Strategy. The Fund is an actively-managed exchange-traded fund (ETF) that seeks to achieve its objective by investing the Funds assets in U.S.-listed equity securities that, in the view of Acruence Capital, LLC, the Funds investment sub-adviser (Acruence or the Sub-Adviser), can produce market returns (i.e., return consistent with U.S. large capitalizations stocks as represented by the S&P 500 index) with lower volatility (i.e., a lower annual price variance as compared to the S&P 500 on an annual basis) in various market environments. The Sub-Adviser seeks to reduce the Funds volatility through the use of various options strategies (as described below). The Funds equity portfolio consists of two components, one with a dividend equity focus (e.g., companies that pay regular dividends) and … Show more… The Fund is an actively-managed exchange-traded fund (ETF) that seeks to achieve its objective by investing the Funds assets in U.S.-listed equity securities that, in the view of Acruence Capital, LLC, the Funds investment sub-adviser (Acruence or the Sub-Adviser), can produce market returns (i.e., return consistent with U.S. large capitalizations stocks as represented by the S&P 500 index) with lower volatility (i.e., a lower annual price variance as compared to the S&P 500 on an annual basis) in various market environments. The Sub-Adviser seeks to reduce the Funds volatility through the use of various options strategies (as described below). The Funds equity portfolio consists of two components, one with a dividend equity focus (e.g., companies that pay regular dividends) and the other with a growth equity focus. The Sub-Adviser seeks to reduce the Funds volatility by using various options strategies including purchasing options contracts on the CBOE Volatility Index (the VIX Index), which is a calculation designed to produce a measure of constant, 30-day expected volatility of the U.S. stock market, derived from real-time, mid-quote prices of call and put options on the S&P 500. In addition, the Sub-Adviser may seek to reduce the Funds volatility by employing other options strategies such as a collar strategy, vertical spread strategy, covered call strategy, or box trade strategy, each as described more below. In connection with the Funds use of options strategies, the Fund will hold U.S. Treasury securities to satisfy any applicable margin requirements. Under normal circumstances, the Fund will invest at least 80% of its net assets (plus any borrowings for investment purposes) in U.S.-listed equity securities comprising part of the S&P 500. However, the Funds overall equity market exposure will typically range from 50% to 95% and the Fund will hold between 40 and 80 equity securities. Equity market exposure refers to the percentage of the Funds portfolio that is exposed to the equity markets. For example, at a 75% market exposure, the Sub-Adviser will seek to use the volatility reducing options strategies discussed below to offset approximately 25% of the volatility of the Funds equity holdings. The composition of the Funds equity portfolio will generally be at least 25% to each of the dividend equity component and growth equity component with either component comprising up to 75% of the equity portfolio depending on market conditions, as discussed below. The equity securities that the Fund may invest in include common stocks of companies listed on U.S. exchanges and shares of U.S.-listed real estate investment trusts (REITs). The Fund may allocate up to 20% of its total assets in its wholly-owned subsidiary (the Subsidiary), which is organized under the laws of the Cayman Islands. The Subsidiary is advised by the Adviser (as defined herein), and will comply with the Funds investment objective and investment policies. The Funds strategy is expected to result in a high annual portfolio turnover rate. Equity Strategies. The Funds equity portfolio is constructed with a dividend equity component and a growth equity component. The Sub-Adviser begins the equity selection process by first analyzing the industries that make up the S&P 500. After completing the industry analysis, the Sub-Adviser will select securities for the dividend equity component and the growth equity component of the Funds equity portfolio by using the criteria set forth below. ? Industry Analysis 1. Relative Strength . The Sub-Adviser analyzes and ranks the change in each industrys aggregate equity price compared to its peer industries over various periods. 2. Institutional Investor Distribution . The Sub-Adviser analyzes the institutional and retail ownership of the securities in each industry and analyzes whether institutional ownership is increasing or decreasing. In the Sub-Advisers view, institutional investors tend to have more accurate forecasting. 3. Earnings Ranking Changes . The Sub-Adviser analyzes each industrys aggregate earnings and considers whether earnings are increasing or decreasing. 4. Debt-to-Shareholder Equity . The Sub-Adviser analyzes each industrys aggregate debt-to-equity ratios. In particular, the Sub-Adviser considers whether each industrys debt-to-equity ratio is increasing (high debt, which suggests more risk) or decreasing (lower debt, which suggest less risk). ? Dividend Equity Component . Within the industries the Sub-Adviser determines are the most attractive, the Sub-Adviser selects securities for the Funds dividend equity component based on: 1. Yield . The Sub-Adviser analyzes the interest or dividend a company paid on the security over various periods. 2. Relative Debt . The Sub-Adviser analyzes each companys debt level compared to its peers in its industry. 3. Relative Price to Earnings Ratios . The Sub-Adviser analyzes each companys price-to-earnings ratio against that of its peers in its industry. ? Growth Equity Component . Within the industries the Sub-Adviser determines are the most attractive, the Sub-Adviser selects securities for the Funds growth equity component based on: 1. Earnings . The Sub-Adviser analyzes each potential companys earnings growth compared to its peers in its industry. The Sub-Adviser will favor companies with higher earnings growth. 2. Sales . The Sub-Adviser analyzes each potential companys sales compared to its peers in its industry. The Sub-Adviser will favor companies with higher sales. Volatility Reduction Option Strategies The Sub-Adviser seeks to reduce the Funds volatility by engaging in one or more of the following five volatility reduction option strategies at any time. Stock portfolio volatility is a measure of the price fluctuations of the Funds portfolio over a certain period of time. A high level of volatility means that the value of the portfolio is prone to significant fluctuations over time, while a low level of volatility indicates that the value of the portfolio is relatively stable. An option is a financial instrument that gives the holder (e.g., the Fund) the right, but not the obligation, to buy or sell an underlying asset at a specific price on or before a certain date. There are two main types of options: call options and put options. A call option gives the holder the right to buy the underlying asset at a specific price (the strike price) on or before the expiration date. A put option gives the holder the right to sell the underlying asset at a specific price on or before the expiration date. The price at which the underlying asset can be bought or sold is known as the options exercise price. The Sub-Adviser uses the following options strategies to seek to reduce the Funds volatility and hedge against potential price movements in the Funds overall portfolio. ? VIX Options Strategy : The Sub-Adviser may purchase option contracts on the VIX Index (VIX Options). The VIX Index measures the volatility of market value fluctuations in the market (not the current prices of securities). The VIX Index focuses on how fast market values are changing, and the faster market values change, the higher the VIX. Typically, increased volatility is more closely correlated with bear markets (than bull markets). The Sub-Adviser uses its algorithmic model as a metric, and purchases VIX Options when either the time premium has been reduced because it is close to expiration or volatility has subsided, making current and forward months inexpensive relative to historic metrics. Should volatility return and equity prices decline, the premium associated with the options will rise, offsetting declines in equity pricing. Generally speaking, the Fund will maintain varying exposure to VIX Options. ? Maximum Gain: Unlimited. ? Maximum Loss: The purchase price of the option contracts. ? Collar Strategy : The Sub-Adviser may purchase put options and sell call options with differing strike prices to implement a collar strategy. The Fund will hold a long position in an underlying asset and simultaneously buy a protective put option and sell a call option on the same asset. The goal is to seek to protect against potential losses in the underlying asset. However, the use of a collar strategy will limit the potential gains the Fund may realize on long holdings in the underlying asset. The put option provides downside protection, while the call option limits the potential upside of the underlying asset. The Sub-Adviser may use a collar strategy if it is bullish on an asset but wants to protect the holding against potential declines in its price. ? Maximum Gain: An amount equal to the call options strike price, less the underlying stocks purchase price per share and the cost of the options. ? Maximum Loss: An amount equal to the purchase price of the underlying stock and the cost of the options, less the put options strike price. ? Vertical Spread Strategy : The Sub-Adviser may enter into vertical spread transactions. That is, the Fund will buy and sell options of the same type (either call options or put options) on the same underlying asset, but with different strike prices and/or expiration dates. The goal of this strategy is to seek to profit from a change in the price of the underlying asset, while also limiting potential losses through the opposing positions. Vertical spreads can be bullish or bearish, depending on whether the Fund is buying a call spread or a put spread. The Sub-Adviser may use a vertical spread when seeking to protect the Funds core equity portfolio (i.e., to seek to protect against potential declines in the market value of the core equity portfolio) as well as to generate additional income. The Sub-Adviser may employ the vertical spread strategy when it anticipates heightened stock market volatility. o Maximum Gain/Loss: The maximum gain and loss are calculated the same - an amount equal to the difference between the strike prices multiplied by the number of contracts or units subject to the option minus net premiums received. ? Covered Call Strategy : The Sub-Adviser may enter into covered call transactions. That is, the Fund will hold a long position in an asset and sell call options on that same asset to seek to generate income through premiums. The strategy aims to generate income through the premiums received from selling the call options, while also potentially benefiting from potential appreciation in the underlying asset up to the amount of the strike price. The use of a covered call strategy will limit the potential gains the Fund may realize on long holdings in the underlying asset. Further, if the underlying asset increases significantly in price, the Fund may be required to sell the shares at a lower price than it could have obtained by simply selling the asset on the open market. The Sub-Adviser may use the covered call strategy when the Sub-Adviser has set a specific target price for selling a security in the Funds portfolio. In that case, the Fund may write a covered call at that same target price, which is expected to generate income if the security reaches that predetermined exit price. ? Maximum Gain: The premium received for the options sold, plus the potential upside in the stock between the current price and the strike price. ? Maximum Loss: The purchase price of the underlying stock less the premium received. ? Box Trade Strategy : The Sub-Adviser may enter into box trades, which is an options strategy that involves simultaneously buying four option contracts to create offsetting positions to generate income. The strategy is neutral and not dependent on any directional movement from the underlying asset. To construct a box trade, the Fund uses two options for the long leg side, and two for the short leg side. For the long leg side, the Fund will buy a call option and sell a put option on the same underlying asset, with the same strike price and maturity. For the short leg side, the Fund will sell a call option and buy a put option on the same underlying asset, with the same strike price, and maturity. The Fund will use only long box trades, meaning that the Funds long leg strike price will always be lower than the short leg strike price. This creates a financing obligation through which the Fund will generate income at a fixed rate of interest tied to U.S. Treasury securities. ? Maximum Gain: Potential gains are limited to the difference between the long leg and short leg strike prices, less the cost of the options. ? Maximum Loss: None. Portfolio Construction The Funds portfolio construction begins with the Sub-Advisers outlook for the U.S. equity stock markets, which encompasses an analysis of proprietary price to value ratio and technical moving averages on major markets. The Sub-Advisers market outlook influences the Funds equity market exposure, the number of securities held, and the tilt of the Funds portfolio toward dividends or growth. If the Sub-Advisers market outlook is positive , (1) the Funds dividend portfolio will generally consist of between 30 to 40 securities and will represent 25% to 50% of the Funds equity portfolio, and (2) the Funds growth portfolio will generally consist of between 30 to 40 securities and will represent 50% to 75% of the Funds equity portfolio. In contrast, if the Sub-Advisers market outlook is negative , (1) the Funds dividend portfolio will generally consist of between 20 to 30 securities and will generally represent 50% to 75% of the Funds equity portfolio, and (2) the Funds growth portfolio will generally consist of between 20 to 30 securities and will represent 25% to 50% of the Funds equity portfolio. That is, the Funds portfolio is generally subject to the following high-level guidelines: Sub-Advisers Market Outlook Negative Neutral Positive Equity Market Exposure* 50% 75% 95% Number of Equity Securities 40 60 80 Dividend Component/Growth Component 75/25 50/50 25/75 * Equity market exposure refers to the percentage of Funds portfolio that is exposed to the equity markets. For example, at a 75% equity market exposure, the Sub-Adviser will seek to use the volatility reducing options strategies discussed above to offset approximately 25% of the volatility of the Funds equity holdings. The Sub-Adviser uses fundamentals (described below) as the primary driver when adding equity securities to the Funds portfolio. ? Securities fundamentals are the underlying financial and economic factors that determine the value of a security. These factors can include a companys financial statements, such as its income statement, balance sheet, and cash flow statement, as well as economic indicators, such as interest rates and inflation. The Sub-Adviser uses the metrics of relative strength and institutional investor distribution to determine equity portfolio holdings to sell. ? Relative strength is a technical analysis concept through which the Sub-Adviser compares the performance of a security to a peer group of securities. It can be used to gauge how securities are performing compared to their peers. ? Institutional investor distribution refers to the distribution of a securitys ownership among institutional investors, which are large financial organizations that invest on behalf of clients. A security that has a high concentration of ownership among a few large institutional investors may be more vulnerable to sell-offs or changes in sentiment among those investors. The Fund intends to gain exposure to VIX Options through its investments in the Subsidiary and may invest up to 20% of its total assets in the Subsidiary. The Subsidiary will invest only in VIX Options which do not generate good income under the source of income test required to qualify as a regulated investment company (RIC) under Section 851(a) of the Internal Revenue Code of 1986, as amended (the Code). Unlike the Fund, the Subsidiary may invest without limitation in VIX Options; however, the Subsidiary will comply with the same 1940 Act asset coverage requirements that are applicable to the Funds transactions in derivatives. In addition, the Subsidiary will be subject to the same fundamental investment restrictions and will follow the same compliance policies and procedures as the Fund. Unlike the Fund, the Subsidiary will not seek to qualify as a RIC under the Code. The Fund is the sole investor in the Subsidiary and does not expect shares of the Subsidiary to be offered or sold to other investors. Show less