ETF Series Solutions (HOMZ) N-CSRCertified annual shareholder report (management investment company)

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Year Ended July 31

Ordinary Income

Filed: 7 Oct 24, 1:41pm

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 811-22668

ETF Series Solutions

(Exact name of registrant as specified in charter)

615 East Michigan Street

Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)

Kristina R. Nelson

ETF Series Solutions

615 East Michigan Street

Milwaukee, WI 53202
(Name and address of agent for service)

414-516-1645

Registrant’s telephone number, including area code

Date of fiscal year end: July 31

Date of reporting period: July 31, 2024

Item 1. Reports to Stockholders.

(a)


	US Vegan Climate ETF
	VEGN (Principal U.S. Listing Exchange: CBOE)
	Annual Shareholder Report \| July 31, 2024

This annual shareholder report contains important information about the US Vegan Climate ETF for the period of August 1, 2023, to July 31, 2024. You can find additional information about the Fund at https://veganetf.com. You can also request this information by contacting us at 1-800-617-0004.

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)


Fund Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
US Vegan Climate ETF	$67	0.60%

HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?

VEGN’s outperformance versus the S&P 500® Index in the first half of the current fiscal period was due to strong rallies in technology and communications stocks, as well as a decline in energy stocks. Utility and consumer staples, to which the Fund is underweight, underperformed, which was also supportive. Generally, the growth bias of the Fund benefited performance in the first half of the current fiscal period.

VEGN underperformed the S&P 500® Index in the first four months of the second half of the current fiscal period outperforming in June and July. Given the narrow market performance, dominated by the “Magnificent Seven”, VEGN’s performance was itself heavily influenced by the presence, or otherwise, of those stocks in its portfolio.

Overall, VEGN has benefited from its overweight to technology and underweights to materials, energy, industrials and consumer discretionary, whereas its avoidance of pharma, consumer staples and utilities detracted.

By category of exclusion, over the entire fiscal period, the main exclusions driving Fund outperformance were the removal of animal-derived products, energy production from fossil fuel, fossil fuel producers and animal testing. Minor negative contributions resulted from avoidance of banks and investment houses with exposure to our exclusions and other environmental issues.


Top Contributors
↑	NVIDIA Corporation
↑	Broadcom, Inc.
↑	Alphabet, Inc. (including Class A)
↑	Advanced Micro Devices, Inc.
↑	Apple, Inc.


Top Detractors
↓	Intel Corporation
↓	Tesla, Inc.
↓	United Parcel Service, Inc.
↓	Adobe, Inc
↓	Gingko Bioworks Holdings, Inc

HOW DID THE FUND PERFORM SINCE INCEPTION?*

The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted and assumes the maximum sales charge. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including management fees and other expenses, were deducted.

US Vegan Climate ETF

PAGE 1

TSR_AR_26922A297

CUMULATIVE PERFORMANCE (Initial Investment of $10,000)

ANNUAL AVERAGE TOTAL RETURN (%)


	1 Year	Since Inception (09/09/2019)
US Vegan Climate ETF NAV	22.90	15.67
US Vegan Climate ETF Market	22.94	15.66
S&P 500 TR	22.15	15.30
Beyond Investing US Vegan Climate GTR Index	23.67	16.46

Visit https://veganetf.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of July 31, 2024)


Net Assets	$101,048,576
Number of Holdings	254
Net Advisory Fee	$514,948
Portfolio Turnover	18%
30-Day SEC Yield	0.62%
30-Day SEC Yield Unsubsidized	0.62%

Visit https://veganetf.com for more recent performance information.

WHAT DID THE FUND INVEST IN? (as of July 31, 2024)


Top 10 Issuers	(%)
NVIDIA Corporation	5.3%
Apple, Inc.	5.0%
Broadcom, Inc.	4.4%
Tesla, Inc.	4.3%
Alphabet, Inc.	4.1%
UnitedHealth Group, Inc.	3.7%
Visa, Inc.	3.1%
Mastercard, Inc.	3.0%
Adobe, Inc.	2.4%
Oracle Corporation	2.2%


Top Sectors	(%)
Technology	46.4%
Financial	18.1%
Communications	13.6%
Consumer, Non-cyclical	9.3%
Consumer, Cyclical	6.8%
Industrial	5.2%
Energy	0.2%
Utilities	0.1%
Cash & Other	0.3%

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://veganetf.com

US Vegan Climate ETF

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TSR_AR_26922A297

The Fund is distributed by Quasar Distributors, LLC.

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Beyond Investing, LLC documents not be householded, please contact Beyond Investing, LLC at 1-800-617-0004, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Beyond Investing, LLC or your financial intermediary.

US Vegan Climate ETF

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TSR_AR_26922A297

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(b)

Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any substantive amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

A copy of the registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Mr. Leonard Rush is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit services” refer to performing an 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. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no “other services” provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

	FYE 7/31/2024	FYE 7/31/2023
(a) Audit Fees	$15,500	$15,000
(b) Audit-Related Fees	$0	$0
(c) Tax Fees	$3,500	$3,500
(d) All Other Fees	$0	$0

(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.

(e)(2) The percentage of fees billed by Cohen & Company, Ltd. applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

	FYE 7/31/2024	FYE 7/31/2023
Audit-Related Fees	0%	0%
Tax Fees	0%	0%
All Other Fees	0%	0%

(f) N/A.

(g) The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.

Non-Audit Related Fees	FYE 7/31/2024	FYE 7/31/2023
Registrant	N/A	N/A
Registrant’s Investment Adviser	N/A	N/A

(h) The audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining the principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

(i) The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.

(j) The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

(a) The registrant is an issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934, (the “Act”) and has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Act. The independent members of the committee are as follows: Leonard M. Rush, David A. Massart, and Janet D. Olsen.

(b) Not applicable

Item 6. Investments.

(a)	Schedule of Investments is included within the financial statements filed under Item 7 of this Form.

(b)

Not Applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.

(a)

US Vegan Climate ETF

July 31, 2024

TABLE OF CONTENTS

US Vegan Climate ETF

Schedule of Investments

July 31, 2024


	Shares	Value
COMMON STOCKS - 99.7%
Communications - 13.6%
Airbnb, Inc. - Class A^(a)	2,023	$ 282,330
Alphabet, Inc. - Class A	12,207	2,093,989
Alphabet, Inc. - Class C	12,093	2,093,903
Arista Networks, Inc.^(a)	1,113	385,710
AT&T, Inc.	33,234	639,754
Booking Holdings, Inc.	156	579,542
CDW Corporation	622	135,664
Charter Communications, Inc. - Class A^(a)	443	168,216
Cisco Systems, Inc.	41,987	2,034,270
Comcast Corporation - Class A	18,243	752,889
DoorDash, Inc. - Class A^(a)	1,449	160,433
eBay, Inc.	2,403	133,631
Expedia Group, Inc.^(a)	605	77,240
FactSet Research Systems, Inc.	176	72,704
Gen Digital, Inc.	2,862	74,383
GoDaddy, Inc. - Class A^(a)	623	90,615
Interpublic Group of Companies, Inc.	1,755	56,458
Okta, Inc.^(a)	741	69,610
Omnicom Group, Inc.	912	89,412
Palo Alto Networks, Inc.^(a)	1,486	482,549
Pinterest, Inc. - Class A^(a)	2,756	88,054
Robinhood Markets, Inc. - Class A^(a)	2,307	47,455
T-Mobile US, Inc.	2,399	437,290
Trade Desk, Inc. - Class A^(a)	2,050	184,254
Uber Technologies, Inc.^(a)	9,317	600,667
VeriSign, Inc.^(a)	404	75,552
Verizon Communications, Inc.	43,829	1,775,951
		13,682,525
Consumer, Cyclical - 6.8%
AutoNation, Inc.^(a)	123	23,459
CarMax, Inc.^(a)	729	61,557
Copart, Inc.^(a)	3,967	207,593
Cummins, Inc.	658	192,004
D.R. Horton, Inc.	1,386	249,383
Fastenal Company	2,656	187,912
Genuine Parts Company	634	93,268
Lennar Corporation - Class A	1,119	197,985
Lithia Motors, Inc.	125	34,541
Live Nation Entertainment, Inc.^(a)	681	65,505
LKQ Corporation	1,176	48,804
National Vision Holdings, Inc.^(a)	1,564	22,615
NVR, Inc.^(a)	14	120,505
O’Reilly Automotive, Inc.^(a)	274	308,617
PACCAR, Inc.	2,403	237,080
Planet Fitness, Inc. - Class A^(a)	403	29,701
Pool Corporation	177	66,205
PulteGroup, Inc.	979	129,228
Rivian Automotive, Inc. - Class A^(a)	3,174	52,085
Tesla, Inc.^(a)	18,631	4,323,696


	Shares	Value
Watsco, Inc.	156	$ 76,360
W.W. Grainger, Inc.	184	179,733
		6,907,836
Consumer, Non-cyclical - 9.3%
Automatic Data Processing, Inc.	1,909	501,342
Avis Budget Group, Inc.	137	13,838
Beyond Meat, Inc.^(a)	2,801	17,590
Block, Inc.^(a)	2,566	158,784
Celsius Holdings, Inc.^(a)	701	32,828
Centene Corporation^(a)	2,480	190,762
Cigna Group	1,310	456,758
Elevance Health, Inc.	1,078	573,528
elf Beauty, Inc.^(a)	251	43,318
Equifax, Inc.	572	159,800
Ginkgo Bioworks Holdings, Inc.^(a)	56,269	21,382
Global Payments, Inc.	1,191	121,053
H&R Block, Inc.	640	37,082
HCA Healthcare, Inc.	899	326,382
Hertz Global Holdings, Inc.^(a)	6,341	25,871
Humana, Inc.	559	202,140
Ingredion, Inc.	303	37,684
IQVIA Holdings, Inc.^(a)	825	203,140
McKesson Corporation	610	376,382
Molina Healthcare, Inc.^(a)	269	91,802
Moody’s Corporation	732	334,143
Natera, Inc.^(a)	509	52,117
Omnicell, Inc.^(a)	1,015	29,648
PayPal Holdings, Inc.^(a)	4,887	321,467
Robert Half, Inc.	477	30,619
S&P Global, Inc.	1,487	720,794
TransUnion	902	81,415
United Rentals, Inc.	311	235,458
UnitedHealth Group, Inc.	6,476	3,731,212
Verisk Analytics, Inc.	663	173,540
Waters Corporation^(a)	274	92,141
		9,394,020
Energy - 0.2%
Enphase Energy, Inc.^(a)	610	70,217
First Solar, Inc.^(a)	470	101,515
Plug Power, Inc.^(a)	3,735	9,225
Sunrun, Inc.^(a)	1,818	31,870
		212,827
Financial - 18.1%
Aflac, Inc.	2,407	229,580
Allstate Corporation	1,219	208,595
American Express Company	2,670	675,617
American International Group, Inc.	3,128	247,831
American Tower Corporation	2,168	477,827
Ameriprise Financial, Inc.	464	199,552
Aon plc - Class A	911	299,273
Arch Capital Group, Ltd.^(a)	1,671	160,048
Arthur J. Gallagher & Company	997	282,640

The accompanying notes are an integral part of these financial statements.

TABLE OF CONTENTS

US Vegan Climate ETF

Schedule of Investments

July 31, 2024(Continued)


	Shares	Value
COMMON STOCKS - (Continued)
Financial - (Continued)
AvalonBay Communities, Inc.	658	$ 134,837
Bank of New York Mellon Corporation	3,506	228,135
Brown & Brown, Inc.	1,113	110,666
Capital One Financial Corporation	1,754	265,556
Cboe Global Markets, Inc.	487	89,369
CBRE Group, Inc. - Class A^(a)	1,414	159,372
Chubb, Ltd.	1,878	517,689
Cincinnati Financial Corporation	715	93,393
Citizens Financial Group, Inc.	2,122	90,546
CME Group, Inc.	1,667	322,915
CoStar Group, Inc.^(a)	1,882	146,834
Crown Castle, Inc.	2,010	221,261
Discover Financial Services	1,160	167,028
Equinix, Inc.	438	346,125
Equity Residential	1,590	110,712
Essex Property Trust, Inc.	296	82,395
Everest Group, Ltd.	153	60,109
Extra Space Storage, Inc.	972	155,151
Fifth Third Bancorp	3,168	134,133
First Horizon Corporation	2,561	42,846
Hartford Financial Services Group, Inc.	1,376	152,626
Huntington Bancshares, Inc.	6,736	100,703
Intercontinental Exchange, Inc.	2,632	398,906
Invitation Homes, Inc.	2,658	93,748
Iron Mountain, Inc.	1,351	138,559
KeyCorp	4,327	69,794
Kimco Realty Corporation	3,055	66,385
LPL Financial Holdings, Inc.	344	76,203
M&T Bank Corporation	770	132,571
Markel Group, Inc.^(a)	59	96,692
Marsh & McLennan Companies, Inc.	2,280	507,460
Mastercard, Inc. - Class A	6,581	3,051,675
MetLife, Inc.	2,812	216,102
Mid-America Apartment Communities, Inc.	538	75,196
Nasdaq, Inc.	1,583	107,137
Progressive Corporation	2,714	581,122
Prologis, Inc.	4,289	540,628
Prudential Financial, Inc.	1,666	208,783
Public Storage	733	216,909
Raymond James Financial, Inc.	876	101,616
Realty Income Corporation	3,996	229,490
Regions Financial Corporation	4,264	95,386
SBA Communications Corporation	496	108,892
Simon Property Group, Inc.	1,499	230,007
Sun Communities, Inc.	572	72,490
Synchrony Financial	1,879	95,434
Travelers Companies, Inc.	1,060	229,426
Truist Financial Corporation	6,188	276,542
Ventas, Inc.	1,865	101,531


	Shares	Value
Visa, Inc. - Class A	11,767	$ 3,126,139
Welltower, Inc.	2,643	294,034
Willis Towers Watson plc	475	134,083
W.P. Carey, Inc.	1,011	58,446
W.R. Berkley Corporation	1,405	77,458
		18,322,208
Industrial - 5.2%
Advanced Drainage Systems, Inc.	309	54,705
Builders FirstSource, Inc.^(a)	554	92,723
Carrier Global Corporation	3,889	264,880
Crown Holdings, Inc.	556	49,317
Deere & Company	1,182	439,680
Dover Corporation	635	117,005
Eaton Corporation plc	1,848	563,252
EMCOR Group, Inc.	216	81,095
Energizer Holdings, Inc.	811	24,971
Expeditors International of Washington, Inc.	664	82,880
FedEx Corporation	1,050	317,362
Graco, Inc.	774	65,829
Graphic Packaging Holding Company	1,413	42,531
Hubbell, Inc.	249	98,517
IDEX Corporation	351	73,176
Jabil, Inc.	544	61,292
Johnson Controls International plc	3,146	225,065
Keysight Technologies, Inc.^(a)	808	112,773
Lennox International, Inc.	146	85,191
Mettler-Toledo International, Inc.^(a)	97	147,540
Otis Worldwide Corporation	1,883	177,943
Owens Corning	401	74,738
Parker-Hannifin Corporation	594	333,329
Rockwell Automation, Inc.	531	147,963
Saia, Inc.^(a)	123	51,396
Silgan Holdings, Inc.	371	19,081
Simpson Manufacturing Company, Inc.	196	37,650
Snap-on, Inc.	241	69,174
Stanley Black & Decker, Inc.	707	74,673
Toro Company	483	46,238
Trane Technologies plc	1,052	351,663
Trex Company, Inc.^(a)	502	41,982
Trimble, Inc.^(a)	1,138	62,067
United Parcel Service, Inc. - Class B	3,383	441,042
Vertiv Holdings Company - Class A	1,601	125,999
Westinghouse Air Brake Technologies Corporation	813	131,015
XPO, Inc.^(a)	529	60,777
		5,246,514
Technology - 46.4%^(b)
Accenture plc - Class A	6,523	2,156,634
Adobe, Inc.^(a)	4,480	2,471,392
Advanced Micro Devices, Inc.^(a)	14,907	2,153,763

The accompanying notes are an integral part of these financial statements.

TABLE OF CONTENTS

US Vegan Climate ETF

Schedule of Investments

July 31, 2024(Continued)


	Shares	Value
COMMON STOCKS - (Continued)
Technology - (Continued)
Akamai Technologies, Inc.^(a)	691	$67,911
ANSYS, Inc.^(a)	404	126,707
Apple, Inc.	22,575	5,013,456
Applied Materials, Inc.	8,654	1,836,379
Atlassian Corporation - Class A^(a)	729	128,720
Autodesk, Inc.^(a)	994	246,035
Broadcom, Inc.	27,480	4,415,486
Broadridge Financial Solutions, Inc.	542	115,988
Cadence Design Systems, Inc.^(a)	1,254	335,646
Cloudflare, Inc. - Class A^(a)	1,355	105,012
Cognizant Technology Solutions Corporation - Class A	2,312	174,972
Crowdstrike Holdings, Inc. - Class A^(a)	1,036	240,311
Datadog, Inc. - Class A^(a)	1,213	141,242
Dell Technologies, Inc. - Class C	1,378	156,651
Electronic Arts, Inc.	1,240	187,166
Entegris, Inc.	697	82,448
EPAM Systems, Inc.^(a)	261	56,149
Fair Isaac Corporation^(a)	112	179,200
Fidelity National Information Services, Inc.	2,672	205,290
Fiserv, Inc.^(a)	2,729	446,383
Fortinet, Inc.^(a)	2,849	165,356
Gartner, Inc.^(a)	350	175,416
HubSpot, Inc.^(a)	225	111,832
Intel Corporation	19,647	603,949
International Business Machines Corporation	9,406	1,807,269
Intuit, Inc.	2,832	1,833,295
Jack Henry & Associates, Inc.	337	57,789
KLA Corporation	627	516,065
Lam Research Corporation	608	560,114
Manhattan Associates, Inc.^(a)	284	72,528
Marvell Technology, Inc.	4,008	268,456
Microchip Technology, Inc.	2,462	218,576
Micron Technology, Inc.	5,125	562,827
MicroStrategy, Inc. - Class A^(a)	68	109,782
MongoDB, Inc.^(a)	325	82,017
Monolithic Power Systems, Inc.	219	189,017
MSCI, Inc.	357	193,051
NetApp, Inc.	956	121,393
Nutanix, Inc. - Class A^(a)	1,131	57,127
NVIDIA Corporation	45,510	5,325,580
ON Semiconductor Corporation^(a)	1,979	154,857
Oracle Corporation	16,236	2,264,110
Paychex, Inc.	1,493	191,134
PTC, Inc.^(a)	548	97,462
Pure Storage, Inc. - Class A^(a)	1,425	85,400
QUALCOMM, Inc.	11,015	1,993,164
ROBLOX Corporation - Class A^(a)	2,229	92,548
Salesforce, Inc.	8,642	2,236,550


	Shares	Value
Seagate Technology Holdings plc	907	$92,668
ServiceNow, Inc.^(a)	2,123	1,728,950
Skyworks Solutions, Inc.	744	84,533
Snowflake, Inc. - Class A^(a)	1,466	191,137
SS&C Technologies Holdings, Inc.	1,002	73,096
Super Micro Computer, Inc.^(a)	232	162,783
Synopsys, Inc.^(a)	704	393,057
Take-Two Interactive Software, Inc.^(a)	784	118,016
Teradyne, Inc.	708	92,861
Texas Instruments, Inc.	9,398	1,915,406
Tyler Technologies, Inc.^(a)	195	110,781
Veeva Systems, Inc. - Class A^(a)	685	131,472
Western Digital Corporation^(a)	1,513	101,447
Workday, Inc. - Class A^(a)	972	220,761
Zebra Technologies Corporation - Class A^(a)	237	83,232
Zoom Video Communications, Inc. - Class A^(a)	1,211	73,144
Zscaler, Inc.^(a)	416	74,610
		46,837,559
Utilities - 0.1%
American Water Works Company, Inc.	904	128,693
TOTAL COMMON STOCKS (Cost $71,981,344)		100,732,182
SHORT-TERM INVESTMENTS - 0.3%
Money Market Funds - 0.3%
First American Government Obligations Fund - Class X, 5.23%^(c)	292,222	292,222
TOTAL SHORT-TERM INVESTMENTS (Cost $292,222)		292,222
TOTAL INVESTMENTS - 100.0% (Cost $72,273,566)		$101,024,404
Other Assets in Excess of Liabilities - 0.0%^(d)		24,172
TOTAL NET ASSETS - 100.0%		$101,048,576

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)	To the extent that the Fund invests more heavily in a particular industry or sector of the economy, its performance will be especially sensitive to developments that significantly affect those industries or sectors. See Note 7 in Notes to Financial Statements.

(c)	The rate shown represents the 7-day effective yield as of July 31, 2024.

(d)	Represents less than 0.05% of net assets.

The accompanying notes are an integral part of these financial statements.

TABLE OF CONTENTS

US Vegan Climate ETF

Statement of Assets and Liabilities

July 31, 2024


ASSETS:
Investments in securities, at value			$101,024,404
Dividends and interest receivable			75,423
Total assets			101,099,827
LIABILITIES:
Payable to adviser			51,251
Total liabilities			51,251
NET ASSETS			$101,048,576
NET ASSETS CONSISTS OF:
Paid-in capital			$76,404,173
Total distributable earnings			24,644,403
Total net assets			$101,048,576
Net assets			$101,048,576
Shares outstanding^(a)			2,050,000
Net asset value per share			$49.29
COST:
Investments in securities, at cost			$72,273,566

(a)	Unlimited shares authorized without par value.

The accompanying notes are an integral part of these financial statements.

TABLE OF CONTENTS

US Vegan Climate ETF

Statement of Operations

For the Year Ended July 31, 2024


INVESTMENT INCOME:
Dividend income			$1,046,747
Interest income			13,560
Total investment income			1,060,307
EXPENSES:
Investment advisory fee			514,948
Total expenses			514,948
NET INVESTMENT INCOME			545,359
REALIZED AND UNREALIZED GAIN/(LOSS)
Net realized gain from:
Investments			(548,406)
In-kind redemptions			3,418,454
Net realized gain			2,870,048
Net change in unrealized appreciation on:
Investments			15,077,100
Net change in unrealized appreciation			15,077,100
Net realized and unrealized gain			17,947,148
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS			$18,492,507

The accompanying notes are an integral part of these financial statements.

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Statements of Changes in Net Assets


	Year Ended July 31,
	2024	2023
OPERATIONS:
Net investment income	$545,359	$527,889
Net realized gain/(loss)	2,870,048	(767,330)
Net change in unrealized appreciation	15,077,100	10,267,937
Net increase in net assets from operations	18,492,507	10,028,496
DISTRIBUTIONS TO SHAREHOLDERS:
Distributions to shareholders	(508,815)	(532,973)
Total distributions to shareholders	(508,815)	(532,973)
CAPITAL TRANSACTIONS:
Subscriptions	10,921,373	—
Redemptions	(3,512,700)	(1,715,610)
Net increase (decrease) in net assets from capital transactions	7,408,673	(1,715,610)
NET INCREASE IN NET ASSETS	$25,392,365	$7,779,913
NET ASSETS:
Beginning of the year	$75,656,211	$67,876,298
End of the year	$101,048,576	$75,656,211
SHARES TRANSACTIONS
Subscriptions	250,000	—
Redemptions	(75,000)	(50,000)
Total increase/(decrease) in shares outstanding	175,000	(50,000)

The accompanying notes are an integral part of these financial statements.

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Financial Highlights


	Year ended July 31,				Period ended July 31, 2020^(a)
	2024	2023	2022	2021	Period ended July 31, 2020^(a)
PER SHARE DATA:
Net asset value, beginning of period	$40.35	$35.26	$40.24	$28.93	$25.00
INVESTMENT OPERATIONS:
Net investment income^(b)	0.28	0.28	0.22	0.20	0.27
Net realized and unrealized gain (loss) on investments^(f)	8.92	5.09	(5.01)	11.31	3.87
Total from investment operations	9.20	5.37	(4.79)	11.51	4.14
LESS DISTRIBUTIONS FROM:
From net investment income	(0.26)	(0.28)	(0.19)	(0.20)	(0.21)
Total distributions	(0.26)	(0.28)	(0.19)	(0.20)	(0.21)
Net asset value, end of period	$49.29	$40.35	$35.26	$40.24	$28.93
TOTAL RETURN^(c)	22.90%	15.36%	−11.94%	39.89%	16.71%
SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of period (in thousands)	$101,049	$75,656	$67,876	$59,361	$22,424
Ratio of expenses to average net assets^(d)	0.60%	0.60%	0.60%	0.60%	0.60%
Ratio of net investment income to average net assets^(d)	0.64%	0.80%	0.56%	0.58%	1.16%
Portfolio turnover rate^(c)(e)	18%	20%	17%	22%	18%

(a)	Inception date of the Fund was September 9, 2019.

(b)	Net investment income per share has been calculated based on average shares outstanding during the year/period.

(c)	Not annualized for periods less than one year.

(d)	Annualized for periods less than one year.

(e)	Portfolio turnover rate excludes in-kind transactions.

(f)	Net realized and unrealized gain (loss) per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the period.

The accompanying notes are an integral part of these financial statements.

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Notes to Financial Statements

July 31, 2024

NOTE 1 – ORGANIZATION

US Vegan Climate ETF (the “Fund”) is a diversified series of ETF Series Solutions (“ESS” or the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on February 9, 2012. The Trust is registered with the Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares is registered under the Securities Act of 1933, as amended (the “Securities Act”). The investment objective of the Fund is to track the performance, before fees and expenses, of the Beyond Investing US Vegan Climate^® Index (the “Index”). The Fund commenced operations on September 9, 2019.

The end of the reporting period for the Fund is July 31, 2024, and the period covered by these Notes to Financial Statements is the fiscal period from August 1, 2023 through July 31, 2024 (the “current fiscal period”).

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 Financial Services - Investment Companies.

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

Security Valuation. All equity securities, including domestic and foreign common stocks, preferred stocks and exchange traded funds that are traded on a national securities exchange, except those listed on the Nasdaq Global Market^®, Nasdaq Global Select Market^®, and the Nasdaq Capital Market^® Exchanges (collectively, “Nasdaq”), are valued at the last reported sale price on the exchange on which the security is principally traded. Securities traded on Nasdaq will be valued at the Nasdaq Official Closing Price (“NOCP”). If, on a particular day, an exchange-traded or Nasdaq security does not trade, then the mean between the most recent quoted bid and asked prices will be used. All equity securities that are not traded on a listed exchange are valued at the last sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between the last quoted closing bid and asked price will be used. Prices denominated in foreign currencies are converted to U.S. dollar equivalents at the current exchange rate, which approximates fair value.

Investments in mutual funds, including money market funds, are valued at their net asset value (“NAV”) per share.

Securities for which quotations are not readily available are valued at their respective fair values in accordance with pricing procedures adopted by the Fund’s Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Board. The use of fair value pricing by the Fund may cause the NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations.

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuations methods. The three levels of inputs are:

Level 1 –

Unadjusted quoted prices in active markets for identical assets or 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.

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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.

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 following is a summary of the inputs used to value the Fund’s investments as of the end of the current fiscal period:


Assets^	Level 1	Level 2	Level 3	Total
Common Stocks	$100,732,182	$ —	$ —	$100,732,182
Short-Term Investments	292,222	—	—	292,222
Total Investments in Securities	$101,024,404	$—	$—	$101,024,404

^	See Schedule of Investments for breakout of investments by sector.

During the current fiscal period, the Fund did not recognize any transfers to or from Level 3.

Federal Income Taxes. The Fund’s policy is to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and to distribute substantially all of its net investment income and net capital gains to shareholders. Therefore, no federal income tax provision is required. The Fund plans to file U.S. Federal and applicable state and local tax returns.

The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained upon examination by the tax authorities. Management has analyzed the Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months. Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits on uncertain tax positions as income tax expenses in the Statement of Operations. During the current fiscal period, the Fund did not incur any interest or penalties.

Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Dividend income and expense are recorded on the ex-dividend date. Non-cash dividends included in dividend income or separately disclosed, if any, are recorded at the fair value of the security received. Withholding taxes on foreign dividends, if any, have been provided for in accordance with the Fund’s understanding of the applicable tax rules and regulations. Interest income and expense is recorded on an accrual basis.

Distributions received from the Fund’s investments in Real Estate Investment Trusts (“REITs”) may be characterized as ordinary income, net capital gain, or a return of capital. The proper characterization of REIT distributions is generally not known until the end of each calendar year. As such, the Fund must use estimates in reporting the character of its income and distributions received during the current calendar year for

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Notes to Financial Statements

July 31, 2024(Continued)

financial statement purposes. The actual character of distributions to the Fund’s shareholders will be reflected on the Form 1099 received by shareholders after the end of the calendar year. Due to the nature of REIT investments, a portion of the distributions received by the Fund’s shareholders may represent a return of capital.

Distributions to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid quarterly by the Fund. Distributions to shareholders of net realized gains on securities are declared and paid by the Fund on an annual basis. Distributions are recorded on the ex-dividend date.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires 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, as well as the reported amounts of revenues and expenses during the current fiscal period. Actual results could differ from those estimates.

Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the New York Stock Exchange (“NYSE”) is closed for trading. The offering and redemption price per share of the Fund is equal to the Fund’s NAV per share.

G.	Reclassification of Capital Accounts. U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or NAV per share.

The permanent differences primarily relate to redemptions in-kind. For the fiscal year ended July 31, 2024, the following table shows the reclassifications made:


Distributable Earnings (Accumulated Losses)			Paid-In Capital
$(3,418,460)			$3,418,460

Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

Subsequent Events. In preparing these financial statements, management has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. There were no events or transactions that occurred during the period subsequent to the end of the current fiscal period that materially impacted the amounts or disclosures in the Fund’s financial statements.

NOTE 3 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS

Beyond Investing LLC (the “Adviser”), serves as the investment adviser to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Adviser, the Adviser provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Adviser is also responsible for arranging, in consultation with Penserra Capital Management, LLC (the “Sub-Adviser”), transfer agency, custody, fund administration and accounting, and all other non-distribution related services necessary for the Fund to operate. Under the Advisory Agreement, the Adviser has agreed to pay all expenses of the Fund, except for: the fee paid to the Adviser pursuant to the Advisory Agreement, interest charges on any borrowings, dividends and other expenses on securities sold short, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses. For the services it provides to the Fund, the Fund pays the Adviser a unified management fee, which is calculated daily and paid monthly, at an annual rate of 0.60% of

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Notes to Financial Statements

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the Fund’s average daily net assets. The Adviser is responsible for paying the Sub-Adviser. The Index that the Fund tracks was developed by Beyond Advisors IC, an affiliate of the adviser.

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or “Administrator”), acts as the Fund’s Administrator and, in that capacity, performs various administrative and accounting services for the Fund. The Administrator prepares various federal and state regulatory filings, reports and returns for the Fund, including regulatory compliance monitoring and financial reporting; prepares reports and materials to be supplied to the trustees; monitors the activities of the Fund’s Custodian, transfer agent and fund accountant. Fund Services also serves as the transfer agent and fund accountant to the Fund. U.S. Bank N.A. (the “Custodian”), an affiliate of Fund Services, serves as the Fund’s Custodian.

All officers of the Trust are affiliated with the Administrator and Custodian.

NOTE 4 – PURCHASES AND SALES OF SECURITIES

During the current fiscal period, purchases and sales of securities by the Fund, excluding short-term securities and in-kind transactions, were $19,217,966 and $15,357,408, respectively.

During the current fiscal period, there were no purchases or sales of U.S. Government securities.

During the current fiscal period, there was $7,255,034 of in-kind transactions associated with creations and $3,726,927 associated with redemptions.

NOTE 5 – INCOME TAX INFORMATION

The components of distributable earnings (accumulated losses) and cost basis of investments for federal income tax purposes at July 31, 2024 were as follows:


Tax cost of investments			$72,624,357
Gross tax unrealized appreciation			$31,917,621
Gross tax unrealized depreciation			(3,517,574)
Net tax unrealized appreciation (depreciation)			28,400,047
Undistributed ordinary income			105,216
Undistributed long-term capital gains			—
Other accumulated gain (loss)			(3,860,860)
Distributable earnings (accumulated deficit)			$24,644,403

The differences between the cost basis for financial statement and federal income tax purposes are primarily due to timing differences in recognizing wash sales.

A regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first day of the next taxable year. Qualified late year losses are certain capital and ordinary losses which occur during the portion of the Fund’s taxable year subsequent to October 31 and December 31, respectively. For the taxable year ended July 31, 2024, the Fund did not elect to defer any post-October capital losses or late-year ordinary losses.

As of July 31, 2024, the Fund had $1,718,282 of short-term capital loss carryforward and $2,142,578 of long-term capital loss carryforward available for federal income tax purposes. These amounts do not have an expiration date.

The tax character of distributions paid by the Fund during the fiscal years ended July 31, 2024 and July 31, 2023, was as follows:

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Notes to Financial Statements

July 31, 2024(Continued)

NOTE 6 – SHARE TRANSACTIONS

Shares of the Fund are listed and traded on the Cboe BZX Exchange, Inc. (“Cboe”). Market prices for the shares may be different from their NAV. The Fund issues and redeems shares on a continuous basis at NAV generally in large blocks of shares called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created, shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units, shares are not redeemable securities of the Fund. Creation Units may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). 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 participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem shares directly from the Fund. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.

The Fund currently offers one class of shares, which has no front-end sales load, no deferred sales charge, and no redemption fee. A fixed transaction fee is imposed for the transfer and other transaction costs associated with the creation or redemption of Creation Units. The standard fixed transaction fee for the Fund is $500, payable to the Custodian. The fixed transaction fee may be waived on certain orders if the Fund’s Custodian has determined to waive some or all of the costs associated with the order or another party, such as the Adviser, has agreed to pay such fee. In addition, a variable fee, payable to the Fund, may be charged on all cash transactions or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction. Variable fees received by the Fund, if any, are displayed in the Capital Transactions section of the Statements of Changes in Net Assets. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. Shares of the Fund have equal rights and privileges.

NOTE 7 – RISKS

Concentration Risk. To the extent the Fund invests more heavily in particular industries, groups of industries, or sectors of the economy, its performance will be especially sensitive to developments that significantly affect those industries, groups of industries, or sectors of the economy, and the value of shares may rise and fall more than the value of shares that invest in securities of companies in a broader range of industries or sectors.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders of US Vegan Climate ETF and

Board of Trustees of ETF Series Solutions

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of US Vegan Climate ETF (the “Fund”), a series of ETF Series Solutions, as of July 31, 2024, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the four years in the period then ended, and for the period from September 9, 2019 (commencement of operations) to July 31, 2020, 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 July 31, 2024, the results of its operations, the changes in net assets, and the financial highlights for the periods indicated above, 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 audits 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 July 31, 2024, by correspondence with the custodian. Our audits 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 2019.

COHEN & COMPANY, LTD.

Philadelphia, Pennsylvania

September 26, 2024

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Approval of advisory agreement & board considerations

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on July 10-11, 2024 (the “Meeting”), the Board of Trustees (the “Board”) of ETF Series Solutions (the “Trust”) approved the continuance of the Investment Advisory Agreement (the “Advisory Agreement”) between Beyond Investing LLC (the “Adviser”) and the Trust, on behalf of U.S. Vegan Climate ETF (the “Fund”).

Prior to the Meeting, the Board, including the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), reviewed written materials (the “Materials”), including information from the Adviser regarding, among other things: (i) the nature, extent, and quality of the services provided to the Fund by the Adviser; (ii) the historical performance of the Fund; (iii) the cost of the services provided and the profits realized by the Adviser from services rendered to the Fund; (iv) comparative performance, fee, and expense data for the Fund and other investment companies with similar investment objectives, including a report prepared by Barrington Partners, an independent third party, that compares the Fund’s investment performance, fees, and expenses to relevant market benchmarks and peer groups (the “Barrington Report”); (v) the extent to which any economies of scale realized by the Adviser in connection with its services to the Fund are shared with Fund shareholders; (vi) any other financial benefits to the Adviser and its affiliates resulting from services rendered to the Fund; and (vii) other factors the Board deemed to be relevant.

The Board also considered that the Adviser, along with other service providers of the Fund, had provided written and oral updates on the firm over the course of the year with respect to its role as the Fund’s investment adviser, and the Board considered that information alongside the Materials in its consideration of whether the Advisory Agreement should be continued. Additionally, Adviser representatives provided an oral overview of the Fund’s strategy, the services provided to the Fund by the Adviser, and additional information about the Adviser’s personnel and business operations. The Board then discussed the Materials and the Adviser’s oral presentation, as well as any other relevant information received by the Board at the Meeting and at prior meetings, and deliberated, in light of this information, on the approval of the continuation of the Advisory Agreement.

Approval of the Continuation of the Advisory Agreement with the Adviser

Nature, Extent, and Quality of Services Provided. The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser had provided and would continue to provide investment management services to the Fund. In considering the nature, extent, and quality of the services provided by the Adviser, the Board considered the quality of the Adviser’s compliance program and past reports from the Trust’s Chief Compliance Officer (“CCO”) regarding the CCO’s review of the Adviser’s compliance program. The Board also considered its previous experience with the Adviser providing investment management services to the Fund. The Board noted that it had received a copy of the Adviser’s registration form and financial statements, as well as the Adviser’s response to a detailed series of questions that included, among other things, information about the Adviser’s decision-making process, the background and experience of the firm’s key personnel, and the firm’s compliance policies, marketing practices, and brokerage information.

The Board also considered other services provided by the Adviser to the Fund, including oversight of the Fund’s sub-adviser, monitoring the Fund’s adherence to its investment restrictions and compliance with the Fund’s policies and procedures and applicable securities regulations, as well as monitoring the extent to which the Fund achieves its investment objective as a passively managed fund. Additionally, the Board considered that the Adviser’s affiliate, Beyond Advisors IC, serves as index provider to the Fund, and the Adviser will provide advisory services to the Fund based on its affiliated index.

Historical Performance. The Trustees next considered the Fund’s performance. Because the Fund is designed to track the performance of an index, the Board considered, among other things, the extent to which the Fund tracked its index before fees and expenses. The Board noted that, for each of the one-year, three-year, and since inception periods ended June 30, 2024, the Fund’s performance on a gross of fees basis (i.e., excluding the effect of fees and expenses on Fund performance) was generally consistent with the performance of its underlying index, indicating that the Fund tracked its underlying index closely and in an appropriate manner. The Board also noted that the Fund slightly outperformed its broad-based benchmark, the S&P 500® Index, for each of the one-year and since inception periods, but the Fund underperformed the same benchmark over the three-year period. In comparing their returns, the Board also

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Approval of advisory agreement & board considerations(Continued)

considered that the Fund, unlike its benchmark, does not seek broad exposure to the large-cap U.S. equity market; rather, the Fund is designed to implement a set of rules that seek to address the concerns of vegans, animal lovers, and environmentalists by avoiding investments in companies whose activities directly contribute to animal suffering, destruction of the natural environment, and climate change.

In addition, the Board observed that information regarding the Fund’s past investment performance for periods ended March 31, 2024, had been included in the Materials, including the Barrington Report, which compared the performance results of the Fund with the returns of a group of ETFs selected by Barrington Partners as most comparable (the “Peer Group”) as well as with funds in the Fund’s Morningstar category – US Fund Large Growth (the “Category Peer Group”). As part of its review, the Board took into consideration that the funds included in the Category Peer Group do not necessarily apply any screens related to environmental, social, and governance (ESG) themes. Additionally, at the Board’s request, the Adviser identified the funds the Adviser considered to be the Fund’s most direct competitors (the “Selected Peer Group”) and provided the Selected Peer Group’s performance results. The funds included by the Adviser in the Selected Peer Group include funds that, based on a combination of quantitative and qualitative considerations made by the Adviser, have similar investment objectives and principal investment strategies as the Fund. The Board further noted that although the funds in the Selected Peer Group are broadly based large-cap funds that are fossil-free and meet certain ESG-inspired criteria, none of the funds in the Selected Peer Group employ all of the same vegan restrictions and policies applicable to the Fund.

The Board then noted that, for the one-year period ended March 31, 2024, the Fund outperformed the median return of funds in its Peer Group but underperformed the median return of funds in its Category Peer Group. For the three-year period, however, the Fund slightly underperformed the median return of funds in its Peer Group while outperforming the median return of funds in its Category Peer Group. The Board also considered that the Fund outperformed all of the funds in its Selected Peer Group over the one- and three-year periods ended March 31, 2024.

Cost of Services Provided and Economies of Scale. The Board then reviewed the Fund’s fees and expenses. The Board took into consideration that the Adviser had charged, and would continue to charge, a “unified fee,” meaning the Fund pays no expenses other than the advisory fee and, if applicable, certain other costs such as interest, brokerage, acquired fund fees and expenses, extraordinary expenses, and, to the extent it is implemented, fees pursuant to a Distribution and/or Shareholder Servicing (12b-1) Plan. The Board noted that the Adviser had been and would continue to be responsible for compensating the Trust’s other service providers and paying the Fund’s other expenses out of the Adviser’s own fee and resources.

The Board noted that the Fund’s net expense ratio was equal to its unified fee. The Board then compared the Fund’s net expense ratio to those of its Peer Group and Category Peer Group, as shown in the Barrington Report, as well as its Selected Peer Group. The Board noted that the Fund’s net expense ratio was lower than the median net expense ratio of the funds in the Category Peer Group but higher than the median net expense ratio of the funds in the Peer Group. The Board observed, however, that the Fund’s net expense ratio was within the range of net expense ratios of the funds in the Peer Group. In addition, the Board noted that the Fund’s net expense ratio was also within the range of net expense ratios of the funds in its Selected Peer Group.

The Board then considered the Adviser’s financial resources and information regarding the Adviser’s ability to support its management of the Fund and obligations under the unified fee arrangement, noting that the Adviser had provided its financial statements for the Board’s review. The Board also evaluated the compensation and benefits received by the Adviser from its relationship with the Fund, taking into account an analysis of the Adviser’s profitability with respect to the Fund at various actual and projected Fund asset levels.

The Board also considered the Fund’s expenses and advisory fee structure in light of its potential economies of scale. The Board noted that the Fund’s unitary fee structure did not contain any management fee breakpoint reductions as Fund assets grow. The Board determined, however, that the Fund’s unitary fee structure reflects a sharing of economies of scale between the Adviser and the Fund at current asset levels. The Board also noted its intention to monitor fees as the Fund grows in size and assess whether advisory fee breakpoints may be warranted in the future should the Adviser realize economies of scale in its management of the Fund.

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Approval of advisory agreement & board considerations(Continued)

Conclusion. No single factor was determinative of the Board’s decision to approve the continuation of the Advisory Agreement; rather, the Board based its determination on the total mix of information available to it. Based on a consideration of all the factors in their totality, the Board, including the Independent Trustees, unanimously determined that the Advisory Agreement, including the compensation payable under the agreement, was fair and reasonable to the Fund. The Board, including the Independent Trustees, unanimously determined that the approval of the continuation of the Advisory Agreement was in the best interests of the Fund and its shareholders.

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US Vegan Climate ETF

Approval of sub-advisory agreement & board considerations

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on April 10-11, 2024 (the “Meeting”), the Board of Trustees (the “Board”) of ETF Series Solutions (the “Trust”) approved the continuance of the Investment Sub-Advisory Agreement (the “Sub-Advisory Agreement”) by and among Beyond Investing LLC (the “Adviser”), Penserra Capital Management, LLC (the “Sub-Adviser”), and the Trust, on behalf of the US Vegan Climate ETF (the “Fund”).

Prior to the Meeting, the Board, including the Trustees who are not parties to the Sub-Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), reviewed written materials (the “Materials”), including information from the Sub-Adviser regarding, among other things: (i) the nature, extent, and quality of the services provided by the Sub-Adviser; (ii) the historical performance of the Fund; (iii) the cost

of the services provided and the profits realized by the Sub-Adviser from services rendered to the Fund;

(iv) comparative performance, fee, and expense data for the Fund and other investment companies with similar investment objectives, including a report prepared by Barrington Partners, an independent third party, that compares the Fund’s investment performance, fees, and expenses to relevant market benchmarks and peer groups (the “Barrington Report”); (v) the extent to which any economies of scale realized by the Sub-Adviser in connection with its services to the Fund are shared with Fund shareholders; (v) any other financial benefits to the Sub-Adviser and its affiliates resulting from services rendered to the Fund; and (vi) other factors the Board deemed to be relevant.

The Board also considered that the Sub-Adviser, along with other service providers of the Fund, had provided written and oral updates on the firm over the course of the year with respect to its role as investment sub-adviser to the

Fund, and the Board considered that information alongside the Materials in its consideration of whether the

Sub-Advisory Agreement should be continued. The Board also noted that the Sub-Adviser provides investment sub-advisory services to other series of the Trust and, over the course of the year, the Sub-Adviser provided written and oral updates to the Board with respect to its sub-advisory services to those funds. Additionally, at the Meeting, a Sub-Adviser representative provided an oral overview of the services provided to the Fund by the Sub-Adviser and additional information about the Sub-Adviser’s personnel and business operations. The Board then discussed the Materials and the Sub-Adviser’s oral presentation, as well as any other relevant information received by the Board at the Meeting and at prior meetings, including the Adviser’s 15(c) presentation at the July 12-13, 2023, quarterly Board meeting, and deliberated on the approval of the continuation of the Sub-Advisory Agreement in light of this information.

Approval of the Continuation of the Sub-Advisory Agreement with the Sub-Adviser

Nature, Extent, and Quality of Services Provided. The Trustees considered the scope of services provided under the Sub-Advisory Agreement, noting that the Sub-Adviser had provided and would continue to provide investment management services to the Fund. In considering the nature, extent, and quality of the services provided by the Sub-Adviser, the Board considered the quality of the Sub-Adviser’s compliance program and past reports from the Trust’s Chief Compliance Officer (“CCO”) regarding the CCO’s review of the Sub-Adviser’s compliance program. The Board also considered its previous experience with the Sub-Adviser providing investment management services to the Fund, as well as other series of the Trust. The Board noted that it had received a copy of the Sub-Adviser’s registration form and financial statements, as well as the Sub-Adviser’s response to a detailed series of questions that included, among other things, information about the Sub-Adviser’s decision-making process, the background and experience of the firm’s key personnel, and the firm’s compliance policies, marketing practices, and brokerage information.

The Board noted the responsibilities that the Sub-Adviser has as the Fund’s investment sub-adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Fund; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of the Fund’s shares conducted on a cash-in-lieu basis; oversight of general portfolio compliance with applicable securities laws, regulations, and investment restrictions; responsibility for quarterly reporting to the Board; and implementation of Board directives as they relate to the Fund. The Board also considered the Sub-Adviser’s resources and capacity with respect to portfolio management, compliance, and operations given the number of funds and/or accounts for which it provides sub-advisory services.

TABLE OF CONTENTS

US Vegan Climate ETF

Approval of sub-advisory agreement & board considerations(Continued)

ended December 31, 2023, the Fund’s performance on a gross of fees basis (i.e., excluding the effect of fees and expenses on Fund performance) was generally consistent with the performance of its underlying index, indicating that the Fund tracked its underlying index closely and in an appropriate manner. The Board also noted that the Fund outperformed its broad-based benchmark, the S&P 500® Index, for each of the one-year and since inception periods but underperformed its benchmark for the three-year period. The Board considered, however, that the Fund does not seek broad exposure to the large-cap U.S. equity market like its benchmark; rather, the Fund seeks to address the concerns of vegans, animal lovers, and environmentalists by avoiding investments in companies whose activities directly contribute to animal suffering, destruction of the natural environment, and climate change.

In addition, the Board observed that information regarding the Fund’s past investment performance, for periods ended December 31, 2023, had been included in the Barrington Report, which compared the performance results of the Fund with the returns of a group of ETFs selected by Barrington Partners as most comparable (the “Peer Group”) as well as with funds in the Morningstar US Fund Large Growth category (the “Category Peer Group”). The Board then noted that, for the one- and three-year periods ended December 31, 2023, the Fund outperformed the median return of funds in both its Peer Group and Category Peer Group. The Board took into consideration that the Peer Group included a mix of index-based and actively managed funds with environmental, social, and governance (ESG) themes.

Cost of Services Provided and Economies of Scale. The Board then reviewed the sub-advisory fees paid by the Adviser to the Sub-Adviser for its services to the Funds. The Board considered that the fees paid to the Sub-Adviser are paid by the Adviser and noted that the fee reflected an arm’s-length negotiation between the Adviser and the Sub-Adviser. The Board further determined that the fees reflected an appropriate allocation of the advisory fee paid to each firm given the work performed by each firm and noted that the fees were generally in line with those charged by the Sub-Adviser in connection with other exchange-traded funds managed by the Sub-Adviser. The Board noted that the Sub-Adviser had provided its financial statements for the Board’s review. The Board also evaluated the compensation and benefits received by the Sub-Adviser from its relationship with the Fund, taking into account analyses of the Sub-Adviser’s profitability with respect to the Fund at various Fund asset levels.

The Board expressed the view that it currently appeared that the Sub-Adviser might realize economies of scale in managing the Fund as assets grow in size. The Board further noted that although the Fund’s sub-advisory fee includes asset-level breakpoints, because the Fund pays the Adviser a unified fee, any benefits from breakpoints in the sub-advisory fee schedule would accrue to the Adviser, rather than the Fund’s shareholders. Consequently, the Board determined that it would monitor fees as the Fund grows to determine whether economies of scale were being effectively shared with the Fund and its shareholders.

Conclusion. No single factor was determinative of the Board’s decision to approve the continuation of the Sub-Advisory Agreement; rather, the Board based its determination on the total mix of information available to it. Based on a consideration of all the factors in their totality, the Board, including Independent Trustees, unanimously determined that the Sub-Advisory Agreement, including the compensation payable under the agreement, was fair and reasonable to the Fund. The Board, including the Independent Trustees, unanimously determined that the approval of the continuation of the Sub-Advisory Agreement was in the best interests of the Fund and its shareholders.

TABLE OF CONTENTS

US Vegan Climate ETF

Additional Information (Unaudited)

1.	Federal Tax Information

For the fiscal year ended July 31, 2024, certain dividends paid by the Fund may be subject to the maximum rate of 23.8%, as provided for by the Jobs and Growth Tax relief Reconciliation Act of 2003.

The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.

For corporate shareholders, the percentage of ordinary income distributions that qualified for the corporate dividend received deduction for the fiscal year ended July 31, 2024 was 100.00%.

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(C) for the Fund was 0.00%.

2.	INFORMATION ABOUT PORTFOLIO HOLDINGS

The Fund files its complete schedules of portfolio holdings for its first and third fiscal quarters with the SEC on Part F of Form N-PORT. The Fund’s Part F of Form N-PORT is available without charge, upon request, by calling toll-free at (800) 617-0004 or by accessing the Fund’s website at www.veganetf.com. Furthermore, you may obtain the Part F of Form N-PORT on the SEC’s website at www.sec.gov. The Fund’s portfolio holdings are posted on its website at www.veganetf.com daily.

3.	Information About Proxy Voting

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge, upon request, by calling toll-free at (800) 617-0004, by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.veganetf.com.

When available, information regarding how the Fund voted proxies relating to portfolio securities during the twelve-months ending June 30 is available by calling toll-free at (800) 617-0004 or by accessing the SEC’s website at www.sec.gov.

4.	Frequency Distribution of Premiums and Discounts

Information regarding how often shares of the Fund trade on the exchange at a price above (i.e. at a premium) or below (i.e. at a discount) the NAV of the Fund is available, without charge, on the Fund’s website at www.veganetf.com.

(b)

Financial Highlights are included within the financial statements filed under Item 7 of this Form.

Item 8. Changes in and Disagreements with Accountants for Open-End Investment Companies.

There were no changes in or disagreements with accountants during the period covered by this report.

Item 9. Proxy Disclosure for Open-End Investment Companies.

There were no matters submitted to a vote of shareholders during the period covered by this report.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.

All fund expenses, including Trustee compensation is paid by the Investment Adviser pursuant to the Investment Advisory Agreement. Additional information related to those fees is available in the Funds’ Statement of Additional Information.

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

See Item 7(a).

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 15. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 16. Controls and Procedures.

(a)

The Registrant’s President (principal executive officer) and Treasurer (principal financial officer) have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)

There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred 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 to open-end investment companies.

Item 18. Recovery of Erroneously Awarded Compensation.

(a) Not Applicable.

(b) Not Applicable.

Item 19. Exhibits.

(a)

(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Filed herewith.

(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed. Not Applicable.

(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 Investment Company Act of 1940 (17 CFR 270.30a-2(a)). Filed herewith.

(4) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies.

(5) Change in the registrant’s independent public accountant. Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4, or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events occurring during the reporting period. Not applicable to open-end investment companies and ETFs.

(b)

Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

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.

(Registrant)

ETF Series Solutions

	By (Signature and Title)*	/s/ Kristina R. Nelson
		Kristina R. Nelson, President (principal executive officer)

Date

10/7/2024

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 (Signature and Title)*	/s/ Kristina R. Nelson
		Kristina R. Nelson, President (principal executive officer)

Date

10/7/2024

	By (Signature and Title)*	/s/ Kristen M. Weitzel
		Kristen M. Weitzel, Treasurer (principal financial officer)

Date

10/7/2024

* Print the name and title of each signing officer under his or her signature.

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