09/05/2024 | Press release | Distributed by Public on 09/05/2024 07:52
As filed with the Securities and Exchange Commission on September 5, 2024
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. 653 | ☒ |
and/or
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 | ☒ | |
Amendment No. 656 | ☒ |
(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
ROBERT GRIFFITH, 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 October 4, 2024 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 ActiveBeta® Emerging Markets Low Vol Plus Equity ETF
Explanatory Note
Post-Effective Amendment No. 460 (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 September 14, 2022 to register shares of Goldman Sachs ActiveBeta® Emerging Markets Low Vol Plus Equity ETF. Pursuant to Rule 485(a), the Amendment would have become effective on November 28, 2022. Post-Effective Amendment No. 481 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating December 22, 2022 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 493 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating January 20, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 505 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating February 10, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 514 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating March 10, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 522 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating April 6, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 530 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating May 5, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 540 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating June 2, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 548 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating June 30, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 553 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating July 28, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 568 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating August 25, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 578 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating September 22, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 587 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating October 20, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 597 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating November 17, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 604 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating December 15, 2023 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 606 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating January 12, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 620 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating February 9, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 627 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating March 8, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 630 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating April 5, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 635 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating April 19, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 636 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating May 17, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 642 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating June 14, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 646 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating July 12, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 648 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating August 9, 2024 as the date upon which the Amendment would have become effective. Post-Effective Amendment No. 652 was filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating September 6, 2024 as the date upon which the Amendment would have become effective. This Post-Effective Amendment No. 653 is being filed pursuant to Rule 485(b)(1)(iii) for the purpose of designating October 4, 2024 as the new date upon which the Amendment shall become effective. This Post-Effective Amendment No. 653 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. |
(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 Credit Income Fund, Goldman Sachs ETF Trust, Goldman Sachs MLP and Energy Renaissance Fund, Goldman Sachs Real Estate Diversified Income Fund, Goldman Sachs Trust, Goldman Sachs Trust II, and Goldman Sachs Variable Insurance Trust 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, Alpha Alternative Assets Fund, ALPS Series Trust, Alternative Credit Income Fund, Apollo Diversified Credit Fund (fka Griffin Institutional Access Credit Fund), Apollo Diversified Real Estate Fund (fka Griffin Institutional Access Real Estate Fund), The Arbitrage Funds, AQR Funds, Axonic Alternative Income Fund, Axonic Funds, BBH Trust, Bluerock High Income Institutional Credit Fund, Bluerock Total Income+ Real Estate Fund, Brandes Investment Trust, Bridge Builder Trust, Broadstone Real Estate Access Fund, Cambria ETF Trust, 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 Core Income Fund, 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 II, Graniteshares ETF Trust, Hartford Funds Exchange-Traded Trust, Hartford Funds NextShares Trust, Heartland Group, Inc., IndexIQ Active ETF Trust, Index IQ ETF Trust, James Advantage Funds, Janus Detroit Street Trust, Lattice Strategies Trust, Litman Gregory Funds Trust, Longleaf Partners Funds Trust, MassMutual Premier Funds, MassMutual Advantage Funds, Meridian Fund, Inc., MVP Private Markets Fund, Natixis ETF Trust, Natixis ETF Trust II, Opportunistic Credit Interval Fund, PRIMECAP Odyssey Funds, Principal Exchange-Traded Funds, Reality Shares ETF Trust, RiverNorth Funds, RiverNorth Opportunities Fund, Inc., RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., SPDR Dow Jones Industrial Average ETF Trust, SPDR S&P 500 ETF Trust, SPDR S&P MidCap 400 ETF Trust, Sprott Funds 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, Valkyrie ETF Trust II, 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 |
||
Stephen J. Kyllo | President, Chief Operating Officer, Director, Chief Compliance Officer | None | ||
Patrick J. Pedonti** | Vice President, Treasurer and Assistant Secretary | None | ||
Eric Parsons | Vice President, Controller and Assistant Treasurer | None | ||
Jason White*** | 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 | ||
Terence Digan | Vice President | None | ||
James Stegall | Senior Vice President | None | ||
Gary Ross | Senior Vice President | None | ||
Hilary Quinn | 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 Mr. Pedonti is 333 W. 11th Street, 5th Floor, Kansas City, Missouri 64105. |
*** |
The principal business address for Mr. White is 4 Times Square, New York, NY 10036. |
(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. 653 under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 653 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 5th day of September, 2024.
GOLDMAN SACHS ETF TRUST | ||
(A Delaware statutory trust) | ||
By: |
/s/ Robert Griffith |
|
Robert Griffith | ||
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 | September 5, 2024 | ||
James A. McNamara | ||||
1Joseph F. DiMaria |
Treasurer, Principal Financial Officer and Principal Accounting Officer | September 5, 2024 | ||
Joseph F. DiMaria | ||||
1Gregory G. Weaver |
Chair and Trustee | September 5, 2024 | ||
Gregory G. Weaver | ||||
1Cheryl K. Beebe |
Trustee | September 5, 2024 | ||
Cheryl K. Beebe | ||||
1Dwight L. Bush |
Trustee | September 5, 2024 | ||
Dwight L. Bush | ||||
1Kathryn A. Cassidy |
Trustee | September 5, 2024 | ||
Kathryn A. Cassidy | ||||
1John G. Chou |
Trustee | September 5, 2024 | ||
John G. Chou | ||||
1Joaquin Delgado |
Trustee | September 5, 2024 | ||
Joaquin Delgado | ||||
1Eileen H. Dowling |
Trustee | September 5, 2024 | ||
Eileen H. Dowling | ||||
1Lawrence Hughes |
Trustee | September 5, 2024 | ||
Lawrence Hughes | ||||
1John F. Killian |
Trustee | September 5, 2024 | ||
John F. Killian |
1Steven D. Krichmar |
Trustee | September 5, 2024 | ||
Steven D. Krichmar | ||||
1Michael Latham |
Trustee | September 5, 2024 | ||
Michael Latham | ||||
1Lawrence W. Stranghoener |
Trustee | September 5, 2024 | ||
Lawrence W. Stranghoener | ||||
1Paul C. Wirth |
Trustee | September 5, 2024 | ||
Paul C. Wirth | ||||
By: /s/ Robert Griffith |
||||
Robert Griffith, | ||||
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 June 12, 2024.
RESOLVED, that the Trustees and Officers of the Trusts who may be required to execute any amendments to the Trusts' Registration Statements be, and each hereby is, authorized to execute a power of attorney appointing James A. McNamara, Caroline L. Kraus, Joseph F. DiMaria, Robert Griffith and Shane Shannon, 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 Statements under the Securities Act and the 1940 Act of the Trusts and any and all amendments to such Registration Statements, 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: September 5, 2024
/s/ Robert Griffith |
Robert Griffith, |
Secretary |