In order to qualify for the favorable\ntax treatment generally available to a RIC, the Fund must satisfy certain diversification and other requirements. In particular, at each\nquarter end the Fund must meet the Diversification Requirement, which includes: (a) at least 50% of the value of the Fund’s total\nassets must generally be represented by cash and cash items, U.S. government securities, securities of other RICs and other securities,\nwith such other securities limited, in respect to any one issuer, to an amount not greater than 5% of the value of the Fund’s total\nassets and that does not represent more than 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the\nvalue of the Fund’s total assets is invested in the securities (other than U.S. government securities or the securities of other\nRICs) of any one issuer or the securities (other than the securities of another RIC) of two or more issuers that the Fund controls and\nwhich are engaged in the same or similar trades or businesses or related trades or businesses, or the securities of one or more qualified\npublicly traded partnerships. The Fund anticipates gaining exposure to eleven different companies that comprise the Magnificent Seven\nPlus, as indicated herein. To satisfy the Diversification Requirement, the Fund will gain exposure to such issuers by entering into swap\nagreements and/or by investing in equity securities of such company. The determination of the value and the identity of the issuer of\nderivatives, such as swap agreements, is often unclear for purposes of the Diversification Requirement described above. Although the Fund\nintends to carefully monitor its investments in derivatives to ensure that it is adequately diversified under the Diversification Requirement,\nthere are no assurances that the IRS will agree with the Fund’s determination of the issuer and valuation of such derivatives under\nthe Diversification Requirement with respect to such derivatives. The Adviser’s and the Sub-Adviser’s efforts to satisfy the\nFund’s Diversification Requirement may compromise their ability to implement the Fund’s investment strategy as effectively\nas they might otherwise have been able to in the absence of such a requirement. If the Fund fails to qualify as a RIC, it would be taxed\nin the same manner as an ordinary corporation subject to U.S. federal income tax on all its income at the fund level (unless certain relief\nprovisions are available.) The resulting taxes could substantially reduce the Fund’s net assets and the amount of income available\nfor distribution to shareholders. In addition, in order to requalify as a RIC, the Fund could be required to recognize unrealized gains,\npay substantial taxes and interest, and make certain distributions to its shareholders. In addition, the Fund’s use of derivatives\nmay cause the Fund to realize higher amounts of short-term capital gains or otherwise affect the Fund’s ability to pay out dividends\nsubject to preferential rates or the dividends received deduction, thereby increasing the amount of taxes payable by some shareholders.

Non-Principal Risks

SECURITIES LENDING\nRISK. There are certain risks associated with securities lending, including the risk that the borrower may fail to return the securities\non a timely basis or even the loss of rights in the collateral deposited by the borrower, if the borrower should fail financially. The\nFund could also lose money in the event of a decline in the value of collateral provided for loaned securities or a decline in the value\nof any investments made with cash collateral. As a result, the Fund may lose money.

Management\nof the Fund

The Fund is a series of Roundhill ETF Trust, an investment\ncompany registered under the 1940 Act. The Fund is treated as a separate fund with its own investment objectives and policies. The Trust\nis organized as a Delaware statutory trust. The Board is responsible for the overall management and direction of the Trust. The Board\nelects the Trust’s officers and approves all significant agreements, including those with the Adviser, Sub-Adviser, distributor,\ncustodian and fund administrative and accounting agent.

Investment\nAdviser. Roundhill Financial Inc., a Delaware corporation located at 154 West 14th Street, 2nd Floor, New York, New York 10011,\nserves as the investment adviser for the Fund. The Adviser is an SEC-registered investment adviser that has provided investment advisory\nservices to pooled investment vehicles since 2019. The Adviser oversees the day-to-day operations of the Fund, subject to the general\nsupervision and oversight of the Board. The Adviser also arranges for sub-advisory, transfer agency, custody, fund administration, distribution\nand all other services necessary for the Fund to operate. The Adviser continuously reviews, supervises, and administers the Fund’s\ninvestment program. In particular, the Adviser provides investment and operational oversight of the Sub-Adviser.

Investment\nSub-Adviser. Exchange Traded Concepts, LLC, an Oklahoma limited liability company located at 10900 Hefner Pointe Drive, Suite 400,\nOklahoma City, Oklahoma 73120, serves as the Fund’s investment sub-adviser. The Sub-Adviser is an SEC-registered investment adviser\nthat has provided investment advisory or sub-advisory services to pooled investment vehicles since 2009, including to over 138 1940 Act-registered\nETFs as of March 2026. ETC has responsibility for managing the Fund’s investment program in pursuit of its investment objectives.

Portfolio\nManagers. Timothy Maloney, William Hershey, David Mazza, Andrew Serowik, Todd Alberico, Gabriel Tan and Brian Cooper serve as the\nFund’s portfolio managers.

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Mr. Maloney co-founded\n Roundhill in late 2018. He began his career at Morgan Stanley as a Foreign-Exchange and Emerging Markets salesperson. He later joined\n Wells Capital, where he traded investment grade bonds for a $35 billion fixed-income portfolio. He graduated from Vanderbilt University\n with a degree in Economics, and with a Masters of Science in Finance (MSF). Mr. Maloney is a CFA Charterholder.

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Mr. Hershey co-founded\n Roundhill in late 2018. He began his career at Yorkville ETF Advisors, continuing with Yorkville Capital\n Management after the sale of Yorkville’s\n ETF business. During his career, he held various roles, including Head Trader for a Yorkville’s\n long/short energy hedge fund. He graduated from Vanderbilt University with a degree in Economics. Mr.\n Hershey is a CFA Charterholder.

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Mr. Mazza joined Roundhill\n in 2023. He began his career at State Street Global Advisors and had various research, portfolio management, and product development responsibilities\n including leading the strategy and research team for SPDR ETFs. He later worked in leadership roles at OppenheimerFunds and Rafferty Asset\n Management. He graduated from the Sawyer Business School at Suffolk University with his Master of Business Administration (MBA) in Finance\n in 2015 and Boston College with a degree in Political Science and Philosophy in 2005.

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Mr. Serowik joined ETC\n from Goldman Sachs. He began his career at Spear, Leeds & Kellogg, continuing with Goldman after its acquisition of SLK. During his\n career of more than 18 years at the combined companies, he held various roles, including managing the global Quant ETF Strats team and\n One Delta ETF Strats. He designed and developed systems for portfolio risk calculation, algorithmic ETF trading, and execution monitoring,\n with experience across all asset classes. He graduated from the University of Michigan with a Bachelor of Business Administration degree\n in Finance.

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Mr. Alberico joined ETC\n in November 2020, having spent the past 14 years in ETF trading at Goldman Sachs, Cantor Fitzgerald, and, most recently, Virtu Financial.\n He spent most of that time focused on the Trading and Portfolio Risk Management of ETFs exposed to international and domestic equity.\n He has worked on several different strategies including lead market-making and electronic trading, to customer facing institutional business\n developing models for block trading as well as transitional trades. Mr. Alberico graduated from St. John’s University in New York\n with a Bachelor of Science degree in Finance.

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Mr. Tan joined ETC in\n May 2019 as an Associate Portfolio Manager and was promoted to Portfolio Manager in December 2020. He began his career at UBS and BBR\n Partners where he worked as a financial planning analyst and a portfolio strategist for over four years. During his time there, he developed\n comprehensive wealth management solutions focused on portfolio optimization, trust and estate planning, and tax planning. Mr. Tan graduated\n from the University of North Carolina at Chapel Hill with a Bachelor of Science in Business Administration with a concentration in Investments,\n a Bachelor of Arts in Economics, and a Minor in Chinese.

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Mr. Cooper joined ETC\n in November 2021 and currently serves as a Portfolio Manager. Previously, Mr. Cooper had roles in trade operations for Constellation Advisers\n from March 2017 until April 2018 and for QFR Capital Management from April 2018 until July 2020 and in the middle office derivatives group\n of Elliot Capital Management from September 2020 until November 2021. Prior to these roles, he spent 14 years working in various operational\n roles for Falcon Management Corporation, a global macro family office, gaining exposure to a variety of asset classes with a focus on\n operations, accounting, and technology. Mr. Cooper graduated from Pennsylvania State University in 2002 with a Bachelor of Science in\n Finance and a minor in Business Law.

For additional information concerning Roundhill and\nETC, including a description of the services provided to the Fund, please see the Fund’s SAI. Additional information regarding the\nportfolio managers’ compensation, other accounts managed by the portfolio managers and the portfolio managers’ ownership of\nFund Shares may also be found in the SAI.

The Fund operates a multi-manager structure pursuant\nto an exemptive order issued by the SEC. The order permits Roundhill, subject to certain conditions, to enter into new or modified sub‑advisory\nagreements with existing or new sub‑advisers without the approval of Fund shareholders, but subject to approval by the Board. Roundhill\nhas the ultimate responsibility for overseeing the Fund’s sub‑advisers and recommending their hiring, termination and replacement,\nsubject to oversight by the Board. The order also grants Roundhill and the Fund relief with respect to the disclosure of the advisory\nfees paid to individual sub‑advisers in various documents filed with the SEC and provided to shareholders. Pursuant to this relief,\nthe Fund may disclose the aggregate fees payable to Roundhill and wholly-owned sub‑advisers and the aggregate fees payable to unaffiliated\nsub‑advisers and sub‑advisers affiliated with Roundhill, other than wholly-owned sub‑advisers.

If the Fund relies on the order to hire a new sub‑adviser,\nthe Fund will provide shareholders with certain information regarding the sub‑adviser within 90 days of hiring the new sub‑adviser,\nas required by the order. In the future, Roundhill may propose the addition of one or more additional sub‑advisers, subject to approval\nby the Board and, if required by the 1940 Act, or any applicable exemptive relief, fund shareholders. This prospectus will be supplemented\nif additional investment sub‑advisers are retained or the contract with any existing sub‑adviser is terminated.

Management Fee

Pursuant to an investment advisory agreement between\nRoundhill and the Trust, on behalf of the Fund (the “Investment Management Agreement”), the Fund has agreed to pay an annual\nunitary management fee to Roundhill in an amount equal to 0.35% of its average daily net assets. This unitary management fee is designed\nto pay the Fund’s expenses and to compensate Roundhill for the services it provides to the Fund. Out of the unitary management fee,\nRoundhill pays substantially all expenses of the Fund, including the cost of transfer agency, custody, fund administration, legal, audit\nand other service and license fees. However, Roundhill is not responsible for interest charges on any borrowings (including net interest\nexpenses incurred in connection with an investment in reverse repurchase agreements or futures contracts), dividends and other expenses\non securities sold short, taxes (of any kind or nature, including, but not limited to, income, excise, transfer and withholding taxes),\nbrokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments\n(including any net account or similar fees charged by futures commission merchants) or in connection with creation and redemption transactions\n(including without limitation any fees, charges, taxes, levies or expenses related to the purchase or sale of an amount of any currency,\nor the patriation or repatriation of any security or other asset, related to the execution of portfolio transactions or any creation or\nredemption transactions), acquired fund fees and expenses, accrued deferred tax liability, fees and expenses payable related to the provision\nof securities lending services, legal fees or expenses in connection with any arbitration, litigation or pending or threatened arbitration\nor litigation, including any settlements in connection therewith, extraordinary expenses, and distribution fees and expenses paid by the\nTrust under any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act.

Pursuant to an investment sub-advisory agreement\nbetween Roundhill and ETC (the “Investment Sub-Advisory Agreement”), Roundhill has agreed to pay an annual sub‑advisory\nfee to ETC in an amount based on the Fund’s average daily net assets. Roundhill is responsible for paying the entirety of ETC’s\nsub-advisory fee. The Fund does not directly pay ETC.

A discussion regarding the basis for the Board’s\napproval of the Investment Management Agreement and Investment Sub-Advisory Agreement on behalf of the Fund will be available in the Fund’s\nForm N-CSR.

How\nto Buy and Sell Shares

Fund Shares are listed for secondary trading on the\nExchange and individual Fund Shares may only be purchased and sold in the secondary market through a broker-dealer. The Exchange and secondary\nmarkets are closed on weekends and also are generally closed on the following holidays: New Year’s Day, Dr. Martin Luther King,\nJr. Day, Presidents’ Day, Good Friday, Memorial Day (observed), Juneteenth, Independence Day, Labor Day, Thanksgiving Day and Christmas\nDay. The Exchange may close early on the business day before certain holidays and on the day after Thanksgiving Day. Exchange holiday\nschedules are subject to change without notice. If you buy or sell Fund Shares in the secondary market, you will pay the secondary market\nprice for Fund Shares. In addition, you may incur customary brokerage commissions and charges and may pay some or all of the spread between\nthe bid and the offered price in the secondary market on each leg of a round trip (purchase and sale) transaction.

The trading prices of Fund Shares will fluctuate\ncontinuously throughout trading hours based on market supply and demand rather than the Fund’s net asset value, which is calculated\nat the end of each business day. Fund Shares will trade on the Exchange at prices that may be above (i.e.,\nat a premium) or below (i.e., at a discount), to varying degrees, the daily net asset value of\nFund Shares. The trading prices of Fund Shares may deviate significantly from the Fund’s net asset value during periods of market\nvolatility. Given, however, that Fund Shares can be issued and redeemed daily in Creation Units, the Adviser believes that large discounts\nand premiums to net asset value should not be sustained over long periods.

Book Entry

Fund Shares are held in book-entry form, which means\nthat no stock certificates are issued. The Depository Trust Company (“DTC”) or its nominee is the record owner of, and holds\nlegal title to, all outstanding Fund Shares. Investors owning Fund Shares are beneficial owners as shown on the records of DTC or its\nparticipants. DTC serves as the securities depository for Fund Shares.

DTC participants include securities brokers and dealers,\nbanks, trust companies, clearing corporations and other institutions that directly or indirectly maintain a custodial relationship with\nDTC. As a beneficial owner of Fund Shares, you are not entitled to receive physical delivery of stock certificates or to have Fund Shares\nregistered in your name, and you are not considered a registered owner of Fund Shares. Therefore, to exercise any right as an owner of\nFund Shares, you must rely upon the procedures of DTC and its participants. These procedures are the same as those that apply to any other\nsecurities that you hold in book-entry or “street name” form.

Dividends,\nDistributions and Taxes

Ordinarily, dividends from net investment income,\nif any, are declared and paid at least annually by the Fund. The Fund distributes its net realized capital gains, if any, to shareholders\nannually.

Distributions in cash may be reinvested automatically\nin additional whole Fund Shares only if the broker through whom you purchased Fund Shares makes such option available.

Taxes

This section summarizes some of the main U.S. federal\nincome tax consequences of owning shares of the Fund. This section is current as of the date of this prospectus. Tax laws and interpretations\nchange frequently, and these summaries do not describe all of the tax consequences to all taxpayers. For example, these summaries generally\ndo not describe your situation if you are a corporation, a non-U.S. person, a broker-dealer, or other investor with special circumstances.\nIn addition, this section does not describe your state, local or non-U.S. tax consequences.

This federal income tax summary is based in part\non the advice of counsel to the Fund. The Internal Revenue Service could disagree with any conclusions set forth in this section. In addition,\ncounsel to the Fund may not have been asked to review, and may not have reached a conclusion with respect to, the federal income tax treatment\nof the assets to be included in the Fund. The following disclosure may not be sufficient for you to use for the purpose of avoiding penalties\nunder federal tax law.

As with any investment, you should seek advice based\non your individual circumstances from your own tax advisor.

Fund Status.\nThe Fund intends to qualify as a “regulated investment company” under the federal tax laws. If the Fund qualifies as a regulated\ninvestment company and distributes its income as required by the tax law, the Fund generally will not pay federal income taxes.

Distributions.\nThe Fund’s distributions are generally taxable. After the end of each year, you will receive a tax statement that separates the\ndistributions of the Fund into three categories: ordinary income distributions, capital gain dividends and returns of capital. Ordinary\nincome distributions are generally taxed at your ordinary tax rate, however, as further discussed below certain ordinary income distributions\nreceived from the Fund may be taxed at the capital gains tax rates. Generally, you will treat all capital gain dividends as long-term\ncapital gains regardless of how long you have owned your Fund Shares.

To determine your actual tax liability for your capital\ngain dividends, you must calculate your total net capital gain or loss for the tax year after considering all of your other taxable transactions,\nas described below. In addition, the Fund may make distributions that represent a return of capital for tax purposes and thus will generally\nnot be currently taxable to you unless the distribution exceeds a shareholder’s basis in the Fund Shares; however, such distributions\nmay reduce your tax basis in your Fund Shares, which could result in you having to pay higher taxes in the future when Fund Shares are\nsold, even if you sell the Fund Shares at a loss from your original investment. A “return of capital” is a return, in whole\nor in part, of the funds that you previously invested in the Fund. A return of capital distribution should not be considered part of the\nFund’s dividend yield or total return of an investment in Fund Shares. The tax status of your distributions from the Fund is not\naffected by whether you reinvest your distributions in additional Fund Shares or receive them in cash. The income from the Fund that you\nmust take into account for federal income tax purposes is not reduced by amounts used to pay a deferred sales fee, if any. The tax laws\nmay require you to treat distributions made to you in January as if you had received them on December 31 of the previous year.

Income from the Fund may also be subject to a 3.8%\n“Medicare tax.” This tax generally applies to your net investment income if your adjusted gross income exceeds certain threshold\namounts, which are $250,000 in the case of married couples filing joint returns and $200,000 in the case of single individuals.

Dividends\nReceived Deduction. A corporation that owns Fund Shares generally may not be entitled to the dividends received deduction with\nrespect to many dividends received from the Fund because the dividends received deduction is generally not available for distributions\nfrom RICs. However, certain ordinary income dividends on Fund Shares that are attributable to qualifying dividends received by the Fund\nfrom certain corporations may be reported by the Fund as being eligible for the dividends received deduction.

Capital\nGains and Losses and Certain Ordinary Income Dividends. If you are an individual, the maximum marginal stated federal tax rate\nfor net capital gains is generally 20% (15% or 0% for taxpayers with taxable incomes below certain thresholds). Some capital gains, including\nsome portion of your capital gain dividends may be taxed at a higher maximum stated tax rate. Capital gains may also be subject to the\nMedicare tax described above.

Net capital gain equals net long-term capital gain\nminus net short-term capital loss for the taxable year. Capital gain or loss is long-term if the holding period for the asset is more\nthan one year and is short-term if the holding period for the asset is one year or less. You must exclude the date you purchase your Fund\nShares to determine your holding period. However, if you receive a capital gain dividend from the Fund and sell your Fund Shares at a\nloss after holding them for six months or less, the loss will be recharacterized as long-term capital loss to the extent of the capital\ngain dividend received. The tax rates for capital gains realized from assets held for one year or less are generally the same as for ordinary\nincome. The Internal Revenue Code of 1986, as amended, treats certain capital gains as ordinary income in special situations.

In general, ordinary income dividends are taxed at\nordinary income rates. Ordinary income dividends received by an individual shareholder from a RIC such as the Fund may be taxed at the\nsame rates that apply to net capital gain (as discussed above), provided certain holding period requirements are satisfied and provided\nthe dividends are attributable to qualifying dividends received by the Fund itself. The Fund will provide notice to its shareholders of\nthe amount of any distribution which may be taken into account as a dividend which is eligible for the capital gains tax rates.

Sale of\nFund Shares. If you sell or redeem your Fund Shares, you will generally recognize a taxable gain or loss. To determine the amount\nof this gain or loss, you must subtract your tax basis in your Fund Shares from the amount you receive in the transaction. Your tax basis\nin your Fund Shares is generally equal to the cost of your Fund Shares, generally including brokerage fees, if any. In some cases, however,\nyou may have to adjust your tax basis after you purchase your Fund Shares. An election may be available to you to defer recognition of\ncapital gain if you make certain qualifying investments within a limited time. You should talk to your tax advisor about the availability\nof this deferral election and its requirements.

Taxes on\nPurchase and Redemption of Creation Units. If you exchange securities for Creation Units, you will generally recognize a gain or\na loss. The gain or loss will be equal to the difference between the market value of the Creation Units at the time and your aggregate\nbasis in the securities surrendered and the cash component paid. If you exchange Creation Units for securities, you will generally recognize\na gain or loss equal to the difference between your basis in the Creation Units and the aggregate market value of the securities received\nand the cash redemption amount. The IRS, however, may assert that a loss realized upon an exchange of securities for Creation Units or\nCreation Units for securities cannot be deducted currently under the rules governing “wash sales,” or on the basis that there\nhas been no significant change in economic position.

Treatment\nof Expenses. Expenses incurred and deducted by the Fund will generally not be treated as income taxable to you.

Non-U.S.\nTax Credit. Because the Fund may invest in non-U.S. securities, the tax statement that you receive may include an item showing\nnon-U.S. taxes the Fund paid to other countries. In this case, dividends taxed to you will include your share of the taxes the Fund paid\nto other countries. You may be able to deduct or receive a tax credit for your share of these taxes.

Non-U.S. Investors. If you are a non-U.S.\ninvestor (i.e., an investor other than a U.S. citizen or resident or a U.S. corporation, partnership, estate or trust), you should be\naware that, generally, subject to applicable tax treaties, distributions from the Fund are characterized as dividends for federal income\ntax purposes (other than dividends which the Fund properly reports as capital gain dividends) are subject to U.S. federal income taxes,\nincluding withholding taxes, subject to certain exceptions described below. However, distributions received by a non-U.S. investor from\nthe Fund that are properly reported by the Fund as capital gain dividends may not be subject to U.S. federal income taxes, including withholding\ntaxes, provided that the Fund makes certain elections and certain other conditions are met. Distributions from the Fund that are properly\nreported by the Fund as an interest-related dividend attributable to certain interest income received by the Fund or as short-term capital\ngain income dividend attributable to certain net short term capital gain received by the Fund may not be subject to U.S. federal income\ntaxes, including withholding taxes when received by certain non-U.S. investors, provided that the Fund makes certain elections and certain\nother conditions are met. For tax years after December 31, 2022, amounts paid to or recognized by a non-U.S. affiliate that are excluded\nfrom tax under the portfolio interest, capital gain dividends, short-term capital gains or tax-exempt interest dividend exceptions or\napplicable treaties, may be taken into consideration in determining whether a corporation is an “applicable corporation” subject\nto a 15% minimum tax on adjusted financial statement income.

Distributions may be subject to a U.S. withholding\ntax of 30% in the case of distributions to (i) certain non-U.S. financial institutions that have not entered into an agreement with the\nU.S. Treasury to collect and disclose certain information and are not resident in a jurisdiction that has entered into such an agreement\nwith the U.S. Treasury and (ii) certain other non-U.S. entities that do not provide certain certifications and information about the entity’s\nU.S. owners. This withholding tax is also currently scheduled to apply to the gross proceeds from the disposition of securities that produce\nU.S. source interest or dividends. However, proposed regulations may eliminate the requirement to withhold on payments of gross proceeds\nfrom dispositions.

It is the responsibility of the entity through which\nyou hold your Fund Shares to determine the applicable withholding.

Investments\nin Certain Non-U.S. Corporations. If the Fund holds an equity interest in any “passive foreign investment companies”\n(“PFICs”), which are generally certain non-U.S. corporations that receive at least 75% of their annual gross income from passive\nsources (such as interest, dividends, certain rents and royalties or capital gains) or that hold at least 50% of their assets in investments\nproducing such passive income, the Fund could be subject to U.S. federal income tax and additional interest charges on gains and certain\ndistributions with respect to those equity interests, even if all the income or gain is timely distributed to its shareholders. The Fund\nwill not be able to pass through to its shareholders any credit or deduction for such taxes. The Fund may be able to make an election\nthat could ameliorate these adverse tax consequences. In this case, the Fund would recognize as ordinary income any increase in the value\nof such PFIC shares, and as ordinary loss any decrease in such value to the extent it did not exceed prior increases included in income.\nUnder this election, the Fund might be required to recognize in a year income in excess of its distributions from PFICs and its proceeds\nfrom dispositions of PFIC stock during that year, and such income would nevertheless be subject to the distribution requirement and would\nbe taken into account for purposes of the 4% excise tax. Dividends paid by PFICs are not treated as qualified dividend income.

The foregoing discussion summarizes some of the possible\nconsequences under current federal tax law of an investment in the Fund. It is not a substitute for personal tax advice. You also may\nbe subject to state and local taxes on Fund distributions and sales of Fund Shares.

Distributor

Foreside Fund Services, LLC serves as the distributor\nof Creation Units for the Fund on an agency basis. The distributor does not maintain a secondary market in Fund Shares.

Net\nAsset Value

The NAV of the Fund normally is determined once daily\nMonday through Friday, generally as of the close of regular trading hours of the New York Stock Exchange (“NYSE”) (normally\n4:00 p.m., Eastern time) on each day that the NYSE is open for trading, based on prices at the time of closing, provided that any Fund\nassets or liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the prevailing market rates\non the date of valuation as quoted by one or more data service providers. The NAV of the Fund is calculated by dividing the value of the\nnet assets of the Fund (i.e., the value of its total assets less total liabilities) by the total number of outstanding Fund Shares, generally\nrounded to the nearest cent.

The Board has adopted valuation policies and procedures\npursuant to which it has designated the Adviser to determine the fair value of the Fund’s investments, subject to the Board’s\noversight, when market prices for those investments are not “readily available,” including when they are determined by the\nAdviser to be unreliable. Such circumstances may arise when: (i) a security has been de-listed or its trading halted or suspended; (ii)\na security’s primary pricing source is unable or unwilling to provide a price; (iii) a security’s primary trading market is\nclosed during regular market hours; or (iv) a security’s value has been materially affected by events occurring after the close\nof the security’s primary trading market and before a Fund calculates its NAV. Generally, when determining the fair value of a Fund\ninvestment, the Adviser will take into account all reasonably available information that may be relevant to a particular valuation including,\nbut not limited to, fundamental analytical data regarding the issuer, information relating to the issuer’s business, recent trades\nor offers of the security, general and/or specific market conditions and the specific facts giving rise to the need to fair value the\nsecurity. Fair value determinations are made in good faith and in accordance with the fair value methodologies established by the Adviser.\nDue to the subjective and variable nature of determining the fair value of a security or other investment, there can be no assurance that\nthe Adviser’s determined fair value will match or closely correlate to any market quotation that subsequently becomes available\nor the price quoted or published by other sources. In addition, the Fund may not be able to obtain the fair value assigned to an investment\nif the Fund were to sell such investment at or near the time its fair value is determined.

Fund\nService Providers

U.S. Bancorp Fund Services, LLC is the administrator\nand transfer agent for the Trust. U.S. Bank National Association serves as the custodian for the Trust.

Chapman and Cutler LLP, 320 South Canal Street, Chicago,\nIllinois 60606, serves as legal counsel to the Trust.

Cohen & Company Ltd., 1835 Market Street, Suite\n310, Philadelphia, Pennsylvania 19103, serves as the Fund’s independent registered public accounting firm and is responsible for\nauditing the annual financial statements of the Fund.

Premium/Discount\nInformation

Information showing the number of days the market\nprice of the Fund Shares was greater (at a premium) and less (at a discount) than the Fund’s NAV for the most recently completed\ncalendar year, and the most recently completed calendar quarters since that year (or the life of the Fund, if shorter), is available at\nhttps://www.roundhillinvestments.com/etf/MAGP.

Other\nInvestment Companies

Section 12(d)(1) of the 1940 Act restricts an investment\nmade by an investment company in the securities of other investment companies. Rule 12d1-4 under the 1940 Act provides the conditions\nunder which an investment company may invest in securities of another investment company beyond the limits prescribed in Section 12(d)(1)\nof the 1940 Act. Any investment by another investment company in the Fund, or by the Fund in another investment company, must comply with\nRule 12d1-4 in order to exceed the limits contained in Section 12(d)(1).

Financial\nHighlights

The Fund is new and has no performance history as\nof the date of this prospectus. Financial information is therefore not available.

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Roundhill\nMagnificent Seven Plus ETF (MAGP)

For more detailed information on the Fund, several\nadditional sources of information are available to you. The Fund’s SAI, incorporated by reference into this prospectus, contains\ndetailed information on the Fund’s policies and operation. Additional information about the Fund’s investments is available\nin the annual and semi‑annual reports to shareholders and in Form N-CSR. In the Fund’s annual reports, you will find a discussion\nof the market conditions and investment strategies that significantly impacted the Fund’s performance during the last fiscal year.\nIn Form N-CSR, you will find the Fund’s annual and semi-annual financial statements. The Fund’s most recent SAI, annual or\nsemi‑annual reports and certain other information such as Fund financial statements are available free of charge by calling the\nFund at (855) 561-5728, on the Fund’s website at www.roundhillinvestments.com/etf/MAGP or through your financial advisor. Shareholders\nmay call the toll‑free number above with any inquiries.

You may obtain this and other information regarding\nthe Fund, including the SAI and Codes of Ethics adopted by the Adviser, Sub-Adviser and the Trust, directly from the SEC. Information\non the SEC’s website is free of charge. Visit the SEC’s on‑line EDGAR database at http://www.sec.gov. You may also request\ninformation regarding the Fund by sending a request (along with a duplication fee) to the SEC by sending an electronic request to publicinfo@sec.gov.

Roundhill Investments

154 West 14^th\nStreet, 2^nd Floor

New York, New York 10011

(646) 661-5441

www.roundhillinvestments.com

SEC File #333-273052

811-23887

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Statement\nof Additional Information

Roundhill\nMagnificent Seven Plus ETF

(Cboe BZX— MAGP)

October\n27, 2026

This Statement of Additional Information (“SAI”)\nis not a prospectus. It should be read in conjunction with the prospectus dated October 27, 2026, as it may be revised from time\nto time (the “Prospectus”), for the Roundhill Magnificent Seven Plus ETF (the “Fund”), a series of the Roundhill\nETF Trust (the “Trust”). Capitalized terms used herein that are not defined have the same meanings as in the Prospectus,\nunless otherwise noted. A copy of the Prospectus may be obtained without charge by writing to the Fund’s distributor, Foreside\nFund Services, LLC, at Three Canal Plaza, Suite 100, Portland, ME 04101, or by calling toll free at (855) 561-5728. You may also obtain\na Prospectus by visiting the Fund’s website at www.roundhillinvestments.com/etf/magp.

References to the Investment Company Act of 1940,\nas amended (the “1940 Act”), or other applicable law, will include any rules promulgated thereunder and any guidance, interpretations\nor modifications by the Securities and Exchange Commission (the “SEC”), SEC staff or other authority with appropriate jurisdiction,\nincluding court interpretations, and exemptive, no action or other relief or permission from the SEC, SEC staff or other authority.

Table\nof 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 General\n Description of the Trust and the Fund	\n 1
\n Exchange\n Listing and Trading	\n 2
\n Investment\n Objective and Policies	\n 2
\n Investment\n Strategies	\n 4
\n Investment\n Risks	\n 8
\n Management\n of the Fund	\n 10
\n Control\n Persons and Principal Holders of Securities	\n 16
\n Investment\n Adviser and Other Service Providers	\n 16
\n Brokerage\n Allocations	\n 23
\n Additional\n Information	\n 24
\n Proxy\n Voting Policies and Procedures	\n 26
\n Creation\n and Redemption of Creation Units	\n 26
\n Federal\n Tax Matters	\n 30
\n Determination\n of Net Asset Value	\n 36
\n Dividends\n and Distributions	\n 36
\n Miscellaneous\n Information	\n 37
\n Performance\n Information	\n 37
\n Financial\n Statements	\n 37

General\nDescription of the Trust and the Fund

The Trust was organized as a Delaware statutory trust\non May 2, 2023 and is authorized to issue an unlimited number of shares in one or more series. The Trust is an open-end management\ninvestment company, registered under the 1940 Act. The Trust currently offers shares in 82 separate series, representing separate\nportfolios of investments. This SAI relates solely to the Fund, which is non-diversified. The Fund, as a series of the Trust, represents\na beneficial interest in a separate portfolio of securities and other assets, with its own objective and policies.

Roundhill Financial Inc. serves as the Fund’s\ninvestment adviser (“Roundhill” or the “Adviser”). Exchange Traded Concepts, LLC, serves as the Fund’s investment\nsub-adviser (“ETC” or the “Sub-Adviser”). Foreside Fund Services, LLC serves as the Fund’s distributor (“Foreside”\nor the “Distributor”).

The Board of Trustees of the Trust (the “Board\nof Trustees” or the “Trustees”) has the right to establish additional series in the future, to determine the preferences,\nvoting powers, rights and privileges thereof and to modify such preferences, voting powers, rights and privileges without shareholder\napproval. Shares of any series may also be divided into one or more classes at the discretion of the Trustees. The Trust or any\nseries or class thereof may be terminated at any time by the Board of Trustees upon written notice to the shareholders. Subject to the\nrequirements set forth in Section 3816 of the Delaware Statutory Trust Act, a shareholder of the Fund may bring a derivative action on\nbehalf of the Trust only if the shareholder first makes a pre-suit demand upon the Board of Trustees to bring the subject action unless\nan effort to cause the Board of Trustees to bring such action is excused. A demand on the Board of Trustees shall only be excused if a\nmajority of the Board of Trustees, or a majority of any committee established to consider the merits of such action, has a material personal\nfinancial interest in the action at issue. A Trustee shall not be deemed to have a material personal financial interest in an action or\notherwise be disqualified from ruling on a shareholder demand by virtue of the fact that such Trustee receives remuneration from his or\nher service on the Board of Trustees of the Trust or on the boards of one or more investment companies with the same or an affiliated\ninvestment adviser or underwriter.

The Fund’s shares (“Fund Shares”)\nlist and principally trade on Cboe BZX Exchange, Inc. (the “Exchange”). Fund Shares trade on the Exchange at market prices\nthat may be below, at or above the Fund’s net asset value (“NAV”). Exchange-traded funds (“ETFs”), such\nas the Fund, do not sell or redeem individual Fund Shares. Instead, the Fund offers, issues and redeems Fund Shares at NAV only in aggregations\nof a specified number of Fund Shares (each a “Creation Unit”). Financial entities known as “authorized participants”\n(which are discussed in greater detail below) have contractual arrangements with the Fund or the Distributor to purchase and redeem Fund\nShares directly with the Fund in Creation Units in exchange for the securities comprising the Fund and/or cash, or some combination thereof. \nFund Shares are traded in the secondary market and elsewhere at market prices that may be at, above, or below the Fund’s NAV. \nFund Shares are only redeemable in Creation Units by authorized participants. An authorized participant that purchases a Creation Unit\nof Fund Shares deposits with the Fund a “basket” of securities and/or other assets identified by the Fund that day, and then\nreceives the Creation Unit of Fund Shares in return for those assets. The redemption process is the reverse of the purchase process: the\nauthorized participant redeems a Creation Unit of Fund Shares for a basket of securities and other assets. The basket is generally representative\nof the Fund’s portfolio, and together with a cash balancing amount, it is equal to the NAV of the Fund Shares comprising the Creation\nUnit. Pursuant to Rule 6c-11 of the 1940 Act, the Fund may utilize baskets that are not representative of the Fund’s portfolio.\nSuch “custom baskets” are discussed in the section entitled “Creations and Redemptions of Creation Units.” \nTransaction fees and other costs associated with creations or redemptions that include cash may be higher than the transaction fees and\nother costs associated with in-kind creations or redemptions. In all cases, conditions with respect to creations and redemptions of shares\nand fees will be limited in accordance with the

requirements of SEC rules and regulations applicable\nto management investment companies offering redeemable securities.

Exchange\nListing and Trading

Fund Shares are listed for trading, and trade throughout\nthe day, on the Exchange and in other secondary markets. There can be no assurance that the requirements of the Exchange necessary to\nmaintain the listing of Fund Shares will continue to be met. The Exchange may, but is not required to, remove the Fund Shares from listing\nif, among other things: (i) following the initial 12-month period beginning upon the commencement of trading of Fund Shares, there\nare fewer than 50 record and/or beneficial owners of Fund Shares; (ii) the Fund is no longer eligible to operate in reliance on Rule 6c-11\nof the 1940 Act; (iii) any of the other listing requirements are not continuously maintained; or (iv) any event shall occur or condition\nshall exist that, in the opinion of the Exchange, makes further dealings on the Exchange inadvisable. The Exchange will also remove Fund\nShares from listing and trading upon termination of the Fund.

As in the case of other stocks traded on the Exchange,\nbrokers’ commissions on transactions will be based on negotiated commission rates at customary levels.

The Trust reserves the right to adjust the price\nlevels of Fund Shares in the future to help maintain convenient trading ranges for investors. Any adjustments would be accomplished\nthrough stock splits or reverse stock splits, which would have no effect on the net assets of the Fund.

Investment\nObjective and Policies

The Prospectus describes the investment objective\nand certain policies of the Fund. The following supplements the information contained in the Prospectus concerning the investment\nobjective and policies of the Fund.

The Fund is subject to the following fundamental\npolicies, which may not be changed without approval of the holders of a majority of the outstanding voting securities (as such term is\ndefined in the 1940 Act) of the Fund:

(1) \nThe Fund may not issue senior securities, except as permitted under the 1940 Act

(2) \nThe Fund may not borrow money, except as permitted under the 1940 Act.

(3) \nThe Fund will not underwrite the securities of other issuers except to the extent the Fund may be considered an underwriter under\nthe 1933 Act in connection with the purchase and sale of portfolio securities.

(4) \nThe Fund will not purchase or sell real estate or interests therein, unless acquired as a result of ownership of securities or\nother instruments (but this shall not prohibit the Fund from purchasing or selling securities or other instruments backed by real estate\nor of issuers engaged in real estate activities).

(5) \nThe Fund may not make loans, except as permitted under the 1940 Act and exemptive orders granted thereunder.

(6) \nThe Fund may not purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments\n(but this shall not prevent the Fund from purchasing or selling

options, futures contracts, forward contracts or\nother derivative instruments, or from investing in securities or other instruments backed by physical commodities).

(7) \nThe Fund will concentrate its investments (i.e., hold 25% or more of its total assets) in the industry or the group of industries\ncomprising the information technology sector. For purposes of this limitation, securities of the U.S. government (including its agencies\nand instrumentalities), repurchase agreements collateralized by U.S. government securities, and securities of state or municipal governments\nand their political subdivisions are not considered to be issued by members of any industry.

For purposes of applying restriction (1) above, under\nthe 1940 Act as currently in effect, the Fund is not permitted to issue senior securities, except that the Fund may borrow from any bank\nif immediately after such borrowing the value of the Fund’s total assets is at least 300% of the principal amount of all of the\nFund’s borrowings (i.e., the principal amount of the borrowings may not exceed 33 1/3% of\nthe Fund’s total assets). In the event that such asset coverage shall at any time fall below 300% the Fund shall, within three\ndays thereafter (not including Sundays and holidays), reduce the amount of its borrowings to an extent that the asset coverage of such\nborrowings shall be at least 300%. The fundamental investment limitations set forth above limit the Fund’s ability to engage\nin certain investment practices and purchase securities or other instruments to the extent permitted by, or consistent with, applicable\nlaw. As such, these limitations will change as the statute, rules, regulations or orders (or, if applicable, interpretations) change,\nand no shareholder vote will be required or sought.

Except for restriction (2), if a percentage\nrestriction is adhered to at the time of investment, a later increase in percentage resulting from a change in market value of the investment\nor the total assets will not constitute a violation of that restriction. With respect to restriction (2), if the limitations are\nexceeded as a result of a change in market value then the Fund will reduce the amount of borrowings within three days thereafter to the\nextent necessary to comply with the limitations (not including Sundays and holidays).

For purposes of applying restriction (5) above, the\nFund may not make loans to other persons, except through (i) the purchase of debt securities permissible under the Fund’s investment\npolicies, (ii) repurchase agreements, or (iii) the lending of portfolio securities, provided that no such loan of portfolio\nsecurities may be made by the Fund if, as a result, the aggregate of such loans would exceed 33‑1/3% of the value of the Fund’s\ntotal assets.

With respect to the fundamental policy relating to\nconcentration set forth in (7) above, the 1940 Act does not define what constitutes “concentration” in an industry. The SEC\nstaff has taken the position that investment of 25% or more of a fund’s total assets in one or more issuers conducting their principal\nactivities in the same industry or group of industries constitutes concentration. It is possible that interpretations of concentration\ncould change in the future. The policy in (7) above will be interpreted to refer to concentration as that term may be interpreted from\ntime to time. The policy also will be interpreted to permit investment without limit in the following: securities of the U.S. government\nand its agencies or instrumentalities; securities of state, territory, possession or municipal governments and their authorities, agencies,\ninstrumentalities or political subdivisions; and repurchase agreements collateralized by any such obligations. Accordingly, issuers of\nthe foregoing securities will not be considered to be members of any industry. There also will be no limit on investment in issuers domiciled\nin a single jurisdiction or country. Finance companies will be considered to be in the industries of their parents if their activities\nare primarily related to financing the activities of the parents. Each foreign government will be considered to be a member of a separate\nindustry. With respect to the Fund’s industry classifications, the Fund currently utilizes any one or more of the industry sub-classifications\nused by one or more widely recognized market indexes or rating group indexes, and/or as

defined by Fund management. The policy also will\nbe interpreted to give broad authority to the Fund as to how to classify issuers within or among industries.

The foregoing fundamental policies of the Fund may\nnot be changed without the affirmative vote of the majority of the outstanding voting securities of the Fund. The 1940 Act defines\na majority vote as the vote of the lesser of (i) 67% or more of the voting securities represented at a meeting at which more than\n50% of the outstanding securities are represented; or (ii) more than 50% of the outstanding voting securities. With respect\nto the submission of a change in an investment policy to the holders of outstanding voting securities of the Fund, such matter shall be\ndeemed to have been effectively acted upon with respect to the Fund if a majority of the outstanding voting securities of the Fund vote\nfor the approval of such matter, notwithstanding that such matter has not been approved by the holders of a majority of the outstanding\nvoting securities of any other series of the Trust affected by such matter.

In addition to the foregoing fundamental policies,\nthe Fund is also subject to strategies and policies discussed herein which, unless otherwise noted, are non-fundamental policies and may\nbe changed by the Board of Trustees.

Investment\nStrategies

The Fund is an actively managed ETF that seeks to\nachieve its investment objective through its investment exposure to the companies comprising the “Magnificent Seven Plus,”\nas such term is defined in the Fund’s Prospectus. Under normal circumstances, the Fund invests at least 80% of its net assets\n(plus borrowings for investment purposes) in equity securities and financial instruments (i.e.,\nswap agreements) that provide exposure to Magnificent Seven Plus companies. Fund shareholders are entitled to 60 days’ prior written\nnotice to any change in this non-fundamental investment policy. For purposes of compliance with this investment policy, derivative contracts\nwill be valued at their notional value.

Types of Investments

Derivative Instruments.\nGenerally, derivatives are financial instruments whose value depends on or is derived from, the value of one or more underlying\nassets, reference rates, or indices or other market factors (a “reference instrument”) and may relate to stocks, bonds, interest\nrates, credit, currencies, commodities or related indices. Derivative instruments can provide an efficient means to gain or reduce exposure\nto the value of a reference instrument without actually owning or selling the instrument. Some common types of derivatives include options,\nfutures, forwards, and swaps. Derivative instruments may be used for “hedging,” which means that they may be used when the\nSub-Adviser seeks to protect the Fund’s investments from a decline in value resulting from changes to interest rates, market prices,\ncurrency fluctuations or other market factors. Derivative instruments also may be used for other purposes, including to seek to increase\nliquidity, provide efficient portfolio management, broaden investment opportunities (including taking short or negative positions), implement\na tax or cash management strategy, gain exposure to a particular security or segment of the market, modify the effective duration of the\nFund’s portfolio investments and/or enhance total return. However derivative instruments are used, their successful use is not assured\nand will depend upon, among other factors, the Adviser’s ability to gauge relevant market movements. Derivative instruments may\nbe used for purposes of direct hedging. Direct hedging means that the transaction must be intended to reduce a specific risk exposure\nof a portfolio security or its denominated currency and must also be directly related to such security or currency. The Fund’s use\nof derivative instruments may be limited from time to time by policies adopted by the Board or the Adviser.

FORWARDS CONTRACTS. The Fund may\nenter into forwards contracts. When the Fund purchases a forwards contract, it agrees to purchase a specified underlying instrument at\na specified future date. When the Fund sells a forwards contract, it agrees to sell the underlying instrument at a specified future date.\nThe price at which the purchase and sale will take place is fixed when the Fund enters into the contract. Forwards can be held until their\ndelivery dates or can be closed out before then if a liquid secondary market is available. To the extent the Fund uses forwards, it will\ndo so only in accordance with applicable requirements of the Commodity Exchange Act (the “CEA”) and the rules thereunder.\nThe risk of loss in trading forwards contracts, futures contracts or uncovered call options in some strategies (e.g., selling uncovered\nstock index futures contracts) is potentially unlimited. The Fund does not plan to use forwards contracts in this way. In many cases,\na relatively small price movement in a forwards contract may result in immediate and substantial loss or gain to the investor relative\nto the size of a required margin deposit. There is also the risk of loss by the Fund of margin deposits in the event of bankruptcy of\na broker with whom such Fund has an open position in the forwards contract. The purchase of put or call options will be based upon predictions\nby the Fund as to anticipated trends, which predictions could prove to be incorrect. The potential for loss related to the purchase of\nan option on a forwards contract is limited to the premium paid for the option plus transaction costs. Because the value of the option\nis fixed at the point of sale, there are no daily cash payments by the purchaser to reflect changes in the value of the underlying contract;\nhowever, the value of the option changes daily and that change would be reflected in the NAV of the Fund. The potential for loss related\nto writing options may be unlimited. Although the Fund intends to enter into forwards only if there is an active market for such contracts,\nthere is no assurance that an active market will exist for the contracts at any particular time.

SWAP AGREEMENTS. The Fund may\nutilize swap agreements in an attempt to gain exposure to the securities in a market without actually purchasing those securities, or\nto hedge a position. Swap agreements are two-party contracts entered into primarily by institutional investors for periods ranging from\na day to more than one-year. In a standard “swap” transaction, two parties agree to exchange the returns (or differentials\nin rates of return) earned or realized on particular predetermined investments or instruments. The gross returns to be exchanged or “swapped”\nbetween the parties are calculated with respect to a “notional amount,” (i.e., the return on or increase in value of a particular\ndollar amount invested in a basket of securities representing a particular index). Total return swaps are swap agreements in which one\nparty makes payments based on a set rate, either fixed or variable, while the other party makes payments based on the return of an underlying\nasset, to seek exposure to certain securities Forms of swap agreements include interest rate caps, under which, in return for a premium,\none party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or “cap” interest\nrate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall\nbelow a specified level, or “floor;” and interest rate collars, under which a party sells a cap and purchases a floor or vice\nversa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum levels. Because they are two-party\ncontracts which may have terms of greater than seven days, swap agreements may be considered to be illiquid for purposes of the Fund’s\nilliquid investment limitations. The Fund will not enter into any swap agreement unless the Adviser believes that the other party to the\ntransaction is creditworthy. The Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event\nof the default or bankruptcy of a swap agreement counterparty. The Fund may enter into swap agreements to invest in a market without owning\nor taking physical custody of the underlying securities in circumstances in which direct investment is restricted for legal reasons or\nis otherwise impracticable. The counterparty to any swap agreement will typically be a bank, investment banking firm or broker-dealer.\nThe counterparty will generally agree to pay the Fund the amount, if any, by which the notional amount of the swap agreement would have\nincreased in value had it been invested in the particular

stocks, plus the dividends that\nwould have been received on those stocks. The Fund will agree to pay to the counterparty a floating rate of interest on the notional amount\nof the swap agreement plus the amount, if any, by which the notional amount would have decreased in value had it been invested in such\nstocks. Therefore, the return to the Fund on any swap agreement should be the gain or loss on the notional amount plus dividends on the\nstocks less the interest paid by the Fund on the notional amount. Swap agreements typically are settled on a net basis, which means that\nthe two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments.\nPayments may be made at the conclusion of a swap agreement or periodically during its term. Other swap agreements, may require initial\npremium (discount) payments as well as periodic payments (receipts) related to the interest leg of the swap or to the default of a reference\nobligation. The Fund will earmark and reserve assets necessary to meet any accrued payment obligations when it is the buyer of a credit\ndefault swap. If a swap counterparty defaults, the Fund’s risk of loss consists of the net amount of payments the Fund is contractually\nentitled to receive, if any, or the failure of the counterparty to deliver the underlying security, depending on the nature of the swap.\nThe swap market has grown substantially in recent years with a large number of banks and investment banking firms acting both as principals\nand as agents utilizing standardized swap documentation. As a result, the swap market has become relatively liquid in comparison with\nthe markets for other similar instruments, which are traded in the OTC market. The Adviser, under the supervision of the Board, is responsible\nfor determining and monitoring the liquidity of Fund transactions in swap agreements. The use of swap agreements is a highly specialized\nactivity which involves investment techniques and risks different from those associated with ordinary portfolio securities transactions.\nIf a counterparty’s creditworthiness declines, the value of the swap would likely decline. Moreover, there is no guarantee that\nthe Fund could eliminate its exposure under an outstanding swap agreement by entering into an offsetting swap agreement with the same\nor another party.

Common Stocks. \nCommon stock represents an ownership position in a company. Common stock may or may not pay dividends and may or may not\ncarry voting rights. Common stock occupies the most junior position in a company’s capital structure. Holders of common\nstocks incur more risk than holders of preferred stocks and debt obligations because common stockholders, as owners of the issuer, generally\nhave inferior rights to receive payments from the issuer in comparison with the rights of creditors, or holders of debt obligations or\npreferred stocks. Unlike debt securities, which typically have a stated principal amount payable at maturity (whose value, however,\nis subject to market fluctuations prior thereto), or preferred stocks, which typically have a liquidation preference and which may have\nstated optional or mandatory redemption provisions, common stocks have neither a fixed principal amount nor a maturity.

Illiquid Investments.\nPursuant to Rule 22e-4 under the 1940 Act, the Fund may not acquire any “illiquid investment” if, immediately after the acquisition,\nthe Fund would have invested more than 15% of its net assets in illiquid investments that are assets. An “illiquid investment”\nis any investment that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or\nless without the sale or disposition significantly changing the market value of the investment. Illiquid investments include repurchase\nagreements with a notice or demand period of more than seven days, certain stripped mortgage-backed securities, certain municipal leases,\ncertain over-the-counter derivative instruments, securities and other financial instruments that are not readily marketable, and restricted\nsecurities unless, based upon a review of the relevant market, trading and investment-specific considerations, those investments are determined\nnot to be illiquid. The Trust has implemented a liquidity risk management program and related procedures to identify illiquid investments\npursuant to Rule 22e-4, and the Board of Trustees has approved the designation of the Adviser to administer the Trust’s liquidity\nrisk management program and related procedures. In determining whether an investment is an illiquid investment, the Adviser will take\ninto account actual or estimated daily transaction volume of an investment, group of related investments or asset class and

other relevant market, trading, and investment-specific\nconsiderations. In addition, in determining the liquidity of an investment, the Adviser must determine whether trading varying portions\nof a position in a particular portfolio investment or asset class, in sizes that the Fund would reasonably anticipate trading, is reasonably\nexpected to significantly affect its liquidity, and if so, the Fund must take this determination into account when classifying the liquidity\nof that investment or asset class.

In addition to actual or estimated daily transaction\nvolume of an investment, group of related investments or asset class and other relevant market, trading, and investment-specific considerations,\nthe following factors, among others, will generally impact the classification of an investment as an “illiquid investment”:\n(i) any investment that is placed on the Adviser’s restricted trading list; and (ii) any investment that is delisted or for which\nthere is a trading halt at the close of the trading day on the primary listing exchange at the time of classification (and in respect\nof which no active secondary market exists). Investments purchased by the Fund that are liquid at the time of purchase may subsequently\nbecome illiquid due to these and other events and circumstances. If one or more investments in the Fund’s portfolio become illiquid,\nthe Fund may exceed the 15% limitation in illiquid investments. In the event that changes in the portfolio or other external events cause\nthe Fund to exceed this limit, the Fund must take steps to bring its illiquid investments that are assets to or below 15% of its net assets\nwithin a reasonable period of time. This requirement would not force the Fund to liquidate any portfolio instrument where the Fund would\nsuffer a loss on the sale of that instrument.

Short-Term Instruments\nand Temporary Investments. The Fund may invest in short-term instruments, including money market instruments, on an ongoing\nbasis to provide liquidity, in connection with collateral received by the Fund in its securities lending activities, or for other reasons.\nMoney market instruments are generally short-term investments that may include, but are not limited to: (i) shares of money market funds;\n(ii) obligations issued or guaranteed by the U.S. government, its agencies or instrumentalities (including government-sponsored enterprises);\n(iii) negotiable certificates of deposit, bankers’ acceptances, fixed-time deposits and other obligations of U.S. and non-U.S. banks\n(including non-U.S. branches) and similar institutions; (iv) commercial paper rated, at the date of purchase, “Prime-1” by\nMoody’s^® Investors Service, Inc., “F-1” by Fitch Ratings,\nInc., or “A-1” by Standard & Poor’s^® Financial Services\nLLC, a subsidiary of S&P Global, Inc., or if unrated, of comparable quality as determined by the Adviser and/or Sub-Adviser; (v) non-convertible\ncorporate debt securities (e.g., bonds and debentures) with remaining maturities at the date of\npurchase of not more than 397 days and that satisfy the rating requirements set forth in Rule 2a-7 under the 1940 Act; (vi) repurchase\nagreements; and (vii) short-term U.S. dollar denominated obligations of non-U.S. banks (including U.S. branches) that, in the opinion\nof the Adviser and/or Sub-Adviser, are of comparable quality to obligations of U.S. banks that may be purchased by the Fund. Any of these\ninstruments may be purchased on a current or forward-settled basis. Time deposits are non-negotiable deposits maintained in banking institutions\nfor specified periods of time at stated interest rates. Bankers’ acceptances are time drafts drawn on commercial banks by borrowers,\nusually in connection with international transactions.

Portfolio Turnover

The Fund buys and sells portfolio securities in the\nnormal course of its investment activities. The proportion of the Fund’s investment portfolio that is bought and sold during\na year is known as the Fund’s portfolio turnover rate. A turnover rate of 100% would occur, for example, if the Fund bought\nand sold securities valued at 100% of its net assets within one year. A high portfolio turnover rate could result in the payment\nby the Fund of increased brokerage costs, expenses and taxes.

Investment\nRisks

Overview

An investment in the Fund should be made with an\nunderstanding of the risks that an investment in Fund Shares entails, including the risk that the financial condition of the issuers of\nthe equity securities or the general condition of the securities market may worsen and the value of the securities and therefore the value\nof the Fund may decline. The Fund may not be an appropriate investment for those who are unable or unwilling to assume the risks\ninvolved generally with such an investment. The past market and earnings performance of any of the securities included in the Fund\nis not predictive of their future performance.

Borrowing and Leverage Risk

When the Fund borrows money, it must pay interest\nand other fees, which will reduce the Fund’s returns if such costs exceed the returns on the portfolio securities purchased or retained\nwith such borrowings. Any such borrowings are intended to be temporary. However, under certain market conditions, including\nperiods of low demand or decreased liquidity, such borrowings might be outstanding for longer periods of time. As prescribed by\nthe 1940 Act, the Fund will be required to maintain specified asset coverage of at least 300% with respect to any bank borrowing immediately\nfollowing such borrowing. The Fund may be required to dispose of assets on unfavorable terms if market fluctuations or other factors\nreduce the Fund’s asset coverage to less than the prescribed amount.

Swap Agreements\nRisk

The use of swaps is a highly specialized activity\nwhich involves investment techniques, risk analyses and tax planning different from those associated with ordinary portfolio securities\ntransactions. These transactions can result in sizeable realized and unrealized capital gains and losses relative to the gains and losses\nfrom the Fund’s direct investments in securities. Transactions in swaps can involve greater risks than if the Fund had invested\nin the reference assets directly since, in addition to general market risks, swaps may be leveraged and are also subject to illiquidity\nrisk, counterparty risk, credit risk and pricing risk. However, certain risks may be reduced (but not eliminated) if the Fund invests\nin cleared swaps. Regulators also may impose limits on an entity’s or group of entities’ positions in certain swaps. Because\nbilateral swap agreements are two-party contracts and because they may have terms of greater than seven days, these swaps may be considered\nto be illiquid. Moreover, the Fund bears the risk of loss of the amount expected to be received under a swap in the event of the default\nor bankruptcy of a swap counterparty. Many swaps are complex and valued subjectively. Swaps and other derivatives may also be subject\nto pricing or “basis” risk, which exists when the price of a particular derivative diverges from the price of corresponding\ncash market instruments. Under certain market conditions it may not be economically feasible to initiate a transaction or liquidate a\nposition in time to avoid a loss or take advantage of an opportunity. If a swap transaction is particularly large or if the relevant market\nis illiquid, it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price, which may result\ninsignificant losses.

Forward Contracts Risk.

Forward contracts are highly leveraged and highly volatile, and a relatively\nsmall price movement in a forward contract may result in substantial losses to the Fund. To the extent the Fund engages in forward contracts\nto generate return, such Fund will be subject to these risks. Because there is no clearinghouse

system applicable to forward contracts, there is no direct means of offsetting\na forward contract by purchase of an offsetting position on the same exchange as one can with respect to a futures contract. Absent contractual\ntermination rights, the Fund may not be able to terminate a forward contract at a price and time that it desires. In such event, the Fund\nwill remain subject to counterparty risk with respect to the forward contract, even if such Fund enters into an offsetting forward contract\nwith the same, or a different, counterparty. If a counterparty defaults, the Fund may lose money on the transaction. Depending on the\nasset underlying the forward contract, forward transactions can be influenced by, among other things, changing supply and demand relationships,\ngovernment commercial and trade programs and policies, national and international political and economic events, weather and climate conditions,\ninsects and plant disease, purchases and sales by foreign countries and changing interest rates. Such factors may adversely affect\nthe Fund.

Common Stocks Risk

Common stocks are especially susceptible to general\nmarket movements and to volatile increases and decreases of value as market confidence in and perceptions of the issuers change. \nThese perceptions are based on unpredictable factors including expectations regarding government, economic, monetary and fiscal policies,\ninflation and interest rates, economic expansion or contraction, and global or regional political, economic or banking crises. Roundhill\ncannot predict the direction or scope of any of these factors. Shareholders of common stocks have rights to receive payments from\nthe issuers of those common stocks that are generally subordinate to those of creditors of, or holders of debt obligations or preferred\nstocks of, such issuers.

Shareholders of common stocks of the type held by\nthe Fund have a right to receive dividends only when and if, and in the amounts, declared by the issuer’s board of directors and\nhave a right to participate in amounts available for distribution by the issuer only after all other claims on the issuer have been paid. \nCommon stocks do not represent an obligation of the issuer and, therefore, do not offer any assurance of income or provide the same degree\nof protection of capital as do debt securities. The issuance of additional debt securities or preferred stock will create prior\nclaims for payment of principal, interest and dividends which could adversely affect the ability and inclination of the issuer to declare\nor pay dividends on its common stock or the rights of holders of common stock with respect to assets of the issuer upon liquidation or\nbankruptcy. The value of common stocks is subject to market fluctuations for as long as the common stocks remain outstanding, and\nthus the value of the equity securities in the Fund will fluctuate over the life of the Fund and may be more or less than the price at\nwhich they were purchased by the Fund. The equity securities held in the Fund may appreciate or depreciate in value (or pay dividends)\ndepending on the full range of economic and market influences affecting these securities, including the impact of the Fund’s purchase\nand sale of the equity securities and other factors.

Holders of common stocks incur more risk than holders\nof preferred stocks and debt obligations because common stockholders, as owners of the entity, have generally inferior rights to receive\npayments from the issuer in comparison with the rights of creditors of, or holders of debt obligations or preferred stocks issued by,\nthe issuer. Cumulative preferred stock dividends must be paid before common stock dividends and any cumulative preferred stock dividend\nomitted is added to future dividends payable to the holders of cumulative preferred stock. Preferred stockholders are also generally\nentitled to rights on liquidation, which are senior to those of common stockholders.

Cybersecurity Risk

The Fund is susceptible to potential operational\nrisks through breaches in cybersecurity. A breach in cybersecurity refers to both intentional and unintentional events that may\ncause the Fund to lose proprietary information, suffer data corruption or lose operational capacity. Such events could cause the\nFund to incur regulatory penalties, reputational damage, additional compliance costs associated with corrective measures and/or financial\nloss. Cybersecurity breaches may involve unauthorized access to the Fund’s digital information systems through “hacking”\nor malicious software coding, but may also result from outside attacks such as denial-of-service attacks through efforts to make network\nservices unavailable to intended users. In addition, cybersecurity breaches of the Fund’s third party service providers, such\nas its administrator, transfer agent, custodian, or sub-adviser, as applicable, or issuers in which the Fund invests, can also subject\nthe Fund to many of the same risks associated with direct cybersecurity breaches. The Fund has established risk management systems\ndesigned to reduce the risks associated with cybersecurity. However, there is no guarantee that such efforts will succeed, especially\nbecause the Fund does not directly control the cybersecurity systems of issuers or third party service providers.

Liquidity Risk

The Fund may have investments that they may not be\nable to dispose of or close out readily at a favorable time or price (or at all), or at a price approximating the Fund’s valuation\nof the investment. For example, certain investments may be subject to restrictions on resale, may trade over-the-counter or in limited\nvolume, or may not have an active trading market. Illiquid securities may trade at a discount from comparable, more liquid investments\nand may be subject to wide fluctuations in market value. It may be difficult for the Fund to value illiquid securities accurately. The\nmarket for certain investments may become illiquid under adverse market or economic conditions independent of any specific adverse changes\nin the conditions of a particular issuer. If the Fund needed to sell a large block of illiquid securities to meet shareholder redemption\nrequest or to raise cash, these sales could further reduce the securities’ prices and adversely affect performance of the Fund. \nDisposal of illiquid securities may entail registration expenses and other transaction costs that are higher than those for liquid securities.

Trading Issues Risk

Although the Fund Shares are listed for trading on\nthe Exchange, there can be no assurance that an active trading market for such Fund Shares will develop or be maintained. Trading in Fund\nShares on the Exchange may be halted due to market conditions or for reasons that, in the view of the Exchange, make trading in Fund Shares\ninadvisable. In addition, trading in Fund Shares on the Exchange is subject to trading halts caused by extraordinary market volatility\npursuant to the Exchange’s “circuit breaker” rules. Market makers are under no obligation to make a market in the Fund\nShares, and authorized participants are not obligated to submit purchase or redemption orders for Creation Units. In the event market\nmakers cease making a market in the Fund Shares or authorized participants stop submitting purchase or redemption orders for Creation\nUnits, Fund Shares may trade at a larger premium or discount to their NAV. There can be no assurance that the requirements of the Exchange\nnecessary to maintain the listing of the Fund will continue to be met or will remain unchanged. The Fund may have difficulty maintaining\nits listing on the Exchange in the event the Fund’s assets are small or the Fund does not have enough shareholders.

Management\nof the Fund

Trustees and Officers

The general supervision of the duties performed for\nthe Fund under the Investment Management Agreement (as defined below) is the responsibility of the Board of Trustees. There are\nfour Trustees of the Trust, one of whom is an “interested person” (as the term is defined in the 1940 Act) (the “Interested\nTrustee”) and three of whom are Trustees who are not officers or employees of Roundhill or any of its affiliates (each an “Independent\nTrustee” and collectively the “Independent Trustees”). The Trustees serve for indefinite terms until their resignation,\ndeath or removal. The Trust has not established a lead Independent Trustee position. The Trustees set broad policies for the\nFund, choose the Trust’s officers and hired the Fund’s investment adviser and sub-adviser. Each Trustee, except for\nTimothy Maloney, is an Independent Trustee. Mr. Maloney is deemed an Interested Trustee of the Trust due to his position as co-founder\nand co-owner of Roundhill, and Treasurer and Chief Financial Officer of the Trust. The officers of the Trust manage its day-to-day\noperations, are responsible to the Board of Trustees and serve indefinite terms. The following is a list of the Trustees and executive\nofficers of the Trust and a statement of their present positions and principal occupations during the past five years, the number of portfolios\neach Trustee oversees and the other directorships they have held during the past five years, if applicable.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \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 Address and Year of Birth	\n Position\n and Offices with Trust	\n Term\n of Office and Year First Elected or Appointed	\n Principal\n Occupations During Past 5 Years	\n Number\n of Portfolios in the Roundhill Fund Complex Overseen by Trustee	\n Other\n Trusteeships or Directorships Held by Trustee During the Past 5 Years
\n Interested\n Trustees
\n Timothy Maloney⁽¹⁾ c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1989	\n Chairman of the Board of Trustees;\n Treasurer and Chief Financial Officer	\n • Indefinite\n term \n \n • Since\n inception	\n Co-Founder (2018 – present),\n Chief Investment Officer (2018 – 2024), of Roundhill Financial Inc.	\n 82	\n Roundhill\n UCITS ICAV; Roundhill Financial Inc.; AssetDash Corp.
\n Independent\n Trustees
\n John Pesce c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1965	\n Trustee	\n • Indefinite\n term \n \n • Since\n inception	\n Chief Executive Officer of\n TCG Group Holdings LP (1999 – present); Area President of Hub International (2021 – present)	\n 82	\n None
\n Felix Rivera c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1963	\n Trustee	\n • Indefinite\n term \n \n • Since\n inception	\n Managing Partner of Independent\n Channel Advisors, LLC (2011 – present)	\n 82	\n Advisors\n Preferred Trust; Alpha Alternative Fund
\n Jeffrey Youngman c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1961	\n Trustee	\n • Indefinite\n term \n \n • Since\n inception	\n Managing Member of Feitlin,\n Youngman, Karas & Gerson, L.L.C. (1988 – present)	\n 82	\n None
\n Officers\n of the Trust
\n William Hershey c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1989	\n President	\n • Indefinite\n term \n \n • Since\n inception	\n Co-Founder (2018 – present),\n Chief Executive Officer (2018 – 2024), of Roundhill Financial Inc.	\n N/A	\n N/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 Name,\n Address and Year of Birth	\n Position\n and Offices with Trust	\n Term\n of Office and Year First Elected or Appointed	\n Principal\n Occupations During Past 5 Years	\n Number\n of Portfolios in the Roundhill Fund Complex Overseen by Trustee	\n Other\n Trusteeships or Directorships Held by Trustee During the Past 5 Years
\n David Mazza c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1982	\n Vice President	\n • Indefinite\n term \n \n • Since\n inception	\n Chief Executive Officer (2024\n – present), Chief Strategy Officer (2023 – 2024), of Roundhill Financial Inc.; Managing Director and Head of Product of Rafferty\n Asset Management, LLC (2018 – 2023)	\n N/A	\n N/A
\n Sean Poyntz c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1992	\n Secretary	\n • Indefinite\n term \n \n • Since\n inception	\n Managing Director of Operations\n (2026 – present), Director of Operations (2024 – 2026), and Vice President of Operations (2021 – 2023) of Roundhill\n Financial Inc.	\n N/A	\n N/A
\n Aaron Norris c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1980	\n Chief\n Compliance Officer and Anti-Money Laundering Officer	\n • Indefinite\n term \n \n • Since\n 2026	\n Chief Compliance Officer of\n Roundhill Financial, Inc. (2026 – present); Managing Director, Head of Core Compliance at Nomura Asset Management International\n (April – December 2025); Vice President, Sub-Adviser Oversight (2021 – 2025) at Fidelity Investments	\n N/A	\n N/A
\n Justin Katz c/o\n Roundhill Financial Inc. 154 West 14^th\n Street 2^nd\n Floor New York, NY 10011 Y.O.B.:\n 1992	\n Vice President	\n • Indefinite\n term \n \n • Since\n 2024	\n Vice President of Operations\n at Roundhill Financial Inc. (2024 – present); Vice President (2022 – 2024) and Senior Associate (2019 – 2022) at BNY\n Mellon.	\n N/A	\n N/A

\n\n

(1)

Mr. Maloney\nis deemed an “interested person” of the Trust due to his position as co-founder and co-owner of Roundhill Financial Inc.\nand Treasurer and Chief Financial Officer of the Trust.

Unitary Board Leadership Structure

It is anticipated that each Trustee will serve as\na trustee of all funds in the Roundhill Fund Complex (as defined below), which is known as a “unitary” board leadership structure. \nEach Trustee currently serves as a trustee of the Fund and of the other series of the Trust (each, a “Roundhill Fund” and\ncollectively, the “Roundhill Fund Complex”) and is anticipated to serve as a trustee for future Roundhill Funds. None\nof the Independent Trustees, nor any of their immediate family members, have ever been a director, officer or employee of, or consultant\nto, Roundhill or any of its affiliates. Mr. Maloney, an Interested Trustee, serves as the Chairman of the Board of Trustees for\neach Roundhill Fund.

The unitary board structure was adopted for the Roundhill\nFund Complex because of the efficiencies it achieves with respect to the governance and oversight of the Roundhill Funds. Each Roundhill\nFund is subject to the rules and regulations of the 1940 Act (and other applicable securities laws), which means that many of the Roundhill\nFunds face similar issues with respect to certain of their fundamental activities, including risk management, portfolio liquidity, portfolio\nvaluation and financial reporting. Because of the similar and often

overlapping issues facing the Roundhill Funds, including\namong any such exchange-traded funds, the Board of Trustees believes that maintaining a unitary board structure promotes efficiency and\nconsistency in the governance and oversight of all Roundhill Funds and reduces the costs, administrative burdens and possible conflicts\nthat may result from having multiple boards. In adopting a unitary board structure, the Trustees seek to provide effective governance\nthrough establishing a board the overall composition of which, as a body, possesses the appropriate skills, diversity, independence and\nexperience to oversee the Fund’s business.

Annually, the Board of Trustees will review its governance\nstructure and the committee structures, its performance and functions and any processes that would enhance board governance over the business\nof the Roundhill Funds. The Board of Trustees has determined that its leadership structure, including the unitary board and committee\nstructure, is appropriate based on the characteristics of the funds it serves and the characteristics of the Roundhill Fund Complex as\na whole.

The Board of Trustees has established two standing\ncommittees (as described below) and has delegated certain of its responsibilities to those committees. The Board of Trustees and\nits committees meet frequently throughout the year to oversee the activities of the Fund, review contractual arrangements with and the\nperformance of service providers, oversee compliance with regulatory requirements and review Fund performance. The Independent Trustees\nare represented by independent legal counsel at all Board and committee meetings. Generally, the Board of Trustees acts by majority\nvote of the Trustees present at a meeting, assuming a quorum is present, unless otherwise required by applicable law.

The two standing committees of the Board of Trustees\nare the Nominating and Governance Committee and the Audit Committee.

The Nominating and Governance Committee is responsible\nfor nominating non‑interested persons to the Board of Trustees. In addition, the Nominating and Governance Committee oversees\nmatters of corporate governance, including the evaluation of Board performance and processes and assignment of committee members, oversees\narrangements for orientation of new Board members and continuing education of Independent Trustees, and periodically reviews and makes\nrecommendations about any appropriate changes to Trustee compensation. John Pesce, Felix Rivera and Jeffrey Youngman are members of the\nNominating and Governance Committee. If there is no vacancy on the Board of Trustees, the Board of Trustees will not actively seek\nrecommendations from other parties, including shareholders. When a vacancy on the Board of Trustees occurs and nominations are sought\nto fill such vacancy, the Nominating and Governance Committee may seek nominations from those sources it deems appropriate in its discretion,\nincluding shareholders of the Fund. To submit a recommendation for nomination as a candidate for a position on the Board of Trustees,\nshareholders of the Fund should mail such recommendation to Sean Poyntz, Secretary, at the Trust’s address, 154 West 14th Street,\n2nd Floor, New York, New York 10011. Such recommendation shall include the following information: (i) a statement in writing setting\nforth (A) the name, age, date of birth, business address, residence address and nationality of the person or persons to be nominated;\n(B) the class or series and number of all shares of the Fund owned of record or beneficially by each such person or persons, as reported\nto such shareholder by such nominee(s); (C) any other information regarding each such person required by paragraphs (a), (d),\n(e) and (f) of Item 401 of Regulation S‑K or paragraph (b) of Item 22 of Rule 14a‑101 (Schedule 14A)\nunder the Securities Exchange Act of 1934, as amended (the “1934 Act”); (D) any other information regarding the person\nor persons to be nominated that would be required to be disclosed in a proxy statement or other filings required to be made in connection\nwith solicitation of proxies for election of trustees or directors pursuant to Section 14 of the 1934 Act and the rules and regulations\npromulgated thereunder; and (E) whether such shareholder believes any nominee is or will be an “interested person” of\nthe Fund (as defined in the 1940 Act) and, if not an “interested person,” information regarding each nominee that will\nbe sufficient for the Fund to make such determination; and (ii) the written and signed consent of any person to be nominated

to be named as a nominee and to serve as a trustee\nif elected. In addition, the Trustees may require any proposed nominee to furnish such other information as they may reasonably\nrequire or deem necessary to determine the eligibility of such proposed nominee to serve as a Trustee. The Nominating and Governance Committee\nheld one meeting during the fiscal year ended December 31, 2025.

The Audit Committee is responsible for overseeing\nthe Fund’s accounting and financial reporting process, the system of internal controls and audit process and for evaluating and\nappointing independent auditors (subject also to approval of the Board of Trustees). Messrs. Pesce, Rivera and Youngman serve on\nthe Audit Committee. The Audit Committee held five meetings during the fiscal year ended December 31, 2025.

\n \n \n \n

Risk\n Oversight

As part of the general oversight of the Fund, the\nBoard of Trustees is involved in the risk oversight of the Fund. The Board of Trustees has adopted and periodically reviews policies\nand procedures designed to address the Fund’s risks. Oversight of investment and compliance risk, including, if applicable,\noversight of any sub-adviser, is performed primarily at the Board of Trustees level in conjunction with the Trust’s Chief Compliance\nOfficer (“CCO”) and Anti-Money Laundering Officer.

The Board has appointed a CCO who oversees the implementation\nand evaluation of the Fund’s compliance program. Aaron Norris serves as CCO and Anti-Money Laundering Officer of the Trust.

Oversight of other risks also occurs at the committee\nlevel. The Adviser’s investment oversight group reports to the Board of Trustees at quarterly meetings regarding, among other\nthings, Fund performance and the various drivers of such performance as well as information related to the Adviser and its operations\nand processes. The Board of Trustees reviews reports on the Fund’s and the service providers’ compliance policies and\nprocedures at each quarterly Board of Trustee meeting and receives an annual report from the CCO regarding the operations of the Fund’s\nand the service providers’ compliance programs. In addition, the Independent Trustees have an opportunity to meet privately\neach quarter with the CCO. The Audit Committee reviews with the Adviser the Fund’s major financial risk exposures and the\nsteps the Adviser has taken to monitor and control these exposures, including the Fund’s risk assessment and risk management policies\nand guidelines. The Audit Committee also, as appropriate, reviews in a general manner the processes other Board committees have\nin place with respect to risk assessment and risk management. The Nominating and Governance Committee monitors all matters related\nto the corporate governance of the Trust.

Not all risks that may affect the Fund can be identified\nnor can controls be developed to eliminate or mitigate their occurrence or effects. It may not be practical or cost effective to\neliminate or mitigate certain risks, the processes and controls employed to address certain risks may be limited in their effectiveness,\nand some risks are simply beyond the reasonable control of the Fund, the Adviser or other service providers. Moreover, it is necessary\nto bear certain risks (such as investment-related risks) to achieve the Fund’s goals. As a result of the foregoing and other\nfactors, the Fund’s ability to manage risk is subject to substantial limitations.

Board Diversification and Trustee Qualifications

As described above, the Nominating and Governance\nCommittee of the Board of Trustees oversees matters related to the nomination of Trustees. The Nominating and Governance Committee\nseeks to establish an effective Board of Trustees with an appropriate range of skills and diversity, including, as appropriate,

differences in background, professional experience,\neducation, vocations, and other individual characteristics and traits in the aggregate. Each Trustee must meet certain basic requirements,\nincluding relevant skills and experience, time availability and, if qualifying as an Independent Trustee, independence from the Adviser,\nunderwriters or other service providers, including any affiliates of these entities.

Listed below for each current Trustee are the experiences,\nqualifications and attributes that led to the conclusion, as of the date of this SAI, that each current Trustee should serve as a Trustee\nin light of the Trust’s business and structure.

Independent Trustees.\nJohn Pesce has served on the Board of Trustees since 2023. Mr. Pesce has over 30 years of business experience in the financial services\nindustry, including experience relating to institutional and individual financial planning, benefits services, retirement plan design\nand implementation, portfolio and investment advising, product marketing and financial consulting. He has served as the Chief Executive\nOfficer of TCG Group Holdings LP since 1999 and the Area President of HUB International since 2021.

Felix Rivera is the Chair of the Audit Committee\nand of the Nominating and Governance Committee and has served as a Trustee since 2023. Mr. Rivera has over 20 years of business experience\nin the investment management and brokerage business and possesses a strong understanding of the regulatory framework under which investment\ncompanies must operate. He has served as the Managing Partner of Independent Channel Advisors, LLC since 2011.

Jeffrey Youngman has served on the Board of Trustees\nsince 2023. Mr. Youngman brings significant legal expertise to the Board of Trustees. He has practiced law for over 35 years representing\nclients in matters relating to serious personal injuries including those concerning children who have suffered injuries as a result of\nharassment, intimidation and bullying at school. He has served as an attorney at Feitlin, Youngman, Karas & Gerson, L.L.C. since 1988\nand is the Managing Member of the firm.

Interested Trustee.\nTimothy Maloney is the Chairman of the Board of Trustees and Treasurer and Chief Financial Officer of the Trust. Mr. Maloney co-founded\nRoundhill in 2018 and served as its Chief Investment Officer until April 2024. Prior to co-founding Roundhill, Mr. Maloney worked at Wells\nCapital Management, where he served as a credit trader. Before his time at Wells Capital Management, Mr. Maloney worked for Morgan Stanley,\nadvising hedge fund clients across a spectrum of strategies. He is a CFA Charterholder and a graduate of Vanderbilt University.

Effective January 1, 2026, each Independent Trustee\nis paid a fixed annual retainer of $250,000. Trustees are also reimbursed for travel and out-of-pocket expenses incurred in connection\nwith all meetings. These fees are allocated equally among each fund in the Trust.

The following table sets forth the estimated compensation\nto be earned by each Independent Trustee (including reimbursement for travel and out-of-pocket expenses) for services to the Fund and\nthe estimated aggregate compensation to be paid to them for services to the Roundhill Fund Complex for the fiscal year ended December\n31, 2026. The Trust has no retirement or pension plans. The officers and Interested Trustee serve without any compensation\nfrom the Trust. The Trust has no employees. Its officers are compensated by Roundhill.

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

\n Name\n of Trustee	\n Estimated Compensation\n from The Fund	\n Total\n Compensation from the Roundhill Fund Complex
\n John Pesce	\n $3,049	\n $250,000
\n Felix Rivera	\n $3,049	\n $250,000
\n Jeffrey Youngman	\n $3,049	\n $250,000

The following table sets forth the dollar range of\nequity securities beneficially owned by the Trustees in the Fund and all funds overseen by the Trustees in the Roundhill Fund Complex\nas of December 31, 2025:

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

\n Trustee	\n Dollar\n Range of Equity Securities in\n the Fund	\n Aggregate\n Dollar Range of Equity Securities in All\n Registered Investment Companies Overseen\n by Trustee in the Roundhill Fund Complex
\n Interested\n Trustee	\n	\n
\n Timothy Maloney	\n None	\n Over $100,000
\n Independent\n Trustees	\n	\n
\n John Pesce	\n None	\n None
\n Felix Rivera	\n None	\n Over $100,000
\n Jeffrey Youngman	\n None	\n None

As of December 31, 2025, the Independent Trustees\nand immediate family members did not own beneficially or of record any class of securities of an investment adviser or principal underwriter\nof the Fund or any person directly or indirectly controlling, controlled by, or under common control with an investment adviser or principal\nunderwriter of the Fund.

As of the date of this Statement of Additional Information,\nthe officers of the Trust and Trustees, in the aggregate, owned less than 1% of the Fund Shares.

Control\nPersons and Principal Holders of Securities

A principal shareholder is any person who owns (either\nof record or beneficially) 5% or more of the outstanding shares of a fund. A control person is one who owns, either directly or\nindirectly, more than 25% of the voting securities of a company or acknowledges the existence of control.

Investment\nAdviser and Other Service Providers

Investment\nAdviser. Roundhill Financial Inc., 154 West 14th Street, 2nd Floor, New York, New York 10011,\nserves as the investment adviser to the Fund. Roundhill is a Delaware corporation that is controlled by its founders, William Hershey\nand Timothy Maloney. William Hershey currently serves as the President of the Trust and Timothy Maloney serves as the Chairman of the\nBoard of Trustees, Treasurer and Chief Financial Officer of the Trust, while also continuing to serve in their roles as Co-Founders of\nthe Adviser. The Adviser is an SEC-registered investment adviser that has provided investment advisory and sub-advisory services to pooled\ninvestment vehicles since 2019. Roundhill discharges its responsibilities subject to the policies of the Board of Trustees. Roundhill\nalso administers the Trust’s business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative\nservices, and permits any of its officers or employees to serve without compensation as Trustees or officers of the Trust if elected to\nsuch positions.

Pursuant to an investment management agreement between\nRoundhill and the Trust, on behalf of the Fund (the “Investment Management Agreement”), Roundhill oversees the investment\nof the Fund’s assets by the Sub-Adviser and is responsible for paying all expenses of the Fund, excluding the fee payments under\nthe Investment Management Agreement, interest charges on any borrowings (including net interest expenses incurred in connection with an\ninvestment in reverse repurchase agreements or futures contracts), dividends and other expenses on securities sold short, taxes (of any\nkind or nature, including, but not limited to, income, excise, transfer and withholding taxes), brokerage commissions and other expenses\nincurred in placing orders for the purchase and sale of securities and other investment instruments (including any net account or similar\nfees charged by futures commission merchants) or in connection with creation and redemption transactions (including without limitation\nany fees, charges, taxes, levies or expenses related to the purchase or sale of an amount of any currency, or the patriation or repatriation\nof any security or other asset, related to the execution of portfolio transactions or any creation or redemption transactions), acquired\nfund fees and expenses, accrued deferred tax liability, fees and expenses payable related to the provision of securities lending services,\nlegal fees or expenses in connection with any arbitration, litigation or pending or threatened arbitration or litigation, including any\nsettlements in connection therewith, extraordinary expenses, and distribution fees and expenses paid by the Trust under any distribution\nplan adopted pursuant to Rule 12b-1 under the 1940 Act. The Fund has agreed to pay Roundhill an annual management fee equal to a\npercentage of its daily net assets, as detailed in the below table.

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

\n Management\n Fee
\n Fund	\n Fee
\n Roundhill Magnificent Seven Plus ETF	\n 0.35%

Under the Investment Management Agreement, Roundhill\nshall not be liable for any loss sustained by reason of the purchase, sale or retention of any security, whether or not such purchase,\nsale or retention shall have been based upon the investigation and research made by any other individual, firm or corporation, if such\nrecommendation shall have been selected with due care and in good faith, except loss resulting from willful misfeasance, bad faith, or\ngross negligence on the part of Roundhill in the performance of its obligations and duties, or by reason of its reckless disregard of\nits obligations and duties. The Investment Management Agreement is in place for the original initial two-year term, and thereafter\nonly if approved annually by the Board of Trustees, including a majority of the Independent Trustees. The Investment Management\nAgreement terminates automatically upon assignment and is terminable at any time without penalty as to the Fund by the Board of Trustees,\nincluding a majority of the Independent Trustees, or by vote of the holders of a majority of the Fund’s outstanding voting securities\non not more than 60 days’ written notice to Roundhill, or by Roundhill on 120 days’ written notice to the Trust.

Investment\nSub-Adviser. Roundhill has retained Exchange Traded Concepts, LLC, an Oklahoma limited liability company, located at 10900 Hefner\nPointe Drive, Suite 400, Oklahoma City, Oklahoma 73120, to act as sub-adviser to the Fund pursuant to an investment sub-advisory agreement\n(the “Sub-Advisory Agreement”). The Sub-Adviser is an SEC-registered investment adviser that has provided investment advisory\nor sub-advisory services to pooled investment vehicles since 2009, including to over 138 1940 Act-registered ETFs as of March 2026. The\nSub-Adviser is majority owned by Cottonwood ETF Holdings LLC.

Pursuant to the Sub-Advisory Agreement, Roundhill\nhas agreed to pay for the services provided by the Sub-Adviser through sub-advisory fees. Roundhill is responsible for paying the\nentire amount of the Sub-Adviser’s fee for the Fund. The Fund does not directly pay the Sub-Adviser.

Portfolio Managers.\nThe portfolio managers are primarily and jointly responsible for the day-to-day management of the Fund. There are currently seven portfolio\nmanagers, as follows:

• \nMr. Maloney co-founded Roundhill in late 2018. He began his career at Morgan Stanley as a Foreign-Exchange and Emerging Markets\nsalesperson. He later joined Wells Capital, where he traded investment grade bonds for a $35 billion fixed-income portfolio. He graduated\nfrom Vanderbilt University with a degree in Economics and a Masters of Science in Finance (MSF). Mr. Maloney is a CFA Charterholder.

• \nMr. Hershey co-founded Roundhill in late 2018. He began his career at Yorkville ETF Advisors, continuing with Yorkville Capital\nManagement after the sale of Yorkville’s ETF business. During his career, he held\nvarious roles, including Head Trader for a Yorkville’s\nlong/short energy hedge fund. He graduated from Vanderbilt University with a degree in Economics. Mr. Hershey is a CFA\nCharterholder.

• \nMr. Mazza joined Roundhill in 2023. He began his career at State Street Global Advisors and had various research, portfolio management,\nand product development responsibilities including leading the strategy and research team for SPDR ETFs. He later worked in leadership\nroles at OppenheimerFunds and Rafferty Asset Management. He graduated from the Sawyer Business School at Suffolk University with his Masters\nof Business Administration (MBA) in Finance and Boston College with a degree in Political Science and Philosophy.

• \nMr. Serowik joined ETC from Goldman Sachs. He began his career at Spear, Leeds & Kellogg, continuing with Goldman after its\nacquisition of SLK. During his career of more than 18 years at the combined companies, he held various roles, including managing the global\nQuant ETF Strats team and One Delta ETF Strats. He designed and developed systems for portfolio risk calculation, algorithmic ETF trading,\nand execution monitoring, with experience across all asset classes. He graduated from the University of Michigan with a Bachelor of Business\nAdministration degree in Finance.

• \nMr. Alberico joined ETC in November 2020, having spent the past 14 years in ETF trading at Goldman Sachs, Cantor Fitzgerald, and,\nmost recently, Virtu Financial. He spent most of that time focused on the Trading and Portfolio Risk Management of ETFs exposed to international\nand domestic equity. He has worked on several different strategies including lead market-making and electronic trading, to customer facing\ninstitutional business developing models for block trading as well as transitional trades. Mr. Alberico graduated from St. John’s\nUniversity in New York with a Bachelor of Science degree in Finance.

• \nMr. Tan joined ETC in May 2019 as an Associate Portfolio Manager and was promoted to Portfolio Manager in December 2020. He began\nhis career at UBS and BBR Partners where he worked as a financial planning analyst and a portfolio strategist for over four years. During\nhis time there, he developed comprehensive wealth management solutions focused on portfolio optimization, trust and estate planning, and\ntax planning. Mr. Tan graduated from the University of North Carolina at Chapel Hill with a Bachelor of Science in Business Administration\nwith a concentration in Investments, a Bachelor of Arts in Economics, and a Minor in Chinese.

• \nMr. Cooper joined ETC in November 2021 and currently serves as a Portfolio Manager. Previously, Mr. Cooper had roles in trade operations\nfor Constellation Advisers from March 2017 until April 2018 and for QFR Capital Management from April 2018 until July 2020 and in the\nmiddle office derivatives group of Elliot Capital Management from September 2020 until November 2021. Prior to these roles, he spent 14\nyears working in various operational roles for Falcon Management Corporation, a global macro family office, gaining exposure to a variety\nof asset classes with a focus on operations, accounting, and technology. Mr. Cooper graduated from Pennsylvania State University in 2002\nwith a Bachelor of Science in Finance and a minor in Business Law.

Portfolio Manager\nCompensation. Messrs. Maloney, Hershey and Mazza are compensated by Roundhill. Each receives a fixed base salary and discretionary\nbonus that is not tied to the performance of the Fund. The discretionary bonus is based on the overall performance of Roundhill and each\nindividual’s contribution to that performance across all duties. Messrs. Serowik, Alberico, Tan and Cooper are compensated by ETC.\nEach receives a fixed base salary and discretionary bonus that is not tied to the performance of the Fund.

Portfolio Manager\nOwnership of Fund Shares. As of the date of this Statement of Additional Information,\nnone of the portfolio managers beneficially owned any Fund Shares.

Other Accounts Managed\nby the Portfolio Managers. In addition to the Fund, the portfolio managers are responsible for the day-to-day management of certain\nother accounts, as listed below. None of the accounts managed by the portfolio managers listed below are subject to performance based\nadvisory fees. The information below is provided as of December 31, 2025.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \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 Manager	\n Registered\n Investment \n Companies Number\n of Accounts ($ assets)	\n Other\n Pooled \n Investment \n Vehicles Number\n of \n Accounts ($\n assets)	\n Other\n Accounts \n Number\n of Accounts \n ($ Assets)
\n Timothy Maloney	\n 6 ($5.378 billion)	\n 0 ($0)	\n 0 ($0)
\n William Hershey	\n 6 ($5.378 billion)	\n 0 ($0)	\n 0 ($0)
\n David Mazza	\n 6 ($5.378 billion)	\n 0 ($0)	\n 0 ($0)
\n Andrew Serowik	\n 96 ($19.491 billion)	\n 0 ($0)	\n 0 ($0)
\n Todd Alberico	\n 96 ($19.491 billion)	\n 0 ($0)	\n 0 ($0)
\n Gabriel Tan	\n 96 ($19.491 billion)	\n 0 ($0)	\n 0 ($0)
\n Brian Cooper	\n 96 ($19.491 billion)	\n 0 ($0)	\n 0 ($0)

Conflicts of Interest. \nThe portfolio managers have day-to-day management responsibilities with respect to other investments accounts and, accordingly, may be\npresented with potential or actual conflicts of interest.

The other accounts may have similar investment objectives\nor strategies as the Fund. A potential conflict of interest may arise as a result, whereby a portfolio manager could favor one account\nover another. Another potential conflict could include a portfolio manager’s knowledge about the size, timing, and possible market\nimpact of fund trades, whereby the portfolio manager could use this information to the advantage of other accounts and to the disadvantage\nof the Fund. However, the Adviser and Sub-Adviser have established policies and procedures to ensure that the purchase and sale of securities\namong all accounts the Adviser and Sub-Adviser manage are fairly and equitably allocated.

With respect to securities transactions for the Fund,\nthe Sub-Adviser determines which broker to use to execute each transaction, consistent with its duty to seek best execution of the transaction.\nFor buy or sell transactions considered simultaneously for the Fund and other accounts, orders are placed at the same time. The Sub-Adviser\nuses its best efforts to ensure that no client is treated unfairly in relation to any other client over time in the allocation of securities\nor the order of the execution of transactions. The Sub-Adviser generally allocates trades on the basis of assets under management so that\nthe securities positions represent equal exposure as a percentage of total assets of each client. The Fund and client accounts are not\ngenerally invested in thinly traded or illiquid securities; therefore, conflicts in fulfilling investment opportunities are to some extent\nminimized. If an aggregated trade order is not substantially filled, it will generally be allocated pro rata.

Transfer\nAgent and Administrator. U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“USBGFS”\nor the “Transfer Agent” or the “Administrator”), located at 615 East Michigan Street, Milwaukee, Wisconsin 53202,\nserves as the Fund’s transfer agent and administrator.

Pursuant to a fund servicing agreement between the\nTrust and USBGFS, USBGFS provides the Trust with administrative and management services (other than investment advisory services) and\naccounting services, including portfolio accounting services, tax accounting services, and furnishing financial reports. In this capacity,\nUSBGFS does not have any responsibility or authority for the management of the Fund, the determination of investment policy, or for any\nmatter pertaining to the distribution of Fund Shares. As compensation for the administration, accounting and management services, the\nAdviser pays USBGFS a fee based on the Fund’s average daily net assets, subject to a minimum annual fee. USBGFS also is entitled\nto certain out-of-pocket expenses for the services mentioned above, including pricing expenses.

Custodian.\nPursuant to a custody agreement between the Trust and U.S. Bank National Association (“U.S. Bank” or the “Custodian”)\n(the “Custody Agreement”), U.S. Bank, located at 1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212, serves\nas the custodian of the Fund’s assets. The Custodian holds and administers the assets in the Fund’s portfolio. Pursuant to\nthe Custody Agreement, U.S. Bank receives an annual fee from the Adviser based on the Trust’s total average daily net assets, subject\nto a minimum annual fee, and certain settlement charges. The Custodian also is entitled to certain out-of-pocket expenses.

Securities\nLending Agent. The Fund may participate in securities lending arrangements whereby the Fund lends certain of its portfolio securities\nto brokers, dealers and financial institutions (not individuals) to receive additional income and increase the rate of return of the portfolio.\nU.S. Bank (the “Securities Lending Agent”) serves as securities lending agent to the Fund. The Securities Lending Agent is\nresponsible for the implementation and administration of the Fund’s securities lending program pursuant to an agreement between\nthe Trust, on behalf of the Fund, and the Securities Lending Agent (the “Securities Lending Agreement”). The Securities Lending\nAgent acts as agent to the Fund to lend available securities with any person on its list of approved borrowers and (i) determines whether\na loan shall be made and negotiates and establishes the terms and conditions of the loan with the borrower; (ii) ensures that all substitute\ninterest, dividends, and other distributions paid with respect to loan securities is credited to the Fund’s relevant account on\nthe date such amounts are delivered by the borrower to the Securities Lending Agent; (iii) receives and holds, on the Fund’s behalf,\ncollateral from borrowers to secure obligations of borrowers with respect to any loan of available securities; (iv) marks loaned securities\nand collateral to their market value each business day based upon the market value of the loaned securities and collateral at the close\nof business employing the most recently available pricing information and receives and delivers collateral to maintain the value of the\ncollateral at no less than 100% of the market value of the loaned securities; (v) at the termination of a loan, returns the collateral\nto the borrower upon the return of the loaned securities to the Securities Lending Agent; (vi) invests cash collateral in accordance with\nthe applicable Securities Lending Agreement; and (vii) maintains such records as are reasonably necessary to account for loans that are\nmade and the income derived therefrom and makes available to the Fund a monthly statement describing the loans outstanding, including\nan accounting of all securities lending transactions.

Distributor.\nThe Trust and Foreside Fund Services, LLC (“Foreside” or the “Distributor”) are parties to a distribution\nagreement (the “Distribution Agreement”), whereby the Distributor acts as principal underwriter for the Trust and distributes\nFund Shares. Fund Shares are continuously offered for sale by the Distributor only in Creation Units. The Distributor will not distribute\nFund Shares in amounts less than a Creation Unit and does not maintain a secondary market in Fund Shares. The principal business address\nof the Distributor is Three Canal Plaza, Suite 100, Portland, Maine 04101.

Under the Distribution Agreement, the Distributor,\nas agent for the Trust, will receive orders for the purchase and redemption of Creation Units, provided that any subscriptions and orders\nwill not be binding on the Trust until accepted by the Trust. The Distributor is a broker-dealer registered under the Exchange Act and\na member of the Financial Industry Regulatory Authority (“FINRA”).

The Distributor also may enter into agreements with\nsecurities dealers (“Soliciting Dealers”) who will solicit purchases of Creation Units of Fund Shares. Such Soliciting Dealers\nalso may be Authorized Participants (as discussed in the section entitled “Creation and Redemption of Creation Units”) or\nDTC participants (as defined below).

The Distribution Agreement will continue for two\nyears from its effective date and is renewable annually thereafter. The continuance of the Distribution Agreement must be specifically\napproved at least annually (i) by the vote of a majority of the Trustees or by a vote of a majority of the shareholders of the Fund and\n(ii) by the vote of a majority of the Trustees who are not parties to the Distribution Agreement or interested persons of any such party,\ncast in person at a meeting called for the purpose of voting on such approval. The Distribution Agreement is terminable without penalty\nby the Trust on 60 days’ written notice when authorized either by majority vote of its outstanding voting Fund Shares or by a vote\nof a majority of the Trustees who are not parties to the Distribution Agreement or interested persons of any such party, or by the Distributor\non 60 days’ written notice, and will automatically terminate in the event of its assignment. The Distribution Agreement provides\nthat in the absence of willful misfeasance, bad faith or gross negligence on the part of the Distributor, or reckless disregard by it\nof its obligations thereunder, the Distributor shall not be liable for any action or failure to act in accordance with its duties thereunder.

Since the inception of the Fund, there has been no\nunderwriting commissions with respect to the sale of Fund Shares, and the Distributor did not receive compensation on redemptions for\nthe Fund for that period.

Intermediary Compensation.\nThe Adviser, the Sub-Adviser, or their affiliates, out of their own resources and not out of Fund assets (i.e.,\nwithout additional cost to the Fund or its shareholders), may pay certain broker dealers, banks and other financial intermediaries (“Intermediaries”)\nfor certain activities related to the Fund, including participation in activities that are designed to make Intermediaries more knowledgeable\nabout exchange traded products, including the Fund, or for other activities, such as marketing and educational training or support. These\narrangements are not financed by the Fund and, thus, do not result in increased Fund expenses. They are not reflected in the fees and\nexpenses listed in the fees and expenses sections of the Fund’s Prospectus and they do not change the price paid by investors for\nthe purchase of Fund Shares or the amount received by a shareholder as proceeds from the redemption of Fund Shares.

Such compensation may be paid to Intermediaries that\nprovide services to the Fund, including marketing and education support (such as through conferences, webinars and printed communications).\nThe Adviser and the Sub-Adviser will periodically assess the advisability of continuing to make these payments. Payments to an Intermediary\nmay be significant to the Intermediary, and amounts that Intermediaries pay to your adviser, broker or other investment professional,\nif any, also may be significant to such adviser, broker or investment professional. Because an Intermediary may make decisions about what\ninvestment options it will make available or recommend, and what services to provide in connection with various products, based on payments\nit receives or is eligible to receive, such payments create conflicts of interest between the Intermediary and its clients. For example,\nthese financial incentives may cause the Intermediary to recommend the Fund rather than other investments. The same conflict of interest\nexists with respect to your financial adviser, broker or investment professional if he or she receives similar payments from his or her\nIntermediary firm.

Intermediary information is current only as of the\ndate of this SAI. Please contact your adviser, broker, or other investment professional for more information regarding any payments his\nor her Intermediary firm may receive. Any payments made by the Adviser, the Sub-Adviser, or their affiliates to an Intermediary may create\nthe incentive for an Intermediary to encourage customers to buy Fund Shares.

Distribution and\nService Plan. The Board has adopted a Distribution and Service Plan (the “Plan”) in accordance with the provisions\nof Rule 12b-1 under the 1940 Act, which regulates circumstances under which

an investment company may directly or indirectly\nbear expenses relating to the distribution of its shares. No payments pursuant to the Plan are expected to be made during the twelve (12)\nmonth period from the date of this SAI. Rule 12b-1 fees to be paid by the Fund under the Plan may only be imposed after approval by the\nBoard.

Continuance of the Plan must be approved annually\nby a majority of the Trustees of the Trust and by a majority of the Trustees who are not interested persons (as defined in the 1940 Act)\nof the Trust and have no direct or indirect financial interest in the Plan or in any agreements related to the Plan (“Qualified\nTrustees”). The Plan requires that quarterly written reports of amounts spent under the Plan and the purposes of such expenditures\nbe furnished to and reviewed by the Trustees. The Plan may not be amended to increase materially the amount that may be spent thereunder\nwithout approval by a majority of the outstanding Fund Shares. All material amendments of the Plan will require approval by a majority\nof the Trustees of the Trust and of the Qualified Trustees.

The Plan provides that the Fund pays the Distributor\nan annual fee of up to a maximum of 0.25% of the average daily net assets of Fund Shares. Under the Plan, the Distributor may make payments\npursuant to written agreements to financial institutions and intermediaries such as banks, savings and loan associations and insurance\ncompanies including, without limit, investment counselors, broker-dealers and the Distributor’s affiliates and subsidiaries (collectively,\n“Agents”) as compensation for services and reimbursement of expenses incurred in connection with distribution assistance.\nThe Plan is characterized as a compensation plan since the distribution fee will be paid to the Distributor without regard to the distribution\nexpenses incurred by the Distributor or the amount of payments made to other financial institutions and intermediaries. The Trust intends\nto operate the Plan in accordance with its terms and with FINRA’s rules concerning sales charges.

Under the Plan, subject to the limitations of applicable\nlaw and regulations, the Fund is authorized to compensate the Distributor up to the maximum amount to finance any activity primarily intended\nto result in the sale of Creation Units of the Fund or for providing or arranging for others to provide shareholder services and for the\nmaintenance of shareholder accounts. Such activities may include, but are not limited to: (i) delivering copies of the Fund’s then\ncurrent reports, prospectuses, notices, and similar materials, to prospective purchasers of Creation Units; (ii) marketing and promotional\nservices, including advertising; (iii) paying the costs of and compensating others, including Authorized Participants with whom the Distributor\nhas entered into written Authorized Participant Agreements, 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; (vi) facilitating communications with\nbeneficial owners of Fund Shares, including the cost of providing (or paying others to provide) services to beneficial owners of Fund\nShares, including, but not limited to, assistance in answering inquiries related to shareholder accounts; and (vii) such other services\nand obligations as are set forth in the Distribution Agreement.

Aggregations. \nFund Shares in amounts less than Creation Units are not distributed by the Distributor. The Distributor will deliver the Prospectus\nand, upon request, this SAI to Authorized Participants purchasing Creation Units and will maintain records of both orders placed with\nit and confirmations of acceptance furnished by it. The Distributor is a broker-dealer registered under the 1934 Act and a member\nof the Financial Industry Regulatory Authority (“FINRA”).

The Distribution Agreement provides that it may be\nterminated at any time, without the payment of any penalty, on at least 60 days’ written notice by the Trust to the Distributor\n(i) by vote of a majority of the Independent Trustees; or (ii) by vote of a majority of the outstanding voting securities (as defined\nin the 1940 Act) of the Fund. The Distribution Agreement will terminate automatically in the event of its assignment (as defined\nin the 1940 Act).

The Distributor may also enter into agreements with\nparticipants that utilize the facilities of the Depository Trust Company (the “DTC Participants”), which have international,\noperational, capabilities and place orders for Creation Units of Fund Shares. Participating Parties (as defined in “Procedures\nfor Creation of Creation Units” below) shall be DTC Participants (as defined in “DTC Acts as Securities Depository for Fund\nShares” below).

Brokerage\nAllocations

The Sub-Adviser is responsible for decisions to buy\nand sell securities for the Fund and for the placement of the Fund’s securities business, the negotiation of the commissions to\nbe paid on brokered transactions, the prices for principal trades in securities, and the allocation of portfolio brokerage and principal\nbusiness.

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

Subject to the foregoing policies, brokers or dealers\nselected to execute the Fund’s portfolio transactions may include the Fund’s Authorized Participants or their affiliates.\nAn Authorized Participant or its affiliates may be selected to execute the Fund’s portfolio transactions in conjunction with an\nall-cash creation unit order or an order including “cash-in-lieu,” so long as such selection is in keeping with the foregoing\npolicies. The Fund may determine to not charge a variable fee on certain orders when the Sub-Adviser has determined that doing so is in\nthe best interests of Fund shareholders, e.g., for creation orders that facilitate the rebalance of the Fund’s portfolio in a more\ntax efficient manner than could be achieved without such order, even if the decision to not charge a variable fee could be viewed as benefiting\nthe Authorized Participant or its affiliate selected to execute the Fund’s portfolio transactions in connection with such orders.

The Sub-Adviser may use the Fund’s assets for,\nor participate in, third-party soft dollar arrangements, in addition to receiving proprietary research from various full-service brokers,\nthe cost of which is bundled with the cost of the broker’s execution services. The Sub-Adviser does not “pay up” for\nthe value of any such proprietary research. Section 28(e) of the Exchange Act permits the Sub-Adviser, under certain circumstances, to\ncause the Fund to pay a broker or dealer a commission for effecting a transaction in excess of the amount of commission another broker\nor dealer would have charged for effecting the transaction in recognition of the value of brokerage and research services provided by\nthe broker or dealer. The Sub-Adviser may receive a

variety of research services and information on many\ntopics, which it can use in connection with its management responsibilities with respect to the various accounts over which it exercises\ninvestment discretion or otherwise provides investment advice. The research services may include qualifying order management systems,\nportfolio attribution and monitoring services and computer software and access charges which are directly related to investment research.\nAccordingly, the Fund may pay a broker commission higher than the lowest available in recognition of the broker’s provision of such\nservices to the Sub-Adviser, but only if the Sub-Adviser determines the total commission (including the soft dollar benefit) is comparable\nto the best commission rate that could be expected to be received from other brokers. The amount of soft dollar benefits received depends\non the amount of brokerage transactions effected with the brokers. A conflict of interest exists because there is an incentive to: (i)\ncause clients to pay a higher commission than the firm might otherwise be able to negotiate; (ii) cause clients to engage in more securities\ntransactions than would otherwise be optimal; and (iii) only recommend brokers that provide soft dollar benefits.

The Sub-Adviser faces a potential conflict of interest\nwhen it uses client trades to obtain brokerage or research services. This conflict exists because the Sub-Adviser can use the brokerage\nor research services to manage client accounts without paying cash for such services, which reduces the Sub-Adviser’s expenses to\nthe extent that the Sub-Adviser would have purchased such products had they not been provided by brokers. Section 28(e) permits the Sub-Adviser\nto use brokerage or research services for the benefit of any account it manages. Certain accounts managed by the Sub-Adviser may generate\nsoft dollars used to purchase brokerage or research services that ultimately benefit other accounts managed by the Sub-Adviser, effectively\ncross subsidizing the other accounts managed by the Sub-Adviser that benefit directly from the product. The Sub-Adviser may not necessarily\nuse all of the brokerage or research services in connection with managing the Fund whose trades generated the soft dollars used to purchase\nsuch products.

If purchases or sales of portfolio securities of\nthe Fund and one or more other investment companies or clients supervised by the Sub-Adviser are considered at or about the same time,\ntransactions in such securities are allocated among the several investment companies and clients in a manner deemed equitable and consistent\nwith its fiduciary obligations to all by the Sub-Adviser. In some cases, this procedure could have a detrimental effect on the price or\nvolume of the security so far as the Fund is concerned. However, in other cases, it is possible that the ability to participate in volume\ntransactions and to negotiate lower brokerage commissions will be beneficial to the Fund. The primary consideration is prompt execution\nof orders at the most favorable net price.

Additional\nInformation

Book Entry Only\nSystem. The following information supplements and should be read in conjunction with the Prospectus.

DTC Acts as Securities\nDepository for Fund Shares. Fund Shares are represented by securities registered in the name of The Depository Trust Company\n(“DTC”) or its nominee, Cede & Co., and deposited with, or on behalf of, DTC.

DTC, a limited-purpose trust company, was created\nto hold securities of its participants (the “DTC Participants”) and to facilitate the clearance and settlement of securities\ntransactions among the DTC Participants in such securities through electronic book-entry changes in accounts of the DTC Participants,\nthereby eliminating the need for physical movement of securities, certificates. DTC Participants include securities brokers and\ndealers, banks, trust companies, clearing corporations and certain other organizations, some of whom (and/or their representatives) own\nDTC. More specifically, DTC is owned by a number of its DTC Participants and by the New York Stock Exchange (the “NYSE”)\nand FINRA. Access to the DTC

system is also available to others such as banks,\nbrokers, dealers and trust companies that clear through or maintain a custodial relationship with a DTC Participant, either directly or\nindirectly (the “Indirect Participants”).

Beneficial ownership of Fund Shares is limited to\nDTC Participants, Indirect Participants and persons holding interests through DTC Participants and Indirect Participants. Ownership\nof beneficial interests in Fund Shares (owners of such beneficial interests are referred to herein as “Beneficial Owners”)\nis shown on, and the transfer of ownership is effected only through, records maintained by DTC (with respect to DTC Participants) and\non the records of DTC Participants (with respect to Indirect Participants and Beneficial Owners that are not DTC Participants). \nBeneficial Owners will receive from or through the DTC Participant a written confirmation relating to their purchase and sale of Fund\nShares.

Conveyance of all notices, statements and other communications\nto Beneficial Owners is effected as follows. Pursuant to a letter agreement between DTC and the Trust, DTC is required to make available\nto the Trust upon request and for a fee to be charged to the Trust a listing of the Fund Shares held by each DTC Participant. The Trust\nshall inquire of each such DTC Participant as to the number of Beneficial Owners holding Fund Shares, directly or indirectly, through\nsuch DTC Participant. The Trust shall provide each such DTC Participant with copies of such notice, statement or other communication,\nin such form, number and at such place as such DTC Participant may reasonably request, in order that such notice, statement or communication\nmay be transmitted by such DTC Participant, directly or indirectly, to such Beneficial Owners. In addition, the Trust shall pay to each\nsuch DTC Participants a fair and reasonable amount as reimbursement for the expenses attendant to such transmittal, all subject to applicable\nstatutory and regulatory requirements.

Fund distributions shall be made to DTC or its nominee,\nas the registered holder of all Fund Shares. DTC or its nominee, upon receipt of any such distributions, shall immediately credit DTC\nParticipants’ accounts with payments in amounts proportionate to their respective beneficial interests in Fund Shares as shown on\nthe records of DTC or its nominee. Payments by DTC Participants to Indirect Participants and Beneficial Owners of Fund Shares held\nthrough such DTC Participants will be governed by standing instructions and customary practices, as is now the case with securities held\nfor the accounts of customers in bearer form or registered in a “street name,” and will be the responsibility of such DTC\nParticipants.

The Trust has no responsibility or liability for\nany aspect of the records relating to or notices to Beneficial Owners, or payments made on account of beneficial ownership interests in\nsuch Fund Shares, or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests, or for any\nother aspect of the relationship between DTC and the DTC Participants or the relationship between such DTC Participants and the Indirect\nParticipants and Beneficial Owners owning through such DTC Participants.

DTC may decide to discontinue providing its service\nwith respect to Fund Shares at any time by giving reasonable notice to the Trust and discharging its responsibilities with respect thereto\nunder applicable law. Under such circumstances, the Trust shall take action to find a replacement for DTC to perform its functions\nat a comparable cost.

Policy Regarding\nDisclosure of Portfolio Holdings. The Trust has adopted a policy regarding the disclosure of information about the Fund’s\nportfolio holdings. The Board of Trustees must approve all material amendments to this policy. The Fund’s portfolio\nholdings are publicly disseminated each day the Fund is open for business through financial reporting and news services, including publicly\naccessible Internet websites. In addition, a basket composition file, which includes the security names and share quantities to\ndeliver in exchange for Fund Shares, together with estimates and actual cash components, is publicly disseminated each day the NYSE is\nopen for trading via the National Securities Clearing Corporation (“NSCC”). The basket represents one Creation Unit\nof the Fund. The Fund’s portfolio holdings are also

available on the Fund’s website at https://www.roundhillinvestments.com/etf/magp. \nThe Trust, Adviser, Sub-Adviser and the Distributor will not disseminate non-public information concerning the Trust.

Quarterly Portfolio\nSchedule. The Trust is required to disclose, on a quarterly basis, the complete schedule of the Fund’s portfolio holdings\nwith the SEC on Form N-PORT. The Trust discloses the complete schedule of the Fund’s portfolio holdings on Form N-CSR after\nits second and fourth quarters. Form N-PORT and Form N-CSR for the Trust is available on the SEC’s website at https://www.sec.gov. \nThe Trust’s Form N-PORT and Form N-CSR are available without charge, upon request, by calling (855) 561-5728 or by writing to Roundhill\nETF Trust, 154 West 14th Street, 2nd Floor, New York, New York 10011.

Codes of Ethics. \nIn order to mitigate the possibility that the Fund will be adversely affected by personal trading, the Trust, the Adviser, the Sub-Adviser\nand the Distributor have adopted Codes of Ethics under Rule 17j‑1 of the 1940 Act. These Codes of Ethics contain policies\nrestricting securities trading in personal accounts of access persons, Trustees and others who normally come into possession of information\non portfolio transactions. Personnel subject to the Codes of Ethics may invest in securities that may be purchased or held by the\nFund; however, the Codes of Ethics require that each transaction in such securities be reviewed by the Compliance Department. These\nCodes of Ethics are on public file with, and are available from, the SEC.

The Distributor relies on the principal underwriter’s\nexception under Rule 17j-1(c)(3). Foreside Financial Group, LLC, on behalf of Foreside Fund Officer Services, LLC, has adopted a code\nof ethics pursuant to Rule 17j-1 of the 1940 Act. These codes of ethics permit, subject to certain conditions, personnel of each of those\nentities to invest in securities that may be purchased or held by the Fund.

Proxy\nVoting Policies and Procedures

The Trust has adopted a proxy voting policy that\nseeks to ensure that proxies for securities held by the Fund are voted consistently with the best interests of the Fund.

The Board has delegated to the Adviser the proxy\nvoting responsibilities for the Fund and has directed the Adviser to vote proxies consistent with the Fund’s best interests. The\nAdviser has delegated to the Sub-Adviser the day-to-day proxy voting responsibilities of the Fund and has directed the Sub-Adviser to\nvote proxies consistent with the Fund’s best interests. The Sub-Adviser has engaged the services of Institutional Shareholder Services\nInc. (“ISS”) to make recommendations to the Sub-Adviser on the voting of proxies relating to securities held by the Fund.\nThe Sub-Adviser has adopted the ISS Proxy Voting Guidelines. While these guidelines are not intended to be all-inclusive, they do provide\nguidance on the Sub-Adviser’s general voting policies. The Sub-Adviser’s use of the ISS Proxy Voting Guidelines is not intended\nto constrain the Sub-Adviser’s consideration of any proxy proposal, and there may be times when the Sub-Adviser deviates from the\nISS Proxy Voting Guidelines. The ISS Proxy Voting Guidelines are subject to change at the discretion of ISS and may be found at issgovernance.com.

Information regarding how the Fund voted proxies\n(if any) relating to portfolio securities during the most recent 12-month period ended June 30 is available upon request and without charge\non the Fund’s website at https://www.roundhillinvestments.com/etf/magp, by calling (855) 561-5728 or by accessing the SEC’s\nwebsite at https://www.sec.gov.

Creation\nand Redemption of Creation Units

General.\nETFs, such as the Fund, generally issue and redeem their shares in primary market transactions through a creation and redemption mechanism\nand do not sell or redeem individual shares. Instead, financial

entities, known as “Authorized Participants,”\nhave contractual arrangements with an ETF or one of the ETF’s service providers to purchase and redeem ETF shares directly with\nthe ETF in large blocks of shares known as “Creation Units.” Prior to start of trading on each business day, an ETF publishes\nthrough the NSCC the “basket” of securities, cash or other assets that it will accept in exchange for a Creation Unit of the\nETF’s shares. An Authorized Participant that wishes to effectuate a creation of an ETF’s shares deposits with the ETF\nthe “basket” of securities, cash or other assets identified by the ETF that day, and then receives the Creation Unit of the\nETF’s shares in return for those assets. After purchasing a Creation Unit, the Authorized Participant may continue to hold the ETF’s\nshares or sell them in the secondary market. The redemption process is the reverse of the purchase process: the authorized participant\nredeems a Creation Unit of ETF shares for a basket of securities, cash or other assets. The combination of the creation and redemption\nprocess with secondary market trading in ETF shares and underlying securities provides arbitrage opportunities that are designed to help\nkeep the market price of ETF shares at or close to the NAV per share of the ETF.

Each Authorized Participant is a member or participant\nof a clearing agency registered with the SEC that has a written agreement with the Fund or one of its service providers that allows the\nAuthorized Participant to place orders for the purchase or redemption of Creation Units (a “Participant Agreement”). \nOrders to purchase Creation Units must be delivered through an Authorized Participant that has executed a Participant Agreement and must\ncomply with the applicable provisions of such Participant Agreement. Investors wishing to purchase or sell Fund Shares generally do so\non an exchange. Institutional investors other than Authorized Participants are responsible for making arrangements for a redemption request\nto be made through an Authorized Participant.

A “Business Day” is generally any day\non which the NYSE, the Exchange and the Trust are open for business. As of the date of this SAI, the NYSE observes the following\nholidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Juneteenth, Independence\nDay, Labor Day, Thanksgiving Day and Christmas Day. The Business Day on which an order to purchase or redeem Creation Units is received\nin proper form is referred to as the “Transmittal Date.”

Basket Composition\nand Custom Baskets. Rule 6c-11(c)(3) under of the 1940 Act requires an ETF relying on the exemptions offered by Rule 6c-11 to adopt\nand implement written policies and procedures governing the construction of baskets and the process that the ETF will use for the acceptance\nof baskets. In general, in connection with the construction and acceptance of baskets, the Adviser may consider various factors,\nincluding, but not limited to: (1) whether the securities, assets and other positions comprising a basket are consistent with the ETF’s\ninvestment objective(s), policies and disclosure; (2) whether the securities, assets and other positions can legally and readily be acquired,\ntransferred and held by the ETF and/or Authorized Participant(s), as applicable; (3) whether to utilize cash, either in lieu of securities\nor other instruments or as a cash balancing amount; and (4) in the case of an ETF that tracks an index, whether the securities, assets\nand other positions aid index tracking.

The Fund may utilize a pro-rata basket or a custom\nbasket in reliance on Rule 6c-11. A “pro-rata basket” is a basket that is a pro rata representation of the ETF’s portfolio\nholdings, except for minor deviations when it is not operationally feasible to include a particular instrument within the basket, except\nto the extent that the Fund utilized different baskets in transactions on the same Business Day.

Rule 6c-11 defines “custom baskets” to\ninclude two categories of baskets. First, a basket containing a non-representative selection of the ETF’s portfolio holdings\nwould constitute a custom basket. These types of custom baskets include, but are not limited to, baskets that do not reflect: (i)\na pro rata representation of the

Fund’s portfolio holdings; (ii) a representative\nsampling of an ETF’s portfolio holdings; or (iii) changes due to a rebalancing or reconstitution of an ETF’s securities market\nindex, if applicable. Second, if different baskets are used in transactions on the same Business Day, each basket after the initial\nbasket would constitute a custom basket. For example, if an ETF exchanges a basket with either the same or another Authorized Participant\nthat reflects a representative sampling that differs from the initial basket, that basket (and any such subsequent baskets) would be a\ncustom basket. Similarly, if an ETF substitutes cash in lieu of a portion of basket assets for a single Authorized Participant, that basket\nwould be a custom basket.

Under a variety of circumstances, an ETF and its\nshareholders may benefit from the flexibility afforded by custom baskets. In general terms, the use of custom baskets may reduce\ncosts, increase efficiency and improve trading. Because utilizing custom baskets provides a way for an ETF to add, remove and re-weight\nportfolio securities without transacting in the market, it may help the ETF to avoid transaction costs and adverse tax consequences. \nRule 6c-11 provides an ETF with flexibility to use “custom baskets” if the ETF has adopted written policies and procedures\nthat: (1) set forth detailed parameters for the construction and acceptance of custom baskets that are in the best interests of the ETF\nand its shareholders, including the process for any revisions to, or deviations from, those parameters; and (2) specify the titles or\nroles of employees of the ETF’s investment adviser who are required to review each custom basket for compliance with those parameters.

The use of baskets that do not correspond to pro\nrata to an ETF’s portfolio holdings has historically created concern that an Authorized Participant could take advantage of its\nrelationship with an ETF and pressure the ETF to construct a basket that favors an Authorized Participant to the detriment of the ETF’s\nshareholders. For example, because ETFs rely on Authorized Participants to maintain the secondary market by promoting an effective arbitrage\nmechanism, an Authorized Participant holding less liquid or less desirable securities potentially could pressure an ETF into accepting\nthose securities in its basket in exchange for liquid ETF shares (i.e., dumping). An Authorized\nParticipant also could pressure the ETF into including in its basket certain desirable securities in exchange for ETF shares tendered\nfor redemption (i.e., cherry-picking). In either case, the ETF’s other investors would be\ndisadvantaged and would be left holding shares of an ETF with a less liquid or less desirable portfolio of securities. The Adviser has\nadopted policies and procedures designed to mitigate these concerns but there is ultimately no guarantee that such policies and procedures\nwill be effective.

Basket Dissemination.\nBasket files are published for consumption through the NSCC, a subsidiary of Depository Trust & Clearing Corporation, and can be utilized\nfor pricing, creations, redemptions, rebalancing and custom scenarios. In most instances, pro rata baskets are calculated and supplied\nby the ETF’s custodial bank based on ETF holdings, whereas non-pro-rata, custom and forward-looking pro rata baskets are calculated\nby the Adviser and disseminated by the ETF’s custodial bank through the NSCC process.

Placement of Creation\nor Redemption Orders. All orders to purchase or redeem Creation Units are to be governed according to the applicable Participant\nAgreement that each Authorized Participant has executed. In general, all orders to purchase or redeem Creation Units must be received\nby the transfer agent in the proper form required by the Participant Agreement no later than the closing time of the regular trading session\nof the NYSE (ordinarily 4:00 p.m. Eastern Standard Time) on each day the NYSE is open for business (the “Closing Time”) in\norder for the purchase or redemption of Creation Units to be effected based on the NAV of shares of the Fund as next determined on such\ndate after receipt of the order in proper form. However, at its discretion, the Fund may require an Authorized Participant to submit orders\nto purchase or redeem Creation Units be placed earlier in the day (such as instances where an applicable market for a security comprising\na creation or redemption basket closes earlier than usual).

Delivery of Redemption\nProceeds. Deliveries of securities to Authorized Participants in connection with redemption orders are generally expected to be\nmade within one Business Day. Due to the schedule of holidays in certain countries, however, the delivery of in-kind redemption proceeds\nfor the Fund may take longer than one Business Day after the day on which the redemption request is received in proper form. Section 22(e)\nof the 1940 Act generally prohibits a registered open-end management investment company from postponing the date of satisfaction of redemption\nrequests for more than seven days after the tender of a security for redemption. This prohibition can cause operational difficulties for\nETFs that hold foreign investments and exchange in-kind baskets for Creation Units. For example, local market delivery cycles for transferring\nforeign investments to redeeming investors, together with local market holiday schedules, can sometimes require a delivery process in\nexcess of seven days. However, Rule 6c-11 grants relief from Section 22(e) to permit an ETF to delay satisfaction of a redemption request\nfor more than seven days if a local market holiday, or series of consecutive holidays, or the extended delivery cycles for transferring\nforeign investments to redeeming Authorized Participants, or the combination thereof prevents timely delivery of the foreign investment\nincluded in the ETF’s basket. Under this exemption, an ETF must deliver foreign investments as soon as practicable, but in no event\nlater than 15 days after the tender to the ETF. The exemption therefore will permit a delay only to the extent that additional time for\nsettlement is actually required, when a local market holiday, or series of consecutive holidays, or the extended delivery cycles for transferring\nforeign investments to redeeming authorized participants prevents timely delivery of the foreign investment included in the ETF’s\nbasket. If a foreign investment settles in less than 15 days, Rule 6c-11 requires an ETF to deliver it pursuant to the standard settlement\ntime of the local market where the investment trades. Rule 6c-11 defines “foreign investment” as any security, asset or other\nposition of the ETF issued by a foreign issuer (as defined by Rule 3b-4 under the 1934 Act), and that is traded on a trading market outside\nof the United States. This definition is not limited to “foreign securities,” but also includes other investments that may\nnot be considered securities. Although these other investments may not be securities, they may present the same challenges for timely\nsettlement as foreign securities if they are transferred in kind.

Creation Transaction\nFees. The Fund imposes fees in connection with the purchase of Creation Units. These fees may vary based upon various facts-based\ncircumstances, including, but not limited to, the composition of the securities included in the Creation Unit or the countries in which\nthe transactions are settled. The price for each Creation Unit will equal the daily NAV per Fund Share times the number of Fund Shares\nin a Creation Unit, plus the fees described above and, if applicable, any operational processing and brokerage costs, transfer fees, stamp\ntaxes and part or all of the spread between the expected bid and offer side of the market related to the securities comprising the creation\nbasket. Payment of fees and expenses payable upon transfer of beneficial ownership of the deposit securities will be the sole responsibility\nof the Authorized Participant that purchased the Creation Unit, and the Authorized Participant will be required to ensure that any deposit\nsecurities properly denote change in beneficial ownership. If the NAV of the Fund per Creation Unit is less than the value of the deposit\nmade by the Authorized Participant, the Fund may determine it is appropriate to return all or a portion of this excess amount to the Authorized\nParticipant.

Redemption Transaction\nFees. The Fund also imposes fees in connection with the redemption of Creation Units. These fees may vary based upon various facts-based\ncircumstances, including, but not limited to, the composition of the securities included in the Creation Unit or the countries in which\nthe transactions are settled. The price received for each Creation Unit will equal the daily NAV per Fund Share times the number of shares\nin a Creation Unit, minus the fees described above and, if applicable, any operational processing and brokerage costs, transfer fees,\nstamp taxes and part or all of the spread between the expected bid and offer side of the market related to the securities comprising the\nredemption basket. Investors who use the services of a broker or other such intermediary in addition to an Authorized Participant to effect\na redemption of a Creation Unit may also be assessed an amount to cover the cost of such services. The redemption fee charged by the Fund\n

will comply with Rule 22c-2 of the 1940 Act which\nlimits redemption fees to no more than 2% of the value of the Fund Shares redeemed.

Suspension of Creations.\nThe SEC has stated its position that an ETF generally may suspend the issuance of Creation Units only for a limited time and only due\nto extraordinary circumstances, such as when the markets on which the ETF’s portfolio holdings are traded are closed for a limited\nperiod of time. The SEC has also stated that an ETF could not set transaction fees so high as to effectively suspend the issuance of Creation\nUnits. Circumstances in which the Fund may suspend creations include, but are not limited to: (i) the order is not in proper form; (ii)\nthe purchaser or group of related purchasers, upon obtaining the Creation Units of Fund Shares ordered, would own 80% or more of the currently\noutstanding Fund Shares; (iii) the required consideration is not delivered; (iv) the acceptance of the basket would, in the opinion of\nthe Fund, be unlawful; or (v) there exist circumstances outside the control of the Fund that make it impossible to process purchases of\nCreation Units for all practical purposes. Examples of such circumstances include: acts of God or public service or utility problems such\nas fires, floods, extreme weather conditions and power outages resulting in telephone, telecopy and computer failures; market conditions\nor activities causing trading halts; systems failures involving computer or other information systems affecting the Fund, the Adviser,\nthe Distributor, DTC, NSCC, the transfer agent, the custodian, any sub-custodian or any other participant in the purchase process; and\nsimilar extraordinary events. The Fund reserves the right to reject a creation order transmitted to it provided that such action does\nnot result in a suspension of sales of creation units in contravention of 6c-11 and the SEC’s positions thereunder. The Transfer\nAgent shall notify a prospective creator of a Creation Unit and/or the Authorized Participant acting on behalf of such prospective creator\nof the rejection of the order of such person. The Trust, the Fund, the transfer agent, the custodian, any sub-custodian and the Distributor\nare under no duty, however, to give notification of any defects or irregularities in the delivery of baskets, nor shall any of them incur\nany liability for the failure to give any such notification.

Suspension of Redemptions.\nAn ETF may suspend the redemption of Creation Units only in accordance with Section 22(e) of the 1940 Act. Section 22(e) stipulates that\nno registered investment company shall suspend the right of redemption, or postpone the date of payment or satisfaction upon redemption\nof any redeemable security in accordance with its terms for more than seven days after the tender of such security to the company or its\nagent designated for that purpose for redemption, except (1) for any period (A) during which the NYSE is closed other than customary week-end\nand holiday closings or (B) during which trading on the NYSE is restricted; (2) for any period during which an emergency exists as a result\nof which (A) disposal by the investment company of securities owned by it is not reasonably practicable or (B) it is not reasonably practicable\nfor such company fairly to determine the value of its net assets; or (3) for such other periods as the SEC may by order permit for the\nprotection of security holders of the investment company.

Exceptions to Use\nof Creation Units. Under Rule 6c-11 of the 1940 Act, ETFs are permitted to sell or redeem individual shares on the day of consummation\nof a reorganization, merger, conversion, or liquidation. In these limited circumstances, an ETF may need to issue or redeem individual\nshares and may need to transact without utilizing Authorized Participants.

Federal\nTax Matters

This section summarizes some of the main U.S. federal\nincome tax consequences of owning shares of the Fund. This section is current as of the date of this SAI. Tax laws and interpretations\nchange frequently, and these summaries do not describe all of the tax consequences to all taxpayers. For example, these summaries\ngenerally do not describe your situation if you are a corporation, a non-U.S. person, a broker-dealer, or other

investor with special circumstances. In addition,\nthis section does not describe your state, local or foreign tax consequences.

This federal income tax summary is based in part\non the advice of counsel to the Fund. The Internal Revenue Service could disagree with any conclusions set forth in this section. \nIn addition, our counsel may not have been asked to review, and may not have reached a conclusion with respect to the federal income tax\ntreatment of the assets to be deposited in the Fund. This may not be sufficient for prospective investors to use for the purpose\nof avoiding penalties under federal tax law.

As with any investment, prospective investors should\nseek advice based on their individual circumstances from their own tax advisor.

The Fund intends to qualify annually and to elect\nto be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended (the “Code”).

To qualify for the favorable U.S. federal income\ntax treatment generally accorded to regulated investment companies, the Fund must, among other things, (i) derive in each taxable\nyear at least 90% of its gross income from dividends, interest, payments with respect to securities loans and gains from the sale or other\ndisposition of stock, securities or foreign currencies or other income derived with respect to its business of investing in such stock,\nsecurities or currencies, or net income derived from interests in certain publicly traded partnerships; (ii) diversify its holdings\nso that, at the end of each quarter of the taxable year, (a) at least 50% of the market value of the Fund’s assets is represented\nby cash and cash items (including receivables), U.S. government securities, the securities of other regulated investment companies and\nother securities, with such other securities of any one issuer generally limited for the purposes of this calculation to an amount not\ngreater than 5% of the value of the Fund’s total assets and not greater than 10% of the outstanding voting securities of such issuer,\nand (b) not more than 25% of the value of its total assets is invested in the securities (other than U.S. government securities or\nthe securities of other regulated investment companies) of any one issuer, or two or more issuers which the Fund controls which are engaged\nin the same, similar or related trades or businesses, or the securities of one or more of certain publicly traded partnerships; and (iii) distribute\nat least 90% of its investment company taxable income (which includes, among other items, dividends, interest and net short-term capital\ngains in excess of net long-term capital losses) and at least 90% of its net tax-exempt interest income each taxable year. There\nare certain exceptions for failure to qualify if the failure is for reasonable cause or is de minimis,\nand certain corrective action is taken and certain tax payments are made by the Fund.

As a regulated investment company, the Fund generally\nwill not be subject to U.S. federal income tax on its investment company taxable income (as that term is defined in the Code, but without\nregard to the deduction for dividends paid) and net capital gain (the excess of net long-term capital gain over net short-term capital\nloss), if any, that it distributes to shareholders. The Fund intends to distribute to its shareholders, at least annually, substantially\nall of its investment company taxable income and net capital gain. If the Fund retains any net capital gain or investment company\ntaxable income, it will generally be subject to federal income tax at regular corporate rates on the amount retained. In addition,\namounts not distributed on a timely basis in accordance with a calendar year distribution requirement are subject to a nondeductible 4%\nexcise tax unless, generally, the Fund distributes during each calendar year an amount equal to the sum of (1) at least 98% of its\nordinary income (not taking into account any capital gains or losses) for the calendar year, (2) at least 98.2% of its capital gains\nin excess of its capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 of the calendar\nyear, and (3) any ordinary income and capital gains for previous years that

were not distributed during those years. In\norder to prevent application of the excise tax, the Fund intends to make its distributions in accordance with the calendar year distribution\nrequirement. A distribution will be treated as paid on December 31 of the current calendar year if it is declared by the Fund\nin October, November or December with a record date in such a month and paid by the Fund during January of the following calendar year. \nSuch distributions will be taxable to shareholders in the calendar year in which the distributions are declared, rather than the calendar\nyear in which the distributions are received.

Subject to certain reasonable cause and de\nminimis exceptions, if the Fund fails to qualify as a regulated investment company or fails to satisfy the 90% distribution requirement\nin any taxable year, the Fund would be taxed as an ordinary corporation on its taxable income (even if such income were distributed to\nits shareholders) and all distributions out of earnings and profits would be taxed to shareholders as ordinary income.

Distributions.\nDividends paid out of the Fund’s investment company taxable income are generally taxable to a shareholder as ordinary income\nto the extent of the Fund’s earnings and profits, whether paid in cash or reinvested in additional shares. However, certain\nordinary income distributions received from the Fund may be taxed at capital gains tax rates. In particular, ordinary income dividends\nreceived by an individual shareholder from a regulated investment company such as the Fund are generally taxed at the same rates that\napply to net capital gain, provided that certain holding period requirements are satisfied and provided the dividends are attributable\nto qualifying dividends received by the Fund itself.

The Fund will provide notice to its shareholders\nof the amount of any distributions that may be taken into account as a dividend, which is eligible for the capital gains tax rates. \nThe Fund cannot make any guarantees as to the amount of any distribution which will be regarded as a qualifying dividend.

Income from the Fund may also be subject to a 3.8%\n“Medicare tax.” This tax generally applies to net investment income if the taxpayer’s adjusted gross income exceeds\ncertain threshold amounts, which are $250,000 in the case of married couples filing joint returns and $200,000 in the case of single individuals.

A corporation that owns Fund Shares generally will\nnot be entitled to the dividends received deduction with respect to many dividends received from the Fund because the dividends received\ndeduction is generally not available for distributions from regulated investment companies. However, certain ordinary income dividends\non shares that are attributable to qualifying dividends received by the Fund from certain domestic corporations may be reported by the\nFund as being eligible for the dividends received deduction.

Distributions of net capital gain (the excess of\nnet long-term capital gain over net short-term capital loss), if any, properly reported as capital gain dividends are taxable to a shareholder\nas long-term capital gains, regardless of how long the shareholder has held Fund Shares. An election may be available to you to\ndefer recognition of the gain attributable to a capital gain dividend if you make certain qualifying investments within a limited time. \nYou should talk to your tax advisor about the availability of this deferral election and its requirements. Shareholders receiving\ndistributions in the form of additional Fund Shares, rather than cash, generally will have a tax basis in each such Fund Share equal to\nthe value of a share of the Fund on the reinvestment date. A distribution of an amount in excess of the Fund’s current and\naccumulated earnings and profits will be treated by a shareholder as a return of capital which is applied against and reduces the shareholder’s\nbasis in his or her Fund Shares. To the extent that the amount of any such distribution exceeds

the shareholder’s basis in his or her Fund\nShares, the excess will be treated by the shareholder as gain from a sale or exchange of the Fund Shares.

Shareholders will be notified annually as to the\nU.S. federal income tax status of distributions, and shareholders receiving distributions in the form of additional Fund Shares will receive\na report as to the value of those Fund Shares.

Sale or Exchange\nof Fund Shares. Upon the sale or other disposition of Fund Shares, which a shareholder holds as a capital asset, such a shareholder\nmay realize a capital gain or loss, which will be long-term or short-term, depending upon the shareholder’s holding period for the\nFund Shares. Generally, a shareholder’s gain or loss will be a long-term gain or loss if the Fund Shares have been held for\nmore than one year. An election may be available to you to defer recognition of capital gain if you make certain qualifying investments\nwithin a limited time. You should talk to your tax advisor about the availability of this deferral election and its requirements.

Any loss realized on a sale or exchange will be disallowed\nto the extent that shares disposed of are replaced (including through reinvestment of dividends) within a period of 61 days beginning\n30 days before and ending 30 days after disposition of shares or to the extent that the shareholder, during such period, acquires or enters\ninto an option or contract to acquire, substantially identical stock or securities. In such a case, the basis of the Fund Shares\nacquired will be adjusted to reflect the disallowed loss. Any loss realized by a shareholder on a disposition of Fund Shares held\nby the shareholder for six months or less will be treated as a long-term capital loss to the extent of any distributions of long-term\ncapital gain received by the shareholder with respect to such Fund Shares.

Taxes on Purchase\nand Redemption of Creation Units. If a shareholder exchanges securities for Creation Units the shareholder will generally recognize\na gain or a loss. The gain or loss will be equal to the difference between the market value of the Creation Units at the time and\nthe shareholder’s aggregate basis in the securities surrendered and the Cash Component paid. If a shareholder exchanges Creation\nUnits for securities, then the shareholder will generally recognize a gain or loss equal to the difference between the shareholder’s\nbasis in the Creation Units and the aggregate market value of the securities received and the Cash Redemption Amount. The Internal\nRevenue Service, however, may assert that a loss realized upon an exchange of securities for Creation Units or Creation Units for securities\ncannot be deducted currently under the rules governing “wash sales,” or on the basis that there has been no significant change\nin economic position.

Nature of Fund Investments.\nCertain of the Fund’s investment practices are subject to special and complex federal income tax provisions that may, among other\nthings, (i) disallow, suspend or otherwise limit the allowance of certain losses or deductions; (ii) convert lower taxed long-term\ncapital gain into higher taxed short-term capital gain or ordinary income; (iii) convert an ordinary loss or a deduction into a capital\nloss (the deductibility of which is more limited); (iv) cause the Fund to recognize income or gain without a corresponding receipt\nof cash; (v) adversely affect the time as to when a purchase or sale of stock or securities is deemed to occur; and (vi) adversely\nalter the characterization of certain complex financial transactions.

Investments in Certain\nNon-U.S. Corporations. If the Fund holds an equity interest in any “passive foreign investment companies” (“PFICs”),\nwhich are generally certain non-U.S. corporations that receive at least 75% of their annual gross income from passive sources (such as\ninterest, dividends, certain rents and royalties or capital gains) or that hold at least 50% of their assets in investments producing\nsuch passive income, the Fund

could be subject to U.S. federal income tax and additional\ninterest charges on gains and certain distributions with respect to those equity interests, even if all the income or gain is timely distributed\nto its shareholders. The Fund will not be able to pass through to its shareholders any credit or deduction for such taxes. \nThe Fund may be able to make an election that could ameliorate these adverse tax consequences. In this case, the Fund would recognize\nas ordinary income any increase in the value of such PFIC shares, and as ordinary loss any decrease in such value to the extent it did\nnot exceed prior increases included in income. Under this election, the Fund might be required to recognize in a year income in\nexcess of its distributions from PFICs and its proceeds from dispositions of PFIC stock during that year, and such income would nevertheless\nbe subject to the distribution requirement and would be taken into account for purposes of the 4% excise tax (described above). \nDividends paid by PFICs are not treated as qualified dividend income.

Backup Withholding.\nThe Fund may be required to withhold U.S. federal income tax from all taxable distributions and sale proceeds payable to shareholders\nwho fail to provide the Fund with their correct taxpayer identification number or fail to make required certifications, or who have been\nnotified by the Internal Revenue Service that they are subject to backup withholding. Corporate shareholders and certain other shareholders\nspecified in the Code generally are exempt from such backup withholding. This withholding is not an additional tax. Any amounts\nwithheld may be credited against the shareholder’s U.S. federal income tax liability.

Non-U.S. Shareholders. \nU.S. taxation of a shareholder who, as to the United States, is a nonresident alien individual, a non-U.S. trust or estate, a non-U.S.\ncorporation or non-U.S. partnership (“non-U.S. shareholder”) depends on whether the\nincome of the Fund is “effectively connected” with a U.S. trade or business carried on by the shareholder.

In addition to the rules described in this section\nconcerning the potential imposition of withholding on distributions to non-U.S. persons, distributions to non-U.S. persons that are “financial\ninstitutions” may be subject to a withholding tax of 30% unless an agreement is in place between the financial institution and the\nU.S. Treasury to collect and disclose information about accounts, equity investments, or debt interests in the financial institution held\nby one or more U.S. persons or the institution is resident in a jurisdiction that has entered into such an agreement with the U.S. Treasury. \nFor these purposes, a “financial institution” means any entity that (i) accepts deposits in the ordinary course of a banking\nor similar business; (ii) holds financial assets for the account of others as a substantial portion of its business; or (iii) is engaged\n(or holds itself out as being engaged) primarily in the business of investing, reinvesting or trading in securities, partnership interests,\ncommodities or any interest (including a futures contract or option) in such securities, partnership interests or commodities. This\nwithholding tax is also currently scheduled to apply to the gross proceeds from the disposition of securities that produce U.S. source\ninterest or dividends. However, proposed regulations may eliminate the requirement to withhold on payments of gross proceeds from\ndispositions.

Distributions to non-financial non-U.S. entities\n(other than publicly traded non-U.S. entities, entities owned by residents of U.S. possessions, non-U.S. governments, international organizations,\nor non-U.S. central banks), will also be subject to a withholding tax of 30% if the entity does not certify that the entity does not have\nany substantial U.S. owners or provide the name, address and TIN of each substantial U.S. owner. This withholding tax is also currently\nscheduled to apply to the gross proceeds from the disposition of securities that produce U.S. source interest or dividends. However,\nproposed regulations may eliminate the requirement to withhold on payments of gross proceeds from dispositions.

Income Not Effectively\nConnected. If the income from the Fund is not “effectively connected” with a U.S. trade or business carried on\nby the non-U.S. shareholder, distributions of investment company taxable income will generally be subject to a U.S. tax of 30% (or lower\ntreaty rate), which tax is generally withheld from such distributions.

Distributions of capital gain dividends and any amounts\nretained by the Fund which are properly reported by the Fund as undistributed capital gains will not be subject to U.S. tax at the rate\nof 30% (or lower treaty rate) unless the non-U.S. shareholder is a nonresident alien individual and is physically present in the United\nStates for more than 182 days during the taxable year and meets certain other requirements. However, this 30% tax on capital gains\nof nonresident alien individuals who are physically present in the United States for more than the 182 day period only applies in exceptional\ncases because any individual present in the United States for more than 182 days during the taxable year is generally treated as a resident\nfor U.S. income tax purposes; in that case, he or she would be subject to U.S. income tax on his or her worldwide income at the graduated\nrates applicable to U.S. citizens, rather than the 30% U.S. tax. In the case of a non-U.S. shareholder who is a nonresident alien\nindividual, the Fund may be required to withhold U.S. income tax from distributions of net capital gain unless the non-U.S. shareholder\ncertifies his or her non-U.S. status under penalties of perjury or otherwise establishes an exemption. If a non-U.S. shareholder\nis a nonresident alien individual, any gain such shareholder realizes upon the sale or exchange of such shareholder’s Fund Shares\nin the United States will ordinarily be exempt from U.S. tax unless the gain is U.S. source income and such shareholder is physically\npresent in the United States for more than 182 days during the taxable year and meets certain other requirements.

Distributions from the Fund that are properly reported\nby the Fund as an interest-related dividend attributable to certain interest income received by the Fund or as a short-term capital gain\ndividend attributable to certain net short-term capital gain income received by the Fund may not be subject to U.S. federal income taxes,\nincluding withholding taxes when received by certain non-U.S. shareholders, provided that the Fund makes certain elections and certain\nother conditions are met. For tax years after December 31, 2022, amounts paid to or recognized by a non-U.S. affiliate that are excluded\nfrom tax under the portfolio interest, capital gain dividends, short-term capital gains or tax-exempt interest dividend exceptions or\napplicable treaties, may be taken into consideration in determining whether a corporation is an “applicable corporation” subject\nto a 15% minimum tax on adjusted financial statement income.

In addition, capital gain distributions attributable\nto gains from U.S. real property interests (including certain U.S. real property holding corporations) will generally be subject to United\nStates withholding tax and will give rise to an obligation on the part of the non-U.S. shareholder to file a United States tax return.

Income Effectively\nConnected. If the income from the Fund is “effectively connected” with a U.S. trade or business carried on by\na non-U.S. shareholder, then distributions of investment company taxable income and capital gain dividends, any amounts retained by the\nFund which are properly reported by the Fund as undistributed capital gains and any gains realized upon the sale or exchange of Fund Shares\nwill be subject to U.S. income tax at the graduated rates applicable to U.S. citizens, residents and domestic corporations. Non-U.S.\ncorporate shareholders may also be subject to the branch profits tax imposed by the Code. The tax consequences to a non-U.S. shareholder\nentitled to claim the benefits of an applicable tax treaty may differ from those described herein. Non-U.S. shareholders are advised\nto consult their own tax advisors with respect to the particular tax consequences to them of an investment in the Fund.

Capital Loss Carryforward. \nNet capital losses of the Fund may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses.\nTo the extent that these loss carry-forwards are used to offset future capital gains, it is probable that the capital gains so offset\nwill not be distributed to Fund shareholders. The Fund is subject to certain limitations, under U.S. tax rules, on the use of capital\nloss carry-forwards and net unrealized built-in losses. These limitations generally apply when there has been a 50% change in ownership.\n

Other Taxation.\nFund shareholders may be subject to state, local and foreign taxes on their Fund distributions. Shareholders are advised to consult\ntheir own tax advisors with respect to the particular tax consequences to them of an investment in the Fund.

Determination\nof Net Asset Value

The NAV per Fund Share is computed by dividing the\nvalue of the net assets of the Fund (i.e., the value of its total assets less total liabilities) by the total number of Fund Shares outstanding,\nrounded to the nearest cent. Expenses and fees, including the management fees, are accrued daily and taken into account for purposes of\ndetermining NAV. The NAV of the Fund is calculated by USBGFS and determined at the scheduled close of the regular trading session on the\nNYSE (ordinarily 4:00 p.m., Eastern time) on each day that the NYSE is open, provided that fixed-income assets may be valued as of the\nannounced closing time for trading in fixed-income instruments on any day that the Securities Industry and Financial Markets Association\n(“SIFMA”) announces an early closing time.

In calculating the Fund’s NAV per Fund Share,\nthe Fund’s investments are generally valued using market prices to the extent such market quotations are readily available. If market\nquotations are not readily available, including if market quotations are deemed to be unreliable by the Adviser, the Fund will fair value\nsuch investments and use the fair value to calculate the Fund’s NAV. Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated\nthe Adviser to perform the fair value determinations for the Fund’s portfolio holdings subject to the Board’s oversight. The\nAdviser’s fair value determinations will be carried out in compliance with Rule 2a-5 and based on fair value methodologies established\nand applied by the Adviser and periodically tested to ensure such methodologies are appropriate and accurate with respect to the Fund’s\nportfolio holdings. The Adviser’s fair value methodologies may involve obtaining inputs and prices from third-party pricing services.

Dividends\nand Distributions

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

General Policies. \nDividends from net investment income of the Fund, if any, are declared and paid at least annually. Distributions of net realized\nsecurities gains, if any, generally are declared and paid once a year, but the Trust may make distributions on a more frequent basis. \nThe Trust reserves the right to declare special distributions if, in its reasonable discretion, such action is necessary or advisable\nto preserve the status of the Fund as a regulated investment company or to avoid imposition of income or excise taxes on undistributed\nincome.

Dividends and other distributions of Fund Shares\nare distributed, as described below, on a pro rata basis to Beneficial Owners of such shares. Dividend payments are made through\nDTC Participants and Indirect Participants to Beneficial Owners then of record with proceeds received from the Fund.

Dividend Reinvestment\nService. No reinvestment service is provided by the Trust. Broker-dealers may make available the DTC book-entry Dividend\nReinvestment Service for use by Beneficial Owners of the Fund for reinvestment of their dividend distributions. Beneficial Owners\nshould contact their brokers in order to determine the availability and costs of the service and the details of participation therein. \nBrokers may require Beneficial Owners to adhere to specific procedures and timetables. If this service is available and used, dividend\ndistributions of both income and realized gains will be automatically reinvested in additional whole Fund Shares purchased in the secondary\nmarket.

Miscellaneous\nInformation

Legal Counsel. \nChapman and Cutler LLP, 320 South Canal Street, Chicago, Illinois 60606, is legal counsel to the Trust.

Independent Registered\nPublic Accounting Firm. Cohen & Company, Ltd., located at 1835 Market Street, Suite 310, Philadelphia, Pennsylvania 19103,\nserves as the Fund’s independent registered public accounting firm. Cohen & Company, Ltd. audits the Fund’s financial\nstatements and performs other related audit services.

Performance\nInformation

To obtain the Fund’s most current performance\ninformation, please call (855) 561-5728 or visit the Fund’s website at https://www.roundhillinvestments.com/etf/magp. From\ntime to time, the Fund’s performance information, such as yield or total return, may be quoted in advertisements or in communications\nto present or prospective shareholders. Performance quotations represent the Fund’s past performance and should not be considered\nas representative of future results. The Fund will calculate its performance in accordance with the requirements of the rules and\nregulations under the 1940 Act, as they may be revised from time to time.

Financial\nStatements

The Fund has not yet commenced investment operations;\ntherefore, financial information is not available at this time.

Roundhill ETF Trust

Part C – Other Information

\n \n \n \n

Item 28.

Exhibits

\n \n \n \n

Exhibit No.

Description

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \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)	Agreement and Declaration of Trust of the Registrant (1)

	(b)	By-Laws of the Registrant (1)

	(c)	Not applicable

	(d)	(1) Investment Advisory Agreement between the Registrant and Roundhill Financial Inc. (1)

		(2) Amended Schedule A to the Investment Advisory Agreement between the Registrant and Roundhill Financial Inc. (8)

		(3) Expense Reimbursement and Fee Waiver Agreement between the Registrant and Roundhill Financial Inc. (3)

		(4) Amended Exhibit A to the Expense Reimbursement and Fee Waiver Agreement between the Registrant and Roundhill Financial Inc (7)

		(5) Sub-Advisory Agreement between Roundhill Financial Inc. and Exchange Traded Concepts, LLC (1)

		(6) Amended Schedule A to the Sub-Advisory Agreement between Roundhill Financial Inc. and Exchange Traded Concepts, LLC (8)

	(e)	(1) ETF Distribution Agreement between the Registrant and Foreside Fund Services, LLC (1)

		(2) Amended Exhibit A to the ETF Distribution Agreement between the Registrant and Foreside Fund Services, LLC (8)

	(f)	Not Applicable.

	(g)	(1) Custody Agreement between the Registrant and U.S. Bank National Association (1)

		(2) Amended Exhibit A to the Custody Agreement between the Registrant and U.S. Bank National Association (8)

	(h)	(1) Fund Servicing Agreement by and between the Registrant and U.S. Bancorp Fund Services, LLC (1)

		(2) Amended Exhibit 1 to the Fund Servicing Agreement by and between the Registrant and U.S. Bancorp Fund Services, LLC (8)

		(3) Form of Authorized Participant Agreement (1)

	(i)	Opinion of Legal Counsel (8)

	(j)	Not Applicable.

	(k)	Not Applicable.

	(l)	Not Applicable.

	(m)	(1) Distribution and Service Plan (4)

		(2) Amended Exhibit A to the Distribution and Service Plan (8)

	(n)	Not Applicable.

	(o)	Not Applicable.

	(p)	(1) Code of Ethics of Registrant (5)

		(2) Code of Ethics of Roundhill Financial Inc. (5)

		(3) Code of Ethics of Exchange Traded Concepts, LLC (6)

		(4) Code of Ethics for Foreside Fund Services, LLC not applicable per Rule 17j-1(c)(3)

	(q)	Powers of Attorney (2)

\n \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)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on October 20, 2023.
(2)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on January 10, 2024.
(3)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on February 27, 2024.
(4)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on February 18, 2026.
(5)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on April 30, 2026.
(6)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on August 21, 2026.
(7)	Previously filed with the Registrant’s Registration Statement\n on Form N-1A (File No. 333-273052) filed on August 31, 2026.
(8)	Filed herewith.

\n \n \n \n

Item 29.

Persons Controlled By or Under Common\n Control with Registrant

Not Applicable.

\n \n \n \n

Item 30.

Indemnification

Pursuant to Article VII, Section 2(a) of the Trust’s\nAgreement and Declaration of Trust (the “Declaration”), the Trust shall indemnify, out of Trust Property (as such term is\ndefined in the “Declaration”), to the fullest extent permitted under applicable law, any Person (as such term is defined in\nthe “Declaration”) who was or is a party or is threatened to be made a party to any Proceeding (as such term is defined in\nthe “Declaration”) by reason of the fact that such Person is or was an Agent (as such term is defined in the “Declaration”)\nof the Trust, against Expenses (as such term is defined in the “Declaration”), judgments, fines, settlements and other amounts\nactually and reasonably incurred in connection with such Proceeding if such Person acted in good faith or in the case of a criminal proceeding,\nhad no reasonable cause to believe the conduct of such Person was unlawful. The termination of any Proceeding by judgment, order, settlement,\nconviction or plea of nolo contendere or its equivalent shall not of itself create a presumption that the Person did not act in good faith\nor that the Person had reasonable cause to believe that the Person’s conduct was unlawful.

Insofar as indemnification for liability arising under\nthe Securities Act of 1933 (the “1933 Act”) may be permitted to directors, officers and controlling persons of the Registrant\npursuant to the provisions of Rule 484 under the 1933 Act, or otherwise, the Registrant has been advised that in the opinion of the SEC\nsuch indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim\nfor indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer\nor controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer\nor controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the\nmatter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification\nby it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.

The Registrant hereby undertakes that it will apply\nthe indemnification provision of the Declaration in a manner consistent with Release 11330 of the SEC under the 1940 Act, so long as the\ninterpretation of Sections 17(h) and 17(i) thereunder remains in effect.

\n \n \n \n

Item 31.

Business and Other Connections of\n the Investment Adviser

Certain information pertaining to the business and\nother connections of Roundhill Financial Inc. (“Roundhill”), the investment adviser to the Funds, is hereby incorporated by\nreference from the Prospectuses and Statements of Additional Information contained herein. The information required by this Item with\nrespect to any director, officer or partner of Roundhill is incorporated by reference to the Form ADV filed by Roundhill with the Securities\nand Exchange Commission pursuant to the Investment Advisers Act of 1940, as amended (File No. 801-114971).

Certain information pertaining to the business and\nother connections of Exchange Traded Concepts, LLC (“ETC”), the investment sub-adviser to the Funds, is hereby incorporated\nby reference from the Prospectuses and Statements of Additional Information contained herein. The information required by this Item with\nrespect to any director, officer or partner of ETC is incorporated by reference to the Form ADV filed by ETC with the Securities and Exchange\nCommission pursuant to the Investment Advisers Act of 1940, as amended (File No. 801-70485).

\n \n \n \n

Item 32.

Principal Underwriter

(a) Foreside Fund Services, LLC\n(the “Distributor”) serves as principal underwriter for the Registrant and the following investment companies registered under\nthe Investment Company Act of 1940, as amended:

1. AB Active ETFs, Inc.

2. ABS Long/Short Strategies Fund

3. ActivePassive Core Bond ETF, Series of\nTrust for Professional Managers

4. ActivePassive Intermediate Municipal\nBond ETF, Series of Trust for Professional Managers

5. ActivePassive International Equity ETF,\nSeries of Trust for Professional Managers

6. ActivePassive U.S. Equity ETF, Series\nof Trust for Professional Managers

7. AdvisorShares Trust

8. AFA Private Credit Fund

9. AGF Investments Trust

10. AIM ETF Products Trust

11. Alexis Practical Tactical ETF, Series\nof Listed Funds Trust

12. AlphaCentric Prime Meridian Income Fund

13. Alternative Strategies Income Fund

14. American Century ETF Trust

15. AMG ETF Trust

16. Amplify ETF Trust

17. Applied Finance Dividend Fund, Series\nof World Funds Trust

18. Applied Finance Explorer Fund, Series\nof World Funds Trust

19. Applied Finance Select Fund, Series\nof World Funds Trust

20. Ardian Access LLC

21. ARK ETF Trust

22. ARK Venture Fund

23. Bitwise Funds Trust

24. BondBloxx ETF Trust

25. Bramshill Multi-Strategy Income Fund,\nSeries of Investment Managers Series Trust

26. Bridgeway Funds, Inc.

27. Brinker Capital Destinations Trust

28. Brookfield Real Assets Income Fund Inc.

29. Build Funds Trust

30. Calamos Convertible and High Income\nFund

31. Calamos Convertible Opportunities and\nIncome Fund

32. Calamos Dynamic Convertible and Income\nFund

33. Calamos Global Dynamic Income Fund

34. Calamos Global Total Return Fund

35. Calamos Strategic Total Return Fund

36. Carlyle Tactical Private Credit Fund

37. Cascade Private Capital Fund

38. Catalyst/Perini Strategic Income Fund

39. CBRE Global Real Estate Income Fund

40. Center Coast Brookfield MLP & Energy\nInfrastructure Fund

41. Cliffwater Corporate Lending Fund

42. Cliffwater Enhanced Lending Fund

43. Coatue Innovative Strategies Fund

44. Cohen & Steers ETF Trust

45. Convergence Long/Short Equity ETF, Series\nof Trust for Professional Managers

46. CornerCap Small-Cap Value Fund, Series\nof Managed Portfolio Series

47. CrossingBridge Ultra-Short Duration\nETF, Series of Trust for Professional Managers

48. Curasset Capital Management Core Bond\nFund, Series of World Funds Trust

49. Curasset Capital Management Limited\nTerm Income Fund, Series of World Funds Trust

50. CYBER HORNET S&P 500® and Bitcoin\n75/25 Strategy ETF, Series of CYBER HORNET Trust

51. Davis Fundamental ETF Trust

52. Defiance BMNR Option Income ETF, Series\nof ETF Series Solutions

53. Defiance Connective Technologies ETF,\nSeries of ETF Series Solutions

54. Defiance Drone and Modern Warfare ETF,\nSeries of ETF Series Solutions

55. Defiance Quantum ETF, Series of ETF\nSeries Solutions

56. Defiance Retail Kings ETF, Series of\nETF Series Solutions

57. Denali Structured Return Strategy Fund

58. Dodge & Cox Funds

59. DoubleLine ETF Trust

60. DoubleLine Income Solutions Fund

61. DoubleLine Opportunistic Credit Fund

62. DoubleLine Yield Opportunities Fund

63. DriveWealth ETF Trust

64. EIP Investment Trust

65. Ellington Income Opportunities Fund

66. ETF Opportunities Trust

67. Exchange Listed Funds Trust

68. Exchange Place Advisors Trust

69. FIS Trust

70. FlexShares Trust

71. Fortuna Hedged Bitcoin ETF, Series of\nListed Funds Trust

72. Forum Funds

73. Forum Funds II

74. Forum Real Estate Income Fund

75. GMO ETF Trust

76. GoldenTree Opportunistic Credit Fund

77. Gramercy Emerging Markets Debt Fund,\nSeries of Investment Managers Series Trust

78. Grayscale Funds Trust

79. Guinness Atkinson Funds

80. Harbor ETF Trust

81. Harris Oakmark ETF Trust

82. Hawaiian Tax-Free Trust

83. Horizon Kinetics Blockchain Development\nETF, Series of Listed Funds Trust

84. Horizon Kinetics Energy and Remediation\nETF, Series of Listed Funds Trust

85. Horizon Kinetics Inflation Beneficiaries\nETF, Series of Listed Funds Trust

86. Horizon Kinetics Japan Owner Operator\nETF, Series of Listed Funds Trust

87. Horizon Kinetics Medical ETF, Series\nof Listed Funds Trust

88. Horizon Kinetics SPAC Active ETF, Series\nof Listed Funds Trust

89. Horizon Kinetics Texas ETF, Series of\nListed Funds Trust

90. Innovator ETFs Trust

91. Ironwood Institutional Multi-Strategy\nFund LLC

92. Ironwood Multi-Strategy Fund LLC

93. Jensen Quality Growth ETF, Series of\nTrust for Professional Managers

94. John Hancock Exchange-Traded Fund Trust

95. Kurv ETF Trust

96. Lazard Active ETF Trust

97. LDR Real Estate Value-Opportunity Fund,\nSeries of World Funds Trust

98. Lone Peak Value Fund, Series of World\nFunds Trust

99. Mairs & Power Balanced Fund, Series\nof Trust for Professional Managers

100. Mairs & Power Growth Fund, Series\nof Trust for Professional Managers

101. Mairs & Power Minnesota Municipal\nBond ETF, Series of Trust for Professional Managers

102. Mairs & Power Small Cap Fund, Series\nof Trust for Professional Managers

103. Manor Investment Funds

104. MoA Funds Corporation

105. Moerus Worldwide Value Fund, Series\nof Northern Lights Fund Trust IV

106. Morgan Stanley ETF Trust

107. Morgan Stanley Pathway Large Cap Equity\nETF, Series of Morgan Stanley Pathway Funds

108. Morgan Stanley Pathway Small-Mid Cap\nEquity ETF, Series of Morgan Stanley Pathway Funds

109. Morningstar Funds Trust

110. NEOS ETF Trust

111. Niagara Income Opportunities Fund

112. NXG Cushing® Midstream Energy Fund

113. NXG NextGen Infrastructure Income Fund

114. OTG Latin American Fund, Series of\nWorld Funds Trust

115. Overlay Shares Core Bond ETF, Series\nof Listed Funds Trust

116. Overlay Shares Foreign Equity ETF,\nSeries of Listed Funds Trust

117. Overlay Shares Hedged Large Cap Equity\nETF, Series of Listed Funds Trust

118. Overlay Shares Large Cap Equity ETF,\nSeries of Listed Funds Trust

119. Overlay Shares Municipal Bond ETF,\nSeries of Listed Funds Trust

120. Overlay Shares Short Term Bond ETF,\nSeries of Listed Funds Trust

121. Overlay Shares Small Cap Equity ETF,\nSeries of Listed Funds Trust

122. Palmer Square Funds Trust

123. Palmer Square Opportunistic Income\nFund

124. Partners Group Private Income Opportunities,\nLLC

125. Perkins Discovery Fund, Series of World\nFunds Trust

126. Philotimo Focused Growth and Income\nFund, Series of World Funds Trust

127. Plan Investment Fund, Inc.

128. Point Bridge America First ETF, Series\nof ETF Series Solutions

129. Precidian ETFs Trust

130. Rareview 2x Bull Cryptocurrency &\nPrecious Metals ETF, Series of Collaborative Investment Series Trust

131. Rareview Dynamic Fixed Income ETF,\nSeries of Collaborative Investment Series Trust

132. Rareview Systematic Equity ETF, Series\nof Collaborative Investment Series Trust

133. Rareview Tax Advantaged Income ETF,\nSeries of Collaborative Investment Series Trust

134. Rareview Total Return Bond ETF, Series\nof Collaborative Investment Series Trust

135. Renaissance Capital Greenwich Funds

136. REX ETF Trust

137. Reynolds Funds, Inc.

138. RMB Investors Trust

139. Robinson Opportunistic Income Fund,\nSeries of Investment Managers Series Trust

140. Robinson Tax Advantaged Income Fund,\nSeries of Investment Managers Series Trust

141. Roundhill Ball Metaverse ETF, Series\nof Listed Funds Trust

142. Roundhill Cannabis ETF, Series of Listed\nFunds Trust

143. Roundhill ETF Trust

144. Roundhill Magnificent Seven ETF, Series\nof Listed Funds Trust

145. Roundhill Sports Betting & iGaming\nETF, Series of Listed Funds Trust

146. Roundhill Video Games ETF, Series of\nListed Funds Trust

147. Rule One Fund, Series of World Funds\nTrust

148. Russell Investments Exchange Traded\nFunds

149. Securian AM Real Asset Income Fund,\nSeries of Investment Managers Series Trust

150. Six Circles Trust

151. Sound Shore Fund, Inc.

152. SP Funds Trust

153. Sparrow Funds

154. Spear Alpha ETF, Series of Listed Funds\nTrust

155. STF Tactical Growth & Income ETF,\nSeries of Listed Funds Trust

156. STF Tactical Growth ETF, Series of\nListed Funds Trust

157. Strategic Trust

158. Strategy Shares

159. Swan Hedged Equity US Large Cap ETF,\nSeries of Listed Funds Trust

160. Tekla World Healthcare Fund

161. Tema ETF Trust

162. The 2023 ETF Series Trust

163. The Community Development Fund

164. The Cook & Bynum Fund, Series of\nWorld Funds Trust

165. The Private Shares Fund

166. The SPAC and New Issue ETF, Series\nof Collaborative Investment Series Trust

167. Third Avenue Trust

168. Third Avenue Variable Series Trust

169. Tidal Trust I

170. Tidal Trust II

171. Tidal Trust III

172. Tidal Trust IV

173. TIFF Investment Program

174. Timothy Plan High Dividend Stock ETF,\nSeries of The Timothy Plan

175. Timothy Plan International ETF, Series\nof The Timothy Plan

176. Timothy Plan Market Neutral ETF, Series\nof The Timothy Plan

177. Timothy Plan US Large/Mid Cap Core\nETF, Series of The Timothy Plan

178. Timothy Plan US Small Cap Core ETF,\nSeries of The Timothy Plan

179. Total Fund Solution

180. Touchstone ETF Trust

181. Trailmark Series Trust

182. T-Rex 2X Inverse Bitcoin Daily Target\nETF, Series of World Funds Trust

183. T-Rex 2x Inverse Ether Daily Target\nETF, Series of World Funds Trust

184. T-Rex 2X Long Bitcoin Daily Target\nETF, Series of World Funds Trust

185. T-Rex 2x Long Ether Daily Target ETF

186. U.S. Global Investors Funds

187. Union Street Partners Value Fund, Series\nof World Funds Trust

188. Vest Bitcoin Strategy Managed Volatility\nFund, Series of World Funds Trust

189. Vest S&P 500® Dividend Aristocrats\nTarget Income Fund, Series of World Funds Trust

190. Vest US Large Cap 10% Buffer Strategies\nFund, Series of World Funds Trust

191. Vest US Large Cap 20% Buffer Strategies\nFund, Series of World Funds Trust

192. Virtus Stone Harbor Emerging Markets\nIncome Fund

193. Volatility Shares Trust

194. WEBs ETF Trust

195. Wedbush Series Trust

196. Wellington Global Multi-Strategy Fund

197. Wilshire Mutual Funds, Inc.

198. Wilshire Variable Insurance Trust

199. WisdomTree Trust

200. XAI Octagon Floating Rate & Alternative\nIncome Term Trust

(b) To the best of the Registrant’s\nknowledge, the following are the Officers and Manager of the Distributor, the Registrant’s underwriter. The Distributor’s\nmain business address is 190 Middle Street, Suite 301, Portland, Maine 04101.

\n \n \n \n \n \n \n \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	Address	Position\n with Underwriter	Position\n with Registrant
Teresa Cowan	190 Middle Street, Suite 301, Portland, ME 04101	President/Manager	None
\n Chris Lanza \n \n Kate Macchia	\n 190 Middle Street, Suite 301, Portland, ME 04101 \n \n 190 Middle Street, Suite 301, Portland, ME 04101	\n Vice President \n \n Vice President	\n None \n \n None
Alicia Strout	190 Middle Street, Suite 301, Portland, ME 04101	Vice President and Chief Compliance Officer	None
\n Gabriel E. Edelman \n \n Susan L. LaFond	\n 190 Middle Street, Suite 301, Portland, ME 04101 \n \n 190 Middle Street, Suite 301, Portland, ME 04101	\n Secretary \n \n Treasurer	\n None \n \n None
Weston Sommers	190 Middle Street, Suite 301, Portland, ME 04101	Financial and Operations Principal and Chief Financial Officer	None

\n \n \n \n

Item 33.

Location of Accounts and Records

Accounts, books and other documents required to be\nmaintained by Section 31(a) [15 U.S.C. 80a-30(a)] and the rules under that section, are maintained by: Roundhill Financial Inc. 154 West\n14th Street, 2nd Floor, New York, New York 10011; U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, Milwaukee, Wisconsin 53202;\nU.S. Bank, N.A, 1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53202; Foreside Fund Services LLC, 190 Middle Street, Suite\n301, Portland, Maine 04101; and Exchange Traded Concepts, LLC, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120.

\n \n \n \n

Item 34.

Management Services

Not Applicable.

\n \n \n \n

Item 35.

Undertakings

Not Applicable.

Signatures

Pursuant to the requirements of the Securities Act\nof 1933, as amended (the “Securities Act”), and the Investment Company Act of 1940, as amended, the Registrant certifies that\nit meets all of the requirements for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly\ncaused this Registration Statement to be signed on its behalf by the undersigned, duly authorized in the City of New York, and State of\nNew York on October 27, 2026.

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

	Roundhill ETF Trust

	By:	/s/ Timothy Maloney
		Timothy Maloney, Chairman of the Board of Trustees, Treasurer\n and Chief Financial Officer of the Trust

Pursuant to the requirements of\nthe Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

Signature	Capacity	Date

/s/\n William Hershey	President	October 27, 2026
William Hershey	(Principal Executive\n Officer)

/s/\n Timothy Maloney	Treasurer and\n Chief Financial Officer	October 27, 2026
Timothy Maloney	(Principal Financial\n Officer and Principal Accounting Officer)

John\n Pesce*	Trustee	October 27, 2026
John Pesce

Felix\n Rivera*	Trustee	October 27, 2026
Felix Rivera

Jeffrey\n Youngman*	Trustee	October 27, 2026
Jeffrey Youngman

\n \n \n \n \n

Original powers of attorney authorizing William Hershey and Timothy\n Maloney to execute this Registration Statement, and amendments thereto, for each of the trustees of the Registrant on whose behalf this\n Registration Statement is executed, were previously executed and were filed as an exhibit and are incorporated by reference herein.

Index to Exhibits

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

(d)(2)	Amended Schedule\n A to the Investment Advisory Agreement between the Registrant and Roundhill Financial Inc.
(d)(6)	Amended Schedule\n A to the Sub-Advisory Agreement between Roundhill Financial Inc. and Exchange Traded Concepts, LLC
(e)(2)	Amended Exhibit\n A to the ETF Distribution Agreement between the Registrant and Foreside Fund Services, LLC
(g)(2)	Amended Exhibit\n A to the Custody Agreement between the Registrant and U.S. Bank National Association
(h)(2)	Amended Exhibit\n 1 to the Fund Servicing Agreement by and between the Registrant and U.S. Bancorp Fund Services, LLC
(i)	Opinion of Legal\n Counsel
(m)(2)	Amended Exhibit\n A to the Distribution and Service Plan

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