VS Trust: DRS filing

Cover page 101 changes

fs12022a5_vstrust.htm

REGISTRATION STATEMENT

Filed with the U.S. Securities and Exchange Commission on January 2 7 , 2022

Confidential Draft Submission No. 1

As confidentially submitted to the Securities and Exchange Commission on May 18, 2026. Thi s draft registration statement has not been pu blicly filed with the Securities and Exchange Commission and al l information herein remains strictly c onfidential.

Registration No. 333-248430 333-

2 unchanged paragraphs

PRE-EFFECTIVE AMENDMENT NO. 5

1 unchanged paragraph

UNDER THE SECURITIES ACT OF 1933

1 unchanged paragraph

(State of Organization )

(Primary Standard Industrial

Classification Code Number)

(State or Other Jurisdiction of

Incorporation or Organization)

1 unchanged paragraph

Volatility Shares LLC

2 unchanged paragraphs

(Name, Address, including Zip Code, and Telephone Number, including Area Code, of Registrant's Principal Executive Offices and Agent for Service)

3 unchanged paragraphs

(Name, address, including zip code, and telephone number, including area code, of agent for service)

1717 Rhode Island Avenue NW

Washington, DC 20036

c / o Chapman and Cutler LLP

111 West Monroe Street

As promptly as practicable after the effective date of this Registration Statement.

Morrison C. Warren, Esq.

c / o Chapman and Cutler LLP

320 South Canal Street

Chicago, Illinois 60606

Approximate date of commencement of proposed sale to the public : As soon as practicable after this registration statement becomes effective.

1 unchanged paragraph

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act please of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post -effective amendment filed pursuant to Rule 462(c) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post -effective amendment filed pursuant to Rule 462(d) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non -accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b -2 of the Exchange Act. (Check one):

5 unchanged paragraphs

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to be Registered

-1x Short VIX Futures ETF

(common units of beneficial interest)

amount of securities

2x Long VIX Futures ETF

(common units of beneficial interest)

amount of securities

(1) The registrant is offering an indeterminate amount of securities of each of the two exchange -traded vehicles noted above. The registrant will calculate and pay registration fees, if any, in accordance with Rule 456(d) of the Securities Act of 1933. In accordance with Rules 456(d) and 457(u) under the Securities Act, the registrant is deferring payment of these registration fees and will pay these registration fees on an annual net basis no later than 90 days after the end of each fiscal year. Pursuant to Rule 457(p) under the Securities Act, when registration fees become due under Rule 456(d), the registration fee for the Shares will be partially offset by the registration fee associated with unsold securities registered pursuant to that certain registration statement on Form S -1 (File No. 333 -248430 ) filed by VS Trust on August 26, 2020 (the "Prior Registration Statement"). A registration fee of $25,960 was paid in connection with the registration pursuant to the Prior Registration Statement of $200,000 of value of unsold shares as of the date hereof and for which a filing fee of $25,960 was previously paid with respect to the unsold Shares. The filing fee for any remaining unsold Shares as of the date of effectiveness of this registration statement will be applied to partially offset filing fees when, and if, they become due under Rule 456(d).

Large accelerated filer

Non -accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

Large accelerated filer

Non -accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

Large accelerated filer

Non -accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

Large accelerated filer

Non -accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

Large accelerated filer

Non -accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.

1 unchanged paragraph

The information in this Preliminary Prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This Preliminary Prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.

Subject to Completion

2 unchanged paragraphs

-1x Short VIX Futures ETF (SVIX)

Short VIX Futures Index

2x Long VIX Futures ETF (UVIX)

Long VIX Futures Index

SVIX seeks daily investment results, before fees and expenses, that correspond to the performance of the Short VIX Futures Index (the "Short Index") for a single day, not for any other period. UVIX seeks daily investment results, before fees and expenses, that correspond to twice the performance of the Long VIX Futures Index (the "Long Index"). A "single day" is measured from the time a Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The NAV calculation time for a Fund typically is 4:00 p.m. (Eastern Time). Please see the section entitled "Summary — Creation and Redemption Transactions" for additional details on the NAV calculation time for the Funds. The Short Index measures the daily inverse (i.e., opposite) performance of a portfolio of first- and second -month futures contracts on the CBOE Volatility Index, commonly known as the "VIX." The Long Index measures the performance of a portfolio of first- and second -month futures contracts on the VIX. Because the Funds' portfolios are rebalanced daily to meet their leveraged (or inverse) investment object, the Funds may not be suitable for investors who plan to hold them for periods longer than one day, particularly in volatile markets.

The Funds seek to achieve their investment objective through the appropriate amount of exposure to the VIX futures contracts included in their respective index. The Funds also have the ability to engage in options transactions, swaps, forward contracts and other instruments in order to achieve their investment objective, in the manner and to the extent described herein.

SVIX is not benchmarked to the inverse of, and UVIX is not benchmarked to twice, the widely referenced VIX. The Short Index and the inverse of the VIX are separate measurements and can be expected to perform very differently. The Long Index and twice the VIX also are separate measurements and can be expected to perform very differently. As such, SVIX can be expected to perform very differently from the inverse ( -1x ) of the performance of the VIX over any period, and UVIX can be expected to perform very differently from twice (2x) of the performance of the VIX over any period.

The Funds continuously offer and redeem Shares in blocks of at least 10,000 Shares (each such block, a "Creation Unit") at an initial price per Share of $15. Only Authorized Participants (as defined herein) may purchase and redeem Shares from a Fund and then only in Creation Units. An Authorized Participant is an entity that has entered into an Authorized Participant Agreement with the Trust and Volatility Shares LLC (the "Sponsor"). Shares are offered on a continuous basis to Authorized Participants in Creation Units at NAV. Authorized Participants may then offer to the public, from time to time, Shares from any Creation Unit they create at a per -Share market price. The form of Authorized Participant Agreement and the related Authorized Participant Procedures Handbook set forth the terms and conditions under which an Authorized Participant may purchase or redeem a Creation Unit. Authorized Participants will not receive from a Fund, the Sponsor, or any of their affiliates, any fee or other compensation in connection with their sale of Shares to the public. An Authorized Participant may receive commissions or fees from investors who purchase Shares through their commission or fee -based brokerage accounts. Bank of America/Merrill Lynch Professional Clearing is each Fund's initial Authorized Participant and is a statutory underwriter of Fund Shares.

EACH POOL HAS NOT COMMENCED TRADING AND DOES NOT HAVE ANY PERFORMANCE HISTORY.

Proposed Maximum Aggregate Offering Price*

3x Silver ETF (SLVK)

3x Bitcoin ETF (BITH)

3x Crude Oil ETF (OILY)

3x Natural Gas ETF (NATX)

1 unchanged paragraph

4 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

10 unchanged paragraphs

and 21 more changes in the filing

Forward-looking statements 370 changes

This Prospectus and the documents incorporated by reference in this Prospectus contain "forward -looking statements" that are subject to risks and uncertainties. Investors can identify these forward -looking statements by the use of expressions such as "may," "will," "expect," "anticipate," "believe," "intend," "plan," "project," "should," "estimate", "seek" or any negative or other variations on such expression. These forward -looking statements are based on information currently available to the Sponsor and are subject to a number of risks, uncertainties and other factors, both known, such as those described in "Risk Factors" and elsewhere in this Prospectus and the documents incorporated by reference in this Prospectus, and unknown, that could cause the actual results, performance, prospects or opportunities of a Fund to differ materially from those expressed in, or implied by, these forward -looking statements.

DESCRIPTION OF THE FUNDS' INDEXES

The Short VIX Futures Index

The Short Index is an excess return index designed to express the daily inverse performance of a theoretical portfolio of first and second month VIX futures contracts that are rolled daily. The theoretical portfolio consists of the two nearest term monthly VIX futures contracts that are rolled daily so that the nearest month VIX futures contract is rolled to the second nearest month VIX futures contracts in equal daily fractional amounts. This portfolio rolling seeks to maintain a constant weighted average time to maturity of approximately one month.

The Short Index determines its daily settlement price from the Time Weighted Average Price (TWAP) of its theoretical portfolio of futures during the last 15 minutes of NYSE's regular trading session, rather than solely from the VIX futures' settlement price.

The Short Index is calculated and maintained by Cboe Global Indexes (the "Index Provider"). The Index Provider is not a registered broker -dealer , but is affiliated with a broker -dealer . The Index Provider has implemented and will maintain a fire wall with respect to its relevant personnel regarding access to information concerning the composition and/or changes to the Index. In addition, the Index Provider has implemented and will maintain procedures around the relevant personnel that are designed to prevent the use and dissemination of material, non -public information regarding the Index.

These rules and the formula may be changed from time to time, and without notice by the Sponsor, S&P, and/or the CBOE.

The Index is calculated according to the following methodology:

Calculation of the Short Index

On any Business Day ( t ) when the Short Index is calculated, the Index value is determined as follows:

Business Day ( t ) is defined as any day when the CFE market is open.

index t = The Index Settlement value on any Business Day (t) the Index is calculated.

index t – 1 = The Index Settlement value on the preceding Business Day (t -1 ).

PDR t = Portfolio Daily Return on any Business Day (t) is determined as follows:

CW m 1, t –1 = Contract Weight and represents the weighting of the shortest dated monthly VIX Futures Contract ( m1 ) calculated on any Business Day ( t -1 ) as follows:

RD rem = Roll Days Remaining and is determined each Business Day as the number of remaining Business Days within a Roll Period beginning with, and including, the following Business Day, and ending with, but excluding, the following CBOE VIX monthly Futures Settlement Date (usually a Wednesday). The number of business days does not consider, and therefore continues to include as Business Days, any new holidays introduced intra -month , or unscheduled market closures.

RD tot = Roll Days Total and is determined at the beginning of a new Roll Period as the total number of Business Days within a Roll Period beginning with, and including, the monthly CBOE VIX Futures Settlement Date (usually a Wednesday), and ending with, but excluding, the following CBOE VIX monthly Futures Settlement Date. The number of Business Days stays constant if a new holiday is introduced intra -month after the CBOE VIX Futures Settlement Date, or in the case of an unscheduled market closure.

Note — On each Business Day a fraction of the theoretical portfolio's m1 VIX futures holdings are sold and the longer dated m2 futures are bought. The fraction rolled each Business Day is therefore proportional to the number of m1 futures contracts held on Business Day t1 and inversely proportional to the number of days in the Roll Period RD tot .

CP m1, t = Contract Reference Price of the shortest dated monthly VIX Futures Contract (m1) on any business day (t) determined as the average of the 180 last prices for m1 during regular trading and the 180 last Trade At Settlement (TAS) prices for m1 both taken every 5 seconds beginning 14 minutes and 55 seconds before the closing time of the regular trading session on the NYSE and ending at the closing time of the NYSE — usually the average of every 5 seconds between 3.45.05 PM ET and 4.00.00 pm ET each business day.

CRP m1, t –1 = Contract Reference Price of the shortest dated monthly VIX Futures Contract (m1) on the previous business day (t -1 ) determined as the average of the 180 last prices for m1 during regular trading and the 180 last Trade At Settlement (TAS) prices for m1 both taken every 5 seconds beginning 14 minutes and 55 seconds before the closing time of the regular trading session on the NYSE and ending at the closing time of the NYSE — usually the average of every 5 seconds between 3.45.05 PM ET and 4.00.00 pm ET each business day.

The Roll Period starts on the CBOE VIX Monthly Futures Settlement Date — usually the Wednesday falling 30 calendar days before the S&P 500 option expiration for the following month — and runs to the Tuesday prior to the subsequent month's CBOE VIX Monthly Futures Settlement Date. On the Business Day after the current roll period ends the following roll period begins.

The Long VIX Futures Index

The Long Index is an excess return index designed to express the performance of a theoretical portfolio of long positions in first and second month VIX futures contracts that are rolled daily. The theoretical portfolio consists of the two nearest term monthly VIX futures contracts that are rolled daily so that the nearest month VIX futures contract is rolled to the second nearest month VIX futures contracts in equal daily fractional amounts. This portfolio rolling seeks to maintain a constant weighted average time to maturity of approximately one month.

The Long Index determines its daily settlement price from the Time Weighted Average Price (TWAP) of its theoretical portfolio of futures during the last 15 minutes of NYSE's regular trading session, rather than solely from the VIX futures' settlement price.

The Long Index is calculated and maintained by Cboe Global Indexes (the "Index Provider"). The Index Provider is not a registered broker -dealer , but is affiliated with a broker -dealer . The Index Provider has implemented and will maintain a fire wall with respect to its relevant personnel regarding access to information concerning the composition and/or changes to the Index. In addition, the Index Provider has implemented and will maintain procedures around the relevant personnel that are designed to prevent the use and dissemination of material, non -public information regarding the Index.

These rules and the formula may be changed from time to time, and without notice by the Sponsor, S&P, and/or the CBOE.

The Long Index is calculated according to the following methodology:

Calculation of the Long Index

The Long Index measures the daily return from a theoretical portfolio of the two shortest dated VIX monthly futures contracts (m1 and m2) that are rolled daily, such that, the position in the shortest dated VIX monthly futures contract (m1) is rolled into a position in the second shortest dated VIX monthly futures contract (m2) according to the roll schedule resulting from the daily Contract Weight described by 3.

Calculation of the Excess Return Index ( Index ):

On any business day ( t ) when the index is calculated, the index value is determined as follows:

Business Day ( t ) is defined as any day when the CFE market is open.

= The Index Settlement value on any business day ( t ) the index is calculated.

= The Index Settlement value on the preceding business day ( t -1 ).

= Portfolio Daily Return on any business day ( t ) is determined as follows:

= Contract Weight and represents the notional dollar weighting of the shortest dated monthly VIX Futures Contract ( m1 ) calculated at the settlement on any business day ( t -1 ) as follows:

*For clarity, because Contract Weight represents the notional dollar weighting of m1 and m2, the actual number of contracts of m1 and m2 will vary depending on their notional value.

= Roll Days Remaining and is determined each business day as the number of remaining business days within a Roll Period beginning with, and including, the following business day, and ending with, but excluding, the following CBOE VIX monthly Futures Settlement Date (usually a Wednesday). The number of business days does not consider, and therefore continues to include as business days, any new holidays introduced intra -month , or unscheduled market closures.

= Roll Days Total and is determined at the beginning of a new Roll Period as the total number of business days within a Roll Period beginning with, and including, the monthly CBOE VIX Futures Settlement Date (usually a Wednesday), and ending with, but excluding, the following CBOE VIX monthly Futures Settlement Date. The number of business days stays constant if a new holiday is introduced intra -month after the CBOE VIX Futures Settlement Date, or in the case of an unscheduled market closure.

*For clarity, on each business day a fraction of the theoretical portfolio's m1 VIX futures holding sold and an equal dollar notional amount of the longer dated m2 futures is bought. The fraction rolled each business day is therefore proportional to the number of m1 futures contracts held on business day t1 and inversely proportional to the number of days in the Roll Period RD tot .

= Contract Reference Price of the shortest dated monthly VIX Futures Contract (m1) on any business day (t) determined as the average of the 180 last prices for m1 during regular trading and the 180 last Trade At Settlement (TAS) prices for m1 both taken every 5 seconds beginning 14 minutes and 55 seconds before the closing time of the regular trading session on the NYSE and ending at the closing time of the NYSE — usually the average of every 5 seconds between 3.45.05 PM ET and 4.00.00 pm ET each business day.

= Contract Reference Price of the shortest dated monthly VIX Futures Contract (m1) on the previous business day (t -1 ) determined as the average of the 180 last prices for m1 during regular trading and the 180 last Trade At Settlement (TAS) prices for m1 both taken every 5 seconds beginning 14 minutes and 55 seconds before the closing time of the regular trading session on the NYSE and ending at the closing time of the NYSE — usually the average of every 5 seconds between 3.45.05 PM ET and 4.00.00 pm ET each business day.

VIX Futures Contracts

Each Index is comprised of VIX futures contracts. VIX futures contracts were first launched for trading by the CBOE in 2004. VIX futures contracts allow investors to invest based on their view of the forward implied market volatility of the S&P 500. Investors that believe the forward implied market volatility of the S&P 500 will increase may buy VIX futures contracts. Conversely, investors that believe that the forward implied market volatility of the S&P 500 will decline may sell VIX futures contracts.

While the VIX represents a measure of the current expected volatility of the S&P 500 over the next 30 days, the prices of VIX futures contracts are based on the current expectation of the expected 30 -day volatility of the S&P 500 on the expiration date of the futures contract. Since the VIX and VIX futures contracts are two distinctly different measures, the VIX and VIX futures contracts generally behave quite differently.

An important consequence of the spot / forward relationship between the VIX and VIX futures contracts (and therefore between the VIX and A Fund) that investors should understand is that the price of a VIX futures contract can be lower, equal to or higher than the VIX, depending on whether the market expects volatility to be lower, equal to or higher in the 30 -day forward period covered by the VIX futures contract than in the 30 -day spot period covered by the VIX. Therefore the performance of VIX Futures contracts should be expected to be very different than the performance of the VIX as there is no direct relationship between the two measures. As a result, since the performance of a Fund is linked to the performance of the VIX futures contracts included in the Index, a Fund should be expected to perform very differently from the VIX (or -1x or 2x thereof).

The VIX is an index designed to measure the implied volatility of the S&P 500 over 30 days in the future. The VIX is calculated based on the prices of certain put and call options on the S&P 500. The VIX is reflective of the premium paid by investors for certain options linked to the level of the S&P 500.

• During periods of rising investor uncertainty, including periods of market instability, the implied level of volatility of the S&P 500 typically increases and, consequently, the prices of options linked to the S&P 500 typically increase (assuming all other relevant factors remain constant or have negligible changes). This, in turn, causes the level of the VIX to increase.

• During periods of declining investor uncertainty, the implied level of volatility of the S&P 500 typically decreases and, consequently, the prices of options linked to the S&P 500 typically decrease (assuming all other relevant factors remain constant or have negligible changes). This, in turn, causes the level of the VIX to decrease.

Volatility, and the level of the VIX, can increase (or decrease) without warning. The VIX was developed by the CBOE and is calculated, maintained and published by the CBOE. The CBOE may change the methodology used to determine the VIX and has no obligation to continue to publish, and may discontinue the publication of, the VIX. The VIX is reported by Bloomberg Finance L.P. under the ticker symbol "VIX."

The S&P 500 is an index that measures large -cap U.S. stock market performance. It is a float -adjusted market capitalization weighted index of 500 U.S. operating companies and real estate investment trusts selected by the S&P U.S. Index Committee through a non -mechanical process that factors in criteria such as liquidity, price, market capitalization and financial viability. Reconstitution occurs both on a quarterly and ongoing basis. S&P publishes the S&P 500. The daily calculation of the current value of the S&P 500 is based on the relative value of the aggregate market value of the common stocks of 500 companies as of a particular time compared to the aggregate average initial market value of the common stocks of 500 similar companies at the time of the inception of the S&P 500. The 500 companies are not the 500 largest publicly traded companies and not all 500 companies are listed on the Exchange. S&P chooses companies for inclusion in the S&P 500 with the objective of achieving a distribution by broad industry groupings that approximates the distribution of these groupings in the common stock population of the U.S. equity market. S&P may from time to time, in its sole discretion, add companies to, or delete companies from, the S&P 500 to achieve the objectives stated above. Relevant criteria employed by S&P include the viability of the particular company, the extent to which that company represents the industry group to which it is assigned, the extent to which the company's common stock is widely held and the market value and trading activity of the common stock of that company.

EACH FUND IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY S&P AND ITS AFFILIATES OR CBOE. S&P AND CBOE MAKE NO REPRESENTATION, CONDITION OR WARRANTY, EXPRESS OR IMPLIED, TO THE OWNERS OF A FUND OR ANY MEMBER OF THE PUBLIC REGARDING THE ADVISABILITY OF INVESTING IN SECURITIES GENERALLY OR IN THE FUND PARTICULARLY OR THE ABILITY OF THE INDEX TO TRACK MARKET PERFORMANCE AND/OR OF GROUPS OF ASSETS OR ASSET CLASSES AND/OR TO ACHIEVE ITS STATED OBJECTIVE AND/OR TO FORM THE BASIS OF A SUCCESSFUL INVESTMENT STRATEGY, AS APPLICABLE. S&P'S AND CBOE'S ONLY RELATIONSHIP TO VS TRUST ON BEHALF OF ITS APPLICABLE SERIES AND VOLATILITY SHARES LLC IS THE LICENSING OF CERTAIN TRADEMARKS AND TRADE NAMES AND OF EACH INDEX WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY S&P AND CBOE WITHOUT REGARD TO VS TRUST ON BEHALF OF ITS APPLICABLE SERIES AND VOLATILITY SHARES LLC OR THE FUNDS. S&P AND CBOE HAVE NO OBLIGATION TO TAKE THE NEEDS OF VS TRUST ON BEHALF OF ITS APPLICABLE SERIES AND VOLATILITY SHARES LLC OR THE OWNERS OF THE FUNDS INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE INDEX. S&P AND CBOE ARE NOT ADVISORS TO THE FUNDS AND ARE NOT RESPONSIBLE FOR AND HAVE NOT PARTICIPATED IN THE DETERMINATION OF THE PRICES AND AMOUNT OF THE FUNDS OR THE TIMING OF THE ISSUANCE OR SALE OF A FUND OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY WHICH FUND SHARES ARE TO BE CONVERTED INTO CASH. S&P AND CBOE HAVE NO OBLIGATION OR LIABILITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING, OR TRADING OF THE FUNDS.

NEITHER S&P, ITS AFFILIATES NOR THIRD PARTY LICENSORS, INCLUDING CBOE, GUARANTEES THE ACCURACY AND/OR THE COMPLETENESS OF AN INDEX OR ANY DATA INCLUDED THEREIN AND S&P, ITS AFFILIATES AND THEIR THIRD PARTY LICENSORS, INCLUDING CBOE, SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. S&P AND CBOE MAKE NO WARRANTY, CONDITION OR REPRESENTATION, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY VS TRUST ON BEHALF OF ITS APPLICABLE SERIES AND VOLATILITY SHARES LLC, SHAREHOLDERS OF THE FUNDS, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF AN INDEX OR ANY DATA INCLUDED THEREIN. S&P AND CBOE MAKE NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR CONDITIONS, AND EXPRESSLY DISCLAIM ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE AND ANY OTHER EXPRESS OR IMPLIED WARRANTY OR CONDITION WITH RESPECT TO THE INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL S&P, ITS AFFILIATES OR THEIR THIRD PARTY LICENSORS, INCLUDING CBOE, HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) RESULTING FROM THE USE OF THE INDEX OR ANY DATA INCLUDED THEREIN, EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

INVESTMENT OBJECTIVE AND PRINCIPAL INVESTMENT STRATEGY

Investment Objectives

SVIX seeks daily investment results, before fees and expenses, that correspond to the performance of the Short Index for a single day. The Fund does not seek to achieve its stated objective over a period greater than a single day. A "single day" is measured from the time the Fund calculates its NAV to the time of the Fund's next NAV calculation.

The Index measures the daily inverse performance of a portfolio of first and second month VIX futures contracts. This theoretical portfolio is rolled each day to maintain a consistent time to maturity of the futures contracts. The Index is calculated daily at 4:00 p.m. (Eastern time) and at a value calculated from the average price for the futures contracts between 3:45 p.m. (Eastern time) and 4:00 p.m. (Eastern time). Through this price averaging process — known as the Time Weighted Average Price (or TWAP). The Short Index inception date was November 22, 2019. Its ticker symbol is: SHORTVOL. Historical performance of the Short Index and the VIX since the inception of the Short Index through the year ended December 2021 is set forth below:

If SVIX is successful in meeting its objective, its value on a given day, before fees and expenses, should gain approximately as much on a percentage basis as the level of the Short Index. Conversely, its value on a given day, before fees and expenses, should lose approximately as much on a percentage basis as the level of the Short Index. Although the Fund seeks to track the performance of the Short Index each day, the Fund may not perfectly track the Short Index's performance over the same period, which is known as tracking error. For more information, see Correlation Risk and A number of factors may affect the Fund's ability to produce returns that correlate to the returns of the Short Index .

By way of example of the performance of the Short Index relative to the VIX Index, on December 31, 2019, the VIX fell from 14.82 to 13.78 ( -7 .02%), while the Index that the Fund tracks rose from 1768.43 to 1845.24 (+4.34%) UVIX UVIX seeks daily investment results, before fees and expenses, that correspond to twice (2x) the performance of the Long Index for a single day. The Fund does not seek to achieve its stated objective over a period greater than a single day. A "single day" is measured from the time the Fund calculates its NAV to the time of the Fund's next NAV calculation.

The Long Index measures the daily performance of a portfolio of long positions in first and second month VIX futures contracts. This theoretical portfolio is rolled each day to maintain a consistent time to maturity of the futures contracts. The Index is calculated daily at 4:00 p.m. (Eastern time) and at a value calculated from the average price for the futures contracts between 3:45 p.m. (Eastern time) and 4:00 p.m. (Eastern time). Through this price averaging process — known as the Time Weighted Average Price (or TWAP). The Long Index inception date is October 8, 2021. Its ticker symbol is: LONGVOL. Historical performance of the Long Index and the VIX since the inception of the Long Index through the year ended December 2021 is set forth below:

If the Fund is successful in meeting its objective, its value on a given day, before fees and expenses, should gain or lose approximately as much on a percentage basis as twice (2x) the level of the Index. Although the Fund seeks to track twice (2x) the performance of the Index each day, the Fund may not perfectly achieve its objective over the same period, which is known as tracking error. For more information, see Correlation Risk on page 10.

The Fund is not designed to meet its investment objective over periods longer than one day. Notwithstanding, the table below shows a performance example of the how compounding impacts a 2x daily rebalanced investment referencing an index over periods longer than one day. Areas shaded lighter represent those scenarios where a hypothetical fund that seeks 2x daily returns of an index will return the same or outperform (i.e., return more than) 2x of the index performance; conversely, areas shaded darker represent those scenarios where the hypothetical fund will underperform (i.e., return less than) 2x of the index performance.

Performance Examples

The tables below show performance examples of the how compounding impacts: i) an inverse daily rebalanced investment that references an index over periods longer than one day (Figure 1); and ii) a 2x daily rebalanced investment referencing an index over periods longer than one day (Figure 2). Areas shaded lighter represent those scenarios where a hypothetical fund that seeks daily inverse or daily 2x returns of an index will return the same or outperform (i.e., return more than) the inverse or 2x of the index performance over one year; conversely, areas shaded darker represent those scenarios where the hypothetical fund will underperform (i.e., return less than) the inverse or 2x of the index performance over one year.

There can be no assurance that a Fund will achieve its investment objective or avoid substantial losses. A Fund does not seek to achieve its stated investment objective over a period of time greater than a single day because mathematical compounding prevents a Fund from achieving such results. Results for the Fund over periods of time greater than a single day should not be expected to be a simple return of the Index. The Fund's returns will likely differ in amount and possibly even direction from the inverse of (or twice) either the VIX or a portfolio of short -term VIX futures contracts over the same period. These differences can be significant.

A Fund will lose money if its Index's performance is flat over time, and a Fund can lose money regardless of the performance of its Index, as a result of daily rebalancing, fees, an Index's volatility, compounding and other factors. Daily compounding of a Fund's investment returns can dramatically and adversely affect its longer -term performance, especially during periods of high volatility. Volatility has a negative impact on ta Fund's performance and may be at least as important to a Fund's return for a period as the return of its Index.

The VIX and either Index are separate indices and can be expected to perform very differently. The VIX is a non -investable index that measures the implied volatility of the S&P 500. For these purposes, "implied volatility" is a measure of the expected volatility (i.e., the rate and magnitude of variations in performance) of the S&P 500 over the next 30 days. The VIX does not represent the actual volatility of the S&P 500. The VIX is calculated based on the prices of a constantly changing portfolio of S&P 500 put and call options. The Short Index consists of short positions on short -term VIX futures contracts. And the Long Index consists of long positions on short -term VIX futures contracts. As such, the performance of either Index can be expected to be very different from an inverse of (or twice ) the actual volatility of the S&P 500 or an inverse (or twice) of the actual performance of the VIX.

HYPOTHETICAL PERFORMANCE RESULTS HAVE MANY INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED BELOW. NO REPRESENTATION IS BEING MADE THAT ANY ACCOUNT WILL OR IS LIKELY TO ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE SHOWN. IN FACT, THERE ARE FREQUENTLY SHARP DIFFERENCES BETWEEN HYPOTHETICAL PERFORMANCE RESULTS AND THE ACTUAL RESULTS SUBSEQUENTLY ACHIEVED BY ANY PARTICULAR TRADING PROGRAM.

ONE OF THE LIMITATIONS OF HYPOTHETICAL PERFORMANCE RESULTS IS THAT THEY ARE GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. IN ADDITION, HYPOTHETICAL TRADING DOES NOT INVOLVE FINANCIAL RISK, AND NO HYPOTHETICAL TRADING RECORD CAN COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR EXAMPLE, THE ABILITY TO WITHSTAND LOSSES OR TO ADHERE TO A PARTICULAR TRADING PROGRAM IN SPITE OF TRADING LOSSES ARE MATERIAL POINTS WHICH CAN ALSO ADVERSELY AFFECT ACTUAL TRADING RESULTS. THERE ARE NUMEROUS OTHER FACTORS RELATED TO THE MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF ANY SPECIFIC TRADING PROGRAM WHICH CANNOT BE FULLY ACCOUNTED FOR IN THE PREPARATION OF HYPOTHETICAL PERFORMANCE RESULTS AND ALL OF WHICH CAN ADVERSELY AFFECT ACTUAL TRADING RESULTS.

VOLATILITY SHARES LLC HAS HAD LITTLE OR NO EXPERIENCE IN TRADING ACTUAL ACCOUNTS FOR ITSELF OR FOR CUSTOMERS. BECAUSE THERE ARE NO ACTUAL TRADING RESULTS TO COMPARE TO THE HYPOTHETICAL PERFORMANCE RESULTS, CUSTOMERS SHOULD BE PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THESE HYPOTHETICAL PERFORMANCE RESULTS.

Principal Investment Strategies

In seeking to achieve each Fund's investment objective, the Commodity Sub -Adviser uses a mathematical approach to investing. Using this approach, the Commodity Sub -Adviser determines the type, quantity and mix of investment positions that it believes, in combination, should produce daily returns consistent with each Fund's objective.

Each Fund intends to meet its investment objective by investing all or substantially all of its assets in positions in first and second month VIX futures contracts, though it may invest in any one of, or combinations of, Financial Instruments (e.g., futures contracts, options contracts and swap transactions), such that a Fund typically has exposure intended to approximate the Index at the time of its NAV calculation. Under normal market conditions, SVIX's portfolio will comprise short positions, and UVIX's portfolio will comprise long positions, on first- and second -month VIX futures contracts. The number and type of these contracts will naturally change day -to -day as each Fund takes a daily rolling position in such contracts.

In the event that accountability rules, price limits, position limits, margin limits or other exposure limits are reached with respect to VIX futures contracts, the Sponsor may cause a Fund to obtain exposure to the Index through the use of options contracts or swap transactions referencing the VIX futures contracts. Each Fund may also invest in swaps if the market for a specific futures contract experiences emergencies ( e.g. , natural disaster, terrorist attack or an act of God) or disruptions ( e.g. , a trading halt or a flash crash) or in situations where the Sponsor deems it impractical or inadvisable to buy or sell futures contracts (such as during periods of market volatility or illiquidity).

Each Fund also may hold cash or cash equivalents such as U.S. Treasury securities or other high credit quality, short -term fixed -income or similar securities (such as shares of money market funds) as collateral for Financial Instruments and pending investment in Financial Instruments.

Neither Fund is actively managed by traditional methods ( e.g., by effecting changes in the composition of a portfolio on the basis of judgments relating to economic, financial and market conditions with a view toward obtaining positive results under all market conditions). Each Fund seeks to remain fully invested at all times in Financial Instruments and money market instruments that, in combination, provide exposure to the Index consistent with its investment objective without regard to market conditions, trends or direction.

Each Fund seeks to position its portfolio so that its exposure to its Benchmark is consistent with its investment objective. The time and manner in which the Fund rebalances its portfolio is defined by the Index methodology but may vary from day to day depending upon market conditions and other circumstances, deemed at the discretion of the Commodity Sub -Adviser , beneficial at tracking the Benchmark, or beneficial to the Fund holders.

The amount of exposure a Fund has to a specific combination of Financial Instruments may differ and may be changed without shareholder approval at any given time. Currently, SVIX seeks to be, under normal market conditions and absent any unforeseen circumstances, fully exposed to short positions in short -term VIX futures contracts, and UVIX seeks to be, under normal market conditions and absent any unforeseen circumstances, fully exposed to long positions in short -term VIX futures contracts. To the extent that any options or swap transaction entered into by a Fund are believed by the Fund to be "securities" under the Investment Company Act of 1940, the Fund will limit its investments in such transactions so that such investments, in combination, will not exceed 40 percent of the Fund's assets (other than cash and government securities) and thereby avoid potentially being deemed an unregistered investment company."

The amount of a Fund's exposure should be expected to change from time to time at the discretion of the Sponsor based on market conditions and other factors.

In addition, the Sponsor has the power to change the Fund's investment objective, Benchmark or investment strategy at any time, without shareholder approval, subject to applicable regulatory requirements.

and 290 more changes in the filing

Risk factors 403 changes

The Funds may be highly volatile and generally are intended for short -term investment purposes only.

3 unchanged paragraphs

In addition to the risks described elsewhere in this "Risk Factors" section, the following risks apply to the Funds.

Special Note Regarding Recent Market Events

From time to time, global financial markets experience periods of unprecedented turmoil. During these periods, the financial sector may result in reduced or altered liquidity in the markets and an unusually high degree of volatility, both domestically and internationally. In addition, events such as earthquakes, hurricanes, epidemics and pandemics and other unforeseen natural or human disasters, may have broad adverse social, political, and economic effects on the global economy, which could negatively impact the value of a Fund's investments. The potential for market turbulence may have an adverse effect on the value of a Fund's investments.

In the past (between 2007 and 2009) and more recently in 2020, instability in the financial markets led the United States and other governments to take a number of unprecedented actions designed to support certain financial and other institutions and certain segments of the financial markets. Federal, state, and foreign governments, regulatory agencies and self -regulatory organizations ("Regulatory Bodies") have taken, and could take in the future, actions that affect the regulation of the instruments in which a Fund invests, or the issuers of such instruments, in ways that are unforeseeable. Such legislation or regulation could limit a Fund's ability to achieve its investment objective. There also is no assurance that Regulatory Bodies will intervene in these or similar matters or events in the future. Any lack of intervention by such Regulatory Bodies also could have an impact on Fund performance and limit a Fund's ability to achieve its investment objective.

Recent market volatility, particularly from January 2020 through May 2020, that is seemingly the result of the negative impacts of COVID -19 on global and domestic markets and the response thereto by governments and their central banks, has acutely affected the performance of the Index over those periods.

The following chart shows the performance of the Long Index and the Short Index (each from the first full calendar month of performance after their inception) and the VIX, all through the year - ended December 2021. The Short Index has an inception date of November 22, 2019. The Long Index has an inception date of October 8, 2021.

UVIX seeks daily investment results, before fees and expenses, that correspond to twice the performance of the Long Index, which measures the daily performance of long positions in a theoretical portfolio of first and second month VIX futures contracts. The Fund seeks investment results for a single day only, as measured from NAV calculation time to NAV calculation time, and not for any other period (see "Summary — Creation and Redemption Transactions" for the typical NAV calculation time of the Fund). The return of the Fund for a period longer than a single day is the result of its return for each day compounded over the period and usually will differ from twice (2x) the return of either the VIX or a portfolio of long positions in VIX futures contracts over the same period.

The Funds do not invest directly in spot commodities or digital assets, and the Linked Instruments in which the Funds invest can and do perform materially differently from the spot price of the underlying Reference Asset .

Each Fund seeks to gain exposure to its underlying Reference Asset (gold, silver, bitcoin, ether, crude oil, or natural gas, as applicable) through investments in Linked Instruments, which may include futures contracts, swap agreements, exchange -traded options, and other derivative instruments, rather than through direct investment in the spot commodity or digital asset. The Funds do not hold physical gold, silver, crude oil, or natural gas, and do not hold spot bitcoin or ether. The performance of these Linked Instruments can, and historically has, differed materially from the performance of the spot price of the underlying Reference Asset.

This performance divergence occurs for several reasons. First, the prices of futures contracts and other Linked Instruments reflect expectations about the future price of the underlying asset, which may differ from its current spot price. Second, the Funds must periodically "roll" their futures positions by selling contracts approaching expiration and purchasing contracts with later expiration dates. In a "contango" market, where futures contracts with longer terms to expiration are priced higher than contracts with shorter terms, rolling results in the Fund selling contracts at relatively lower prices and buying contracts at relatively higher prices. This "negative roll yield" creates a drag on performance that can cause the Fund to significantly underperform the spot price of the underlying Reference Asset over time, even if spot prices remain flat or increase. Conversely, in "backwardation", where futures contracts with longer terms to expiration are priced lower than contracts with shorter terms, rolling may benefit Fund performance. However, the futures markets for many of the Funds' underlying Reference Assets have historically experienced extended periods of contango.

Additional factors that may cause Linked Instruments to perform differently from spot prices include: transaction costs and commissions associated with trading Linked Instruments; margin requirements, collateral requirements, and financing costs; storage costs (for physical commodities) reflected in futures pricing; basis risk between the specific instruments held by a Fund and the spot market; and counterparty risk associated with swap agreements and other over -the-counter derivative instruments. For digital assets such as bitcoin and ether, the relationship between futures prices and spot prices may be particularly variable because the digital asset futures markets have a limited operating history and may be less liquid than futures markets for traditional commodities.

As a result of these factors, the performance of a Fund may differ materially in amount and possibly even in direction from the performance of the spot price of the Fund's underlying Reference Asset. Historical data demonstrates that futures -based commodity investments have frequently underperformed the spot price of the underlying commodity over extended periods. Investors seeking exposure to the spot price of a commodity or digital asset should consider whether the Funds are appropriate for their investment objectives. An investment in a Fund should not be viewed as an investment in the underlying spot commodity or digital asset.

Due to the compounding of daily returns, the each Fund's returns over a period longer than a single day will likely differ in amount and possibly even direction from i) in the case of SVIX, the inverse performance of the VIX or a portfolio of short VIX futures contracts over the same period; and ii) in the case of UVIX, twice three times (3x) the performance of the VIX or a portfolio of long VIX futures contracts Fund's underlying Reference Asset over the same period.

SVIX Each Fund has an investment objective to seek daily investment results, before fees and expenses, that track the Short Index, which is designed correspond to express three times (3x) the daily inverse performance of a theoretical portfolio the value of first and second month VIX futures contracts. its Benchmark (as measured by the price of the applicable futures contract). Each Fund seeks investment results for a single day only, as measured from NAV calculation time to NAV calculation time, and not for any other period (see "Summary — Creation and Redemption Transactions" for the typical NAV calculation time of the each Fund). The return of the a Fund for a period longer than a single day is the result of its return for each day compounded over the period and usually will differ from three times (3x) the return the inverse ( -1x ) performance of either the VIX or a portfolio of short positions in VIX futures contracts Fund's underlying Reference Asset over the same period.

Compounding is the cumulative effect of applying investment gains and losses and income to the principal amount invested over time. Gains or losses experienced over a given period will increase or reduce the principal amount invested from which the subsequent period's returns are calculated. The effect of compounding becomes more pronounced as index underlying asset volatility and holding period increase. The impact of compounding will impact each shareholder differently depending on the period of time an investment in a Fund is held and the volatility of the Index underlying Reference Asset during the holding period of an investment in Shares of the Fund.

Each Fund will lose money if its Index's Benchmark's performance is flat over time, and a Fund can lose money regardless of the performance of the Index, Benchmark, as a result of daily rebalancing, fees, the Index's underlying asset's volatility, compounding and other factors. Longer holding periods, higher index underlying asset volatility, inverse exposure and leverage each affect the impact of compounding on a Fund's returns. Daily compounding of a Fund's investment returns can dramatically and adversely affect performance, especially during periods of high volatility. Volatility has a negative impact on a Fund's performance and the volatility of the Index underlying Reference Asset may be at least as important to the Fund's return for a period as the return of an Index. the Benchmark.

The Funds are not appropriate for all investors and presents present significant risks not applicable to other types of funds. An investor should only consider an investment in a Fund if he or she understands the consequences of seeking investment results for a single day. Shareholders who invest in a Fund should actively manage and monitor their investments, as frequently as daily.

The Fund's daily returns may not correlate with its Benchmark due to factors including fees, transaction costs, financing costs, and portfolio rebalancing.

In order to achieve a high degree of correlation with its Benchmark, each Fund seeks to rebalance its portfolio daily to keep exposure consistent with its investment objective. Being materially under- or overexposed over -exposed to the Benchmark may prevent a Fund from achieving a high degree of correlation with that Benchmark. Market disruptions or closures, large movements of assets into or out of a Fund, large rebalances, regulatory restrictions, cash drag from uninvested cash, market volatility, accountability levels, position limits, margin requirements, and daily price fluctuation limits set by the exchanges and other factors will adversely affect a Fund's ability to adjust exposure to requisite levels. The target amount of portfolio exposure may be impacted by changes to the value of a Fund's Index underlying Reference Asset each day. Other things being equal, more significant movement, up or down, will require more significant adjustments to a Fund's portfolio. Because of this, it is unlikely that a Fund will be perfectly exposed at the end of each day, and the likelihood of being materially under- or overexposed over -exposed is higher on days when the index levels underlying Reference Asset prices are volatile at or near the close of the trading day. These risks are may be particularly acute for a Fund certain Funds due to the high degree of volatility inherent in VIX futures contracts. their underlying Reference Assets.

2 unchanged paragraphs

Changes to an Index the Benchmark methodology and the daily rebalancing of a Fund may impact trading in the underlying futures contracts.

Changes to an Index the Benchmark methodology and daily rebalancing may cause a Fund to adjust its portfolio positions. This trading activity will contribute to the trading volume of the underlying futures contracts and may adversely affect the market price of such underlying futures contracts.

The market price of Shares may differ from NAV and may be affected by supply and demand factors independent of the Fund's benchmark.

1 unchanged paragraph

Each Fund seeks to achieve its investment objective even during periods when the performance of an Index the Benchmark is flat or when an Index the Benchmark is moving in a manner that may cause the value of a Fund to decline.

Each Fund is not actively managed by traditional methods ( e.g. , by effecting changes in the composition of a portfolio on the basis of judgments relating to economic, financial and market considerations with a view toward obtaining positive results under all market conditions). Each Fund seeks to remain fully invested at all times in Financial instruments whose value is derived from the value of an underlying asset, rate or benchmark (such asset, rate or benchmark, a "Reference Asset") and include futures contracts, options transactions, swap agreements, forward contracts and similar instruments or transactions and money market instruments that, in combination, provide exposure to the Benchmark consistent with each Fund's investment objective. This is the case even during periods in which an Index the underlying Reference Asset is flat or moving in a manner which causes the value of the Fund to decline. Each Fund can lose money regardless of the performance of its Benchmark, due to the effects of daily rebalancing, volatility, fees, compounding and other factors.

A number of factors may affect a Fund's ability to produce returns that correlate to 3x the returns of its Benchmark.

While each Fund seeks to meet its investment objective, there is no guarantee it will do so. A number of factors may affect each Fund's ability to achieve a high degree of correlation with three times (3x) its Benchmark, and there is no guarantee that a Fund will achieve a high degree of correlation. Factors that may affect a Fund's ability to meet its investment objective include: (1) the Sponsor's or Commodity Sub -Adviser 's ability to purchase and sell Financial Linked Instruments in a manner that correlates to the Fund's objective; (2) an imperfect correlation between the performance of the Financial Linked Instruments held by the Fund and the performance of the Index; Fund's underlying Reference Asset; (3) bid -ask spreads on such Financial Linked Instruments; (4) fees, expenses, transaction costs, financing costs and margin requirements associated with the use of Financial Linked Instruments and commission costs; (5) holding or trading Financial Linked Instruments in a market that has become illiquid or disrupted; (6) the Fund's Share prices being rounded to the nearest cent and/or valuation methodologies; (7) changes to the Index Fund's Benchmark that are not disseminated in advance; (8) the need to conform the Fund's portfolio holdings to comply with investment restrictions or policies or regulatory or tax law requirements; (9) early and unanticipated closings of the markets on which the holdings of the Fund trade, resulting in the inability of the Fund to execute intended portfolio transactions; (10) accounting standards; and (11) differences caused by the Fund obtaining exposure to only a representative sample of the components of the Index, Benchmark, overweighting or underweighting certain components of the Index Benchmark or obtaining exposure to assets that are not included in the Index; Benchmark; (12) the inability of the Fund to fully invest cash received in exchange for Creation Unit purchases, resulting in cash drag; and (13) the inability to fully access disruptions or illiquidity in the VIX futures contract market because markets for the Fund's underlying Reference Asset. Any of these factors could decrease correlation between the limitation described under "Summary — performance of a Fund Rebalancing" and its Benchmark and may hinder the Fund's ability to meet its daily investment objective. Failure to achieve a high degree of correlation may prevent the Fund from achieving its investment objective, and the percentage change of the Fund's NAV each day may differ, perhaps significantly in amount, and possibly even direction, from its stated multiple (3x) times the return of its Benchmark on p. 17. a given day.

2 unchanged paragraphs

Financial Linked Instruments cannot always be liquidated at the desired price. It is difficult to execute a trade at a specific price when there is a relatively small volume of buy and sell orders in a market. Market disruptions or volatility can also make it difficult to liquidate a position or find a swap counterparty at a reasonable cost.

Market illiquidity may cause losses for a Fund. The large size of the positions which a Fund may acquire increases the risk of illiquidity by both making their positions more difficult to liquidate and increasing the losses incurred while trying to do so. Any type of disruption or illiquidity will potentially be exacerbated due to the fact that a Fund will typically invest in Financial Linked Instruments related to a single benchmark, which in many cases is highly concentrated. Limits imposed by counterparties, exchanges or other regulatory organizations, such as accountability levels, position limits and daily price fluctuation limits, may contribute to a lack of liquidity with respect to some Financial Linked Instruments.

2 unchanged paragraphs

The policies of S&P and the CBOE and changes that affect the composition and valuation of the S&P 500, the VIX or an Index could affect the value of an investment in the Shares.

The policies of S&P and the CBOE concerning the calculation of the level of the S&P 500, the VIX and each Index, and any additions, deletions or substitutions of equity securities, options or futures contracts in the above indexes, respectively, and the manner in which changes affecting the equity securities, options contracts or futures contracts are reflected in the indexes outlined above, could affect the level of such indexes and, therefore, the value of the Shares. S&P can add, delete or substitute the equity securities underlying the S&P 500 or make other methodological changes that could change the level of the S&P 500. S&P and CBOE can also add, delete or substitute the futures contracts underlying the Index or make other methodological changes that could change the level of an Index. The changing of equity securities included in the S&P 500 may affect the S&P 500, as a newly added equity security may perform better or worse than the equity security or securities it replaces. Such a change may also affect the value of the put and call options used to calculate the level of the VIX. The changing of the futures contracts underlying the Index may affect the performance of an Index in similar ways. Additionally, S&P and CBOE may alter, discontinue or suspend calculation or dissemination of the S&P 500 or an Index. Any of these actions could adversely affect the value of the Shares. S&P and CBOE have no obligation to consider shareholder interests in calculating or revising the S&P 500 or an Index. The CBOE can make methodological changes to the calculation of the VIX that could affect the value of VIX futures contracts and, consequently, the value of the Shares. There can be no assurance that the CBOE will not change the VIX calculation methodology in a way which may affect the value of the Shares. Additionally, the CBOE may alter, discontinue or suspend calculation or dissemination of the VIX and/or the exercise settlement value. Any of these actions could adversely affect the value of the Shares.

Additionally, the Short Index is a relatively new index — with an inception date of November 22, 2019 — and no currently operating fund or account yet seeks to track the Short Index. The Long Index is a new index — with an inception date of October 8, 2021 and no currently operating fund or account yet seeks to track the Long Index or an inverse or leveraged version of it. There is the risk that, as a result of the limited operational history of each Index, a Fund may have more difficulty tracking the Index than an index that has had a long operational history.

Each Fund may be subject to counterparty risks.

Calculation of an Index a Benchmark may not be possible or feasible under certain events or circumstances that are beyond the reasonable control of the Sponsor, which in turn may adversely impact both the Index Benchmark and/or the Shares, as applicable. Additionally, Index Benchmark calculations may be disrupted by rollover disruptions, rebalancing disruptions and/or market emergencies, which may have an adverse effect on the value of the Shares.

A counterparty's failure to perform its obligations under derivative contracts could result in losses to the Fund and investors.

The Funds may use derivatives such as swap agreements and options (collectively referred to herein as "derivatives") in the manner described herein as a means to achieve its their investment objective. objectives. The use of derivatives by the Funds exposes them to counterparty risks.

2 unchanged paragraphs

Title VII of the Dodd -Frank Wall Street Reform and Consumer Protection Act (as defined below) (the "Dodd -Frank Act") ("Title VII") created a regulatory regime for derivatives, with the Commodity Futures Trading Commission (the "CFTC") responsible for the regulation of swaps and the SEC responsible for the regulation of "security -based swaps." The SEC requirements have largely yet to be made effective, but the CFTC requirements are largely in place. The CFTC requirements have included rules for some of the types of transactions in which the Funds will engage, including mandatory clearing and exchange trading for certain categories of swaps, reporting, and margin for uncleared swaps. Title VII also created new categories of regulated market participants, such as "swap dealers," "security -based swap dealers," "major swap participants," and "major security -based swap participants" who are, or will be, subject to significant new capital, registration, recordkeeping, reporting, disclosure, business conduct and other regulatory requirements. The regulatory requirements under Title VII continue to be developed and there may be further modifications that could impact materially and adversely the Funds, the markets in which the Funds trade and the counterparties with which the Funds engage in transactions.

As noted, the CFTC rules do not apply to all of the physically settled forward contracts entered into by the Funds. Investors, therefore, may not receive the protection of CFTC regulation or the statutory scheme of the Commodities Commodity Exchange Act of 1934 ("CEA") in connection with the Funds' physically settled forward contracts. The lack of regulation in these markets could expose investors to significant losses under certain circumstances, including in the event of trading abuses or financial failure by participants.

3 unchanged paragraphs

OTC derivatives of the type that may be utilized by each Fund are generally less liquid than futures contracts because they are not traded on an exchange, do not have uniform terms and conditions, and are generally entered into based upon the creditworthiness of the parties and the availability of credit support, such as collateral, and in general, are not transferable without the consent of the counterparty. These agreements contain various conditions, events of default, termination events, covenants and representations. The triggering of certain events or the default on certain terms of the agreement could allow a party to terminate a transaction under the agreement and request immediate payment in an amount equal to the net positions owed to the party under the agreement. For example, if the level of each Fund's Benchmark has a dramatic intraday move that would cause a material decline in the Fund's NAV, the terms of the swap may permit the counterparty to immediately close out the transaction with the Fund. In that event, it may not be possible for a Fund to enter into another swap or to invest in other Financial Linked Instruments necessary to achieve the desired exposure consistent with the Fund's objective. This, in turn, may prevent a Fund from achieving its investment objective, particularly if the level of the Fund's Benchmark reverses all or part of its intraday move by the end of the day.

3 unchanged paragraphs

Risks Related to a Fund's Investments in Options

Options investments involve unique risks including the potential loss of the entire premium paid, limited time to exercise, and the possibility that options may expire worthless.

2 unchanged paragraphs

Each Fund may change its investment objective, Index, Benchmark and strategies at any time.

The Sponsor may change a Fund's investment objective, Benchmark, or strategies at any time.

The Sponsor has the authority to change each Fund's investment objective, Index, Benchmark or investment strategy at any time without shareholder approval. Although such changes may be subject to applicable regulatory approvals, the Sponsor may determine to operate a Fund in accordance with its new investment objective, Index, Benchmark or strategy while those approvals are pending. Changes in the Fund's investment objective, Index, Benchmark or strategy, may occur without shareholder approval and with limited advance notice to shareholders and may expose shareholders to losses on their investments in a Fund.

A change to the investment objective, Index, Benchmark or strategies or the liquidation of the Fund could occur at a time that is disadvantageous to shareholders.

3 unchanged paragraphs

Some investment techniques of a Fund, such as its use of Financial Linked Instruments, may be considered aggressive. Risks associated with Financial Linked Instruments include potentially dramatic price changes (losses) in the value of the instruments and imperfect correlations between the price of the contract and the underlying Reference Asset. The use of Financial Linked Instruments may increase the volatility of a Fund and may involve a small investment of cash relative to the magnitude of the risk assumed.

5 unchanged paragraphs

A Fund may, in its discretion, suspend the right of creation or redemption or may postpone the redemption or purchase settlement date, for (1) any period during which the Exchange or any other exchange, marketplace or trading center, deemed to affect the normal operations of the Fund, is closed, or when trading is restricted or suspended on such exchanges in the Fund's futures contracts, (2) any period during which an emergency exists as a result of which the fulfilment fulfillment of a purchase order or the redemption distribution is not reasonably practicable, or (3) such other period as the Sponsor determines to be necessary for the protection of the shareholders of the Fund. In addition, a Fund will reject a redemption order if the order is not in proper form as described in the Authorized Participant Agreement or if the fulfilment fulfillment of the order might be unlawful. Any such postponement, suspension or rejection could adversely affect a redeeming Authorized Participant. For example, the resulting delay may adversely affect the value of the Authorized Participant's redemption proceeds if the NAV of the Fund declines during the period of delay. A Fund disclaims any liability for any loss or damage that may result from any such suspension or postponement. Suspension of creation privileges may adversely impact how the Shares are traded and arbitraged on the secondary market, which could cause them to trade at levels materially different (premiums and discounts) from the fair value of their underlying holdings.

3 unchanged paragraphs

Investors who purchase Shares in the secondary market and pay a premium purchase price over a Fund's intraday indicative optimized portfolio value ("IOPV"), ("IIV"), which is also known as the intraday indicative optimized portfolio value, or IIV, could incur significant losses in the event such investor sells the Fund Shares at a time when such premium is no longer present in the marketplace.

Also, the NAV of a Share may not correspond to its market price due to differences in timing. NAV is typically calculated as of 4:00 p.m. (Eastern calculation times vary by Fund; see the section entitled "Creation and Redemption Transactions" for each Fund's NAV calculation time. The Shares of a Fund trade on the Exchange during the hours the Exchange is open for trading, typically from 9:30 a.m. to 4:00 p.m. (Eastern Time).

Early NAV calculation times for certain Funds may result in wider trading spreads and premiums or discounts to NAV during trading hours after the NAV is calculated.

Certain Funds, including 3x Gold ETF, 3x Silver ETF, 3x Crude Oil ETF and 3x Natural Gas ETF, calculate their NAV based on the settlement prices of their underlying futures contracts, which are determined before the close of regular trading on the Exchange. For example, gold and silver futures on COMEX settle at approximately 1:30 p.m. and 1:25 p.m. (Eastern Time), respectively, and crude oil and natural gas futures on NYMEX settle at 2:30 p.m. (Eastern Time). However, Shares of the Funds continue to trade on the Exchange until 4:00 p.m. (Eastern Time). As a result, during the period between the determination of the NAV and the close of trading on the Exchange, trading spreads and the resulting premium or discount on Shares may widen, and the difference between the price of Shares and the NAV of Shares may increase. This could result in investors who purchase Shares after the NAV is calculated paying a premium over NAV, or investors who sell Shares after the NAV is calculated receiving less than NAV. During this period, liquidity in the underlying futures markets may also be reduced, which may further affect the market price of Shares. Additionally, because the IIV is calculated using settlement prices that do not change after the futures markets close, the IIV disseminated during this period may not accurately reflect the true intraday value of the Fund's holdings. Investors should be aware that the NAV calculation times for each Fund are set forth in the section entitled "Creation and Redemption Transactions" and should consider these timing differences when making investment decisions.

1 unchanged paragraph

The number of underlying components included in the Index may impact volatility, which could adversely affect an investment in the Shares.

A Fund's Index is concentrated solely in VIX futures contracts. Investors should be aware that other volatility indexes may be more diversified in terms of both the number and variety of instruments included or in terms of the volatility exposure offered. Concentration in fewer underlying components may result in a greater degree of volatility in an Index and the NAV of a Fund which tracks that index under specific market conditions and over time.

Under normal circumstances, the NAV of a Fund reflects the value of the Financial Linked Instruments held by the Fund, as of the time the NAV is calculated. The NAV includes, in part, any unrealized profits or losses on open Financial Linked Instrument positions. Additionally, In calculating the NAV of a Fund, VIX futures contracts are generally valued using the Time Weighted Average Price (TWAP) of the futures during the last 15 minutes of NYSE's regular trading session, rather than solely from the VIX futures' at their daily settlement price. prices on the applicable exchange. In certain circumstances ( (e.g., , if the Sponsor believes market quotations do not accurately reflect fair value of an investment, or a trading halt closes an exchange or market early), the Sponsor may, in its sole discretion, choose to determine a fair value price as the basis for determining the market value of such position for such day. The fair value of an investment determined by the Sponsor may be different from other value determinations of the same investment. Such fair value prices generally would be determined based on available inputs about the current value of the underlying Reference Assets and would be based on principles that the Sponsor deems fair and equitable. Errors in calculation of a Fund's NAV also may cause the Fund NAV to be overstated or understated and may affect the performance of the Fund and the value of an investment in the Shares.

5 unchanged paragraphs

Only Authorized Participants may create or redeem Creation Units. All other investors that desire to purchase or sell Shares must do so through the Exchange or in other markets, if any, in which the Shares may be traded. Shares may trade at a premium or discount to NAV per Share or the IOPV. IIV.

1 unchanged paragraph

Trading in Shares of a Fund may be halted by the Exchange due to market conditions or for other reasons in light of the accordance with applicable Exchange rules and procedures. In addition, trading in Shares is subject to trading halts caused by market volatility pursuant to "circuit breaker" rules that require trading to be halted for a specified period based on a specified decline or rise in a market index ( e.g. , the Dow Jones Industrial Average) or in the price of a Fund's Shares. There can be no assurance that the requirements necessary to maintain the listing of the Shares of a Fund will continue to be met or will remain unchanged.

The value of the Shares will be adversely affected because a Fund is required to indemnify Wilmington Trust, Company National Association (the "Trustee") and / or and/or the Sponsor.

Under the Trust Agreement of VS Trust, as amended and restated from time to time, among the Trustee, the Sponsor, and the holders of Shares (the "Trust Agreement"), the Trustee and the Sponsor each has the right to be indemnified for any liability or expense incurred without gross negligence or willful misconduct. That means the Sponsor may require the assets of a Fund to be sold in order to cover losses or liability suffered by it or by the Trustee. Any such sale would decrease the value of an investment in a Fund.

10 unchanged paragraphs

With the increased use of technologies such as the Internet and the dependence on computer systems to perform necessary business functions, a Fund and its service providers are susceptible to operational and information security risks. In general, cyber incidents can result from deliberate attacks or unintentional events. Cyber -attacks include, but are not limited to gaining unauthorized access to digital systems for purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption. Cyber -attacks may also be carried out in a manner that does not require gaining unauthorized access, such as causing denial -of -service -of-service attacks on websites. Cyber security failures or breaches of a Fund's third -party service providers (including, but not limited to, the index provider, the Sponsor, the Commodity Sub -Adviser , Tidal ETF Services LLC (the "Administrator"), U.S. Bancorp Fund Services LLC (the "Sub -Administrator "), the Custodian, FCM and U.S. Bancorp Fund Services LLC (the "Transfer Agent")) have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability of Fund shareholders to transact business, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future. A Fund and its shareholders could be negatively impacted as a result. While a Fund has established business continuity plans and systems to prevent such cyber -attacks , there are inherent limitations in such plans and risk management systems including the possibility that certain risks have not been identified. Furthermore, a Fund cannot control the cyber security plans and systems of the Fund's service providers, market makers, Authorized Participants or issuers of securities in which the Fund invests.

1 unchanged paragraph

Risks Applicable to Investing in VIX Futures Contracts and Other Financial Instruments VIX futures contracts can be highly volatile and a Fund may experience sudden and large losses when buying, selling or holding such instruments; you can lose all or a portion of your investment within a single day.

Investments linked to equity market volatility, including VIX futures contracts, can be highly volatile and may experience sudden, large and unexpected losses. For example, in 2018, similar indexes which were comprised of VIX futures contracts, had their largest one -day move ever of approximately 96%. In the future, an Index could have even larger single -day or intraday moves, up or down, that could cause investors to lose all or a substantial portion of their investment in a short period of time. VIX futures contracts are unlike traditional futures contracts and are not based on a tradable reference asset. The VIX is not directly investable, and the settlement price of a VIX futures contract is based on the calculation that determines the level of the VIX. As a result, the behavior of a VIX futures contract may be different from a traditional futures contract whose settlement price is based on a specific tradable asset and may differ from an investor's expectations. The market for VIX futures contracts may fluctuate widely based on a variety of factors including changes in overall market movements, political and economic events and policies, wars, acts of terrorism, natural disasters, changes in interest rates or inflation rates. High volatility may have an adverse impact on the performance of a Fund. An investor in a Fund could experience substantial losses and even potentially lose the full principal of his or her investment within a single day, the risk of which is heightened during periods of high market volatility.

Recent market volatility, particularly from January 2020 through the date of this Prospectus, that is seemingly the result of the negative impacts of COVID -19 on global and domestic markets and the response thereto by governments and their central banks, has acutely affected the performance of each Index over those periods.

The following chart shows the performance of the Long Index and the Short Index (each from the first full calendar month of performance after their inception) and the VIX, all through the year -ended December 2021. The Short Index has an inception date of November 22, 2019. The Long Index has an inception date of October 8, 2021.

The use of leveraged or inverse positions increases risk and could result in the total loss of an investor's investment within a single day.

SVIX seeks daily investment results, before fees and expenses, that correspond to the performance of the Short Index for a single day. SVIX utilizes short positions in VIX futures contracts in seeking to achieve its investment objective and will lose money in market environments adverse to its daily investment objective. The use of short positions increases risk and could result in the total loss of an investor's investment within a single day. SVIX's investments in short positions generally requires a small investment relative to the amount of investment exposure assumed. As a result, such investments may give rise to losses that far exceed the amount invested in those instruments. For example, because SVIX includes a minus one ( -1x ) multiplier, a single -day movement in the Index approaching 100% at any point in the day could result in the total loss or almost total loss of an investment in the Fund if that movement is contrary to the investment objective of SVIX. In the case where a single -day movement in the Short Index is contrary to the investment objective of the SVIX Fund and approaches 100% at any point during the day, the SVIX Fund may buy back a significant portion of its short VIX futures position which may result in the total loss or almost total loss of an investment in the Fund, even if the Index subsequently moves in an opposite direction.

The Short Index settled on March 16, 2020 41.64% below its settlement on the previous business day (its most significant single day decline since its inception). If SVIX had met its investment objective corresponding to the performance of the Short Index on that day, SVIX may have lost that amount equaling 41.64% before fees and expenses in a single day. It is not possible to predict when sudden large changes in the daily movement of a benchmark may occur and future changes may be significantly larger than historic changes.

The Long Index settled on November 29, 2021 13.80% below its settlement on the previous business day (its most significant single day decline since its inception). If UVIX had met its investment objective corresponding to the performance of the Long Index on that day, UVIX may have lost that amount equaling 27.60% before fees and expenses in a single day. It is not possible to predict when sudden large changes in the daily movement of a benchmark may occur and future changes may be significantly larger than historic changes.

Investors cannot be assured that the Sponsor will be able to continue to service a Fund for any length of time. If the Sponsor discontinues its activities on behalf of a Fund, the Fund may be adversely affected, as there may be no entity servicing the Fund for a period of time. If the Sponsor's registrations with the CFTC or memberships in the National Futures Association (the "NFA") were revoked or suspended, the Sponsor would no longer be able to provide services and/or to render advice to a Fund. If the Sponsor were unable to provide services and/or advice to a Fund, the Fund would be unable to pursue its investment objectives unless and until the Sponsor's ability to provide services and advice to the Fund was reinstated or a replacement for the Sponsor as commodity pool operator could be found. Such an event could result in termination of a Fund.

Risks Related to Investing in Other ETPs

Each Fund may invest in long or short positions in pooled investment vehicles that have investment objectives similar to that of a Fund, including Other ETPs, which may be investment companies registered under the Investment Company Act of 1940 or exchange -traded investment products whose shares are registered under the Securities Act of 1933 (the "1933 Act").

Investing in an Other ETP may involve duplication of advisory fees and certain other expenses. By investing in an Other ETP, the Fund becomes a shareholder of that Other ETP. As a result, Fund shareholders indirectly bear the Fund's proportionate share of the fees and expenses paid by shareholders of the Other ETP, in addition to the fees and expenses Fund shareholders bear in connection with the Fund's own operations. As a shareholder, the Fund must rely on the Other ETP to achieve its investment objective. The Fund's performance may be magnified positively or negatively by virtue of its investment in an Other ETP. If the Other ETP fails to achieve its investment objective, the value of the Fund's investment could decline, thus affecting the Fund's performance. In addition, because certain Other ETP shares are listed on national stock exchanges and are traded like stocks on an exchange, their shares potentially may trade at a discount or a premium. Investments in such shares may be subject to brokerage and other trading costs, which could result in greater expenses to the Fund. Finally, because the value of certain Other ETP shares may depend on the demand in the market, the Sponsor may not be able to liquidate the Fund's holdings in those shares at the most optimal time, adversely affecting the Fund's performance.

Risks Related to Investing in Gold-Linked Instruments (3x Gold ETF)

3x Gold ETF invests in Gold -Linked Instruments, which are financial instruments that reference or derive their value from gold or Gold Futures Contracts. Investments in Gold -Linked Instruments expose 3x Gold ETF to risks associated with the price of gold, which may fluctuate significantly in short periods. The price of gold is affected by numerous factors beyond the control of the Sponsor, including changes in global supply and demand for gold; political, economic, and regulatory developments worldwide; changes in interest rates; currency fluctuations; central bank gold sales and purchases; global or regional recessions; natural disasters; and pandemics.

Gold prices historically have been highly volatile and subject to sudden and unpredictable price movements, including reversals. In a single day, an investor in 3x Gold ETF could lose a substantial portion or all of their investment if the price of gold declines significantly. Gold markets also have historically experienced extended periods of flat or declining prices, and there can be no assurance that gold will maintain its long -term value in terms of future purchasing power. 3x Gold ETF seeks to provide three times (3x) the daily performance of gold, which amplifies both gains and losses. Unlike stocks or bonds, gold does not generate income or dividends, and 3x Gold ETF's returns are solely dependent on changes in the price of gold and 3x Gold ETF's ability to track its Benchmark.

The gold futures market may experience contango (where futures prices are higher than spot prices) or backwardation (where futures prices are lower than spot prices). Gold historically exhibits contango markets during most periods. In a contango market, 3x Gold ETF may experience "negative roll yield" as it sells expiring contracts at lower prices and purchases longer -dated contracts at higher prices. The historical impact of contango on gold futures investments has been material. For example, annualized roll costs in contango markets have exceeded 2% in certain periods. Because 3x Gold ETF provides 3x leveraged exposure, such roll costs are amplified, meaning a 2% annualized roll cost would result in approximately 6% of additional underperformance annually (before fees and expenses) relative to a 3x leveraged investment in spot gold. This may cause 3x Gold ETF's performance to differ significantly from the performance of spot gold prices over time and may result in 3x Gold ETF substantially underperforming a similar investment that is linked to the spot price of gold, even if spot gold prices remain flat or increase.

Gold prices are significantly affected by macroeconomic factors including inflation, interest rates, and currency fluctuations, which may cause substantial volatility.

Gold prices are significantly influenced by macroeconomic factors and global economic conditions. The price of gold may be affected by inflationary or deflationary trends, with gold historically serving as a hedge against inflation and currency debasement. Changes in real interest rates may also affect gold prices, as gold does not generate interest income and may become relatively less attractive compared to interest -bearing investments when real interest rates rise. Conversely, lower real interest rates may increase the appeal of gold as an investment. Central bank monetary policy decisions, including interest rate changes and quantitative easing or tightening programs, may significantly impact gold prices and investor demand for gold.

Currency fluctuations, particularly in the U.S. dollar, may significantly impact gold prices. Because gold is generally priced in U.S. dollars, a strengthening dollar may reduce the price of gold in dollar terms, while a weakening dollar may increase the price of gold. Changes in the relative strength of the U.S. dollar against other currencies may affect global demand for gold and 3x Gold ETF's performance. The relationship between gold prices and the U.S. dollar may not always be consistent, and there may be periods when both gold prices and the dollar move in the same direction.

Geopolitical events, including wars, military conflicts, terrorist attacks, political instability, trade disputes, sanctions, and international tensions may cause significant fluctuations in gold prices. Gold is often perceived as a "safe haven" asset during periods of geopolitical uncertainty, which may cause demand and prices to increase during such periods. However, there can be no assurance that gold will perform as a safe haven during any particular crisis or that prices will not decline even during periods of geopolitical stress. Political developments, changes in government policies, and elections in major economies may also impact gold prices and investor sentiment toward gold investments.

Disruptions in the gold mining industry, including labor disputes, environmental regulations, and supply constraints, may adversely affect gold prices.

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

3 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

14 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

2 unchanged paragraphs

8 unchanged paragraphs

2 unchanged paragraphs

and 323 more changes in the filing

MD&A 26 changes

4 unchanged paragraphs

-1x Short VIX Futures

4 unchanged paragraphs

Amount of trading income required for the NAV at the end of one year to equal the initial selling price per share (12-Month breakeven) (6) 0.30 1.98 2x Long VIX Futures % 3x Silver ETF (UVIX) (3x Silver ETF) Expenses (1) $ % Selling price per share 15.00 Management fee 0.25 1.65 % Brokerage commissions and fees (2) 0.15 1.01 % Variable create/redeem fees (3) (0.03 ) (0.17 ) % Other expenses (4) 0.04 0.29 % Total fees and expenses 0.42 2.78 % Interest income (5) 0.00 0.00 % Amount of trading income required for the NAV at the end of one year to equal the initial selling price per share (12-Month breakeven) (6) 0.42 2.78 % 3x Bitcoin ETF (3x Bitcoin ETF) Expenses (1) $ % Selling price per share Management fee % Brokerage commissions and fees (2) % Variable create/redeem fees (3) % Other expenses (4) % Total fees and expenses % Interest income (5) % Amount of trading income required for the NAV at the end of one year to equal the initial selling price per share (12-Month breakeven) (6) % 3x Ether ETF (3x Ether ETF) Expenses (1) $ % Selling price per share Management fee % Brokerage commissions and fees (2) % Variable create/redeem fees (3) % Other expenses (4) % Total fees and expenses % Interest income (5) % Amount of trading income required for the NAV at the end of one year to equal the initial selling price per share (12-Month breakeven) (6) % 3x Crude Oil ETF (3x Crude Oil ETF) Expenses (1) $ % Selling price per share Management fee % Brokerage commissions and fees (2) % Variable create/redeem fees (3) % Other expenses (4) % Total fees and expenses % Interest income (5) % Amount of trading income required for the NAV at the end of one year to equal the initial selling price per share (12-Month breakeven) (6) % 3x Natural Gas ETF (3x Natural Gas ETF) Expenses (1) $ % Selling price per share Management fee % Brokerage commissions and fees (2) % Variable create/redeem fees (3) % Other expenses (4) % Total fees and expenses % Interest income (5) % Amount of trading income required for the NAV at the end of one year to equal the initial selling price per share (12-Month breakeven) (6) % ____________ (1) The breakeven analysis set forth in this table assumes that the Shares have a constant NAV equal to the amount shown. This amount is NAV approximates the expected NAV of the such Shares on the first day as of Fund operations. [ ], 2026, rounded to the nearest $5. The actual NAV of the Fund differs and is likely to change on a daily basis. The numbers provided in this chart have been rounded to the nearest 0.01. The breakeven analysis reflects all fees and expenses, including estimated rebalancing expenses that are anticipated to be incurred by the Fund during a year of an investor's investment.

2 unchanged paragraphs

(6) Investors may pay customary brokerage commissions in connection with purchases of the Shares. Because such brokerage commission rates will vary from investor to investor, such brokerage commissions have not been included in each Breakeven Table. Investors are encouraged to review the terms of their brokerage accounts for applicable charges. The breakeven amount reflected in the Breakeven Table reflects the breakeven amount for investors in the secondary market. The breakeven amount for each Authorized Participant is equal to the sum of the breakeven amount for the Fund plus the amount of transaction fees paid by each Authorized Participant for the Fund. This amount includes Fund organization and operating expenses that the Fund will accrue on an amortized, straight -line basis over the Fund's first 12 months of operations.

(4) Other Fund Fees and Expenses are an estimate based on an allocation to the Fund of the total estimated expenses anticipated to be incurred by the Trust on behalf of the Fund, net of any expenses or sponsor fee waived by the Sponsor, and include: including: Professional fees (primarily legal, auditing and tax -preparation related costs); Custodian and Administrator fees and expenses, Distribution and Marketing fees (primarily fees paid to the Marketing Agent, costs related to regulatory compliance activities and other costs related to the trading activities of the Fund); Business Permits and Licenses; General and Administrative expenses (primarily insurance and printing), and Other Expenses. The expenses presented are based on estimated actual expenses experienced by each Fund for the current fiscal year, and do not represent the maximum amounts payable under the contracts with third -party service providers. The per -share cost of these fixed or estimated fees has been calculated assuming that the Fund has $100 million in assets. The Sponsor has assumed an asset level of $100 million because: i) it believes that is an asset level where exchange traded investment products typically become viable over the long term; and ii) the Principals of the Sponsor have, based on their previous experience advising and monitoring exchange -traded funds, a reasonable expectation that the Fund will gather at least $100 million in its first year of operations. The Sponsor believes that this is a conservative assumption and larger AUM levels are expected to reduce the 12 -Month Breakeven. The Sponsor can elect to pay (or waive reimbursement for) certain fees or expenses that would generally be paid by the Fund, although it has no contractual obligation to do so. Any election to pay or waive reimbursement for fees and expenses that would generally be paid by the of each Fund can be changed at the discretion of the Sponsor. [ ], 2026.

(5) Based on applying the average three month Treasury Bill rate for the quarter ended December 31, 2021. at [ ], 2026.

(6) The breakeven amount reflected in the Breakeven Table does not reflect brokerage commissions or transaction fees paid by individual investors who purchased Fund shares in the secondary market or Authorized Participants when creating or redeeming a Creation Unit.

SVIX Each Fund pays the Sponsor a management fee (the "Management Fee"), monthly in arrears, in an amount equal to 1.35 % per annum of its average daily net assets. UVIX pays the Sponsor a Management Fee, monthly in arrears, in an amount equal to 1.65 % percentage per annum of its average daily net assets "Average daily net assets" is calculated by dividing the month -end net assets of each Fund by the number of calendar days in such month. as set forth below:

3x Gold ETF pays a Management Fee equal to [ ] % per annum of its average daily net assets.

3x Silver ETF pays a Management Fee equal to [ ] % per annum of its average daily net assets.

3x Bitcoin ETF pays a Management Fee equal to [ ] % per annum of its average daily net assets.

3x Ether ETF pays a Management Fee equal to [ ] % per annum of its average daily net assets.

3x Crude Oil ETF pays a Management Fee equal to [ ] % per annum of its average daily net assets.

3x Natural Gas ETF pays a Management Fee equal to [ ] % per annum of its average daily net assets.

"Average daily net assets" is calculated by dividing the month -end net assets of each Fund by the number of calendar days in such month.

1 unchanged paragraph

Licensing and Index Calculation Fee

Each Fund pays CBOE a fee to calculate and maintain the Index. Each Fund pays S&P a fee for the futures data that is based on the VIX and the use of third party licensor trademarks.

Data Licensing and Benchmark Calculation Fees

Each Fund pays fees for futures data from CME Group (which includes COMEX and NYMEX) and other applicable data providers. These fees cover data relating to the futures contracts used to calculate each Fund's Benchmark. Specifically, 3x Gold ETF and 3x Silver ETF pay fees for COMEX gold and silver futures data, respectively; 3x Bitcoin ETF and 3x Ether ETF pay fees for CME bitcoin and ether futures data, respectively; and 3x Crude Oil ETF and 3x Natural Gas ETF pay fees for NYMEX crude oil and natural gas futures data, respectively.

Each Fund's Benchmark is calculated internally by the Sponsor based on the methodology described in this Prospectus. The Funds may also pay fees for the use of third -party licensor trademarks and other intellectual property rights associated with the futures contracts and related data used in connection with the Funds' investment strategies.

4 unchanged paragraphs

Each Fund pays all of its respective brokerage commissions, including applicable exchange fees, NFA fees and give -up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities for the Fund's investments in CFTC regulated investments. On average, total charges paid to FCMs are expected to be less than $[7.00] per round -turn trade, although brokerage commissions and trading fees are determined on a contract -by -contract basis. Each Fund bears other transaction costs including the effects of trading spreads and financing costs/fees, if any, associated with the use of Financial Linked Instruments, and costs relating to the purchase of U.S. Treasury securities or similar high credit quality short -term fixed -income or similar securities (such as shares of money market funds).

63 unchanged paragraphs

The deductibility for U.S. federal income tax purposes of a U.S. Shareholder's share of losses and expenses of a Fund is subject to certain limitations, including, but not limited to, rules providing that: (1) a U.S. Shareholder may not deduct the Fund's losses that are allocated to it in excess of its adjusted tax basis in its Shares; (2) individuals and personal holding companies may not deduct the losses allocable to a particular "activity" in excess of the amount that they are considered to have "at risk" with respect to the activity and (3) the ability of individuals to take certain itemized deductions (including the Management Fees) is was suspended for taxable years starting 2018 through 2025. and following. To the extent that a loss or expense that cannot be deducted currently is allocated to a U.S. Shareholder, such U.S. Shareholder may be required to report taxable income in excess of its economic income or cash distributions on the Shares. Prospective shareholders are urged to consult their own tax advisors with regard to these and other limitations on the ability to deduct losses or expenses with respect to an investment in a Fund.

Under Section 709(b) of the Code, amounts paid or incurred to organize a partnership may, at the election of the partnership, be treated as deferred expenses, which are allowed as a deduction ratably over a period of not less than 180 months. Each Fund has elected to treat such expenses as ratably deductible over 180 months, beginning with the month a Fund is considered to have started its investment activities for federal tax purposes. A non -corporate U.S. Shareholder's allocable share of such organizational expenses would constitute miscellaneous itemized deductions, which are not remain non -deductible for taxable years 2018 through 2025. individuals under current law. Expenditures in connection with the issuance and marketing of Shares (so -called "syndication fees") are not eligible for the 180 -month amortization provision and are not deductible.

12 unchanged paragraphs

Subject to generally applicable limitations, and new rules enacted by the Tax Cuts and Jobs One Big Beautiful Bill Act, U.S. Shareholders will be able to claim foreign tax credits with respect to certain foreign income taxes paid or incurred by a Fund, withheld on payments made to the Trust or paid by the Trust on behalf of Fund shareholders (if any of such foreign income taxes are so paid, incurred or withheld). U.S. Shareholders must include in their gross income, for U.S. federal income tax purposes, both their share of a Fund's items of income and gain and also their share of the amount which is deemed to be the shareholder's portion of foreign income taxes paid with respect to, or withheld from interest or other income derived by, the Fund. U.S. Shareholders may then subtract from their U.S. federal income tax the amount of such taxes withheld, or else treat such foreign taxes as deductions from gross income; however, as in the case of investors receiving income directly from foreign sources, the tax credit or deduction described above is subject to certain limitations. Even if the shareholder is unable to claim a credit, he or she must include all amounts described above in income. U.S. Shareholders are urged to consult their tax advisors regarding this election and its consequences to them.

6 unchanged paragraphs

To the extent any interest income allocated to a non -U .S. Shareholder is considered "portfolio interest," generally neither the allocation of such interest income to the non -U .S. Shareholder nor a subsequent distribution of such interest income to the non -U .S. Shareholder will be subject to withholding, provided that the non -U .S. Shareholder is not otherwise engaged in a trade or business in the United States and provides a Fund with a timely and properly completed and executed IRS Form W -8BEN , Form W -8BEN-E -8 BEN-E , or other applicable form. In general, "portfolio interest" is interest paid on debt obligations issued in registered form, unless the "recipient" owns 10% or more of the voting power of the issuer.

3 unchanged paragraphs

The Foreign Account Tax Compliance Act provisions of the Hiring Incentives to Restore Employment Act ("FATCA") generally impose a reporting and 30% withholding tax regime with respect to certain items of U.S. source income (including dividends and interest) ("Withholdable Payments"). Pursuant to recently proposed regulations, the U.S. Treasury Department has indicated its intent to eliminate the requirements under FATCA of withholding on gross proceeds from the sale or other disposition of property that can produce U.S. source interest or dividends. The U.S. Treasury Department has indicated that taxpayers may rely on these proposed regulations pending their finalization. As a general matter, the rules are designed to require U.S. persons' direct and indirect ownership of non -U .S. accounts and non -U .S. entities to be reported to the IRS. The 30% withholding tax regime applies if there is a failure to provide required information regarding U.S. ownership. The withholding rules generally apply to Withholdable Payments.

5 unchanged paragraphs

It is intended that a Fund is and will continue to be a qualified PTP. The IRS has previously privately ruled that positions in regard to an index futures contracts similar to those used by the Index Funds produced income permissible under the RIC qualification tests. If the income of a Fund were determined to be permissible under the RIC qualification tests, it will not affect the classification of a Fund as a partnership. However, under such circumstances, the Fund would not be a qualified PTP. Prospective RIC investors should consult a tax advisor regarding the treatment of an investment in the Fund under current tax rules and in light of their particular circumstances.

17 unchanged paragraphs

Use of proceeds 79 changes

Each Fund seeks to use substantially all of the proceeds of the offering of Shares of the Fund to make portfolio investments in a manner consistent with its investment objective. Each Fund also may hold cash or cash equivalents, such as U.S. Treasury securities or other high credit quality, short -term fixed -income or similar securities (such as shares of money market funds) as collateral for Financial Linked Instruments and pending investment in Financial Linked Instruments. To the extent that a Fund does not invest the proceeds of the offering of the Shares in the manner described above on the day such proceeds are received, such proceeds may be deposited with the Custodian.

The Commodity Sub -Adviser , Sponsor, a registered commodity trading advisor, pool operator, is responsible for the management of all Fund investments, including cash management activities of a Fund, such as investing in cash equivalents that may be used as margin for the Fund's portfolio holdings.

3 unchanged paragraphs

The manner by which Creation Units are purchased and redeemed is governed by the terms of the Authorized Participant Agreement and Authorized Participant Procedures Handbook, and all such procedures are at the discretion of the Sponsor. By placing a purchase order, an Authorized Participant agrees to deposit cash or Financial Linked Instruments with the Custodian of a Fund (unless as provided otherwise by this Prospectus). Purchases and redemptions made by Authorized Participants primarily in cash rather than through in -kind delivery of Financial Linked Instruments, if not offset by a transaction fee (as described below), may cause a Fund to incur certain costs, including brokerage costs or taxable capital gains or losses, that may decrease the Fund's net asset value.

3 unchanged paragraphs

The form of Authorized Participant Agreement and the related Authorized Participant Procedures Handbook set forth the procedures for the creation and redemption of Creation Units and for the payment of cash or Financial Linked Instruments required for such creations and redemptions. The Sponsor may delegate its duties and obligations under the form of Authorized Participant Agreement to the Administrator, Sub -Administrator , the Custodian and the Transfer Agent without consent from any shareholder or Authorized Participant. The form of Authorized Participant Agreement, the related procedures attached thereto and the Authorized Participant Procedures Handbook may be amended by the Sponsor without the consent of any shareholder or Authorized Participant. Authorized Participants who purchase Creation Units from a Fund receive no fees, commissions or other form of compensation or inducement of any kind from either the Sponsor or the Fund, and no such person has any obligation or responsibility to the Sponsor or the Fund to effect any sale or resale of Shares.

7 unchanged paragraphs

Purchase orders must be placed by the following times:

11:30 a.m. (Eastern Time)

11:25 a.m. (Eastern Time)

2:00 p.m. (Eastern Time)

2:00 p.m. (Eastern Time)

12:30 p.m. (Eastern Time)

12:30 p.m. (Eastern Time)

Purchase orders must be placed by 2:00 p.m. (Eastern time). The cut -off time may be earlier if, for example, the Exchange or other exchange material to the valuation or operation of the Fund closes before the cut -off time. If a purchase order is received prior to the applicable cut -off time, the day on which the Marketing Agent receives a valid purchase order is the purchase order date. If the purchase order is received after the applicable cut -off time, the purchase order date will be the next Business Day. Purchase orders are irrevocable. By placing a purchase order, and prior to delivery of such Creation Units, an Authorized Participant's DTC account will be charged the non -refundable transaction fee due for the purchase order.

5 unchanged paragraphs

The Sponsor may, in its discretion, suspend the right to purchase, or postpone the purchase settlement date: (1) for any period during which any of the Exchange, CBOE, CFE, CME (including CBOT and NYMEX) or ICE or other exchange material to the valuation or operation of a Fund is closed or when trading is suspended or restricted on such exchanges in any of the underlying VIX futures contracts; (2) for any period during which an emergency exists as a result of which the fulfilment fulfillment of a purchase order is not reasonably practicable; or (3) for such other period as the Sponsor determines to be necessary for the protection of the shareholders. The Sponsor will not be liable to any person or in any way for any loss or damages that may result from any such suspension or postponement.

7 unchanged paragraphs

The procedures by which an Authorized Participant can redeem one or more Creation Units mirror the procedures for the creation of Creation Units. On any Business Day, an Authorized Participant may place an order with the Marketing Agent to redeem one or more Creation Units. Redemption orders must be received prior to 2:00 p.m. (Eastern time), the times set forth in the table below, or earlier if, for example, the Exchange or other exchange material to the valuation or operation of a Fund closes before the cut -off time. If a redemption order is received prior to the applicable cut -off time, the day on which the Marketing Agent receives a valid redemption order is the redemption order date. If the redemption order is received after the applicable cut -off time, the redemption order date will be the next day. Redemption orders are irrevocable. Individual shareholders may not redeem directly from the Fund.

11:30 a.m. (Eastern Time)

11:25 a.m. (Eastern Time)

2:00 p.m. (Eastern Time)

2:00 p.m. (Eastern Time)

12:30 p.m. (Eastern Time)

12:30 p.m. (Eastern Time)

If a redemption order is received prior to the applicable cut -off time, the day on which the Marketing Agent receives a valid redemption order is the redemption order date. If the redemption order is received after the applicable cut -off time, the redemption order date will be the next day. Redemption orders are irrevocable. Individual shareholders may not redeem directly from the Fund.

9 unchanged paragraphs

The Sponsor may, in its discretion, suspend the right of redemption, or postpone the redemption settlement date, (1) for any period during which any of the Exchange, CBOE, CFE, CME (including CBOT and NYMEX) or ICE or other exchange material to the valuation or operation of a Fund is closed or when trading is suspended or restricted on such exchanges in any of the underlying VIX futures contracts; (2) for any period during which an emergency exists as a result of which the redemption distribution is not reasonably practicable; or (3) for such other period as the Sponsor determines to be necessary for the protection of the shareholders. The Sponsor will not be liable to any person or in any way for any loss or damages that may result from any such suspension or postponement.

The Sponsor will reject a redemption order if the order is not in proper form as described in the form of Authorized Participant Agreement or if the fulfilment fulfillment of the order might be unlawful.

3 unchanged paragraphs

Inception of Trading

There is no minimum number of aggregate subscriptions that will be necessary for the pool to commence trading commodity interests. However, the initial Authorized Participant is expected to seed a Fund with a minimum of two Creation Units prior to its Shares being listed on the Exchange. There is no minimum number or maximum number of aggregate subscriptions that may be contributed to the pool. However, the Sponsor retains the unilateral right to not accept an order to purchase any Creation Unit for any reason. A Fund will not hold the monies or funds of any investor prior to the commencement of the Fund trading commodity interests. Accordingly, the Fund will have no need to determine the disposition of funds received if the pool does not receive the necessary amount to commence trading, including the period of time within which the disposition will be made. The Sponsor will not be depositing funds received prior to the commencement of trading by a Fund.

There is no outstanding material litigation against VS Trust the Sponsor or the Commodity Sub -Adviser . Sponsor.

Each FCM is a clearing member of the CBOT, CME, NYMEX, or another major U.S. commodity exchange. From time to time, each FCM (in its capacity as a commodities broker) and its respective principals may be involved in numerous legal actions, some of which individually and all of which in the aggregate, seek significant or indeterminate damages. However, except for the actions described in the section entitled "Futures Commission Merchants — Litigation and Regulatory Disclosure Relating to FCMs" beginning on __, [page 111], each FCM has advised the Sponsor that during the five years preceding the date of this Prospectus there has been no material administrative, civil, or criminal action against it or any of its respective principals.

Each FCM is a clearing member of the CBOT, CME, NYMEX, or another major U.S. commodity exchange. From time to time, each FCM (in its capacity as a commodities broker) and its respective principals may be involved in numerous legal actions, some of which individually and all of which in the aggregate, seek significant or indeterminate damages. However, except for the actions described in the section entitled " Futures Commission Merchants — Litigation and Regulatory Disclosure Relating to FCMs " beginning on [page 111], each FCM has advised the Sponsor that during the five years preceding the date of this Prospectus there has been no material administrative, civil, or criminal action against it or any of its respective principals.

11 unchanged paragraphs

Wilmington Trust, Company, National Association, a Delaware trust company, national banking association, is the sole Trustee of the Trust. The rights and duties of the Trustee and the Sponsor with respect to the offering of the Shares and Fund management and the shareholders are governed by the provisions of the DSTA and by the Trust Agreement. The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the DSTA. The Trustee does not owe any other duties to the Trust, the Sponsor or the shareholders of the Funds. The Trustee's principal offices are located at 1100 North Market Street, Wilmington, Delaware 19890. The Trustee is unaffiliated with the Sponsor.

8 unchanged paragraphs

• Manages and directs the Funds' portfolio of Financial Linked Instruments and other assets, including cash and cash equivalents;

3 unchanged paragraphs

• selects the FCM and Financial Instrument counterparties, if any; and • Oversees the Commodity Sub -Adviser 's management of the Funds' portfolio of Financial Instruments and other assets, including cash equivalents.

• selects the FCM and Linked Instrument counterparties, if any; and

• Manages the Funds' portfolio of Linked Instruments and other assets, including cash equivalents.

7 unchanged paragraphs

Executive Officers of the Trust and Principals and Significant Employees of the Sponsor Name Position Justin Young* Principal of the Sponsor (since 10/4/2019) Associated Person of the Sponsor (since 12/12/2019) Principal Executive Officer (since 4/8/2021) Principal Financial Officer (since 4/8/2021) Principal Accounting Officer of the Trust (since 4/8/2021) Stuart Barton Principal of the Sponsor (since 10/2/2019) Associated Person of the Sponsor (since 10/14/2019) Chang Kim* Principal of the Sponsor (since 1/26/2022) Manzone LLC Chief Compliance Officer (since 1/26/2022) Charles Lowery* Principal of the Sponsor (since 2/11/2021) 7/6/2023) Head of Product Management (since 7/6/2023) Chief Investment Officer (since 1/1/2025) ____________ * Denotes principal of the Sponsor who participates in making trading decisions for the Funds.

The following is a biographical summary of the business experience of the executive officers of the Trust and the principals and significant employees of the Sponsor. Of the Principals listed below, only Justin Young, Stuart Barton, and Chang Kim and Charles Lowery participate in making trading or operational decisions for the Funds or supervise persons engaged in making trading or operational decisions for the Funds. Justin Young and Stuart Barton have served as a Principal of the Sponsor since its registration as a commodity pool operator was approved on October 14, 2019. Chang Kim has served as a Principal of the Sponsor since January 26, 2022.

Justin Young holds a BA in American Studies from Georgetown University. Since From April 2017 to December 2023, he has served as Managing Partner of Invest In Vol LLC (overseeing operations at an investment adviser); from August 2015 to April 2017, he was Vice President of Rex Shares LLC (overseeing product development at an ETF sponsor); from April 2011 to August 2015 he was Head of Capital Markets for Global X Management Company LLC (overseeing capital markets operations for an ETF sponsor); and from July 2009 to April 2011 he was an Associate of NYSE Euronext (working on a number of listing matters for a national securities exchange).

Stuart Barton holds a PhD in Economic History from the University of Cambridge, an MBA from the University of Surrey, and a B.Sc in engineering from the University of Cape Town. From December 2023 to January 2025, he served as Chief Investment Officer at Volatility Shares LLC (overseeing portfolio management and operations at an investment adviser and ETF sponsor); since February 2025 he no longer serves as the Chief Investment Officer of the Sponsor but remains a Principal of the Sponsor by virtue of his ownership in the Sponsor; from March 2017 to December 2023, he has served as Managing Partner of Invest In Vol LLC (overseeing operations at an investment adviser); from September 2016 to March 2017 he was Chief Investment Officer of Rex Shares (overseeing investments at an ETF sponsor); from September 2014 to September 2017 he was Managing Partner at Corpus Capital Partners LLC (overseeing operations at a commodity pool operator); from October 2010 to September 2014 he was a Ph.D. Candidate (completed Ph.D.) at the University of Cambridge, UK; from January 2008 to October 2010 he was unemployed and engaged in travel; from June 2007 to January 2008 he was Senior Equity Derivatives Trader at HSBC's Hong Kong office (traded derivatives at an investment bank); from September 2004 to June 2007 he was Senior Equity Derivatives Trader at Barclays Capital PLC in New York (traded derivatives at a broker -dealer ); and from August 2001 to September 2004 he was Equity Derivatives Trader at Barclays Capital PLC in London.

1 unchanged paragraph

Charles Lowery holds a BS in Business Administration from Georgetown University. From April 2023 to January 2025, he served as the Head of Product Management at Volatility Shares LLC (overseeing portfolio management and operations at an Investment Adviser and ETF sponsor); from March 2017 to April 2023, he was Director of ETF Portfolio Management at Milliman Financial Risk Management LLC (overseeing portfolio management and operations at an ETF sponsor); and from October 2006 to July 2016, he was a portfolio manager at ProShare Advisors LLC (managing trading and portfolio management for ETFs).

Manzone Corpus Partners LLC became a Principal of the Sponsor on February 11, 2021. Manzone LLC March 14, 2025. It has a passive ownership interest in the Sponsor and exercises no management authority over the Funds.

Justin Young Holdings LLC became a Principal of the Sponsor on March 14, 2025. It has a passive ownership interest in the Sponsor and exercises no management authority over the Funds.

8 unchanged paragraphs

The Commodity Sub-Adviser

Milliman FRM (the "Commodity Sub -Adviser "), 71 S. Wacker Drive, 31 st Floor, Chicago, IL 60606, serves as the Funds' Commodity Sub -Adviser pursuant to a commodity sub -advisory agreement (the "Commodity Sub -Advisory Agreement").

The Commodity Sub -Adviser began conducting business in 1998 as a part of Milliman, Inc. and was organized as a limited liability company and a wholly -owned subsidiary of Milliman, Inc. in 2011. It provides investment advisory services and also is registered with the CFTC/NFA. The Commodity Sub -Adviser became: an NFA member on October 18, 2011; a registered commodity trading adviser on October 18, 2011; a registered commodity pool operator on January 1, 2013; and a swap firm on March 15, 2013.

The Commodity Sub -Adviser offers hedging and asset allocation advisory services to institutional clients. These services are provided to life insurers, pensions, endowments, banks, fund managers, reinsurers, and trusts who are interested in using our investment allocation models for their portfolios. These services include performing option pricing calculations on assets or liabilities, preparing illustrative financial projections of hedging strategies selected by the client, placing hedging trades with brokers as agent for our clients, providing other administrative support for the rebalancing of hedge positions, and allocations among different asset classes, and rebalancing for market conditions.

The Commodity Sub -Adviser also provides services as an investment adviser or sub -adviser or CTA, to mutual funds, exchange -traded funds ("ETFs"), unit investment trusts ("UITs"), funds offered through bank collective investment trusts ("CITs"), and other exchange -traded products ("ETPs"). The strategy exercised for each product is designed to meet a particular investment goal. In the case of sub -advisory services, the primary adviser to the fund is usually responsible for the selection of underlying investments for the fund, and the Commodity Sub -Adviser manages strategies for the various funds' assets based on the investment goals and objectives as outlined in each of the funds' offering documents.

The Commodity Sub -Adviser will manage 100% of the Funds' assets. The Commodity Sub -Adviser will be paid by the Sponsor an annual sub -advisory fee of 0.25% based on each Fund's average daily net assets (total assets of the Fund, minus the sum of its accrued liabilities). The sub -advisory fee is waived for the first 6 months of the Fund's operations or until a Fund reaches $35 million in average daily net assets. The Funds do not directly pay the Commodity Sub -Adviser . Performance of the accounts directed by the Commodity Sub -Adviser can be found beginning on page 47 under the heading, "Performance of Accounts Advised by the Commodity Sub -Adviser ."

The following is a biographical summary of the business experience of the principals of the Commodity Sub -Adviser . Each of the principals listed below participate in making trading or operational decisions for the Funds or supervise persons engaged in making trading or operational decisions for the Funds.

Ram Kelkar joined the Commodity Sub -Adviser in March 2008 and has served as a Principal and Managing Director — Head of Capital Markets since March 2008. In that role, he manages the trading teams in Sydney, London, and Chicago that execute OTC and exchange -traded derivatives and equity transactions on behalf of investment advisory clients. Mr. Kelkar was approved as: a principal on October 13, 2011; an NFA associate member on October 18, 2011 and a swap associated person on March 15, 2013. He was registered as an associated person on October 18, 2011.

Ken Mungan founded the Commodity Sub -Adviser in June 1998 as an Associate Actuary. He became a Principal in March 2002. He has served as Chairman of the Board of Directors of Milliman, Inc., the parent company of the Commodity Sub -Adviser since February 2015. In those roles, He grew the business from its inception and oversaw its expansion into investment advisory services and licensing of risk management technology products. Mr. Mungan was approved as: a principal on December 21, 2012; and an NFA associate member on October 11, 2013. He was registered as an associated person on October 11, 2013.

Sam Nandi joined the Commodity Sub -Adviser in April 2002 as an Associate Actuary, became an Actuary in August 2002, and has held the title Principal and Consulting Actuary since March 2007. In those roles, he developed and implemented outsourced hedging programs for number clients. He was also the lead consultant/client manager for numerous hedging, asset management, and consulting clients. Mr. Nandi was approved as: an NFA associate member on June 27, 2012; and a principal on June 27, 2012. He was registered as an associated person on June 27, 2012.

Deep Patel joined the Commodity Sub -Adviser in October 2003 as an Associate Actuary, became an Actuary in July 2006, and has been a Principal since September 2008. In those roles, he has engaged in product design and development of equity -based guarantee products as well as developing hedging strategies for a range of U.S., Canadian, and multinational insurance companies. He has also managed the operations of hedge programs of several large life insurers and re -insurers and has advised many companies on issues related to regulatory and economic capital. Mr. Patel was approved as: a principal on November 20, 2012; and an NFA associate member on February 25, 2014. He was registered as an associated person on February 25, 2014.

Susan Puz joined the Commodity Sub -Adviser in March 2012 as Compliance Counsel, and has served as the Commodity Sub -Adviser 's Chief Compliance Officer since September 2014, and Milliman, Inc.'s Chief Compliance Officer since May 2016. In that role, she is responsible for ensuring that Milliman, Inc. and its affiliates comply with applicable laws and regulations on a global basis. Ms. Puz was approved as a principal on December 2, 2014.

Adam Schenck joined the Commodity Sub -Adviser in January 2005 as an Intern, became an Actuarial Student in August 2005, an Actuarial Analyst in January 2006, a Portfolio Manager in January 2012, a Principal in March 2013, and has been Principal and Managing Director — Head of Fund Services since January 2017. In that role, he oversees a team that analyzes and implements risk management strategies, and performs research on volatility and asset return distributions. Mr. Schenck was approved as: an NFA associate member on October 23, 2013; and a principal on October 24, 2018. He was registered as an associated person on February 25, 2014.

14 unchanged paragraphs

In calculating the NAV of a Fund, the VIX futures contracts are valued using the Time Weighted Average Price (TWAP) of the futures during the last 15 minutes of NYSE's regular trading session, rather than solely from the VIX futures' settlement price. The value of a Fund's non -exchange -traded Financial Instruments typically is determined by applying the then -current disseminated levels for the Index to the terms of the Fund's non -exchange -traded Financial Instruments.

The net asset value ("NAV") in respect of a Fund means the total assets of the Fund including, but not limited to, all cash and cash equivalents or other debt securities less total liabilities of the Fund, consistently applied under the accrual method of accounting. In particular, the NAV includes any unrealized profit or loss on open futures contracts (and Financial Linked Instruments, if any), and any other credit or debit accruing to the Fund but unpaid or not received by the Fund. The NAV per Share of a Fund is computed by dividing the value of the net assets of the Fund ( i.e. , the value of its total assets less total liabilities) by its total number of Shares outstanding. Expenses and fees are accrued daily and taken into account for purposes of determining the NAV. Each Fund's NAV is calculated on each day other than a day when the Exchange is closed for regular trading. Each Fund computes its NAV only once each Business Day as of 4:00 p.m. (Eastern at the time identified in the table below (the "NAV Calculation Time") , or an earlier time as set forth on www.volatilityshares.com. For example, a Fund may calculate its NAV as of an earlier time if the Exchange or other exchange material to the valuation or operation of the Fund closes early. The Funds' website at www.volatilityshares.com will display the end of day closing Index level, and NAV per Share for the Fund. The Fund will provide daily website disclosure, prior to market opening, of the Funds' portfolio holdings. This website disclosure of the portfolio composition of the Fund will occur at the same time as the disclosure by the Fund of the portfolio composition to Authorized Participants so that all market participants are provided portfolio composition information at the same time.

NAV Calculation Time

1:30 p.m. (Eastern Time)

1:25 p.m. (Eastern Time)

4:00 p.m. (Eastern Time)

4:00 p.m. (Eastern Time)

2:30 p.m. (Eastern Time)

2:30 p.m. (Eastern Time)

For example, a Fund may calculate its NAV as of an earlier time if the Exchange or other exchange material to the valuation or operation of the Fund closes early. The Funds' website at www.volatilityshares.com will display the end of day closing Benchmark level, and NAV per Share for the Fund. The Fund will provide daily website disclosure, prior to market opening, of the Funds' portfolio holdings. This website disclosure of the portfolio composition of the Fund will occur at the same time as the disclosure by the Fund of the portfolio composition to Authorized Participants so that all market participants are provided portfolio composition information at the same time.

In calculating the NAV of a Fund, the futures contracts on the Fund's underlying Reference Asset (gold, silver, bitcoin, ether, crude oil, or natural gas, as applicable) are generally valued at their daily settlement prices on the applicable exchange (COMEX for gold and silver, CME for bitcoin and ether, and NYMEX for crude oil and natural gas). The value of a Fund's non -exchange -traded Linked Instruments typically is determined by applying the then -current price of the applicable futures contract to the terms of the Fund's non -exchange -traded Linked Instruments.

In certain circumstances ( e.g. , if the Sponsor believes market quotations do not accurately reflect the fair value of a Fund's investment, or a trading halt closes an exchange or market early), the Sponsor may, in its sole discretion, choose to determine a fair value price as the basis for determining the market value of such investment for such day. Such fair value prices would generally be determined based on available inputs about the current value of the underlying VIX futures contract contracts on the Fund's Reference Asset and would be based on principles that the Sponsor deems fair and equitable.

1 unchanged paragraph

Indicative Optimized Portfolio Value ("IOPV")

Intraday Indicative Value ("IIV")

The IOPV, which is also known as the intraday indicative value or IIV is an indicator of the value of a Fund's net assets at the time the IOPV IIV is disseminated. The IOPV IIV is calculated and disseminated every 15 seconds during a normal Business Day. A Business Day is defined as a day the United States equity markets are open for trading on the NYSE. The IOPV IIV may cease calculating at an earlier time if the Exchange or other information material to the valuation or operation of a Fund closes early. The IOPV IIV is generally calculated using the prior day's closing net assets of a Fund as a base and updating throughout the Business Day changes in the value of the Financial Linked Instruments held by the Fund. The IOPV IIV should not be viewed as an actual real time update of the NAV because NAV is calculated only once at the end of each Business Day. The IOPV IIV also should not be viewed as a precise value of the Shares. Because the market price per Share may differ from the IOPV, IIV, the price at which an investor may be able to sell Shares at any time, and especially in times of market volatility, may be significantly less than the IOPV IIV at the time of sale. Neither a Fund nor the Sponsor is liable for any errors in the calculation of the IOPV IIV or any failure to disseminate IOPV. IIV.

The Exchange disseminates the IOPV. IIV. In addition, the IOPV IIV is published on the Exchange's website and is available through on -line information services such as Bloomberg Finance L.P. and/or Reuters.

27 unchanged paragraphs

Commodity Sub-Adviser

The Commodity Sub -Adviser does not charge a fee that is based on a percentage of profits, does not receive per -trade compensation, does not trade in proprietary accounts, does not share office space with other entities, and does not receive soft dollar benefits from FCMs. Its affiliates include its parent company and subsidiaries under common control with its parent company. Milliman, Inc. has a registered broker -dealer , Milliman Investment Management Services LLC. This broker dealer is approved for the trading of listed corporate equities and exchange traded funds (ETFs) for institutional customers on an agency basis.

The Commodity Sub -Adviser 's compliance program and other corporate policies and procedures are implemented and enforced to prevent any potential conflicts from affecting its performance or services to its clients. For example, any such conflicts may be mitigated by policies such as the inclusion of written disclosures or specific contractual provisions, or our client confidentiality and privacy policies.

From time to time, the Commodity Sub -Adviser and Milliman, Inc. will both advise the same client in relation to different aspects of their financial needs. Where this occurs, the relationship between the Commodity Sub -Adviser and Milliman, Inc. is disclosed in advance and fees are structured in a manner that is fair to the client and consistent with applicable law.

Neither Milliman, Inc. nor Milliman Investment Management Services LLC provides services to the Funds.

The Funds seek Each Fund seeks to engage in daily rebalancing to position its portfolio so that its exposure to its Benchmark is consistent with its daily investment objective. The impact of changes to the value of an Index each Fund's underlying Reference Asset (gold, silver, bitcoin, ether, crude oil, or natural gas, as applicable) each day will affect whether the that Fund's portfolio needs to be rebalanced. Each Fund seek to position its portfolio so that its exposure to their Benchmark is consistent with its investment objective. The time and manner in which each Fund will rebalance its portfolio is defined by the Index methodology but may vary from the Index methodology day to day depending upon market conditions and other circumstances, including the potential impact of the rebalance on the price of the VIX futures contracts. The Sponsor will seek to minimize the market impact of rebalances across all exchange traded products based on VIX futures contracts ("VIX ETPs") that it sponsors on the price of VIX futures contracts by limiting the Funds' participation, on any given day, in VIX futures contracts to no more than 10% of the VIX underlying futures contracts. traded on Cboe Futures Exchange, Inc. ("CFE") during any "Rebalance Period," defined as any fifteen minute period of continuous market trading. To limit participation during periods of market illiquidity, the Sponsor, on any given day, may vary the manner and period over which all VIX ETPs it sponsors are rebalanced, and as such, the manner and period over which the Funds are rebalanced. The Sponsor believes that a Fund will enter an extended rebalance period most often during periods of extraordinary market conditions or illiquidity in VIX the applicable futures contracts Accordingly, (COMEX gold or silver futures, CME bitcoin or ether futures, or NYMEX crude oil or natural gas futures, as applicable). Because multiple Funds may trade in related or correlated markets, the rebalancing activity of one Fund could cause another Fund (to the extent that together they exceed potentially impact the VIX futures contracts limit of 10% price of all VIX futures contracts traded on CFE) to limit that Fund's participation in futures contracts. used by another Fund. Although the Sponsor will seek to utilize investment techniques that mitigate any such impacts, there is no guarantee that one or both the Funds' performance could will not be adversely affected as a result.

5 unchanged paragraphs

Commodity Sub-Advisory Agreement

The Commodity Sub -Advisory Agreement has no set term and may be terminated by either the Sponsor or the Commodity Sub -Adviser upon 120 days written notice.

Milliman FRM Volatility Shares is a commodity trading adviser Sponsor of the Trust and the Funds, and serves as each Fund's commodity Sub -Adviser pool operator pursuant to the terms of the Commodity Sub -Advisory Sponsor Agreement between the Sponsor and the Sub -Adviser . Subject always to Trust, for itself and on behalf of the supervision Funds. Under the terms of the Sponsor Agreement, the Commodity Sub -Adviser Sponsor will furnish an investment program in respect of, make investment decisions for, and place all orders for the purchase and sale of futures contracts, forward contracts, options contracts, swap contracts and other commodity interests, the assets of each Fund, consistent with the investment objectives and restrictions of a Fund.

3 unchanged paragraphs

The Fund Sub -Administration Servicing Agreement between the Administrator and the Sub -Administrator (the "Fund Sub -Administration Servicing Agreement") has an initial term of three years and, after the initial term, will continue in effect for additional one -year terms unless earlier terminated. Notwithstanding the foregoing, beginning in the second year of the Fund Sub -Administration Servicing Agreement, the Trust may terminate the Fund Sub -Administration Servicing Agreement on at least ninety (90) days' prior written notice to the Sub -Administrator , and either party may terminate the Fund Sub -Administration Servicing Agreement at any time upon thirty (30) days' prior written notice to the other party if the other party is adjudged bankrupt or insolvent, or there shall be commenced against such party a case under any applicable bankruptcy, insolvency or other similar law. In its capacity as Sub -Administrator , U.S. Bancorp Fund Services, LLC is indemnified under the Fund Sub -Administration Servicing Agreement.

23 unchanged paragraphs

Plan of distribution 149 changes

1 unchanged paragraph

Most investors buy and sell Shares in secondary market transactions through brokers. Shares of each Fund trade on the Exchange under the ticker symbol listed in this Prospectus. Shares are bought and sold throughout the trading day like other publicly traded securities. When buying or selling Shares through a broker, most investors incur customary brokerage commissions and charges.

1 unchanged paragraph

Likelihood of Becoming a Statutory Underwriter

Each Fund continuously offers Shares in Creation Units to Authorized Participants. Shares of a Fund are to be offered to Authorized Participants in Creation Units at the Fund's NAV.

Authorized Participants may offer to the public, from time to time, Shares of a Fund from any Creation Units they create. Shares of a Fund offered to the public by Authorized Participants are offered at a per Share market price that varies depending on, among other factors, the trading price of the Shares of a Fund on the Exchange, the NAV per Share and the supply of and demand for the Shares at the time of the offer. Shares initially comprising the same Creation Unit but offered by Authorized Participants to the public at different times may have different offering prices. Additionally, the price at which an Authorized Participant sells a Share may be higher or lower than the price paid by such Authorized Participant in connection with the creation of such Share in a Creation Unit.

Authorized Participants do not receive from a Fund, the Sponsor or any of their affiliates, any fee or other compensation in connection with their sale of Shares to the public, although investors are expected to be charged a customary commission by their brokers in connection with the purchase and sale of Shares that varies from investor to investor. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

[Bank of America/Merrill Lynch Professional Clearing is each Fund's initial Authorized Participant and is a statutory underwriter of Fund Shares. Prior to a Fund's Shares being listed on the Exchange, the initial Authorized Participant purchased two creation units of Fund Shares with a price per Share of $15.00.] [As of the date of this Prospectus, ABN AMRO Clearing Chicago LLC, BofA Securities, Inc., Citadel Securities LLC, Goldman Sachs & Co. LLC, HRT Financial LP, J.P Morgan Securities LLC, Mizuho Securities USA LLC and Virtu Americas LLC have each executed an Authorized Participant Agreement and are the only Authorized Participants.] Likelihood of Becoming a Statutory Underwriter Each Fund issues Shares in Creation Units to Authorized Participants from time to time in exchange for cash. Because new Shares can be created and issued on an ongoing basis at any point during the life of a Fund, a "distribution," as such term is used in the 1933 Act, will be occurring. An Authorized Participant, other broker -dealer firm or its client could be deemed a statutory underwriter, and thus would be subject to the prospectus delivery and liability provisions of the 1933 Act, if it purchased a Creation Unit from a Fund, broke the Creation Unit down into the constituent Shares and sold the Shares to its customers; or if it chose to couple the creation of a supply of new Shares with an active selling effort involving solicitation of secondary market demand for the Shares. A determination of whether one is an underwriter must take into account all the facts and circumstances pertaining to the activities of the broker -dealer or its client in the particular case, and the examples mentioned above should not be considered a complete description of all the activities that would lead to categorization as an underwriter. Authorized Participants, other broker -dealers and other persons are cautioned that some of their activities may result in their being deemed participants in a distribution in a manner which would render them statutory underwriters and subject them to the prospectus delivery and liability provisions of the 1933 Act.

Dealers who are neither Authorized Participants nor "underwriters" but are participating in a distribution (as contrasted to ordinary secondary trading transactions), and thus dealing with Shares that are part of an "unsold allotment" within the meaning of section 4(3)(C) of the 1933 Act, would be unable to take advantage of the prospectus delivery exemption provided by section 4(3) of the 1933 Act.

Retail investors may purchase and sell Shares through traditional brokerage accounts. Investors who purchase or sell Shares through a commission/fee based brokerage account may pay commissions/fees charged by the brokerage account. Investors are encouraged to review the terms of their brokerage accounts for applicable charges.

The offering of Creation Units is being made in compliance with FINRA Rule 2310. Accordingly, the Authorized Participants may not make any sales to any account over which they have discretionary authority without the prior written approval of a purchaser of Shares. In any event, the maximum amount of all items of value, including compensation paid from the offering proceeds and in the form of "trail commissions," to be paid to FINRA members, including to Foreside Fund Services, LLC, in connection with the offering of the Shares by a Fund will not exceed 10% of gross offering proceeds.

Chapman and Cutler LLP has advised the Sponsor in connection with the Shares being offered. Chapman and Cutler LLP also advises the Sponsor with respect to its responsibilities as sponsor of, and with respect to matters relating to, the Trust and the Fund. Chapman and Cutler LLP has prepared the sections "Material U.S. Federal Income Tax Considerations" with respect to U.S. federal income tax laws and "Purchases By Employee Benefit Plans" with respect to ERISA. Chapman and Cutler LLP has not represented, nor will it represent, the Trust, the Fund or the shareholders in matters relating to the Trust or the Funds.

Richards, Layton & Finger, P. A. has represented the Trust in connection with the legality of the Shares being offered hereby.

Certain opinions of counsel have been filed with the SEC as exhibits to the Registration Statement of which this Prospectus is a part.

The combined financial statements of VS Trust and the individual financial statements of each of the funds comprising VS Trust that are not covered by this Prospectus (including -1x Short VIX Futures ETF (SVIX) and 2x Long VIX Futures ETF (UVIX)), management's assessment of the effectiveness of internal control over financial reporting of VS Trust, and management's assessment of the effectiveness of internal control over financial reporting of each of such individual funds (which are included in Management's Report on Internal Control over Financial Reporting) incorporated in this Prospectus by reference to the Annual Report on Form 10 -K for the year ended December 31, 2025 have been so incorporated in reliance on the report of Tait, Weller & Baker LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

The financial statements of the Funds covered by this Prospectus (3x Gold ETF, 3x Silver ETF, 3x Bitcoin ETF, 3x Ether ETF, 3x Crude Oil ETF, and 3x Natural Gas ETF) are included in this Prospectus. Such financial statements have been audited by Tait, Weller & Baker LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

1 unchanged paragraph

The Trust has filed a Registration Statement on Form S -1 with the SEC under the 1933 Act. This Prospectus constitutes part of the Registration Statement filed by the Trust for itself and on behalf of the Funds. Additionally, as further discussed under "Incorporation by Reference of Certain Documents," we have incorporated by reference certain historical information. This Prospectus does not contain all of the information set forth in such Registration Statement, certain portions of which have been omitted pursuant to the rules and regulations of the SEC, including, without limitation, certain exhibits thereto (for example, the form of the Authorized Participant Agreement). The descriptions contained herein of agreements included as exhibits to the Registration Statement are necessarily summaries and may not be complete; the exhibits themselves may be inspected without charge at the Public Reference Room maintained by the SEC at 100 F Street, NE, Washington, DC 20549, and copies of all or part thereof may be obtained from the SEC upon payment of the prescribed fees. Investors may obtain information on the operation of the Public Reference Room by calling the SEC at 1 -800-SEC-0330 . The SEC maintains a website that contains reports, proxy and information statements and other information regarding registrants that file electronically with the SEC. The address of such site is www.sec.gov .

RECENT FINANCIAL INFORMATION AND ANNUAL REPORTS

The financial statements of the Funds covered by this Prospectus (3x Gold ETF, 3x Silver ETF, 3x Bitcoin ETF, 3x Ether ETF, 3x Crude Oil ETF, and 3x Natural Gas ETF) are included directly in this Prospectus and are not incorporated by reference from another document.

For information regarding VS Trust and the funds comprising VS Trust that are not covered by this Prospectus (including -1x Short VIX Futures ETF (SVIX) and 2x Long VIX Futures ETF (UVIX)), you should read the financial statements and the notes to those financial statements in the Trust's Annual Report on Form 10 -K for the year ended December 31, 2025, along with any amendments thereto, which have been incorporated by reference into this Prospectus. The Trust's Annual Report on Form 10 -K covers only VS Trust and the funds comprising VS Trust that are not covered by this Prospectus. Please refer to the section entitled "Incorporation by Reference of Certain Documents" in Part Two of this Prospectus.

The Sponsor will furnish an annual report of the Funds in the manner required by the rules and regulations of the SEC as well as with those reports required by the CFTC and the NFA, including, but not limited to, annual audited financial statements of the Funds examined and certified by independent registered public accountants and any other reports required by any other governmental authority that has jurisdiction over the activities of the Funds. Monthly account statements conforming to CFTC and NFA requirements, as well as the current annual and quarterly reports and other filings made with the SEC, are posted on the Sponsor's website at ww w.volatili tyshares.com . Shareholders of record will also be provided with appropriate information to permit them to file U.S. federal and state income tax returns with respect to Shares held. Additional reports may be posted on the Sponsor's website at the discretion of the Sponsor or as required by regulatory authorities. Investors should also read any updated Prospectus, supplements to this Prospectus, notices and press releases, and other important information about the Funds which are posted on the Sponsor's website at www.volatilityshares.com .

1 unchanged paragraph

The Sponsor and the Trust are committed to respecting the privacy of personal information investors entrust to the Trust in the course of doing business.

1 unchanged paragraph

The Sponsor, on behalf of the Trust, collects non -public personal information from various sources. For instance, forms may include names, addresses, and social security numbers. Each Fund receives information from transactions in investors' accounts, including account balances, and from correspondence between investors and a Fund or third parties, such as the Fund's service providers. The Sponsor, on behalf of the Fund, uses such information provided by investors or their representative to process transactions, to respond to inquiries from investors, to deliver reports, products, and services, and to fulfil legal and regulatory requirements.

1 unchanged paragraph

The Sponsor does not disclose any non -public personal information about investors to anyone unless permitted by law or approved by the affected investor. The Sponsor may share information about investors with certain third parties who are not affiliated with the Trust to process or service a transaction that investors have requested or as permitted by law. For example, sharing information with non -affiliated third parties that maintain or service investors' accounts for a Fund is essential.

The Sponsor may also share information with companies that perform administrative or marketing services for a Fund including research firms. When the Fund enters into such a relationship, such third parties' use of customer's information is restricted and they are prohibited from sharing it or using it for any purposes other than those for which they were hired. The Sponsor also requires service providers to maintain physical, electronic and procedural safeguards that comply with federal standards to guard investors' non -public personal information.

1 unchanged paragraph

The Sponsor maintains physical, electronic, and procedural safeguards to protect investors' personal information. Within a Fund, access to personal information is restricted to those employees who require access to that information in order to provide products or services to customers such as processing transactions and handling inquiries. Use of customer information is restricted and customer information is required to be held in strict confidence.

The Sponsor will adhere to the policies and practices described in this notice for both current and former customers of the Funds.

INCORPORATION BY REFERENCE OF CERTAIN DOCUMENTS

The SEC allows the Trust to incorporate by reference much of the information it files with the SEC, which means that the Trust can disclose important information to you by referring you to those publicly available documents. The information that is incorporated by reference in this prospectus is considered to be part of this prospectus. Because the Trust is incorporating by reference future filings with the SEC, this prospectus is continually updated and those future filings may modify or supersede some of the information included or incorporated in this prospectus. This means that you must look at all of the SEC filings that are incorporated herein by reference to determine if any of the statements in this prospectus or in any document previously incorporated by reference have been modified or superseded. The Trust's Annual Report on Form 10 -K and Quarterly Reports on Form 10 -Q contain the combined financial statements of VS Trust and the individual financial statements of each of the funds comprising VS Trust that are not covered by this Prospectus (including -1x Short VIX Futures ETF (SVIX) and 2x Long VIX Futures ETF (UVIX)). The financial statements of the Funds covered by this Prospectus (3x Gold ETF, 3x Silver ETF, 3x Bitcoin ETF, 3x Ether ETF, 3x Crude Oil ETF, and 3x Natural Gas ETF) are included directly in this Prospectus and are not incorporated by reference. This prospectus incorporates by reference the documents listed below that the Trust previously filed with the SEC and any future filings made with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act (in each case, other than those documents or the portions of those documents not deemed to be filed) between the date of the initial registration statement and the effectiveness of the registration statement and following the effectiveness of the registration statement until the offering of the securities offered hereby is terminated or completed:

• The Trust's Annual Report on Form 10 -K for the year ended December 31, 2025, filed on March 31, 2026;

• The Trust's Quarterly Report on Form 10 -Q for the quarter ended March 31, 2026, filed on May 13, 2026.

The Trust may furnish to the SEC certain material non -public information, including (i) information regarding its results of operations or financial condition for a completed quarterly or annual fiscal period under Item 2.02 of Form 8 -K , (ii) in order to comply with SEC Regulation FD prohibiting selective disclosure of material information under Item 7.01 of Form 8 -K , and (iii) any other information that may be permitted in the future to be furnished as a result of changes in SEC regulations (all such information, together with any exhibits filed on Form 8 -K that are related to such disclosure, "Furnished Information"). Furnished Information is not incorporated herein by reference unless we expressly state otherwise.

Any statement contained in a document that is incorporated by reference will be modified or superseded for all purposes to the extent that a statement contained in this Prospectus (or in any other document that is subsequently filed with the SEC and incorporated by reference) modifies or is contrary to that previous statement. Any statement so modified or superseded will not be deemed a part of this Prospectus except as so modified or superseded.

The Trust will provide to you a copy of the filings that have been incorporated by reference in this Prospectus upon your request, at no cost. In addition, the Trust will also provide you with information regarding the other series of the Trust upon your request, at no cost. Any request may be made by writing or calling at the following address or telephone number:

Volatility Shares LLC

2000 PGA Boulevard, Suite 4440

Palm Beach Gardens, FL 33408

These documents may also be accessed through the web at www.volatilityshares.com or as described under " Where Investors Can Find More Information ." The information and other content contained on or linked from the website are not incorporated by reference in this Prospectus and should not be considered a part of this Prospectus. Annual, quarterly and current reports and other information are on file with the SEC. The SEC maintains an internet site at www.sec.gov that contains reports, proxy and information statements and other information regarding the Trust and the Funds.

1 unchanged paragraph

Each Fund uses Advantage Futures LLC ("Advantage"); Marex Capital Markets Inc. (formerly E D & F Man Capital Markets Inc.) ("Marex"); StoneX Financial Inc. ("StoneX"); Straits Financial LLC; RBC Capital Markets LLC ("RBC Capital"); Clear Street LLC ("Clear Street"); and ADM Investor Services, Inc. ("ADMIS"), each in its capacity as a registered FCM, as its FCM. Each FCM, except RBC Capital, serves as a clearing broker to the Trust and each Fund and as such arranges for the clearing of a Fund's futures transactions. RBC Capital serves as an executing broker to the Trust and each Fund and as such arranges for the execution of a Fund's futures transactions.

Each FCM acts as clearing broker for many other funds and individuals. A variety of executing brokers may execute futures transactions on behalf of the Funds. The executing brokers will give up all such transactions to an FCM.

Investors should be advised that no FCM is affiliated with or acts as a supervisor of a Fund or the Fund's commodity pool operators, commodity trading advisors, investment managers, trustees, general partners, administrators, transfer agents, registrars or organizers, as applicable. Additionally, no FCM is acting as an underwriter or sponsor of the offering of any Shares or interests in a Fund or has passed upon the merits of participating in this offering.

No FCM has passed upon the adequacy of this Prospectus or on the accuracy of the information contained herein. Additionally, no FCM provides any commodity trading advice regarding a Fund's trading activities. Investors should not rely upon any such FCM in deciding whether to invest in a Fund or retain their interests in the Fund. Investors should also note that a Fund may select additional clearing brokers or replace any FCM as the Fund's clearing broker.

1 unchanged paragraph

Any material administrative, civil or criminal action, whether pending or concluded, within five years preceding the date of the date of this Prospectus, against any FCM, is disclosed below. An action is material if:

• the action would be required to be disclosed in the notes to the FCM's financial statements prepared pursuant to generally accepted accounting principles;

• the action was brought by the CFTC (unless the action was concluded, did not result in civil monetary penalties exceeding $50,000, and did not involve allegations of fraud or other willful misconduct); or • the action was brought by any other federal or state regulatory agency, a non -United States regulatory agency or a self -regulatory organization and involved allegations of fraud or other willful misconduct.

On September 20, 2023, the CFTC issued an order and settled charges against Advantage for failing to diligently supervise the handling of commodity interest accounts, which resulted in incomplete and inadequate oversight of its surveillance of customers' trading activity for disruptive trading over a four -year period, in violation of CFTC regulations. The order required Advantage to pay a $395,000 civil monetary penalty and to cease and desist from any further violations of its supervisory requirements.

CME / NYME / CEI Case 24-1753-BC

Pursuant to an offer of settlement, in which Marex Capital Markets, Inc. neither admitted or denied the Rule violations or factual findings upon which the penalty is based, on February 26, 2025, a Panel of the CME Business Conduct Committee ("Panel") found that on various occasions between December 5, 2023, and February 20, 2024, Marex reported inaccurate and untimely large trader positions and open interest to the Exchange and Clearing House. On trade date December 19, 2023, positions in customer accounts were duplicated and reopened due to an incorrect setting to the firm's back -office system, which caused the firm to report inaccurate open interest. The adjustments Marex submitted following these errors were late and resulted in significant position adjustments. Additionally, from December 5 through 7, 2023, and February 2 through 20, 2024, as a result of incorrect account setup issues and missed large trader adjustment deadlines, Marex: (1) submitted inaccurate large trader position reports to the Exchange; (2) failed to submit position change data to the Clearing House in a timely manner; and (3) failed to accurately report concurrent long and short positions as open positions and/or accurately report reductions to these positions. The Panel found that as a result of the foregoing, Marex violated CME Rules 561.A., 811, and 854.C. In accordance with the settlement offer, the Panel ordered Marex to pay a fine in the amount of $200,000 in connection with this case and companion cases NYMEX 24 -1753-BC , COMEX 24 -1753-BC , and CBOT 24 -1753-BC ($70,000 allocated to CME).

United States District Court for the Southern District of New York, Civil Action No. 19-CV-8217 In a private litigation, plaintiffs alleged, among other things, that the Firm made certain fraudulent misrepresentations to them that they relied upon in connection with a futures account carried by the Firm in its capacity as a futures commission merchant. The plaintiffs alleged claims of common law fraud, negligence, breach of fiduciary duty, breach of contract, breach of the duty of good faith and fair dealing and misrepresentation/omission. On June 30, 2021, the Firm received the Opinion and Order in which the judge ruled against the plaintiffs and in favor of the Firm. Judgment was entered in favor of the Firm in the amount of $1,762,266.57, plus prejudgment interest and attorney's fees and costs. On September 29, 2021, the Firm received an Opinion and Order in which the judge awarded the Firm $1,402,234.32 in attorneys' fees and costs.

In a JAMS Arbitration, Claimants sought monetary damages relating to trading losses in Claimants' futures trading accounts carried by the Firm (the "Accounts"). The Accounts were traded pursuant to a power of attorney granted by the Claimants to a registered commodity trading advisor. Claimants sought compensatory damages, punitive damages, disgorgement of commissions and margin interest, and forgiveness of margin debt plus interest, costs and attorneys' fees. On September 23, 2021, the Claimants and the Firm settled the matter.

In a FINRA Arbitration, Claimants sought monetary damages relating to trading losses in Claimants' equity trading account carried by the Firm (the "Account"). The Account was a portfolio margin account, and the Claimants alleged losses relating to the risk parameters and margin applied to the Account. Claimants sought compensatory damage plus interest, costs and attorneys' fees. On June 22, 2023, the panel dismissed Claimants' claims in their entirety. On September 20, 2023, Claimants filed a Petition to Vacate Arbitration Award in the Supreme Court of the State of New York, County of New York. 9 Cook County Litigation In a private litigation, Plaintiff sought monetary damages relating to allegations of breach of contract and violation of the Illinois Wage Payment and Collections Act. Plaintiff sought damages plus interest, costs and attorneys' fees. Plaintiff and the Firm settled the matter and, on September 29, 2023, an Agreed Order of Dismissal with Prejudice was filed.

In an adversary complaint, Debtors seek to enforce the terms of a pledge agreement of a third -party and to recover collateral that is allegedly the property of Debtors (the "Pledged Assets"). The Firm previously had custody of the Pledged Assets. On January 4, 2023, the government provided instructions for the transfer of the Pledged Assets to a government -controlled account. The Complaint does not allege that the Firm engaged in any wrongdoing or any wrongful misconduct. The Firm is simply alleged to have been the custodian of the Pledged Assets subject to the Debtors' purported claims. On January 5, 2023, the Firm filed a Response and Limited Objection to Debtors' Turnover Motion. The Debtors' Turnover Motion was denied by the Court on January 9, 2023.United States District Court for the Northern District of Illinois, Eastern Division No. 1:23 -cv-14192 . In a private litigation, Plaintiff alleges that the Firm and 2 of its employees (collectively, the "Defendants"), used Plaintiff's software and trade secrets in their creation of a competing software platform. Plaintiff seeks unspecified damages and costs, as well as an injunction, prohibiting Defendants from using/benefitting from the alleged trade secrets, including the use of the competing software platform.

NYME Case 22-1618-BC

Pursuant to an offer of settlement in which StoneX Financial Inc., a wholly owned subsidiary of StoneX Group, neither admitted nor denied the rule violations or factual findings upon which the penalty is based, on April 16, 2025, a Panel of the New York Mercantile Exchange Business Conduct Committee ("Panel") found that on several occasions between April 2022, and August 2022, as well as in April 2024, StoneX Financial facilitated pre -hedging activity by a wholly owned subsidiary of StoneX Group ("StoneX Group Subsidiary"), as well as failed to make representations and disclosures in the negotiation of the block trades that it did not intend to act as an intermediary. Specifically, the Panel found that once a StoneX Financial employee received the solicitation from the counterparty to participate in a block trade in various Crude Oil, NY Harbor ULSD, RBOB, and Platinum futures contracts, but prior to the StoneX Group Subsidiary's consummating the block trade with the counterparty, the StoneX Group Subsidiary executed Globex trades in the same product on the opposite side of the market. By facilitating the hedge transaction by the StoneX Group Subsidiary, StoneX Financial realized a profit garnered from pre -hedging activity executed on Globex through payment of referral fees on the subsequent execution opposite the counterparty. The Panel further found that StoneX Financial failed to diligently supervise its employee who engaged in the activity at issue by not providing sufficient compliance training and/or educational materials regarding NYMEX rules, and failed to diligently supervise his trading, to ensure compliance with NYMEX rules regarding block trades. The Panel concluded that StoneX Financial thereby violated NYMEX Rules 432.W. and 526. In accordance with the settlement offer, the Panel ordered StoneX Financial to pay a fine in the amount of $125,000 and to disgorge profits in the amount of $449,910.

On October 18, 2023, a subcommittee of the Exchange's Business Conduct Committee ("BCC") determined that StoneX = may have violated Exchange Rules 4.15(a), 4.15(b), and 4.15(c) by failing to include a unique ID for Registered Operators on certain orders and trades it transmitted to the Exchange. For a period of over four years, from February 2018 through the beginning of August 2022, StoneX, acting as a Futures Commission Merchant, failed to assign, register, and populate unique IDs (Tag 116) for an extensive number of orders placed and traded on the Exchange. Specifically, certain customers using a third -party front -end trading software were inappropriately assigned the same generic ID for Tag 116 on orders and trades placed on the Exchange. The BCC further determined that StoneX may have additionally violated Rule 4.01(a) by failing to diligently supervise the accurate registration of unique IDs for customers; and 4.01(b) by failing to establish, administer, and enforce supervisory systems, policies, and procedures that are reasonably designed to achieve compliance with Exchange Rules.

StoneX paid a fine of $300,000.

Pursuant to an offer of settlement in which StoneX neither admitted nor denied the rule violations or factual findings upon which the penalty is based, on November 15, 2023, a Panel of the Chicago Mercantile Exchange ("CME") Business Conduct Committee ("Panel") found that from September 6, 2022, through September 28, 2022, StoneX submitted block trades to the Exchange with inaccurate execution times and failed to report block trades to the Exchange within the required time period following execution in Three -Month SOFR futures and Eurodollar options on futures markets. Additionally, the Panel found that StoneX failed to diligently supervise, monitor, and sufficiently train its employees as to relevant Exchange rules and Market Regulation Advisory Notices in a manner sufficient to ensure compliance with the same.

1 unchanged paragraph

1 unchanged paragraph

3 unchanged paragraphs

and 94 more changes in the filing

Other Expenses of Issuance and Distribution 10 changes

and 10 more changes in the filing

Exhibits 48 changes

1 unchanged paragraph

2 unchanged paragraphs

and 48 more changes in the filing