10/27/2021 | Press release | Distributed by Public on 10/27/2021 13:08
As filed with the Securities and Exchange Commission on October 27, 2021
1933 Act Registration No. 333-200933
1940 Act Registration No. 811-23013
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933 | ☒ | ||
Pre-Effective Amendment No. | ☐ | ||
Post-Effective Amendment No. 397 | ☒ |
and/or
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 | ☒ | ||
Amendment No. 400 | ☒ |
(Check appropriate box or boxes)
GOLDMAN SACHS ETF TRUST
(Exact Name of Registrant as Specified in Charter)
200 West Street
New York, New York 10282
(Address of Principal Executive Offices)
Registrant's Telephone Number, including Area Code: (212) 902-1000
CAROLINE L. KRAUS, ESQ.
Goldman Sachs & Co. LLC
200 West Street
New York, New York 10282
(Name and Address of Agent for Service)
Copies to:
STEPHEN H. BIER, ESQ.
ALLISON M. FUMAI, ESQ.
Dechert LLP
1095 Avenue of the Americas
New York, New York 10036
Approximate Date of Proposed Public Offering: As soon as practicable after the effective date of the Registration Statement
It is proposed that this filing will become effective (check appropriate box)
☐ |
immediately upon filing pursuant to paragraph (b) |
☒ |
on November 2, 2021 pursuant to paragraph (b) |
☐ |
60 days after filing pursuant to paragraph (a)(1) |
☐ |
on (date) pursuant to paragraph (a)(1) |
☐ |
75 days after filing pursuant to paragraph (a)(2) |
☐ |
on (date) pursuant to paragraph (a)(2) of rule 485. |
If appropriate, check the following box:
☒ |
this post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
Title of Securities Being Registered: |
Shares of the Goldman Sachs Future Consumer Equity ETF
Explanatory Note
Post-Effective Amendment No. 326 (the "Amendment") to the Registration Statement of Goldman Sachs ETF Trust was filed pursuant to Rule 485(a) under the Securities Act of 1933 on April 8, 2021 to register shares of Goldman Sachs Future Consumer Equity ETF. Pursuant to Rule 485(a), the Amendment would have become effective on June 22, 2021. Post-Effective Amendment No. 354 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating June 29, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 358 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating July 7, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 361 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating July 14, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 363 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating July 21, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 366 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating July 28, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 370 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating August 4, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 373 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating August 11, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 375 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating August 18, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 379 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating August 25, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 381 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating September 15, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 386 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating October 14, 2021 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 393 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating October 28, 2021 as the date upon which the Amendment would have become effective. This Post-Effective Amendment No. 397 is being filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating November 2, 2021 as the new date upon which the Amendment shall become effective. This Post-Effective Amendment No. 397 incorporates by reference the information contained in Parts A and B of the Amendment. Part C is filed herewith.
PART C: OTHER INFORMATION
Item 28. Exhibits
(c) |
Not applicable. |
(f) |
Not applicable. |
(g) (1) |
(4) |
Form of Authorized Participant Agreement (incorporated by reference from Pre-Effective Amendment No. 2 to the Trust's registration statement, SEC File No. 333-200933, filed August 7, 2015) |
(i) |
Opinion and Consent of Dechert LLP (to be filed by amendment) |
(j) |
Not applicable. |
(k) |
Not applicable. |
(m) |
Distribution and Service Plan (incorporated by reference from Pre-Effective Amendment No. 3 to the Trust's registration statement, SEC File No. 333-200933, filed September 11, 2015) |
(n) |
Not applicable. |
(3) |
Code of Ethics - ALPS Distributors, Inc. (incorporated by reference from Pre-Effective Amendment No. 3 to the Trust's registration statement, SEC File No. 333-200933,filed September 11, 2015) |
Item 29. Persons Controlled by or Under Common Control with the Fund
Not applicable.
Item 30. Indemnification
Article VII, Section 7.5 of the Amended and Restated Declaration of Trust of the Registrant, a Delaware statutory trust, provides for indemnification of the Trustees, officers and employees of the Registrant by the Registrant, subject to certain limitations. The Declaration of Trust is incorporated by reference to Exhibit (a).
Section 6 of the Distribution Agreement between the Registrant and Distributor dated March 26, 2015, provides that the Registrant will indemnify Distributor against certain liabilities, subject to certain conditions. A copy of the Distribution Agreement is incorporated by reference as Exhibit (e), to the Registrant's Registration Statement.
Fund and trustees and officers liability policies purchased by the Registrant, Goldman Sachs MLP and Energy Renaissance Fund, Goldman Sachs Credit Income Fund and Goldman Sachs Real Estate Diversified Income Fund insure such persons and their respective trustees, partners, officers and employees, subject to the policies' coverage limits and exclusions and varying deductibles, against loss resulting from claims by reason of any act, error, omission, misstatement, misleading statement, neglect or breach of duty.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or persons controlling the registrant pursuant to the foregoing provisions, the Registrant has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is therefore unenforceable.
Item 31. Business and Other Connections of Investment Adviser
Goldman Sachs Asset Management, L.P. ("GSAM") is an indirect wholly-owned subsidiary of The Goldman Sachs Group, Inc. and serves as investment adviser to the Registrant. GSAM is engaged in the investment advisory business. GSAM is part of The Goldman Sachs Group, Inc., a public company that is a bank holding company, financial holding company and a world-wide, full-service financial services organization. GSAM Holdings LLC is the general partner and principal owner of GSAM. Information about the officers and partners of GSAM is included in their Form ADV filed with the Commission (registration number 801-37591) and is incorporated herein by reference.
Item 32. Principal Underwriters
(a) ALPS Distributors, Inc. acts as the distributor for the Registrant and the following investment companies: 1WS Credit Income Fund, 1290 Funds, Aberdeen Standard Investments ETFs, ALPS Series Trust, The Arbitrage Funds, AQR Funds, Axonic Alternative Income Fund, Axonic Funds, Barings Funds Trust, BBH Trust, Bluerock Total Income+ Real Estate Fund, Brandes Investment Trust, Bridge Builder Trust, Broadstone Real Estate Access Fund, Brown Advisory Funds, Brown Capital Management Mutual Funds, Cambria ETF Trust, CC Real Estate Income Fund, Centre Funds, CIM Real Assets & Credit Fund, CION Ares Diversified Credit Fund, Columbia ETF
Trust, Columbia ETF Trust I, Columbia ETF Trust II, CRM Mutual Fund Trust, Cullen Funds Trust, DBX ETF Trust, ETF Series Solutions, Flat Rock Opportunity Fund, Financial Investors Trust, Firsthand Funds, FS Credit Income Fund, FS Energy Total Return Fund, FS Series Trust, FS Multi-Alternative Income Fund, Goehring & Rozencwajg Investment Funds, Goldman Sachs ETF Trust, Griffin Institutional Access Credit Fund, Griffin Institutional Access Real Estate Fund, Hartford Funds Exchange-Traded Trust, Hartford Funds NextShares Trust, Heartland Group, Inc., Holland Series Fund, Inc., IndexIQ Active ETF Trust, Index IQ ETF Trust, Infusive US Trust, James Advantage Funds, Janus Detroit Street Trust, Lattice Strategies Trust, Litman Gregory Funds Trust, Longleaf Partners Funds Trust, M3Sixty Funds Trust, Mairs & Power Funds Trust, Meridian Fund, Inc., Natixis ETF Trust, Pax World Series Trust I, Pax World Funds Trust III, PRIMECAP Odyssey Funds, Principal Exchange-Traded Funds, Reality Shares ETF Trust, Resource Credit Income Fund, RiverNorth Funds, Sierra Total Return Fund, SPDR Dow Jones Industrial Average ETF Trust, SPDR S&P 500 ETF Trust, SPDR S&P MidCap 400 ETF Trust, Sprott Funds Trust, Stadion Investment Trust, Stone Harbor Investment Funds, Stone Ridge Trust, Stone Ridge Trust II, Stone Ridge Trust III, Stone Ridge Trust IV, Stone Ridge Trust V, Stone Ridge Trust VI, Stone Ridge Residential Real Estate Income Fund I, Inc., USCF ETF Trust, Wasatch Funds, WesMark Funds, Wilmington Funds, XAI Octagon Credit Trust, X-Square Balanced Fund and YieldStreet Prism Fund.
(b) To the best of Registrant's knowledge, the directors and executive officers of ALPS Distributors, Inc., are as follows:
Name* |
Position with Underwriter |
Positions with Fund |
||
Bradley J. Swenson | President, Chief Operating Officer, Director | None | ||
Robert J. Szydlowski | Senior Vice President, Chief Technology Officer | None | ||
Eric T. Parsons | Vice President, Controller and Assistant Treasurer | None | ||
Joseph J. Frank** | Secretary | None | ||
Patrick J. Pedonti** | Vice President, Treasurer and Assistant Secretary | None | ||
Richard C. Noyes | Senior Vice President, General Counsel, Assistant Secretary | None | ||
Liza Orr | Vice President, Senior Counsel | None | ||
Jed Stahl | Vice President, Senior Counsel | None | ||
James Stegall | Vice President | None | ||
Gary Ross | Senior Vice President | None | ||
Kevin Ireland | Senior Vice President | None | ||
Stephen J. Kyllo | Vice President, Chief Compliance Officer | None | ||
Hilary Quinn | Vice President | None | ||
Jennifer Craig | Assistant Vice President | None |
* |
Except as otherwise noted, the principal business address for each of the above directors and executive officers is 1290 Broadway, Suite 1000, Denver, Colorado 80203. |
** |
The principal business address for Messrs. Pedonti and Frank is 333 W. 11th Street, 5th Floor, Kansas City, Missouri 64105. |
(c) Not applicable.
Item 33. Location of Accounts and Records
The Amended and Restated Declaration of Trust, Amended and Restated By-laws and minute books of the Registrant and certain investment adviser records will be in the physical possession of GSAM, 200 West Street, New York, New York 10282. All other accounts, books and other documents required to be maintained under Section 31(a) of the Investment Company Act of 1940 and the rules promulgated thereunder will be in the physical possession of The Bank of New York Mellon, 240 Greenwich Street, New York, New York 10286.
Item 34. Management Services
Not applicable.
Item 35. Undertakings
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this Post-Effective Amendment No. 397 under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 397 to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City and State of New York on the 27th day of October, 2021.
GOLDMAN SACHS ETF TRUST | ||
(A Delaware statutory trust) | ||
By: |
/s/ Caroline L. Kraus |
|
Caroline L. Kraus | ||
Secretary |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to said Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
Name |
Title |
Date |
||
1James A. McNamara |
President (Chief Executive Officer) and Trustee | October 27, 2021 | ||
James A. McNamara | ||||
1Joseph F. DiMaria |
Treasurer, Principal Financial Officer and Principal Accounting Officer | October 27, 2021 | ||
Joseph F. DiMaria | ||||
1Linda A. Lang |
Trustee | October 27, 2021 | ||
Linda A. Lang | ||||
1Michael Latham |
Trustee | October 27, 2021 | ||
Michael Latham | ||||
1Lawrence W. Stranghoener |
Chairman and Trustee | October 27, 2021 | ||
Lawrence W. Stranghoener | ||||
By: |
/s/ Caroline L. Kraus |
|||
Caroline L. Kraus, | ||||
Attorney-In-Fact |
1 |
Pursuant to powers of attorney previously filed. |
CERTIFICATE
The undersigned Secretary for Goldman Sachs ETF Trust (the "Trust") hereby certifies that the Board of Trustees of the Trust duly adopted the following resolution at a meeting of the Board held on September 14, 2021.
RESOLVED, that the Trustees and Officers of the Trust who may be required to execute any amendments to the Trust's Registration Statement be, and each hereby is, authorized to execute a power of attorney appointing James A. McNamara, Caroline L. Kraus, and Robert Griffith, jointly and severally, their attorneys-in-fact, each with power of substitution, for said Trustees and Officers in any and all capacities to sign the Registration Statement under the Securities Act and the 1940 Act of the Trust and any and all amendments to such Registration Statement, and to file the same, with exhibits thereto, and other documents in connection therewith, with the SEC, the Trustees and Officers hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or may have caused to be done by virtue hereof.
Dated: October 27, 2021
/s/ Caroline L. Kraus |
Caroline L. Kraus, |
Secretary |