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| Name | Symbol | Market | Type |
|---|---|---|---|
| THOR Equal Weight Low Volatility ETF | NYSE:THLV | NYSE | Exchange Traded Fund |
| Price Change | % Change | Price | High Price | Low Price | Open Price | Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|
| -0.0297 | -0.11% | 27.5403 | 27.75 | 27.5403 | 27.75 | 605 | 17:22:35 |
united
states
securities and exchange commission
washington, d.c. 20549
form n-csr
certified
shareholder report of registered management
investment companies
| Investment Company Act file number | 811-23794 |
| THOR Financial Technologies Trust |
| (Exact name of registrant as specified in charter) |
| 327 W. Pittsburgh Street, Greensburg, PA | 15601 |
| (Address of principal executive offices) | (Zip code) |
| The Corporation Trust Company |
| 1209 Orange Street, Wilmington, DE 19801 |
| (Name and address of agent for service) |
| Registrant’s telephone number, including area code: | 412-860-6078 |
| Date of fiscal year end: | 8/31 | |
| Date of reporting period: | 8/31/24 |
Item 1. Reports to Stockholders.
| (a) |
| (b) | Not applicable. |
Item 2. Code of Ethics.
| (a) | The registrant has, as of the end of the period covered by this report, adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, and principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. |
| (b) | Not applicable. |
| (c) | During the period covered by this report, there were no amendments to any provision of the code of ethics. |
| (d) | During the period covered by this report, there were no waivers or implicit waivers of a provision of the code of ethics. |
| (e) | Not applicable. |
| (f) | See Item 19(a)(1) |
Item 3. Audit Committee Financial Expert.
|
(a)(1) The registrant’s board of trustees has determined that the registrant has at least one audit committee financial expert serving on the audit committee.
(a)(2) Bradley Roth is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. Roth is independent for purposes of this Item.
(a)(3) Not applicable. | |
Item 4. Principal Accountant Fees and Services.
| (a) |
Audit Fees. The aggregate fees billed for each of the last two fiscal years for professional services rendered by the registrant’s principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are as follows: |
| Trust Series | 2024 | 2023 | ||||||
| THOR Low Volatility ETF | $ | 12,100 | $ | 11,000 | ||||
| (b) | Audit-Related Fees. There were no fees billed in each of the last two fiscal years for assurances and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item. |
| (c) | Tax Fees - The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance are as follows: |
| Trust Series | 2024 | 2023 | ||||||
| THOR Low Volatility ETF | $ | 3,000 | $ | 3,000 | ||||
Preparation of Federal & State income tax returns, assistance with calculation of required income, capital gain and excise distributions and preparation of Federal excise tax returns.
| (d) | All Other Fees. The aggregate fees billed in each of the last two fiscal years for products and services provided by the registrant’s principal accountant, other than the services reported in paragraphs (a) through (c) of this item were $0 and $0 for the fiscal years ended August 31, 2024 and 2023 respectively. |
| (e)(1) | The audit committee does not have pre-approval policies and procedures. Instead, the audit committee or audit committee chairman approves on a case-by-case basis each audit or non-audit service before the principal accountant is engaged by the registrant. |
| (e)(2) | There were no services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
| (f) | Not applicable. |
| (g) | All non-audit fees billed by the registrant’s principal accountant for services rendered to the registrant for the fiscal years ended August 31, 2024 and 2023 respectively are disclosed in (b)-(d) above. There were no audit or non-audit services performed by the registrant’s principal accountant for the registrant’s adviser. |
| (h) | Not applicable. |
| (i) | Not applicable. |
| (j) | Not applicable. |
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) The Registrant’s schedule of investments in unaffiliated issuers is included in the Financial Statements under Item 7 of this form.
(b) Not applicable.
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
(a) Insert Long Form Financial Statements
THOR Low Volatility ETF
August 31, 2024
Annual Financial Statements
| THOR LOW VOLATILITY ETF |
| SCHEDULE OF INVESTMENTS |
| August 31, 2024 |
| Shares | Fair Value | |||||||
| EXCHANGE-TRADED FUNDS — 98.0% | ||||||||
| EQUITY - 98.0% | ||||||||
| 133,723 | Consumer Staples Select Sector SPDR Fund | $ | 11,033,485 | |||||
| 70,327 | Health Care Select Sector SPDR Fund | 11,055,404 | ||||||
| 85,216 | Industrial Select Sector SPDR Fund | 11,202,495 | ||||||
| 119,703 | Materials Select Sector SPDR Fund | 11,285,599 | ||||||
| 257,707 | Real Estate Select Sector SPDR Fund | 11,223,140 | ||||||
| 48,421 | Technology Select Sector SPDR Fund | 10,668,599 | ||||||
| 145,167 | Utilities Select Sector SPDR Fund | 11,074,790 | ||||||
| 77,543,512 | ||||||||
| TOTAL EXCHANGE-TRADED FUNDS (Cost $71,454,107) | 77,543,512 | |||||||
| TOTAL INVESTMENTS – 98.0% (Cost $71,454,107) | $ | 77,543,512 | ||||||
| OTHER ASSETS IN EXCESS OF LIABILITIES - 2.0% | 1,566,394 | |||||||
| NET ASSETS - 100.0% | $ | 79,109,906 | ||||||
| SPDR | - Standard & Poor’s Depositary Receipt |
See accompanying notes to financial statements.
1
| THOR Low Volatility ETF |
| STATEMENT OF ASSETS AND LIABILITIES |
| August 31, 2024 |
| ASSETS | ||||
| Investment securities: | ||||
| At cost | $ | 71,454,107 | ||
| At fair value | $ | 77,543,512 | ||
| Cash and cash equivalents | 1,591,004 | |||
| Interest receivable | 8,044 | |||
| TOTAL ASSETS | 79,142,560 | |||
| LIABILITIES | ||||
| Investment advisory fees payable | 32,654 | |||
| TOTAL LIABILITIES | 32,654 | |||
| NET ASSETS | $ | 79,109,906 | ||
| Net Assets Consist Of: | ||||
| Paid in capital | $ | 75,976,665 | ||
| Accumulated earnings | 3,133,241 | |||
| NET ASSETS | $ | 79,109,906 | ||
| Net Asset Value Per Share: | ||||
| Shares: | ||||
| Net assets | $ | 79,109,906 | ||
| Shares of beneficial interest outstanding (a) | 2,784,000 | |||
| Net asset value (Net Assets ÷ Shares Outstanding), offering price and redemption price per share | $ | 28.42 | ||
| (a) | Unlimited number of shares of beneficial interest authorized, no par value. |
See accompanying notes to financial statements.
2
| THOR Low Volatility ETF |
| STATEMENT OF OPERATIONS |
| For the Year Ended August 31, 2024 |
| INVESTMENT INCOME | ||||
| Dividends | $ | 1,424,149 | ||
| Interest | 36,289 | |||
| TOTAL INVESTMENT INCOME | 1,460,438 | |||
| EXPENSES | ||||
| Investment advisory fees | 303,885 | |||
| TOTAL EXPENSES | 303,885 | |||
| NET INVESTMENT INCOME | 1,156,553 | |||
| REALIZED AND UNREALIZED GAIN ON INVESTMENTS | ||||
| Net realized gain from investments | 84,182 | |||
| Net realized gain from redemptions in-kind | 1,344,121 | |||
| Net change in unrealized appreciation on investments | 3,962,550 | |||
| NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS | 5,390,853 | |||
| NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | 6,547,406 |
See accompanying notes to financial statements.
3
| THOR Low Volatility ETF |
| STATEMENTS OF CHANGES IN NET ASSETS |
| For the | For the | |||||||
| Year Ended | Period Ended | |||||||
| August 31, 2024 | August 31, 2023 * | |||||||
| FROM OPERATIONS | ||||||||
| Net investment income | $ | 1,156,553 | $ | 1,052,054 | ||||
| Net realized gain (loss) from investments | 84,182 | (3,778,557 | ) | |||||
| Net realized gain from redemptions in-kind | 1,344,121 | 2,065,582 | ||||||
| Net change in unrealized appreciation on investments | 3,962,550 | 2,126,855 | ||||||
| Net increase in net assets resulting from operations | 6,547,406 | 1,465,934 | ||||||
| DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
| Total distributions paid | (1,384,564 | ) | (545,292 | ) | ||||
| Net decrease in net assets from distributions to shareholders | (1,384,564 | ) | (545,292 | ) | ||||
| FROM SHARES OF BENEFICIAL INTEREST | ||||||||
| Proceeds from shares sold | 31,216,760 | 145,411,534 | ||||||
| Payments for shares redeemed | (57,012,096 | ) | (46,689,776 | ) | ||||
| Net increase (decrease) in net assets from shares of beneficial interest | (25,795,336 | ) | 98,721,758 | |||||
| TOTAL INCREASE (DECREASE) IN NET ASSETS | (20,632,494 | ) | 99,642,400 | |||||
| NET ASSETS | ||||||||
| Beginning of Year/Period | 99,742,400 | 100,000 | (a) | |||||
| End of Year/Period | $ | 79,109,906 | $ | 99,742,400 | ||||
| SHARE ACTIVITY | ||||||||
| Shares Outstanding, Beginning of Year/Period | 3,934,000 | 4,000 | (a) | |||||
| Shares Sold | 1,160,000 | 5,830,000 | ||||||
| Shares Redeemed | (2,310,000 | ) | (1,900,000 | ) | ||||
| Shares Outstanding, End of the Year/Period | 2,784,000 | 3,934,000 | ||||||
| * | The THOR Low Volatility ETF commenced operations on September 12, 2022. |
| (a) | Beginning capital of $100,000 was contributed by THOR Financial Technologies, LLC, investment advisor to the Fund, in exchange for 4,000 shares of the Fund in connection with the seeding of the Fund. |
See accompanying notes to financial statements.
4
| THOR Low Volatility ETF |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout the Year/Period Presented |
| For the | For the | |||||||
| Year Ended | Period Ended | |||||||
| August 31, 2024 | August 31, 2023 (a) | |||||||
| Net asset value, beginning of year/period | $ | 25.35 | $ | 25.00 | ||||
| Activity from investment operations: | ||||||||
| Net investment income (b) | 0.54 | 0.29 | ||||||
| Net realized and unrealized gain on investments | 3.22 | 0.21 | ||||||
| Total from investment operations | 3.76 | 0.50 | ||||||
| Less distributions from: | ||||||||
| Net investment income | (0.69 | ) | (0.15 | ) | ||||
| Total distributions | (0.69 | ) | (0.15 | ) | ||||
| Net asset value, end of year/period | $ | 28.42 | $ | 25.35 | ||||
| Market price, end of year/period | $ | 28.41 | $ | 25.37 | ||||
| Total return(c) | 15.18 | % | 2.02 | %(d) | ||||
| Market price total return | 15.00 | % | 2.10 | %(d) | ||||
| Net assets, end of year/period (000s) | $ | 79,110 | $ | 99,742 | ||||
| Ratio of net expenses to average net assets(h) | 0.55 | % | 0.55 | %(e) | ||||
| Ratio of net investment income to average net assets(f)(h) | 2.10 | % | 1.21 | %(e) | ||||
| Portfolio Turnover Rate(g) | 445 | % | 440 | %(d) | ||||
| (a) | The THOR Low Volatility ETF commenced operations on September 12, 2022. |
| (b) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year/period. |
| (c) | Total return is calculated assuming a purchase of shares at net asset value on the first day and a sale at net asset value on the last day of the year/period. Distributions are assumed, for the purpose of this calculation, to be reinvested at the ex-dividend date net asset value per share on their respective payment dates. |
| (d) | Not annualized. |
| (e) | Annualized. |
| (f) | Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests. |
| (g) | Portfolio turnover rate excludes securities received or delivered from in-kind transactions. |
| (h) | Does not include the expenses of other investment companies in which the Fund invests. |
See accompanying notes to financial statements.
5
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS |
| August 31, 2024 |
| (1) | ORGANIZATION |
The THOR Low Volatility ETF (the “Fund”) is a diversified series of THOR Financial Technologies Trust (the “Trust”), a statutory trust organized under the laws of the State of Delaware on April 11, 2022, and registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust is governed by its Board of Trustees (the “Board” or “Trustees”). THOR Low Volatility ETF is a “fund of funds”, in that the Fund will generally invest in other investment companies. The Fund commenced operations on September 12, 2022. The Fund is an actively managed exchange traded fund (“ETF”). The investment objective of the Fund is to seek to provide investment results that generally correspond, before fees and expenses, to the performance of the THOR Low Volatility Index (the “Index”) . The Fund’s investment objective may be changed by the Board upon 60 days’ written notice to shareholders.
| (2) | SIGNIFICANT ACCOUNTING POLICIES |
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”), and require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies, including Accounting Standards Update 2013-08”.
Security Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price. In the absence of a sale such securities shall be valued at the mean between the current bid and ask prices on the day of valuation. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase may be valued at amortized cost (which approximates fair value). Investments in open-end investment companies are valued at net asset value (“NAV”).
The Fund may hold certain investments, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These securities are valued using the “fair value” procedures approved by the Board. The Board designated the adviser as its valuation designee (the “Valuation Designee”) to execute these procedures. The Board may also enlist third party consultants such as a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist the Valuation Designee in determining a security-specific fair value. The Board is responsible for reviewing and approving fair value methodologies utilized by the Valuation Designee, approval of which shall be based upon whether the Valuation Designee followed the valuation procedures established by the Board.
Fair Valuation Process – The applicable investments are valued by the Valuation Designee pursuant to valuation procedures established by the Board. For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source); (ii) securities for which, in the judgment of the Valuation Designee, the prices or values available do not represent the fair value of the instrument; factors which may cause the Valuation Designee to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; and (iv) securities with respect to which an event that will affects the value thereof has
6
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
occurred (a “significant event”) since the closing prices were established on the principal exchange on which they are traded, but prior to a Fund’s calculation of its net asset value. Restricted or illiquid investments, such as private investments or non -traded securities are valued based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances). If a current bid from such independent dealers or other independent parties is unavailable, the Valuation Designee shall determine, the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase; (iii) the size and nature of the Fund’s holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.
Valuation of Underlying Funds - The Fund may invest in portfolios of open -end or closed -end investment companies (the “Underlying Funds”). Investment companies are valued at their respective net asset values as reported by such investment companies. Open- end investment companies value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value to the methods established by the board of directors of the open-end funds. The shares of many closed-end investment companies and ETFs, after their initial public offering, frequently trade at a price per share, which is different than the net asset value per share. The difference represents a market premium or market discount of such shares. There can be no assurances that the market discount or market premium on shares of any closed-end investment company or ETF purchased by the Fund will not change.
Exchange Traded Funds – The Fund may invest in ETFs, which are a type of fund bought and sold on a securities exchange. An ETF trades like common stock and represents a fixed portfolio of securities. The risks of owning an ETF generally reflect the risks of owning the underlying securities in which it invests, although the lack of liquidity on an ETF could result in it being more volatile. Additionally, ETFs have fees and expenses that reduce their value.
Exchange Traded Notes – The Funds may invest in exchange traded notes (“ETNs”). ETNs are a type of debt security that is linked to the performance of underlying securities. The risks of owning ETNs generally reflect the risks of owning the underlying securities they are designed to track. In addition, ETNs are subject to credit risk generally to the same extent as debt securities.
The Fund utilizes various methods to measure the fair value of all of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
7
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following table summarizes the inputs used as of August 31, 2024, for the Fund’s assets and liabilities measured at fair value:
| Assets* | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Exchange-Traded Funds | $ | 77,543,512 | $ | — | $ | — | $ | 77,543,512 | ||||||||
| Total | $ | 77,543,512 | $ | — | $ | — | $ | 77,543,512 | ||||||||
The Fund did not hold any Level 2 or Level 3 securities during the year.
| * | Refer to the Schedule of Investments for portfolio composition. |
Security Transactions and Related Income
Security transactions are accounted for on trade date basis. Interest income is recognized on an accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities. Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds.
Dividends and Distributions to Shareholders
Ordinarily, dividends from net investment income, if any, are declared and paid annually by the Fund. The Fund distributes its net realized capital gains, if any, to shareholders annually. Dividends from net investment income and distributions from net realized gains are recorded on ex-dividend date and determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either temporary (i.e., deferred losses, capital loss carry forwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification.
Cash
The Fund considers its investments in an FDIC (“Federal Deposit Insurance Corporation”) insured interest bearing savings account to be cash. The Fund maintains cash balances, which, at times, may exceed federally insured limits. The Fund maintains these balances with a high-quality financial institution.
8
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
Federal Income Taxes
The Fund intends to continue to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to its shareholders. Therefore, no provision for federal income tax is required. The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s August 31, 2024 tax returns.
Trustee Fees
For the period ended August 31, 2024, the Trustees were paid $15,000.
Indemnification
The Trust indemnifies its officers and trustees for certain liabilities that may arise from the performance of their duties to the Fund and Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund expects the risk of loss due to these warranties and indemnities to be remote.
| (3) | INVESTMENT TRANSACTIONS |
For the year ended August 31, 2024, cost of purchases and proceeds from sales of portfolio securities (excluding in-kind transactions and short-term investments) for the Fund amounted to $254,978,638 and $255,348,296 respectively. For the year ended August 31, 2024, cost of purchases and proceeds from sales of portfolio securities for in-kind transactions, amounted to $30,335,962 and $55,707,122, respectively.
| (4) | INVESTMENT MANAGEMENT AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES |
THOR Trading Advisors, LLC, d/b/a THOR Financial Technologies, LLC serves as the Fund’s investment adviser (the “Adviser”). Pursuant to an Investment Management Agreement with the Fund, the Adviser, under the oversight of the Board, directs the daily investment operations of the Fund and supervises the performance of administrative and professional services provided by others. The Adviser pays all ordinary operating expenses of the Fund. As compensation for its services, the Fund pays to the Adviser a unitary management fee (computed daily and paid monthly) at an annual rate of 0.55% of its average daily net assets. The Fund will pay all (i) brokerage expenses and other fees, charges, taxes, levies or expenses (such as stamp taxes) incurred in connection with the execution of portfolio transactions or in connection with creation and redemption transactions (including without limitation any fees, charges, taxes, levies or expenses related to the purchase or sale of an amount of any currency, or the patriation or repatriation of any security or other asset, related to the execution of portfolio transactions or any creation or redemption transactions); (ii) legal fees or expenses in connection with any arbitration, litigation or pending or threatened arbitration or litigation, including any settlements in connection therewith; (iii) extraordinary expenses (in each case as determined by a majority of the Independent Trustees, as defined under the 1940 Act); (iv) distribution fees and expenses paid by the Trust under any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act; (v) interest and taxes of any kind or nature (including, but not limited to, income, excise, transfer and withholding taxes); (vi) fees and expenses related to the provision of securities lending services; and (vii) the advisory fee payable to the Adviser. For the year ended August 31, 2024, the Fund paid advisory fees of $303,885.
9
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
The Trust, with respect to the Fund, has adopted a distribution and service plan (“Plan”) pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund is authorized to pay distribution fees to Northern Lights Distributors, LLC (the “Distributor” or “NLD”) and other firms that provide distribution and shareholder services (“Service Providers”). If a Service Provider provides these services, the Fund may pay fees at an annual rate not to exceed 0.25% of average daily net assets, pursuant to Rule 12b-1 under the 1940 Act.
No distribution or service fees are currently paid by the Fund, and there are no current plans to impose these fees. In the event Rule 12b-1 fees are charged, they would increase the cost of an investment in the Fund over time.
In addition, certain affiliates of the Distributor provide services to the Fund as follows:
Ultimus Fund Solutions, LLC (“Ultimus”) – Ultimus, an affiliate of the Distributor, provides administration and fund accounting services to the Fund. Pursuant to a separate servicing agreement with Ultimus, the Adviser pays
Ultimus customary fees for providing administration and fund accounting services to the Fund. Certain officers of the Trust are also officers of Ultimus and are not paid any fees directly by the Adviser for serving in such capacities.
BluGiant, LLC (“BluGiant”) , BluGiant, an affiliate of Ultimus and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, BluGiant receives customary fees from the Fund.
| (5) | DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL |
The Statement of Assets and Liabilities represents cost for financial reporting purposes. Aggregate cost for federal tax purposes is $71,485,171 for the Fund, and differs from market value by net unrealized appreciation (depreciation) which consisted of:
| Gross unrealized appreciation: | $ | 6,320,617 | ||
| Gross unrealized depreciation: | (262,276 | ) | ||
| Net unrealized appreciation: | $ | 6,058,341 |
The tax character of dividends utilized during the periods ended August 31, 2024, and August 31, 2023 was as follows:
| Fiscal Year Ended | Fiscal Period Ended | |||||||
| August 31, 2024 | August 31, 2023 | |||||||
| Ordinary Income | $ | 1,384,564 | $ | 545,292 | ||||
| Long-Term Capital Gain | — | — | ||||||
| Return of Capital | — | — | ||||||
| $ | 1,384,564 | $ | 545,292 | |||||
As of August 31, 2024, the components of accumulated earnings/(deficit) on a tax basis were as follows:
| Undistributed | Undistributed | Post October Loss | Capital Loss | Other | Unrealized | Total | ||||||||||||||||||||
| Ordinary | Long-Term | and | Carry | Book/Tax | Appreciation/ | Accumulated Earnings/ | ||||||||||||||||||||
| Income | Gains | Late Year Loss | Forwards | Differences | (Depreciation) | (Losses) | ||||||||||||||||||||
| $ | 278,751 | $ | — | $ | — | $ | (3,203,851 | ) | $ | — | $ | 6,058,341 | $ | 3,133,241 | ||||||||||||
10
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
The difference between book basis and tax basis undistributed net investment income/(loss), accumulated net realized gain/(loss), and unrealized appreciation/(depreciation) from investments is primarily attributable to the tax deferral of losses on wash sales.
At August 31, 2024, the Fund had capital loss carry forwards (“CLCF”) for federal income tax purposes available to offset future capital gains, as follows:
| Short-Term | Long-Term | Total | CLCF Utilized | |||||||||||
| $ | 3,023,851 | $ | — | $ | 3,203,851 | $ | — | |||||||
Permanent book and tax differences, primarily attributable to tax adjustments for realized gain (loss) on in-kind redemptions resulted in reclassification for the year ended August 31, 2024, as follows:
| Paid | ||||||
| In | Accumulated | |||||
| Capital | Earnings | |||||
| $ | 1,174,135 | $ | (1,174,135 | ) | ||
| (6) | CAPITAL SHARE TRANSACTIONS |
Shares are not individually redeemable and may be redeemed by the Fund at NAV only in large blocks known as “Creation Units.” Shares are created and redeemed by the Fund only in Creation Unit size aggregations of 10,000 shares. For purposes of GAAP, in-kind redemption transactions are treated as a sale of securities and any resulting gains and losses are recognized based on the market value of the securities on the date of the transfer. Only Authorized Participants or transactions done through an Authorized Participant are permitted to purchase or redeem Creation Units from the Fund. An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company (“DTC”) participant and, in each case, must have executed a Participant Agreement with the Distributor. Such transactions are generally permitted on an in-kind basis, with a balancing cash component to equate the transaction to the NAV per share of the Fund on the transaction date. Cash may be substituted equivalent to the value of certain securities generally when they are not available in sufficient quantity for delivery, not eligible for trading by the Authorized Participant or as a result of other market circumstances. In addition, the Fund may impose transaction fees on purchases and redemptions of Fund shares to cover the custodial and other costs incurred by the Fund in effecting trades. A fixed fee payable to the custodian may be imposed on each creation and redemption transaction regardless of the number of Creation Units involved in the transaction (“Fixed Fee”). Purchases and redemptions of Creation Units for cash or involving cash-in-lieu are required to pay an additional variable charge to compensate the Fund and its ongoing shareholders for brokerage and market impact expenses relating to Creation Unit transactions (“Variable Charge,” and together with the Fixed Fee, the “Transaction Fees”). Transactions in capital shares for the Fund are disclosed in the Statement of Changes in Net Assets.
The Transaction Fees for the Fund are listed in the table below:
| Maximum Additional Variable Charge for | |
| Fee for In-Kind and Cash Purchases | Cash Purchases* |
| $200 | 2.00% |
| * | The maximum Transaction Fee may be up to 2.00% of the amount invested. |
11
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
| (7) | PRINCIPAL INVESTMENT RISKS |
The Fund’s investments in securities, financial instruments and derivatives expose it to various risks, certain of which are discussed below. Please refer to the Fund’s prospectus and statement of additional information for further information regarding the risks associated with the Fund’s investments which include, but are not limited to: models and data risk, allocation risk, authorized participant risk, ETF structure risks, index calculation agent risk, index tracking risk, smaller fund risk, large capitalization stock risk, passive investment risk, portfolio turnover risk, securities market risk, and underlying funds risk.
Models and Data Risk. The Fund’s index relies heavily on a proprietary algorithm as well as data and information supplied by third parties that are utilized by such model. To the extent the algorithm does not perform as designed or as intended, including accurately measuring historic price trends and volatility, the Fund’s strategy may not be successfully implemented and the Fund may lose value.
Allocation Risk. The risk that if the Fund’s strategy for allocating assets among different sectors does not work as intended, the Fund may not achieve its objective or may underperform other funds with the same or similar investment strategy.
Authorized Participant Risk. Only an Authorized Participant (“AP”) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs on an agency basis (i.e., on behalf of other market participants). To the extent that APs exit the business or are unable to proceed with creation or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units, Fund shares may be more likely to trade at a premium or discount to net asset value and possibly face trading halts or delisting. AP concentration risk may be heightened for exchange-traded funds (“ETFs”) that invest in non-U.S. securities or other securities or instruments that have lower trading volumes.
ETF Structure Risks. The Fund is structured as an ETF and is subject to special risks, including:
| ○ | Not Individually Redeemable. Shares of the Fund (“Shares”) are not individually redeemable and may be redeemed by the Fund at NAV only in large blocks known as “Creation Units.” You may incur brokerage costs purchasing enough Shares to constitute a Creation Unit. |
| ○ | Trading Issues. An active trading market for the Shares may not be developed or maintained. Trading in Shares on the exchange may be halted due to market conditions or for reasons that, in the view of the exchange, make trading in Shares inadvisable, such as extraordinary market volatility. There can be no assurance that Shares will continue to meet the listing requirements of the exchange. If the Shares are traded outside a collateralized settlement system, the number of financial institutions that can act as authorized participants that can post collateral on an agency basis is limited, which may limit the market for the Shares. |
| ○ | Market Price Variance Risk. The market prices of Shares will fluctuate in response to changes in NAV and supply and demand for Shares and will include a “bid-ask spread” charged by the exchange specialists, market makers or other participants that trade the particular security. There may be times when the market price and the NAV vary significantly. This means that Shares may trade at a discount to NAV. |
Index Calculation Agent Risk. The Fund seeks to achieve returns that generally correspond, before fees and expenses, to the performance of its index, as published by its Index Calculation Agent. There is no assurance that the Index Calculation Agent will compile the index accurately, or that the index will be determined, composed or calculated accurately. While the Adviser gives descriptions of what the index is designed to achieve, the Index Calculation Agent does not provide any warranty or accept any liability in relation to the quality, accuracy or completeness of data in the index, and does not guarantee that its index will be in line with its methodology.
12
| THOR Low Volatility ETF |
| NOTES TO FINANCIAL STATEMENTS (Continued) |
| August 31, 2024 |
Index Tracking Risk. The Fund’s return may not match or achieve a high degree of correlation with the return of the Index.
Smaller Fund Risk. A smaller fund is subject to the risk that its performance may not represent how the fund is expected to or may perform in the long term. In addition, smaller funds may not attract sufficient assets to achieve investment and trading efficiencies. There can be no assurance that the Fund will achieve an economically viable size, in which case it could ultimately liquidate. In a liquidation, shareholders of the Fund will receive an amount equal to the Fund’s NAV, after deducting the costs of liquidation. Receipt of a liquidation distribution may have negative tax consequences for shareholders.
Large Capitalization Stock Risk. The Fund may invest in large capitalization companies. The securities of such companies may underperform other segments of the market because such companies may be less responsive to competitive challenges and opportunities and may be unable to attain high growth rates during periods of economic expansion.
Passive Investment Risk. The Fund is not actively managed and, therefore, the Fund would not sell a security due to current or projected underperformance of the security, industry, or sector unless that security is removed from the Index or selling the security is otherwise required upon a rebalancing of the Index.
Portfolio Turnover Risk. The Fund may buy and sell investments frequently if the Index constituents change. Such a strategy often involves higher transaction costs, including brokerage commissions, and may increase the amount of capital gains (in particular, short term gains) realized by the Fund. Shareholders may pay tax on such capital gains.
Securities Market Risk. The value of securities owned by the Fund may go up or down, sometimes rapidly or unpredictably, due to factors affecting particular companies or the securities markets generally. A general downturn in the securities market may cause multiple asset classes to decline in value simultaneously.
Underlying Funds Risk. Other investment companies, such as ETFs, in which the Fund invests are subject to investment advisory and other expenses, which will be indirectly paid by the Fund. As a result, the cost of investing in the Fund is higher than the cost of investing directly in the Underlying Funds and may be higher than other funds that invest directly in stocks and bonds. Through its investments in Underlying Funds, the Fund is subject to the risks associated with the Underlying Funds’ investments. The U.S. money market funds in which the Fund invests seek to maintain a stable NAV, but money market funds are subject to credit, market and other risks, and are not guaranteed.
| (8) | SUBSEQUENT EVENTS |
Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.
On October 11, 2024, the Board approved the Fund’s name change to “THOR Equal Weight Low Volatility ETF”, effective November 1, 2024.
13
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Shareholders of THOR Low Volatility ETF and
Board of Trustees of THOR Financial Technologies Trust
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of THOR Low Volatility ETF (the “Fund”), a series of THOR Financial Technologies Trust, as of August 31, 2024, the related statement of operations for the year then ended, and the statements of changes in net assets and financial highlights for the year then ended and the period from September 12, 2022 (commencement of operations) through August 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of August 31, 2024, the results of its operations for the year then ended, and the changes in net assets and financial highlights for the year then ended and the period from September 12, 2022 (commencement of operations) through August 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of August 31, 2024, by correspondence with the custodian. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the Fund’s auditor since 2023.
COHEN &
COMPANY, LTD.
Philadelphia, Pennsylvania
October 30, 2024
COHEN
& COMPANY, LTD.
800.229.1099
| 866.818.4538
fax |
cohencpa.com
Registered with the Public Company Accounting Oversight Board
14
| THOR Low Volatility ETF |
| ADDITIONAL INFORMATION (Unaudited) |
| August 31, 2024 |
Renewal of Advisory Agreement – THOR Equal Weight Low Volatility ETF*
At a meeting held on August 19, 2024, the Board, including a majority of the Trustees who are not “interested persons,” as that term is defined in the 1940 Act, discussed the renewal of the investment advisory agreement (the “Management Agreement”) between the Adviser and the Trust, with respect to THOR Equal Weight Low Volatility ETF (the “Fund”). In considering the renewal of the Management Agreement, the Board received materials specifically relating to the Fund and the Management Agreement.
The Board relied upon the advice of independent legal counsel and its own business judgment in determining the material factors to be considered in evaluating the Management Agreement and the weight to be given to each such factor. The Board’s conclusions were based on an evaluation of all of the information provided and were not the result of any one factor. Moreover, each Trustee may have afforded different weight to the various factors in reaching conclusions with respect to the Management Agreement.
Nature, Extent and Quality of Services . The Board reviewed the background of the Adviser’s key investment personnel, noting no material changes since the last renewal of the Management Agreement. The Board commented that the THOR Low Volatility Index identified investment opportunities for the Fund through the use of its proprietary algorithmic process, with the algorithm monitored by the portfolio managers to ensure accuracy. The Board noted that the Adviser monitored compliance by reviewing reports provided by the Fund’s Administrator and Chief Compliance Officer. The Board further noted that the Adviser reported no cybersecurity incidents or material compliance issues since the Management Agreement’s last renewal. The Board noted that since the Fund has moved to the NYSE, the Fund has kept strict adherence to NAV resulting in smaller bid/ask spreads. The Board observed that the Adviser reported no SEC or regulatory examinations and no material litigation or administrative action since the Management Agreement’s last renewal. The Board concluded that the Adviser continued to provide consistent portfolio management, risk management and compliance services through various market conditions and allocated adequate resources to support the Fund. The Board determined that it could expect the Adviser to continue to provide quality services to the Fund and its shareholders.
Performance. The Board observed that the Fund achieved a net return of 17.02% since inception and a net return of 8.21% for the one -year period ended June 30, 2024. The Board observed that the Fund had underperformed the median of its peer group and its Morningstar category across all periods. The Board further observed that the Fund underperformed against the MSCI USA Minimum Volatility NR USD Index and the S&P 500 Index. The Board considered the Adviser’s remarks that the MSCI USA Minimum Volatility NR USD Index is being used for comparison purposes as it is the flagship index in the low volatility space and thus warrants a comparison to the Fund for discussion purposes. The Board noted that for the since inception period ended June 30, 2024, the Fund’s performance on a gross of fees basis (i.e., excluding the effect of fees and expenses) was generally consistent with the performance of its underlying index, the THOR Low Volatility Index. The Board acknowledged that for standard deviation among its peer group and Morningstar category, the Fund ranked in the second quartile for the one-year
15
| THOR Low Volatility ETF |
| ADDITIONAL INFORMATION (Unaudited) (Continued) |
| August 31, 2024 |
period ended June 30, 2024, and ranked in the third quartile for the period since inception through June 30, 2024. The Board noted the Adviser attributed the Fund’s underperformance to the overall market underperformance of equal weight strategies during the fiscal period, but that the Adviser remained confident that the Fund’s process and strategy would result in competitive performance over time. The Board concluded that the Adviser had managed the strategy as designed and provided reasonable returns for the Fund’s shareholders.
Fees and Expenses. The Board noted that the advisory fee and net expense ratio of the Fund were each lower than the medians and averages of its peer group and Morningstar category. Given these considerations, the Board concluded that the Adviser’s advisory fee for the Fund was not unreasonable.
Economies of Scale. The Board discussed the Fund’s size and its prospects for growth, concluding that the Adviser had not yet achieved meaningful economies of scale that would justify the implementation of breakpoints. The Board noted the Adviser’s willingness to consider breakpoints as the Fund reached a specified level of assets. The Board agreed to monitor and address the issue at the appropriate time.
Profitability. The Board reviewed the Adviser’s profitability analysis in connection with the advisory services provided to the Fund and noted that the Adviser was managing the Fund at a loss. The Board concluded that the Adviser’s profits from the Fund were not excessive.
Conclusion. Having requested and reviewed such information from the Adviser as the Board believed to be reasonably necessary to evaluate the terms of the Management Agreement and as assisted by the advice of independent counsel, the Board concluded that renewal of the Management Agreement was in the best interests of the Fund and its shareholders.
| * | Due to timing of the contract renewal schedule, these deliberations may or may not relate to the current performance results of the Fund. |
16
Proxy Voting Policy
Information regarding how the Fund votes proxies relating to portfolio securities for the twelve month period ended June 30th as well as a description of the policies and procedures that the Fund used to determine how to vote proxies is available without charge, upon request, by calling 1-800-974-6964 or by referring to the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
THOR-AR24
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
Included under Item 7
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
Included under Item 7
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 15. Submission of Matters to a Vote of Security Holders.
None
Item 16. Controls and Procedures
(a) The registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of this report on Form N-CSR.
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation.
(a) Not applicable.
(b) Not applicable.
Item 19. Exhibits.
| (a)(1) | Code of Ethics for Principal Executive and Senior Financial Officers. |
| (a)(2) | Not applicable. |
| (a)(3) | A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto. |
| (a)(4) | Not applicable. |
(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
THOR Financial Technologies Trust
| By | /s/ Bradley Roth | |
| Bradley Roth | ||
| Principal Executive Officer/President | ||
| Date: 11/4/2024 | ||
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By | /s/ Bradley Roth | |
| Bradley Roth | ||
| Principal Executive Officer/President | ||
| Date: 11/4/2024 | ||
| By | /s/ Kyle Wiggs | |
| Kyle Wiggs | ||
| Principal Financial Officer/Treasurer | ||
| Date: 11/4/2024 | ||
Certification [Exhibit 99. CERT]
I, Bradley Roth, certify that:
| 1. | I have reviewed this report on Form N-CSR of the Thor Low Volatility ETF (a series of THOR Financial Technologies Trust); |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
| a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
| b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
| c. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
| d. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
| b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: 11/04/2024 | /s/ Bradley Roth | |
| Bradley Roth | ||
| Principal Executive Officer/President | ||
Certification [Exhibit 99. CERT]
I, Kyle Wiggs, certify that:
| 2. | I have reviewed this report on Form N-CSR of the Thor Low Volatility ETF (a series of THOR Financial Technologies Trust); |
| 3. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 4. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
| 5. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
| b. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
| c. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
| d. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
| e. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 6. | The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| b. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
| c. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: 11/04/2024 | /s/ Kyle Wiggs | |
| Kyle Wiggs | ||
| Principal Financial Officer/Treasurer | ||
certification
Bradley Roth, Principal Executive Officer/President, and Kyle Wiggs, Principal Financial Officer/Treasurer, of THOR Financial Technologies Trust (the “Registrant”), each certify to the best of his knowledge that:
1. The Registrant’s periodic report on Form N-CSR for the period ended August 31, 2024, (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, and
2. The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
| Principal Executive Officer/President | Principal Financial Officer/Treasurer | |||
| THOR Financial Technologies Trust | THOR Financial Technologies Trust | |||
| /s/ Bradley Roth | /s/ Kyle Wiggs | |||
| Bradley Roth | Kyle Wiggs | |||
| Date: | 11/4/2024 | Date: | 11/4/2024 | |
This certification is being furnished to the Commission solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR filed with the Commission.
THOR Financial Technologies Trust Code of Ethics (“1940 Act Code of Ethics”)
Purpose of the Code of Ethics
The THOR Financial Technologies Trust (the “Trust”) has adopted this Code of Ethics (the “Code”) to set forth guidelines and procedures that promote ethical practices and conduct by all of the Trust’s Access Persons, as defined below, and to ensure compliance with the Federal Securities Laws. To the extent that any such individuals are subject to compliance with the separately maintained Code of Ethics of the Trust’s Adviser (the “Adviser”), Fund Administrator or Distributor (collectively the “Service Providers”), as applicable, whose Codes of Ethics complies with Rule 17j-1, compliance by such individuals with the provisions of the Code of the applicable Service Providers shall constitute compliance with this Code. This Code is based on the principle that, each Access Person of the Trust will conduct such activities in accordance with to the following principles:
| · | To be dutiful in placing the interests of the Trust’s shareholders first and before their own; |
| · | all personal securities transactions must be conducted consistent with this Code of Ethics and in such a manner as to avoid any actual or potential conflict of interest or any abuse of an individual's position of Trust and responsibility; and |
| · | adhere to the fundamental standard that Access Persons shall not take inappropriate advantage of their position. |
Any violation of this Code must be reported promptly to Alexander Woodcock, the Trust Chief Compliance Officer (“CCO”). Failure to do so will be deemed a violation of the Code.
Legal Requirement
Pursuant to Rule 17j-1(b) of the Investment Company Act of 1940 (the “1940 Act”), it is unlawful for any Access Person to:
| · | employ any device, scheme or artifice to defraud the Trust; |
| · | make any untrue statement of a material fact to the Trust or fail to state a material fact necessary in order to make the statements made to the Trust, in light of the circumstances under which they were made, not misleading; |
| · | engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon the Trust; or |
| · | engage in any manipulative practice with respect to the Trust, in connection with the purchase or sale (directly or indirectly) by such Access Person of a security "held or to be acquired" by the Trust. |
Definitions - All definitions shall have the same meaning as explained in Rule 17j-1 or Section 2(a) of the 1940 Act and are summarized below.
Access Person means – Any officers, Trustees, general partner or employee of the Trust or of the Trust’s Investment Adviser (or of any entity in a control relationship to the Trust or Investment Adviser) who, in connection with his/her regular functions or duties, makes, participates in, or obtains information regarding the purchase or sale of Covered Securities by the Trust, or whose functions relate to the making of any recommendations with respect to such purchases or sales.
Automatic Investment Plan – A program in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule and allocation. An Automatic Investment Plan includes a dividend reinvestment plan.
Beneficial Ownership means in general and subject to the specific provisions of Rule 16a- 1(a)(2) under the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, having or sharing, directly or indirectly, through any contract arrangement, understanding, relationship, or otherwise, a direct or indirect “pecuniary interest” in the security.
Connected Persons – Adult children or parents living at home, and any relative, person or entity for whom the Access Person directs the investments or securities trading unless otherwise specified
Control shall have the same meaning as that set forth in Section 2(a)(9) of the Exchange Act. Covered Security – shall be any security except that it does not include:
| · | Direct obligations of the Government of the United States; |
| · | Bankers’ acceptances, bank certificates of deposit, commercial paper and high-quality short-term debt instruments, including repurchase agreements; and |
| · | Shares issued by open-end trusts (excluding open-end exchange traded trust). |
De Minimis Security means securities issued by any company included in the Standard and Poor's 500 Stock Index and in an amount less than $10,000.
Exchange Traded Fund (“ETF”) means a registered open-end management company: (A) that issues (and redeems) creation units to (and from) authorized participants in exchange for a basket and a cash balancing amount if any; and whose shares are listed on a national securities exchange and traded at market-determined prices.
Fund means an investment company registered under the 1940 Act.
Independent Trustees means those Trustees of the Trust that would not be deemed an “interested person” of the Trust, as defined in Section 2(a)(19)(A) of the 1940 Act.
Initial Public Offering means an offering of securities registered under the Securities Act of 1933 (the “Securities Act”), the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Act.
Limited Offering means an offering that is exempt from registration pursuant to Section 4(2) or Section 4(6) or pursuant to Rule 504, Rule 505, or Rule 506 under the Securities Act.
Purchase or Sale of a Covered Security includes, among other things, the writing of an option to purchase or sell a Covered Security.
Restricted Trustee means each trustee of the Trust who is not also a director, officer, partner, employee or controlling person of any one or more of the Trust's investment advisers, administrator, custodian, transfer agent, or distributor.
Security held or to be Acquired by the Trust means:
| 1. | Any Covered Security which, within the most recent fifteen (15) days: |
| · | Is or has been held by the Trust; or |
| · | Is being or has been considered by the Trust or its Investment Advisor for purchase by the Trust; and |
| · | Any option to purchase or sell, and any security convertible into or exchangeable for, a Covered Security. |
Policies of the Trust Regarding Personal Securities
Transactions General
No Access Person of the Trust shall engage in any act, practice or course of business that would violate the provisions of Rule 17j-1 as set forth above, or in connection with any personal investment activity, engage in conduct inconsistent with this Code.
Specific Policies
| 1. | Restrictions on Personal Securities Transactions by Other Than Restricted Trustees and persons covered under an equivalent code of ethics of the Fund’s service provider. |
| a. | Except as provided below, no Access Person may buy or sell Covered Securities for his or her personal portfolio or the portfolio of a member of his or her immediate family without obtaining authorization from the Trust CCO prior to effecting such security transaction. |
Note: If an Access Person has questions as to whether purchasing or selling a security for his or her personal portfolio or the portfolio of a member of his or her immediate family requires prior authorization, the Access Person should consult the Trust CCO for clearance or denial of clearance to trade prior to effecting any securities transactions.
| b. | Pre-clearance approval under paragraph (a) will expire at the close of business on the trading day after the date on which the authorization is received, and the Access Person is required to renew clearance for the transaction if the trade is not completed before the authority expires. |
| c. | No clearance will be given to an Access Person to purchase or sell any Covered Security (1) on a day when any Fund of the Trust has a pending "buy" or "sell" order in that same Covered Security until that pending "buy" or "sell" order is executed or withdrawn or (2) when the Trust Compliance Officer has been advised by the Adviser that the same Covered Security is being considered for purchase or sale for any portfolio of the Trust. |
| d. | The pre-clearance requirement contained above shall not apply to the following securities ("Exempt Securities"): |
| · | Securities that are not Covered Securities; |
| · | De Minimis Securities; |
| · | Securities purchased or sold in any account over which the Access Person has no direct or indirect influence or control; |
| · | Securities purchased or sold in a transaction which is non-volitional on the part of either the Access Person or the Trust; |
| · | Securities acquired as a part of an Automatic Investment Plan; |
| · | Securities acquired upon the exercise of rights issued by an issuer pro rata to all holders of a class of its securities, to the extent such rights were acquired from such issuer, and sales of such rights so acquired; and |
| · | Securities which the Trust's Funds are not permitted to purchase under the investment objectives and policies set forth in the Trust's then current prospectus(es) under the Securities Act of 1933 or the Trust's registration statement on Form N-1A, provided that prior to a transaction by an Access Person such securities have been approved for inclusion in a list of securities which are not permissible for purchase by the Trust's Fund. |
| e. | The pre-clearance requirement contained shall apply to all purchases of a beneficial interest in any security through an Initial Public Offering or a Limited Offering by any Access Person who is also classified as Investment Personnel. A record of any decision and the reason supporting such decision to approve the acquisition by Investment Personnel of Initial Public Offerings or Limited Offerings shall be made by the Compliance Officer. |
| 2. | Restrictions on Personal Securities Transactions by Restricted Trustees. |
The Trust recognizes that a Restricted Trustee do not have on-going, day- to-day involvement with the operations of the Trust. In addition, it has been the practice of the Trust to give information about securities purchased or sold by the Trust or considered for purchase or sale by the Trust to Restricted Trustee in materials circulated more than 15 days after such securities are purchased or sold by the Trust or are considered for purchase or sale by the Trust. Accordingly, the Trust believes that less stringent controls are appropriate for Restricted Trustees, as follows:
| · | The securities pre-clearance requirement above shall only apply to a Restricted Trustee if he or she knew or, in the ordinary course of fulfilling his or her official duties as a trustee or officer, should have known, that during the 15-day period before the transaction in a Covered Security (other than an Exempt Security ) or at the time of the transaction that the Covered Security purchased or sold by him or her other than an Exempt Security was also purchased or sold by the Trust or considered for the purchase or sale by the Trust. |
| · | If the pre-clearance provisions of the preceding paragraph apply, no clearance will be given to a Restricted Trustee to purchase or sell any Covered Security (1) on a day when any portfolio of the Trust has a pending "buy" or "sell" order in that same Covered Security until that order is executed or withdrawn or (2) when a Compliance Officer has been advised by the Adviser that the same Covered Security is being considered for purchase or sale for any portfolio of the Trust. |
Reporting Requirements
The Trust CCO or designee shall monitor all personal trading activity of all Access Persons as deemed appropriate and covered by this Code. An Access Person of a Trust who is also an Access Person of the Trust’s principal underwriter, affiliates or Adviser may submit such reporting requirements via the forms prescribed by any such separate Code of Ethics provided that the associated forms comply with the requirements of Rule 17j-1(d)(1) of the 1940 Act.
| 1. | Initial/Ongoing Disclosure of Personal Brokerage Accounts. Within ten (10) days of the commencement of employment or at the commencement of a relationship with the Trust, all Access Persons, except Independent Trustees, are required to submit to the Chief Compliance Officer a report stating the names and account numbers of all of their personal brokerage accounts, brokerage accounts of any Connected Persons, and any brokerage accounts which they control or in which they or a Connected Person has Beneficial Ownership. Such report must contain the date on which it is submitted and the information in the report must be current as of a date no more than forty-five (45) days prior to that date. In addition, if a new brokerage account is opened during the course of the year, the Chief Compliance Officer must be notified immediately. The information required by the above paragraph must be provided to the Chief Compliance Officer on an annual basis. Disclosure of an account shall cover, at a minimum, all accounts at a broker-dealer, bank or other institution opened during the quarter and provide the following information: |
| · | the name of the broker, dealer or bank with whom the Access Person has established the account; |
| · | the date the account was established; |
| · | the date that the report is submitted by the Access Person. |
Each of these accounts is required to furnish duplicate confirmations and statements to the Chief Compliance Officer. Such statements and confirms as an Access Person of the Trust may be sent to the Adviser.
| 2. | Holdings Report. Within ten (10) days of becoming an Access Person (and with information that is current as of a date no more than forty-five (45) days prior to the date that the person becomes an Access Person), each Access Person, except Independent Trustees, must submit (i) a holdings report that must contain, at a minimum, the title and type of Security, and as applicable, the exchange ticker symbol or CUSIP number, number of shares, and principal amount of each Covered Security in which the Access Person has any direct or indirect Beneficial Ownership and (ii) the name of any broker, dealer or bank with whom the Access Person maintained an account in which any securities were held for the Access Person’s direct or indirect benefit as of the date they became an Access Person. This report must state the date on which it is submitted. |
| 3. | Quarterly Transaction Reports. All Access Persons, except Independent Trustees, shall report to the Chief Compliance Officer or designee the following information with respect to transactions in a Covered Security in which such person has, or by reason of such transaction acquires, any direct or indirect Beneficial Ownership in the Covered Security: |
| · | The date of the transaction, the title, and as applicable the exchange ticker symbol or CUSIP number, interest rate and maturity date, number of shares, and the principal amount of each Covered Security; |
| · | The nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition); |
| · | The price of the Covered Security at which the transaction was effected |
| · | The name of the broker, dealer, or bank with or through whom the transaction was effected; and |
| · | The date the Access Person Submits the Report. |
Reports pursuant to this section of this Code shall be made no later than thirty (30) days after the end of the calendar quarter in which the transaction to which the report relates was effected and shall include a certification that the reporting person has reported all Personal Securities Transactions required to be disclosed or reported pursuant to the requirements of this Code. Confirmations and Brokerage Statements sent directly to the appropriate address noted above is an acceptable form of a quarterly transaction report.
Review of Reports
The CCO of the Trust, or designee, shall be responsible for reviewing the reports received, maintaining a record of the names of the persons responsible for reviewing these reports, and as appropriate and reporting to the board of Trustees:
| · | any transaction that appears to evidence a possible violation of this Code; and |
| · | apparent violations of the reporting requirements stated herein. |
The CCO of the Trust shall review the reports referenced hereunder and shall determine whether the policies established in this Code have been violated, and what sanctions, if any, should be imposed on the violator. Sanctions include but are not limited to a letter of censure, suspension or termination of the employment of the violator, or the unwinding of the transaction and the disgorgement of any profits.
The CCO and the Board of Trustees of the Trust shall review the operation of this Code at least annually. All material violations of this Code and any sanctions imposed with respect thereto shall periodically be reported to the Board of Trustees of the Trust.
Form N-CSR Cover |
12 Months Ended |
|---|---|
Aug. 31, 2024 | |
| Shareholder Report [Line Items] | |
| Document Type | N-CSR |
| Amendment Flag | false |
| Registrant Name | THOR Financial Technologies Trust |
| Entity Central Index Key | 0001924447 |
| Entity Investment Company Type | N-1A |
| Document Period End Date | Aug. 31, 2024 |
Shareholder Report |
12 Months Ended | 120 Months Ended |
|---|---|---|
|
Aug. 31, 2024
USD ($)
Holding
|
Aug. 31, 2024
USD ($)
Holding
|
|
| Shareholder Report [Line Items] | ||
| Document Type | N-CSR | |
| Amendment Flag | false | |
| Registrant Name | THOR Financial Technologies Trust | |
| Entity Central Index Key | 0001924447 | |
| Entity Investment Company Type | N-1A | |
| Document Period End Date | Aug. 31, 2024 | |
| C000236830 | ||
| Shareholder Report [Line Items] | ||
| Fund Name | THOR Low Volatility ETF | |
| Trading Symbol | THLV | |
| Annual or Semi-Annual Statement [Text Block] | This annual shareholder report contains important information about THOR Low Volatility ETF for the period of September 1, 2023 to August 31, 2024. | |
| Shareholder Report Annual or Semi-Annual | Annual Shareholder Report | |
| Additional Information [Text Block] | You can find additional information about the Fund at https://thorfunds.com/. You can also request this information by contacting us at 1-800-974-6964. | |
| Material Fund Change Notice [Text Block] | This report describes changes to the Fund that occurred during the reporting period. | |
| Additional Information Phone Number | 1-800-974-6964 | |
| Additional Information Website | https://thorfunds.com/ | |
| Expenses [Text Block] | ||
| Expenses Paid, Amount | $ 59 | |
| Expense Ratio, Percent | 0.55% | |
| Performance Past Does Not Indicate Future [Text] | The Fund's past performance is not a good predictor of how the Fund will perform in the future. | |
| Average Annual Return [Table Text Block] | ||
| Performance Inception Date | Sep. 12, 2022 | |
| No Deduction of Taxes [Text Block] | The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or redemption of fund shares. | |
| AssetsNet | $ 79,109,906 | $ 79,109,906 |
| Holdings Count | Holding | 7 | 7 |
| Advisory Fees Paid, Amount | $ 303,885 | |
| InvestmentCompanyPortfolioTurnover | 445.00% | |
| Additional Fund Statistics [Text Block] | ||
| Holdings [Text Block] |
Shareholder Report, Line Graph (Details) - USD ($) |
Sep. 12, 2022 |
Aug. 31, 2024 |
Jun. 30, 2024 |
Mar. 31, 2024 |
Dec. 31, 2023 |
Sep. 30, 2023 |
Jun. 30, 2023 |
Mar. 31, 2023 |
Dec. 31, 2022 |
Sep. 30, 2022 |
|---|---|---|---|---|---|---|---|---|---|---|
| C000236830 | ||||||||||
| Account Value [Line Items] | ||||||||||
| Line Graph and Table Measure Name | THOR Low Volatility ETF | |||||||||
| Account Value | $ 10,000 | $ 11,751 | $ 11,068 | $ 11,267 | $ 10,502 | $ 9,780 | $ 10,186 | $ 9,864 | $ 9,917 | $ 9,116 |
| S&P 500 Index | ||||||||||
| Account Value [Line Items] | ||||||||||
| Line Graph and Table Measure Name | S&P 500<sup style="box-sizing: border-box; color: rgb(0, 0, 0); display: inline; flex-wrap: nowrap; font-size: 12px; font-weight: 700; grid-area: auto; line-height: 0px; margin: 0px; overflow: visible; position: relative; text-align: center;">®</sup> Index | |||||||||
| Account Value | $ 10,000 | $ 14,176 | $ 13,674 | $ 13,112 | $ 11,860 | $ 10,618 | $ 10,978 | $ 10,095 | $ 9,391 | $ 8,731 |
Shareholder Report, Average Annual Return (Details) |
12 Months Ended | 24 Months Ended | |
|---|---|---|---|
Sep. 12, 2022 |
Aug. 31, 2024 |
Aug. 31, 2024 |
|
| C000236830 | |||
| Average Annual Return [Line Items] | |||
| Line Graph and Table Measure Name | THOR Low Volatility ETF | ||
| Without Sales Load [Member] | C000236830 | |||
| Average Annual Return [Line Items] | |||
| Average Annual Return, Percent | 15.18% | 8.55% | |
| S&P 500 Index | |||
| Average Annual Return [Line Items] | |||
| Line Graph and Table Measure Name | S&P 500<sup style="box-sizing: border-box; color: rgb(0, 0, 0); display: inline; flex-wrap: nowrap; font-size: 12px; font-weight: 700; grid-area: auto; line-height: 0px; margin: 0px; overflow: visible; position: relative; text-align: center;">®</sup> Index | ||
| Average Annual Return, Percent | 27.14% | 19.41% | |
| THOR Low Volatility ETF - Market Price | |||
| Average Annual Return [Line Items] | |||
| Average Annual Return, Percent | 15.00% | 8.53% |
1 Year THOR Equal Weight Low Vo... Chart |
1 Month THOR Equal Weight Low Vo... Chart |
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