Profunds N-CSR/A Certified annual shareholder report (management investment company) (amended)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

 MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number	811-08239
ProFunds
(Exact name of registrant as specified in charter)

7272 Wisconsin Avenue, 21st Floor Bethesda, MD	20814
(Address of principal executive offices)	(Zip code)

Citi Fund Services Ohio, Inc., 4400 Easton Commons, Suite 200, Columbus, OH 43219

(Name and address of agent for service)

Registrant’s telephone number, including area code: (240) 497-6400              

Date of fiscal year end: December 31                             

Date of reporting period: December 31, 2021               

EXPLANATORY NOTE

The Registrant is filing this amendment to its Form N-CSR for the period ended December 31, 2021, originally filed with the Securities and Exchange Commission on March 9, 2022 (Accession Number 0001104659-22-032055). The purpose of this amendment is to update Items 11(b) and Item 4(d) of the registrant’s certifications required by Item 13(a)(2).

Items 11(b) and 4(d) are amended to reflect the correct full period covered by the report.

Item 1. Reports to Stockholders.

Annual Report

DECEMBER 31, 2021

Government Money Market ProFund

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund's annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Fund's website (www.profunds.com), and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling 888-PRO-FNDS (888-776-3637) or by sending an e-mail request to info@profunds.com.

Beginning on January 1, 2019, you may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 888-PRO-FNDS (888-776-3637) or send an email request to info@profunds.com to let the Fund know you wish to continue receiving paper copies of your shareholder reports.Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.

Table of Contents

1	Message from the Chairman
3	Fund Performance, Allocation of Portfolio Holdings and Expense Examples
7	Financial Statements and Financial Highlights
11	Notes to Financial Statements
16	Report of Independent Registered Public Accounting Firm
17	Board Approval of Investment Advisory Agreement
18	Trustees and Officers
19	Government Cash Management Portfolio

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Message from the Chairman

Dear Shareholder:

As communities and economies around the world address the continuously evolving impacts of the pandemic, I would like to reaffirm ProFunds' commitment to providing you, our investors, with products and services to help you meet your investment objectives. ProFunds remains focused on ensuring the effective management of our funds for investors, so I am pleased to provide you with this Government Money Market ProFund annual report to shareholders for the 12 months ending December 31, 2021.

The Government Money Market ProFund invests substantially all of its assets in the Government Cash Management Portfolio, a separate investment company managed by DWS Investment Management Americas, Inc.

Money market rates moved in a range of 0.0% to 0.1% during the period, closely tracking the effective Federal Funds rate, which ended the period at 0.1%.

A Surge in Inflation and Robust Labor Markets Dominated Headlines

The U.S. economy grew at a robust pace during the first half of the reporting period as a result of strong corporate earnings, Congress's $1.9 trillion coronavirus stimulus package, the lifting of restrictions on most businesses as cases of COVID-19 declined, and significant progress on administering vaccines. The third quarter saw real GDP grow by 2.3%, annualized, and fourth quarter advance estimates show 6.9% growth. During the fourth quarter, uncertainty increased due to inflation concerns, higher interest rates, ongoing supply chain challenges, and the emergence of Omicron – a new COVID-19 variant – in late November.

Nevertheless, unemployment continued to decline in 2021, according to the U.S. Bureau of Labor Statistics, closing December at 3.9% – the lowest since February 2020 – with the economy adding 199,000 new jobs.

Inflation was worrisome, especially later in the year, as it rose to the highest rate in nearly 40 years. Prices for many consumer goods, such as housing, food, gasoline, and new and used vehicles, rose significantly as the economy emerged from the pandemic. In fact, from December 2020 to December 2021, consumer prices for all items rose 7.0%, the largest percent change since 1981, according to the Bureau of Labor Statistics. In an effort to reduce gas prices, President Biden announced in November that he would authorize releasing 50 million barrels of petroleum from the U.S. oil reserves (an action similar to those taken by other countries) to increase supply and hopefully reduce prices. The U.S. Federal Reserve Bank slashed interest rates to near zero after the coronavirus pandemic began and pledged not to raise rates until the labor market had recovered. In its last meeting in December, the Fed decided not to raise interest rates and the federal funds rate was kept in a range of 0 to 0.25%. However, the Fed announced that it would increase the speed of tapering its stimulus of monthly bond purchases. The Fed now plans to eliminate the emergency quantitative easing program a few months earlier than previously expected in response to the significant spike in inflation and the robust labor market.

Government Money Market ProFund

During this period characterized by low interest rates, the Government Money Market ProFund continued to achieve its objective of maintaining a stable net asset value of

1

$1.00 per share for investors. The fund potentially benefits investors by seeking a higher level of current income consistent with liquidity and capital preservation. It also serves investors as a vehicle for moving money between ProFunds products or for holding assets until they are ready to invest.

We thank you for the trust and confidence you have placed in us by using the Government Money Market ProFund, and we appreciate the opportunity to continue serving your investing needs.

Sincerely,

 

Michael L. Sapir
Chairman of the Board of Trustees

2

Fund Performance, Allocation of Portfolio Holdings and Expense Examples

4 :: Government Money Market ProFund :: Fund Performance

The Government Money Market ProFund seeks, as its investment objective, a high level of current income consistent with liquidity and preservation of capital. The seven-day yield, as of December 31, 2021, was 0.02% for the Investor Class and 0.02% for the Service Class.

The assets of the Fund are part of a $33.6 billion portfolio managed by DWS Investment Management Americas, Inc. Its managers seek to maintain a stable net asset value of $1.00, however there is no assurance that they will be able to do so.

An investment in this Fund is neither guaranteed nor insured by the Federal Deposit Insurance Corporation or any other government agency. Although the ProFund strives to maintain the value of your investment at $1.00 per share, it is possible to lose money by investing in this Fund.

Past performance is not predictive of future results. The performance data quoted represents past performance and current returns may be lower or higher. Yield will vary and principal value may fluctuate so that the investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. To obtain performance information current to the most recent month end, please visit ProFunds.com.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Allocation of Portfolio Holdings and Expense Examples :: Government Money Market ProFund :: 5

Investment Objective: The Government Money Market ProFund seeks a high level of current income consistent with liquidity and preservation of capital.

An investment in this ProFund is neither guaranteed nor insured by the Federal Deposit Insurance Corporation or any other government agency. Although the ProFund strives to maintain the value of your investment at $1.00 per share, it is possible to lose money by investing in the ProFund.

Allocation of Portfolio Holdings

Government Money Market ProFund Market Exposure

Investment Type	% of Net Assets
Investment in Government Cash Management Portfolio(a)		95	%
Total Exposure		95	%

^(a)  The Government Cash Management Portfolio holdings are included in the accompanying financial statements of the Portfolio.

Government Cash Management Portfolio Asset Allocation^(a)

Investment Type	% of Net Assets
Government & Agency Obligations
U.S. Government Sponsored Agencies		22	%
U.S. Treasury Obligations		38	%
Repurchase Agreements		40	%

Expense Examples

As a ProFund shareholder, you may incur two types of costs: (1) transaction costs, including wire redemption fees; and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other ProFund expenses (including expenses allocated from the Government Cash Management Portfolio). These examples are intended to help you understand your ongoing costs (in dollars) of investing in the ProFund and to compare these costs with the ongoing cost of investing in other mutual funds. Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs. If these transactional costs were included, your costs would have been higher. Therefore, these examples are useful in comparing ongoing costs only and will not help you determine the relative total cost of owning different funds.

Actual Expenses

The actual expense examples are based on an investment of $1,000 invested at the beginning of a six-month period and held throughout the period ended December 31, 2021.

The columns below under the heading entitled "Actual" provide information about actual account values and actual expenses. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Expenses for Comparison Purposes

The hypothetical expense examples are based on an investment of $1,000 invested at the beginning of a six-month period and held throughout the period ended December 31, 2021.

The columns below under the heading entitled "Hypothetical" provide information about hypothetical account values and hypothetical expenses based on the ProFund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the ProFund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the ProFund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

					Actual				Hypothetical (5% return before expense)
	Annualized Expense Ratio During Period		Beginning Account Value 7/1/21		Ending Account Value 12/31/21		Expenses Paid During Period*		Ending Account Value 12/31/21		Expenses Paid During Period*
Government Money Market ProFund – Investor Class	0.04	%	$	1,000.00	$	1,000.10	$	0.20	$	1,025.00	$	0.20
Government Money Market ProFund – Service Class	0.04	%		1,000.00		1,000.10		0.20		1,025.00		0.20

* Expenses are equal to the average account value over the period multiplied by the ProFund's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

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Financial Statements and Financial Highlights

8 :: Government Money Market ProFund :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Investment in Government Cash Management Portfolio, at value	$	193,891,588
Receivable for capital shares issued		34,086,706
Receivable from Advisor under a yield support agreement		16,948
Prepaid expenses		27,235
TOTAL ASSETS		228,022,477
LIABILITIES:
Distributions payable		177
Payable for capital shares redeemed		24,636,677
Administration fees payable		4,807
Transfer agency fees payable		35,821
Compliance services fees payable		912
Service fees payable		766
Other accrued expenses		113,598
TOTAL LIABILITIES		24,792,758
NET ASSETS	$	203,229,719
NET ASSETS CONSIST OF:
Capital	$	203,229,814
Total distributable earnings (loss)		(95	)
NET ASSETS	$	203,229,719
INVESTOR CLASS:
Net Assets	$	194,081,714
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		194,080,208
Net Asset Value (offering and redemption price per share)	$	1.00
SERVICE CLASS:
Net Assets	$	9,148,005
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		9,147,930
Net Asset Value (offering and redemption price per share)	$	1.00

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	130,237	(a)
Expenses		(58,098	)(a)(b)
TOTAL INVESTMENT INCOME		72,139
EXPENSES:
Management services fees		756,762
Administration fees		56,084
Transfer agency fees		222,287
Administrative services fees		177,124
Registration and filing fees		57,729
Fund accounting fees		10,000
Trustee fees		3,563
Compliance services fees		1,590
Service fees		9,413
Audit fees		103,900
Other fees		66,283
Total Gross Expenses before reductions		1,464,735
Less Expenses reduced by the Advisor		(1,440,469	)
TOTAL NET EXPENSES		24,266
NET INVESTMENT INCOME		47,873
REALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		3,219	(a)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	51,092

^(a)  Allocated from Government Cash Management Portfolio.

^(b)  For the year ended December 31, 2021, the Advisor to the Government Cash Management Portfolio waived fees, of which $234,281 was allocated to the Government Money Market ProFund on a pro-rated basis.

See accompanying notes to the financial statements.

Financial Statements :: Government Money Market ProFund :: 9

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income	$	47,873		$	352,353
Net realized gains (losses) on investments		3,219			2,327
Change in net assets resulting from operations		51,092			354,680
DISTRIBUTIONS TO SHAREHOLDERS:
Total Distributions
Investor Class		(44,300	)		(350,025	)
Service Class		(2,023	)		(2,320	)
Change in net assets resulting from distributions		(46,323	)		(352,345	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued
Investor Class		3,633,566,774			4,492,277,770
Service Class		61,280,585			94,151,558
Distributions reinvested
Investor Class		39,632			336,839
Service Class		1,876			2,320
Value of shares redeemed
Investor Class		(3,663,943,541	)		(4,545,935,226	)
Service Class		(61,771,682	)		(92,953,045	)
Change in net assets resulting from capital transactions		(30,826,356	)		(52,119,784	)
Change in net assets		(30,821,587	)		(52,117,449	)
NET ASSETS:
Beginning of period		234,051,306			286,168,755
End of period	$	203,229,719		$	234,051,306
SHARE TRANSACTIONS:
Issued
Investor Class		3,633,566,774			4,492,275,851
Service Class		61,280,585			94,151,558
Reinvested
Investor Class		39,632			336,839
Service Class		1,876			2,320
Redeemed
Investor Class		(3,663,943,541	)		(4,545,935,226	)
Service Class		(61,771,682	)		(92,953,045	)
Change in shares		(30,826,356	)		(52,121,703	)

See accompanying notes to the financial statements.

10 :: Government Money Market ProFund :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

			Investment Activities									Distributions to Shareholders From
	Net Asset Value, Beginning of Period		Net Investment Income(a)(b)			Net Realized Gains (Losses) on Investments(b)			Total from Investment Activities			Net Investment Income			Net Realized Gains on Investments			Total Distributions
Government Money Market ProFund
Investor Class
Year Ended December 31, 2021	$	1.000		—	(d)		—	(d)		—	(d)		—	(d)		—			—	(d)
Year Ended December 31, 2020	$	1.000		0.001			—	(d)		0.001			(0.001	)		—			(0.001	)
Year Ended December 31, 2019	$	1.000		0.013			—	(d)		0.013			(0.013	)		—			(0.013	)
Year Ended December 31, 2018	$	1.000		0.009			—	(d)		0.009			(0.009	)		—	(d)		(0.009	)
Year Ended December 31, 2017	$	1.000		—	(d)		—	(d)		—	(d)		—	(d)		—			—	(d)
Service Class
Year Ended December 31, 2021	$	1.000		—	(d)		—	(d)		—	(d)		—	(d)		—			—	(d)
Year Ended December 31, 2020	$	1.000		—	(d)		—	(d)		—	(d)		—	(d)		—			—	(d)
Year Ended December 31, 2019	$	1.000		0.003			—	(d)		0.003			(0.003	)		—			(0.003	)
Year Ended December 31, 2018	$	1.000		0.002			—	(d)		0.002			(0.002	)		—	(d)		(0.002	)
Year Ended December 31, 2017	$	1.000		—	(d)		—	(d)		—	(d)		—	(d)		—			—	(d)

					Ratios to Average Net Assets									Supplemental Data
Net Asset Value, End of Period		Total Return			Gross Expenses(b)(c)			Net Expenses(b)			Net Investment Income(b)			Net Assets, End of Period (000's)
$	1.000		0.02	%		0.70	%		0.04	%(e)		0.02	%	$	194,082
$	1.000		0.14	%		0.84	%		0.34	%(e)		0.14	%	$	224,414
$	1.000		1.25	%		0.98	%		0.98	%		1.26	%	$	277,733
$	1.000		0.86	%		1.01	%		1.01	%		0.87	%	$	460,210
$	1.000		0.02	%		0.96	%		0.90	%		0.02	%	$	386,955
$	1.000		0.02	%		0.70	%		0.04	%(e)		0.02	%	$	9,148
$	1.000		0.02	%		1.24	%		0.41	%(e)		0.02	%	$	9,637
$	1.000		0.31	%		1.98	%		1.98	%		0.32	%	$	8,436
$	1.000		0.20	%		1.64	%		1.64	%		0.20	%	$	14,517
$	1.000		0.02	%		0.96	%		0.90	%		0.02	%	$	13,037

^(a)  Per share net investment income has been calculated using the average daily shares method.

^(b)  Per share amounts and percentages include the applicable allocation from the Government Cash Management Portfolio.

^(c)  For the periods ended December 31, 2021, December 31, 2020, December 31, 2019, December 31, 2018, and December 31, 2017, the Advisor to the Government Cash Management Portfolio waived fees which were allocated to the Government Money Market ProFund on a pro-rata basis. If included, the corresponding impact to the gross expense ratio would be an increase of 0.11%, 0.06%, 0.07%, 0.04%, and 0.03%, respectively.

^(d)  Amount is less than $0.0005.

^(e)  The expense ratio for the period reflects the deduction of certain expenses to maintain a certain minimum net yield.

See accompanying notes to the financial statements.

Notes to Financial Statements

12 :: Government Money Market ProFund :: Notes to Financial Statements :: December 31, 2021

1. Organization

ProFunds (the "Trust") consists of 116 separate investment portfolios and is registered as an open-end management investment company under the Investment Company Act of 1940 (the "1940 Act") and thus follows accounting and reporting guidance for investment companies. On December 10, 2020, the Trust's Board of Trustees approved an agreement and plan of reorganization and termination pursuant to which Access One Trust would reorganize into a corresponding newly created series within ProFunds (an affiliated trust). That transaction occurred on April 26, 2021. The Trust is organized as a Delaware statutory trust and is authorized to issue an unlimited number of shares of beneficial interest of no par value which may be issued in more than one class or series. The accompanying financial statements relate to the Government Money Market ProFund, (the "ProFund"). The ProFund has two classes of shares: the Investor Class and Service Class. The ProFund is a feeder fund in a master-feeder fund structure and seeks to achieve its objective by investing all of its investable assets in the Government Cash Management Portfolio (the "Portfolio"), an open-end management investment company that is advised by DWS Investment Management Americas, Inc. ("DIMA") and has the same investment objective as the ProFund. As of December 31, 2021, the percentage of the Portfolio's interests owned by the ProFund was 0.6%. The financial statements of the Portfolio, including its schedule of portfolio investments, are included in this report and should be read in conjunction with the ProFund's financial statements.

Each class of shares has identical rights and privileges except with respect to fees paid under the Distribution and Shareholder Services Plan and voting rights on matters affecting a single class of shares.

Under the Trust's organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Trust enters into contracts with its vendors and others that provide for general indemnifications. The Trust and ProFund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the ProFund.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the ProFund in preparation of its financial statements. These policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. The actual results could differ from those estimates.

Investment Valuation

The ProFund records its investments in the Portfolio at fair value, which represents its proportionate ownership of the value of the Portfolio's net assets. The valuation techniques used to determine fair value are further described in Note 3. The Portfolio's Notes to Financial Statements included elsewhere in this report provide information about the Portfolio's valuation policy and its period-end security valuations.

Investment Transactions and Related Income

The ProFund records daily its proportionate share of the Portfolio's income, expenses, and realized gains and losses. In addition, the ProFund accrues its own expenses.

Allocations

Expenses directly attributable to the ProFund are charged to the ProFund, while expenses which are attributable to more than one fund in the Trust, or jointly with an affiliate, are allocated among the respective funds in the Trust and/or affiliate based upon relative net assets or another reasonable basis.

The investment income, expenses (other than class specific expenses charged to a class) and realized gains and losses on investments of the ProFund are allocated to each class of shares based upon relative net assets on the date income is earned or expenses and realized gains and losses are incurred.

Distributions to Shareholders

The ProFund declares distributions from net investment income daily and pays the dividends on a monthly basis. Net realized capital gains, if any, will be distributed annually.

The amount of distributions from net investment income and net realized gains are determined in accordance with federal income tax regulations which may differ from GAAP. These "book/tax" differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, distribution reclassification), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification.

Federal Income Taxes

The ProFund intends to continue to qualify each year as a regulated investment company (a "RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended. A RIC generally is not subject to federal income tax on income and gains distributed in a timely manner to its shareholders. The ProFund intends to make timely distributions in order to avoid tax liability. Accordingly, no provision for federal income taxes is required in the financial statements. The ProFund has a calendar tax year end.

Management of the ProFund has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken and the ProFund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

3. Investment Valuation Summary

The valuation techniques employed by the ProFund, described below, maximize the use of observable inputs and minimize the

December 31, 2021 :: Notes to Financial Statements :: Government Money Market ProFund :: 13

use of unobservable inputs in determining fair value. The inputs used for valuing the ProFund's investments are summarized in the three broad levels listed below:

•  Level 1 – quoted prices in active markets for identical assets

•  Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

•  Level 3 – significant unobservable inputs (including the ProFund's own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy.

As of December 31, 2021, the ProFund's $193,891,588 investment in the Portfolio, which is a registered investment company, is based on Level 2 inputs due to the ProFund's master-feeder structure. There were no Level 1 or Level 3 investments held by the ProFund during the year ended December 31, 2021.

4. Fees and Transactions with Affiliates and Other Parties

ProFund Advisors LLC (the "Advisor") serves as the investment advisor of the ProFund for an annual fee equal to 0.35% of the average daily net assets of the ProFund, although no fee is payable under the agreement unless the master-feeder relationship with the Portfolio is terminated and the Advisor directly invests the assets of the ProFund. DIMA is the investment advisor to the Portfolio in which the ProFund invests its assets.

Citi Fund Services Ohio, Inc. ("Citi") acts as the Trust's administrator (the "Administrator"). For its services as Administrator, the Trust pays Citi an annual fee based on the Trust's aggregate average net assets at an annualized tier rate ranging from 0.00375% to 0.05%, and a base fee for certain filings. Administration fees include additional fees paid to Citi by the Trust for additional services provided, including support of the Trust's compliance program.

FIS Investor Services LLC ("FIS") acts as the Trust's transfer agent. For these services, the Trust pays FIS a base fee, account and service charges, and reimbursement of certain expenses.

ProFunds Distributors, Inc. (the "Distributor"), a wholly owned subsidiary of the Advisor, serves as the Trust's distributor. Under a Distribution and Shareholder Services Plan, adopted by the Trust's Board of Trustees pursuant to Rule 12b-1 under the 1940 Act, the ProFund may pay financial intermediaries such as broker-dealers, investment advisors and the Distributor up to 1.00%, on an annualized basis, of the average daily net assets attributable to Service Class shares as compensation for service and distribution-related activities and/or shareholder services with respect to Service Class shares.

The Distribution and Service Fees were suspended effective January 1, 2021 throughout the remainder of the year ended December 31, 2021. If the ProFund had paid an amount equal to 1.00% of the average daily net assets attributable to Service Class shares for the entire period, the Distribution and Service Fees would have been $93,885 for the year ended December 31, 2021. All or a portion of the Distribution and Services Fees may be reinstated at any time.

The Advisor, pursuant to a separate Management Services Agreement, performs certain client support services and other administrative services on behalf of the ProFund. For these services, the ProFund pays the Advisor a fee at the annual rate of 0.35% of its average daily net assets for providing feeder fund management and administrative services to the ProFund.

The Advisor, pursuant to a separate Services Agreement, performs certain services related to the operation and maintenance of a shareholder trading platform. For these services, the Trust pays the Advisor a monthly base fee as reflected on the Statement of Operations as "Service fees".

The ProFund pays fees to certain intermediaries or financial institutions for record keeping, sub-accounting services, transfer agency and other administrative services as reflected on the Statement of Operations as "Administrative services fees".

Certain Officers and a Trustee of the Trust are affiliated with the Advisor or the Administrator. Except as noted below with respect to the Trust's Chief Compliance Officer, such Officers and Trustee receive no compensation from the ProFund for serving in their respective roles. The Trust, together with affiliated Trusts, pays each Independent Trustee compensation for his services at the annual rate of $185,000. Independent Trustees also receive $10,000 for attending each regular quarterly in-person meeting, $3,000 for attending each special in-person meeting and $3,000 for attending each telephonic meeting. Effective July 1, 2021, Independent Trustee compensation increased to an annual rate of $325,000 per Trustee, inclusive of all meetings. During the year ended December 31, 2021, actual Trustee compensation was $834,000 in aggregate from the Trust and affiliated trusts. There are certain employees of the Advisor, such as the Trust's Chief Compliance Officer and staff who administer the Trust's compliance program, in which the ProFund reimburses the Advisor for their related compensation and certain other expenses incurred as reflected on the Statement of Operations as "Compliance services fees".

The Advisor has contractually agreed to waive management services fees, and if necessary, reimburse certain other expenses of the ProFund for the periods below in order to limit the annual operating expenses (exclusive of brokerage costs, interest, taxes, litigation, indemnification, and extraordinary expenses) as follows:

	For the Period May 1, 2021 through April 30, 2022						For the Period May 1, 2020 through April 30, 2021
	Investor Class			Service Class			Investor Class			Service Class
Government Money Market ProFund		0.98	%		1.98	%		0.98	%		1.98	%

14 :: Government Money Market ProFund :: Notes to Financial Statements :: December 31, 2021

The Advisor has also contractually agreed to waive management services fees, and if necessary, reimburse certain other expenses of the ProFund through April 30, 2022 to the extent necessary to maintain a certain minimum net yield as determined by the Advisor. The Advisor has contractually undertaken to waive its fees and/or reimburse certain expenses to maintain the minimum yield floor limit at 0.02% through April 30, 2022.

The Advisor may recoup the management services fees contractually waived or limited and other expenses reimbursed by it within three years from the expense limit period and minimum yield limit period in which they were taken. Such recoupment shall be made monthly, but only to the extent that such recoupment would not cause the net yield of each Class of the ProFund to fall below the highest previously determined minimum yield and such recoupment would not cause annualized operating expenses to exceed the expense limit in effect at the time of the waiver, and the expense limit in effect at the time of the recoupment. Any amounts recouped by the Advisor during the period are reflected on the Statement of Operations as "Recoupment of prior expenses reduced by the Advisor". As of December 31, 2021, the recoupments that may potentially be made by the ProFund are as follows:

	Expires 4/30/23		Expires 4/30/24		Expires 4/30/25		Total
Government Money Market ProFund	$	204,782	$	1,712,162	$	837,631	$	2,754,575

5. Investment Risks

The Fund may be subject to other risks in addition to these identified risks. This section discusses certain common principal risks encountered by the Fund. The risks are presented in an order intended to facilitate readability, and their order does not imply that the realization of one risk is likely to occur more frequently than another risk, nor does it imply that the realization of one risk is likely to have a greater adverse impact than another risk.

Natural Disaster/Epidemic Risk

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus (COVID-19)), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such as natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund's investment advisor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund's investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund's performance, resulting in losses to your investment.

Risk that Current Assumptions and Expectations Could Become Outdated As a Result of Global Economic Shocks

The onset of the novel coronavirus (COVID-19) has caused significant shocks to global financial markets and economies, with many governments taking extreme actions to slow and contain the spread of COVID-19. These actions have had, and likely will continue to have, a severe economic impact on global economies as economic activity in some instances has essentially ceased. Financial markets across the globe are experiencing severe distress at least equal to what was experienced during the global financial crisis in 2008. In March 2020, U.S. equity markets entered a bear market in the fastest such move in the history of U.S. financial markets. During much of 2020, the unemployment rate in the U.S. was extremely high by historical standards. It is not possible to predict when unemployment and market conditions will return to more normal levels. The global economic shocks being experienced as of the date hereof may cause the underlying assumptions and expectations of the Fund to quickly become outdated or inaccurate, resulting in significant losses.

December 31, 2021 :: Notes to Financial Statements :: Government Money Market ProFund :: 15

6. Federal Income Tax Information

The tax character of dividends paid to shareholders during the applicable tax years ended, as noted below, were as follows:

	Ordinary Income		Total Distributions Paid
December 31, 2021
Government Money Market ProFund	$	47,673	$	47,673
December 31, 2020
Government Money Market ProFund	$	352,353	$	352,353

As of the most recent tax year ended December 31, 2021, the components of accumulated earnings (deficit) on a tax basis were as follows:

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Distributions Payable		Accumulated Capital and Other Losses			Total Unrealized Appreciation (Depreciation)		Accumulated Earnings (Deficit)
Government Money Market ProFund	$	200	$	—	$	—	$	(295	)	$	—	$	(95	)

As of the tax year ended December 31, 2021, the ProFund had net capital loss carryforwards ("CLCFs") as summarized in the table below:

	No Expiration Date
Government Money Market ProFund	$	295

Unused limitations accumulate and increase limited CLCFs available for use in offsetting net capital gains. The Board does not intend to authorize a distribution of any realized gain for the ProFund until any applicable CLCF has been offset or utilized.

7. Subsequent Events

The ProFund has evaluated the need for additional disclosures or adjustments resulting from subsequent events through the date these financial statements were issued. Based on this evaluation, there were no subsequent events to report that have a material impact on the ProFund's financial statements.

16 :: Government Money Market ProFund :: Report of Independent Registered Public Accounting Firm

To the Board of Trustees of ProFunds and Shareholders of Government Money Market ProFund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Government Money Market ProFund (one of the funds constituting ProFunds, referred to hereafter as the "Fund") as of December 31, 2021, the related statement of operations for the year ended December 31, 2021, the statement of changes in net assets for each of the two years in the period ended December 31, 2021, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2021 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2021 and the financial highlights for each of the five years in the period ended December 31, 2021 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021 by correspondence with the Accounting Agent for the Master Fund. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP
Baltimore, Maryland
March 1, 2022

We have served as the auditor of one or more investment companies in ProFunds and ProShares Trust group since 1997.

December 31, 2021 :: Board Approval of Investment Advisory Agreement (unaudited) :: Government Money Market ProFund :: 17

At a meeting held on September 13-14, 2021, the Board of Trustees (the "Board") of ProFunds (the "Trust") considered the annual renewal of the Investment Advisory Agreement (the "Advisory Agreement") between ProFund Advisors LLC (the "Advisor") and the Trust on behalf of the Government Money Market ProFund (the "Fund").

The Board did not identify any particular information that was most relevant to its consideration to approve the continuation of the Advisory Agreement and each Trustee may have afforded different weight to the various factors. The Board received a memorandum from independent legal counsel to the Independent Trustees regarding the Board's fiduciary responsibilities under state and federal law with respect to the Board's considerations of the renewal or approval of investment advisory agreements. The Independent Trustees were advised by their independent legal counsel throughout the process, including about the legal standards applicable to their review.

The Independent Trustees met in executive session to discuss and evaluate the information provided by the Advisor and the independent consultant, as well as that of a separate independent consultant retained to review profitability.

The Board noted that the Fund is a feeder fund that invests all its shares in a master fund that is advised by a third party investment adviser. The Trustees noted that the contractual amount of the fee is 0.35% of the Fund's average annual daily net assets, but that the Advisor does not collect this fee for so long as the Fund is a feeder fund that invests in shares of a master fund. The Board also noted that the Fund pays the Advisor a Management Services fee of 0.35% of the Fund's average annual daily net assets, all of which the Advisor has waived. The Board noted that the Advisor has contractually agreed to reduce Fund expenses to retain a certain minimum floor yield limit as well as to reimburse advisory and management services fees that exceed 0.98% for Investor Class and 1.98% for Service Class through April 30, 2022. In response to a request from the Independent Trustees, the Advisor provided information for the Board to consider relating to the continuation of the Advisory Agreement in light of the structure of the Fund.

The Board considered that the Advisor has the requisite portfolio management skills to manage the Fund if necessary and considered the reasonableness of the fee should the Advisor begin to provide services under the Advisory Agreement. In assessing the reasonableness of the fee, the Board considered the nature of the services described in the Advisory Agreement, and fees charged by comparable money market funds.

In its deliberations, the Board also considered the Advisor's non-advisory services, including those performed under a separate Management Services Agreement. The Board considered any indirect, or "fall-out," benefits that the Advisor or its affiliates derived from their relationship to the Fund but concluded that such benefits were relatively insignificant. The Board considered that ProFund Distributors, Inc. ("PDI"), a wholly-owned subsidiary of the Advisor, earns fees from the Fund for providing services under a Distribution and Shareholder Services Plan.

In addition to the information provided and discussions that occurred at the meeting, the Board regularly considers matters bearing on the Fund and its investment advisory, administration and distribution arrangements including the Fund's investment results and performance data, at their regular meetings throughout the year. The Board's conclusions may take into account their consideration for the relevant arrangements during the course of the year and in prior years.

Based on, but not limited to, the above considerations and determinations, the Board, including all of the Independent Trustees, determined that the Advisory Agreement for the Fund is fair and reasonable in light of the nature, extent and quality of the services to be performed, the fee rates to be paid, the Advisor's expenses, the feeder fund structure of the Fund, and such other matters as the Board considered relevant in the exercise of its business judgement. Accordingly, the Board concluded that the continuation of the Advisory Agreement and the continued investment by the Fund into the master portfolio was in the best interests of the shareholders of the Fund. On this basis, the Board unanimously voted in favor of the renewal of the Advisory Agreement.

18 :: Government Money Market ProFund :: Trustees and Executive Officers (unaudited)

Name, Address, and Birth Date	Position(s) Held with the Trust	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Operational Portfolios in Fund Complex Overseen by Trustee*	Other Directorships Held by Trustee During Past 5 Years
Independent Trustees
William D. Fertig c/o ProFunds Trust 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 9/56	Trustee	Indefinite; June 2011 to present	Context Capital Management (Alternative Asset Management): Chief Investment Officer (September 2002 to present).	ProFunds (116); ProShares Trust (123)	Context Capital
Russell S. Reynolds, III c/o ProFunds Trust 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 7/57	Trustee	Indefinite; October 1997 to present	RSR Partners, Inc. (Executive Recruitment and Corporate Governance Consulting): Managing Director (February 1993 to present).	ProFunds (116); ProShares Trust (123)	RSR Partners, Inc.
Michael C. Wachs c/o ProFunds Trust 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 10/61	Trustee	Indefinite; October 1997 to present	Linden Lane Capital Partners LLC (Real Estate Investment and Development): Managing Principal (2010 to present).	ProFunds (116); ProShares Trust (123)	NAIOP (the Commercial Real Estate Development Association)
Interested Trustee
Michael L. Sapir** 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 5/58	Trustee and Chairman of the Board	Indefinite; April 1997 to present	Chairman and Chief Executive Officer of the Advisor (April 1997 to present); ProShare Advisors LLC (November 2005 to present); ProShare Capital Management LLC (June 2008 to present).	ProFunds (116); ProShares Trust (123)

* The "Fund Complex" consists of all operational registered investment companies under the 1940 Act that are advised by ProFund Advisors LLC and any operational registered investment companies that have an investment adviser that is an affiliated person of ProFund Advisors LLC. Investment companies that are non-operational (and therefore, not publicly offered) as of the date of this report are excluded from these figures.

** Mr. Sapir is an "interested person," as defined by the 1940 Act, because of his ownership interest in the Advisor.

Name, Address, and Birth Date	Position(s) Held with the Trust	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years
Executive Officers
Todd B. Johnson 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 1/64	President	Indefinite; January 2014 to present	Chief Investment Officer of the Advisor and ProShare Advisors LLC (December 2008 to present); and ProShare Capital Management LLC (February 2009 to present).
Victor M. Frye, Esq. 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 10/58	Chief Compliance Officer and Anti-Money Laundering Officer	Indefinite; September 2004 to present	Counsel and Chief Compliance Officer of the Advisor (October 2002 to present) and ProShare Advisors LLC (December 2004 to present); Secretary of ProFunds Distributors, Inc. (April 2008 to present); Chief Compliance Officer of ProFunds Distributors, Inc. (July 2015 to present).
Richard F. Morris 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 8/67	Chief Legal Officer and Secretary	Indefinite; December 2015 to present	General Counsel of the Advisor, ProShare Advisors, and ProShare Capital Management LLC (December 2015 to present); Chief Legal Officer of ProFunds Distributors, Inc. (December 2015 to present); Partner at Morgan Lewis & Bockius, LLP (October 2012 to November 2015).
Christopher E. Sabato 4400 Easton Commons, Suite 200 Columbus, OH 43219 Birth Date: 12/68	Treasurer	Indefinite; September 2009 to present	Senior Vice President, Fund Administration, Citi Fund Services Ohio, Inc. (2007 to present)

The Funds' Statement of Additional Information includes additional information about the Funds' Trustees and Officers. To receive your free copy of the Statement of Additional Information, call toll-free 888-776-3637.

Government Cash Management Portfolio

20 :: Government Cash Management Portfolio :: Investment Portfolio :: as of December 31, 2021

Investment Portfolio

Government & Agency Obligations 60.1%

U.S. Government Sponsored Agencies 22.1%

	Principal Amount		Value
Federal Farm Credit Bank:
SOFR + 0.07%, 0.12%(a), 8/11/2022	$	152,975,000	$	152,979,718
SOFR + 0.08%, 0.13%(a), 3/10/2022		70,000,000		70,000,000
Federal Home Loan Bank:
0.044%(b), 1/5/2022		1,335,000,000		1,334,993,614
0.046%(b), 1/14/2022		190,000,000		189,996,912
0.051%(b), 2/2/2022		25,000,000		24,998,939
SOFR + 0.005%, 0.055%(a), 3/11/2022		500,000,000		500,000,000
SOFR + 0.005%, 0.055%(a), 3/14/2022		538,500,000		538,500,000
SOFR + 0.01%, 0.06%(a), 1/13/2022		235,000,000		235,000,000
SOFR + 0.01%, 0.06%(a), 3/25/2022		45,000,000		45,000,000
SOFR + 0.01%, 0.06%(a), 8/1/2022		440,000,000		440,000,000
SOFR + 0.01%, 0.06%(a), 8/15/2022		175,000,000		175,000,000
SOFR + 0.01%, 0.06%(a), 9/8/2022		585,000,000		585,000,000
SOFR + 0.01%, 0.06%(a), 9/30/2022		310,000,000		310,000,000
SOFR + 0.01%, 0.06%(a), 10/7/2022		578,000,000		578,000,000
SOFR + 0.01%, 0.06%(a), 11/4/2022		221,500,000		221,500,000
SOFR + 0.015%, 0.065%(a), 4/11/2022		100,000,000		100,000,000
SOFR + 0.015%, 0.065%(a), 6/23/2022		350,000,000		350,000,000
0.071%(b), 5/25/2022		75,000,000		74,979,000
SOFR + 0.03%, 0.08%(a), 1/13/2023		360,000,000		360,000,000
0.13%(b), 6/8/2022		210,000,000		209,882,025
SOFR + 0.12%, 0.17%(a), 2/28/2022		150,000,000		150,000,000
Federal Home Loan Mortgage Corp.:
SOFR + 0.07%, 0.12%(a), 2/25/2022		450,000,000		450,000,000
SOFR + 0.095%, 0.145%(a), 8/19/2022		207,000,000		207,000,000
SOFR + 0.19%, 0.24%(a), 6/2/2022		40,000,000		40,000,000
Federal National Mortgage Association,
SOFR + 0.30%, 0.35%(a), 1/7/2022		80,000,000		80,000,000
				7,422,830,208
U.S. Treasury Obligations 38.0%
U.S. Treasury Bills:
0.03%(b), 2/10/2022		15,000,000		14,999,500
0.041%(b), 1/6/2022		930,350,000		930,344,810
0.051%(b), 1/13/2022		2,340,850,000		2,340,810,983
0.051%(b), 2/17/2022		1,000,000,000		999,934,720
0.051%(b), 3/17/2022		95,280,000		95,270,075
0.051%(b), 3/31/2022		789,000,000		788,902,469
0.052%(b), 1/6/2022		22,500,000		22,499,854
0.056%(b), 1/4/2022		948,000,000		947,995,651
0.056%(b), 1/20/2022		950,000,000		949,972,421
0.056%(b), 3/3/2022		565,000,000		564,947,343
0.056%(b), 3/10/2022		415,000,000		414,956,885
0.081%(b), 8/11/2022		881,250,000		880,815,249
0.088%(b), 6/2/2022		10,000,000		9,996,327
0.107%(b), 6/9/2022		940,000,000		939,564,072
0.243%(b), 12/1/2022		1,180,000,000		1,177,372,529
U.S. Treasury Floating Rate Notes:
3-month U.S. Treasury Bill Money Market Yield + 0.055%, 0.14%(a), 7/31/2022		400,000,000		400,121,450
3-month U.S. Treasury Bill Money Market Yield + 0.114%, 0.199%(a), 4/30/2022		1,133,500,000		1,133,824,502
3-month U.S. Treasury Bill Money Market Yield + 0.154%, 0.239%(a), 1/31/2022		176,000,000		176,021,407
				12,788,350,247
Total Government & Agency Obligations (Cost $20,211,180,455)				20,211,180,455
Repurchase Agreements 39.9%
BNP Paribas, 0.05%, dated 12/31/2021, to be repurchased at $60,000,250 on 1/3/2022(c)		60,000,000		60,000,000
Citigroup Global Markets, Inc., 0.05%, dated 12/31/2021, to be repurchased at $20,800,087 on 1/3/2022(d)		20,800,000		20,800,000
Federal Reserve Bank of New York, 0.05%, dated 12/31/2021, to be repurchased at $12,800,053,333 on 1/3/2022(e)		12,800,000,000		12,800,000,000
Fixed Income Clearing Corp., 0.01%, dated 12/31/2021, to be repurchased at $116,600,097 on 1/3/2022(f)		116,600,000		116,600,000
HSBC Securities, Inc., 0.05%, dated 12/31/2021, to be repurchased at $90,100,375 on 1/3/2022(g)		90,100,000		90,100,000
JPMorgan Securities, Inc, 0.05%, dated 12/31/2021, to be repurchased at $200,000,833 on 1/3/2022(h)		200,000,000		200,000,000
Merrill Lynch & Co., Inc., 0.05%, dated 12/31/2021, to be repurchased at $150,000,625 on 1/3/2022(i)		150,000,000		150,000,000
Total Repurchase Agreements (Cost $13,437,500,000)				13,437,500,000

	% of Net Assets		Value
Total Investment Portfolio (Cost $33,648,680,455)		100.0		33,648,680,455
Other Assets and Liabilities, Net		0.0		184,852
Net Assets		100.0	$	33,648,865,307

(a)	Floating rate security. These securities are shown at their current rate as of December 31, 2021.
(b)	Annualized yield at time of purchase; not a coupon rate.

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

as of December 31, 2021 :: Investment Portfolio :: Government Cash Management Portfolio :: 21

^(c)  Collateralized by:

Principal Amount ($)	Security	Rate (%)	Maturity Date	Collateral Value ($)
1,000	U.S. Treasury Bills	Zero Coupon	1/11/2022–12/1/2022		1,000
60,165,900	U.S. Treasury Notes	1.5–2.125	7/31/2022–12/31/2022		61,197,438
1,200	U.S. Treasury Inflation-Indexed Bonds	0.125	7/15/2022		1,480
100	U.S. Cash Management Bills	Zero Coupon	3/22/2022		100
Total Collateral Value					61,200,018

^(d)  Collateralized by:

Principal Amount ($)		Security	Rate (%)	Maturity Date	Collateral Value ($)
	8,380,500	U.S. Treasury Bills	Zero Coupon	2/15/2022–3/1/2022		8,379,996
	12,542,400	U.S. Treasury Bonds	1.875–2.375	2/15/2051–8/15/2051		12,836,101
Total Collateral Value						21,216,097

^(e)  Collateralized by:

Principal Amount ($)		Security	Rate (%)	Maturity Date	Collateral Value ($)
	12,528,065,700	U.S. Treasury Notes	0.125–2.0	3/31/2023–11/15/2026		12,800,053,403

^(f)  Collateralized by:

Principal Amount ($)		Security	Rate (%)	Maturity Date	Collateral Value ($)
	102,991,100	U.S. Treasury Inflation-Indexed Bonds	0.125	4/15/2022		118,932,047

^(g)  Collateralized by:

Principal Amount ($)		Security	Rate (%)	Maturity Date	Collateral Value ($)
	95,913,547	U.S. Treasury STRIPS	Zero Coupon	11/15/2023–11/15/2028		91,902,000

^(h)  Collateralized by:

Principal Amount ($)		Security	Rate (%)	Maturity Date	Collateral Value ($)
	206,950,600	U.S. Treasury Notes	0.25–2.0	6/15/2024–6/30/2024		203,996,845
	2,600	U.S. Treasury Bonds	3.125–5.5	8/15/2028–2/15/2042		3,162
Total Collateral Value						204,000,007

⁽ⁱ⁾  Collateralized by:

Principal Amount ($)		Security	Rate (%)	Maturity Date	Collateral Value ($)
	145,752,834	Government National Mortgage Association	1.0–6.0	3/20/2027–12/20/2051		153,000,000

SOFR: Secured Overnight Financing Rate

STRIPS: Separate Trading of Registered Interest and Principal Securities

Fair Value Measurements

Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Portfolio's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Securities held by the Portfolio are reflected as Level 2 because the securities are valued at amortized cost (which approximates fair value) and, accordingly, the inputs used to determine value are not quoted prices in an active market.

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

22 :: Government Cash Management Portfolio :: Investment Portfolio :: as of December 31, 2021

The following is a summary of the inputs used as of December 31, 2021 in valuing the Portfolio's investments. For information on the Portfolio's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets	Level 1		Level 2		Level 3		Total
Investments in Securities(a)	$	—	$	20,211,180,455	$	—	$	20,211,180,455
Repurchase Agreements	$	—	$	13,437,500,000	$	—	$	13,437,500,000
Total	$	—	$	33,648,680,455	$	—	$	33,648,680,455

^(a)  See Investment Portfolio for additional detailed categorizations.

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

Financial Statements :: Government Cash Management Portfolio :: 23

Statement of Assets and Liabilities as of December 31, 2021
ASSETS:
Investments in non-affiliated securities, valued at amortized cost	$	20,211,180,455
Repurchase agreements, valued at amortized cost		13,437,500,000
Cash		78,726
Interest receivable		975,099
Other assets		621,316
TOTAL ASSETS		33,650,355,596
LIABILITIES:
Accrued investment advisory fee		100,908
Accrued Trustees' fees		279,495
Other accrued expenses and payables		1,109,886
TOTAL LIABILITIES		1,490,289
NET ASSETS, AT VALUE	$	33,648,865,307

Statement of Operations For the Year Ended December 31, 2021
INVESTMENT INCOME:
Income:
Interest	$	15,544,526
EXPENSES:
Management fee		25,253,382
Administration fee		7,930,294
Custodian fee		242,721
Professional fees		374,589
Reports to shareholders		34,153
Trustees' fees and expenses		833,902
Other		916,884
Total expenses before expense reductions		35,585,925
Expense reductions		(28,939,728	)
TOTAL EXPENSES AFTER EXPENSE REDUCTIONS		6,646,197
NET INVESTMENT INCOME		8,898,329
Net realized gain (loss) from investments		217,749
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	9,116,078

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

24 :: Government Cash Management Portfolio :: Financial Statements

Statements of Changes in Net Assets

	Years Ended December 31, 2021			Years Ended December 31, 2020
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income	$	8,898,329		$	86,147,167
Net realized gain (loss)		217,749			202,122
Net increase (decrease) in net assets resulting from operations		9,116,078			86,349,289
CAPITAL TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST:
Proceeds from capital invested		93,706,698,612			82,358,268,912
Value of capital withdrawn		(86,189,439,789	)		(75,212,997,203	)
Net increase (decrease) in net assets from capital transactions in shares of beneficial interest		7,517,258,823			7,145,271,709
INCREASE (DECREASE) IN NET ASSETS		7,526,374,901			7,231,620,998
Net assets at beginning of period		26,122,490,406			18,890,869,408
Net assets at end of period	$	33,648,865,307		$	26,122,490,406

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

Financial Highlights :: Government Cash Management Portfolio :: 25

	For the year ended Dec. 31, 2021			For the year ended Dec. 31, 2020			For the year ended Dec. 31, 2019			For the year ended Dec. 31, 2018			For the year ended Dec. 31, 2017
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions)		33,649			26,122			18,891			15,720			17,172
Ratio of expenses before expense reductions (%)		.13			.13			.14			.14			.14
Ratio of expenses after expense reductions (%)		.03			.07			.07			.10			.11
Ratio of net investment income (%)		.03			.36			2.13			1.76			.83
Total Return (%)(a)		.03	(b)		.41	(c)		2.17	(c)		1.78	(c)		.81	(c)

^(a)  Total return would have been lower had certain expenses not been reduced.

^(b)  Total return for the Portfolio was derived from the performance of DWS Government Money Market Series.

^(c)  Total return for the Portfolio was derived from the performance of DWS Government Cash Reserves Fund Institutional.

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

26 :: Government Cash Management Portfolio :: Notes to Financial Statements :: December 31, 2021

A. Organization and Significant Accounting Policies

Government Cash Management Portfolio (the "Portfolio") is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company organized as a New York trust.

The Portfolio is a master fund; A master/feeder fund structure is one in which a fund (a "feeder fund"), instead of investing directly in a portfolio of securities, invests most or all of its investment assets in a separate registered investment company (the "master fund") with substantially the same investment objective and policies as the feeder fund. Such a structure permits the pooling of assets of two or more feeder funds, preserving separate identities or distribution channels at the feeder fund level. The Portfolio may have several feeder funds, including affiliated DWS feeder funds and unaffiliated feeder funds, with a significant ownership percentage of the Portfolio's net assets. Investment activities of these feeder funds could have a material impact on the Portfolio. As of December 31, 2021, DWS Government Cash Management Fund and DWS Government Money Market Series owned approximately 1% and 98%, respectively, of the Portfolio.

The Portfolio's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") which require the use of management estimates. Actual results could differ from those estimates. The Portfolio qualifies as an investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Portfolio in the preparation of its financial statements.

Security Valuation

Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Portfolio's own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

The Portfolio values all securities utilizing the amortized cost method permitted in accordance with Rule 2a-7 under the 1940 Act and certain conditions therein. Under this method, which does not take into account unrealized capital gains or losses on securities, an instrument is initially valued at its cost and thereafter assumes a constant accretion/amortization rate to maturity of any discount or premium. Securities held by the Portfolio are reflected as Level 2 because the securities are valued at amortized cost (which approximates fair value) and, accordingly, the inputs used to determine value are not quoted prices in an active market.

Repurchase Agreements

The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with certain banks and broker/dealers whereby the Portfolio, through its custodian or a sub-custodian bank, receives delivery of the underlying securities, the amount of which at the time of purchase and each subsequent business day is required to be maintained at such a level that the value is equal to at least the principal amount of the repurchase price plus accrued interest. The custodian bank or another designated sub-custodian bank holds the collateral in a separate account until the agreement matures. If the value of the securities falls below the principal amount of the repurchase agreement plus accrued interest, the financial institution deposits additional collateral by the following business day. If the financial institution either fails to deposit the required additional collateral or fails to repurchase the securities as agreed, the Portfolio has the right to sell the securities and recover any resulting loss from the financial institution. If the financial institution enters into bankruptcy, the Portfolio's claims on the collateral may be subject to legal proceedings.

As of December 31, 2021, the Portfolio held repurchase agreements with a gross value of $13,437,500,000. The value of the related collateral exceeded the value of the repurchase agreements at period end. The detail of the related collateral is included in the footnotes following the Portfolio's Investment Portfolio.

Federal Income Taxes

The Portfolio is considered a Partnership under the Internal Revenue Code, as amended. Therefore, no federal income tax provision is necessary.

It is intended that the Portfolio's assets, income and distributions will be managed in such a way that an investor in the Portfolio will be able to satisfy the requirements of Subchapter M of the Code, assuming that the investor invested all of its assets in the Portfolio.

At December 31, 2021, Government Cash Management Portfolio had an aggregate cost of investments for federal income tax purposes of $33,648,680,455.

The Portfolio has reviewed the tax positions for the open tax years as of December 31, 2021 and has determined that no provision for income tax and/or uncertain tax positions is required in the Portfolio's financial statements. The Portfolio's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Contingencies

In the normal course of business, the Portfolio may enter into contracts with service providers that contain general indemnification clauses. The Portfolio's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Portfolio that have not yet 

December 31, 2021 :: Notes to Financial Statements :: Government Cash Management Portfolio :: 27

been made. However, based on experience, the Portfolio expects the risk of loss to be remote.

Other

Investment transactions are accounted for on trade date. Interest income is recorded on the accrual basis. Realized gains and losses from investment transactions are recorded on an identified cost basis. All premiums and discounts are amortized/accreted for both tax and financial reporting purposes.

The Portfolio makes an allocation of its net investment income and realized gains and losses from securities transactions to its investors in proportion to their investment in the Portfolio.

B. Fees and Transactions with Affiliates

Management Agreement

Under the Investment Management Agreement with DWS Investment Management Americas, Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of DWS Group GmbH & Co. KGaA ("DWS Group"), the Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the Portfolio.

Under the Investment Management Agreement with the Advisor, the Portfolio pays a monthly management fee based on its average daily net assets, computed and accrued daily and payable monthly, at the following annual rates:

First $3.0 billion of the Portfolio's average daily net assets	.1200	%
Next $4.5 billion of such net assets	.1025	%
Over $7.5 billion of such net assets	.0900	%

Accordingly, for the year ended December 31, 2021, the fee pursuant to the Investment Management Agreement was equivalent to an annual rate (exclusive of any applicable waivers/reimbursements) of 0.096% of the Portfolio's average daily net assets.

For the period from January 1, 2021 through December 8, 2021, the Advisor had voluntarily agreed to waive its fees and/or reimburse certain operating expenses to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expense) at 0.08% of the Portfolio's average daily net assets.

Effective December 9, 2021 through December 31, 2021, the Advisor has voluntarily agreed to waive its fees and/or reimburse certain operating expenses to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expense) at 0.10% of the Portfolio's average daily net assets. This voluntary waiver or reimbursement may be terminated at any time at the option of the Advisor.

In addition, the Advisor has agreed to voluntarily waive additional expenses. This voluntary waiver may be changed or terminated at any time without notice. Under these arrangements, the Advisor waived certain expenses of the Portfolio.

For the year ended December 31, 2021, fees waived and/or expenses reimbursed are $28,939,728.

Administration Fee

Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Portfolio. For all services provided under the Administrative Services Agreement, the Portfolio paid the Advisor an annual fee ("Administration Fee") of 0.03% of the Portfolio's average daily net assets, computed and accrued daily and payable monthly. For the year ended December 31, 2021, the Administration Fee was $7,930,294, of which $849,354 is unpaid.

Other Service Fees

Under an agreement with the Portfolio, DIMA is compensated for providing regulatory filing services to the Portfolio. For the year ended December 31, 2021, the amount charged to the Portfolio by DIMA included in the Statement of Operations under "Reports to shareholders" aggregated $800, of which $251 is unpaid.

Trustees' Fees and Expenses

The Portfolio paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and to each committee Chairperson.

C. Line of Credit

The Portfolio and other affiliated funds (the "Participants") share in a $350 million revolving credit facility provided by a syndication of banks. The Portfolio may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee, which is allocated based on net assets, among each of the Participants. Interest is calculated at a daily fluctuating rate per annum equal to the sum of 0.10% plus the higher of the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus 1.25%. The Portfolio may borrow up to a maximum of 33 percent of its net assets under the agreement. The Portfolio had no outstanding loans at December 31, 2021.

D. Money Market Fund Investments and Yield

Rising interest rates could cause the value of the Portfolio's investments — and therefore its share price as well — to decline. Conversely, any decline in interest rates is likely to cause the Portfolio's yield to decline, and during periods of unusually low interest rates, the Portfolio's yield may approach zero. A low interest rate environment may prevent the Portfolio from

28 :: Government Cash Management Portfolio :: Notes to Financial Statements :: December 31, 2021

providing a positive yield or paying Portfolio expenses out of current income and, at times, could impair the Portfolio's ability to maintain a stable $1.00 share price. Over time, the total return of a money market fund may not keep pace with inflation, which could result in a net loss of purchasing power for long-term investors. Recent and potential future changes in monetary policy made by central banks or governments are likely to affect the level of interest rates. Money market funds try to minimize this risk by purchasing short-term securities.

If there is an insufficient supply of U.S. government securities to meet investor demand, it could result in lower yields on such securities and increase interest rate risk for the fund.

E. Other – COVID-19 Pandemic

A novel coronavirus known as COVID-19, declared a pandemic by the World Health Organization, has caused significant uncertainty, market volatility, decreased economic and other activity, increased government activity, including economic stimulus measures, and supply chain interruptions. The full effects, duration and costs of the COVID-19 pandemic are impossible to predict, and the circumstances surrounding the COVID-19 pandemic will continue to evolve, including the risk of future increased rates of infection due to low vaccination rates and/or the lack of effectiveness of current vaccines against new variants. The pandemic has affected and may continue to affect certain countries, industries, economic sectors, companies and investment products more than others, may exacerbate existing economic, political, or social tensions and may increase the probability of an economic recession or depression. The Portfolio and its investments may be adversely affected by the effects of the COVID-19 pandemic, and the pandemic may result in the Portfolio and its service providers experiencing operational difficulties in coordinating a remote workforce and implementing their business continuity plans, among others. Management will continue to monitor the impact COVID-19 has on the Portfolio and reflect the consequences as appropriate in the Portfolio's accounting and financial reporting.

Report of Independent Registered Public Accounting Firm :: Government Cash Management Portfolio :: 29

To the Board of Trustees and Holders of Beneficial Interest in Government Cash Management Portfolio:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Government Cash Management Portfolio (the "Portfolio"), including the investment portfolio, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the three years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio at December 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the three years in the period then ended, in conformity with U.S. generally accepted accounting principles.

The financial highlights for the years ended December 31, 2017 and December 31, 2018, were audited by another independent registered public accounting firm whose report, dated February 21, 2019, expressed an unqualified opinion on those financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Portfolio's management. Our responsibility is to express an opinion on the Portfolio's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Portfolio in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Portfolio is not required to have, nor were we engaged to perform, an audit of the Portfolio's internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Portfolio's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021, by correspondence with the custodian and brokers. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more investment companies in the DWS family of funds since at least 1979, but we are unable to determine the specific year.

Boston, Massachusetts
February 24, 2022

 

P.O. Box 182800

Columbus, OH 43218-2800

ProFunds^®

Post Office Mailing Address for Investments

P.O. Box 182800
Columbus, OH 43218-2800

Phone Numbers

For Individual Investors Only: 888-776-3637 or 614-470-8122
Institutions and Financial Professionals Only: 888-776-5717 Or: 240-497-6552
Fax Number: (800) 782-4797
Website Address: ProFunds.com

This report is submitted for the general information of the shareholders of the ProFunds. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. To receive the most recent month end performance information for each Fund, please call toll-free 888-776-5717.

A description of the policies and procedures that the ProFunds uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling toll-free 888-776-3637; and on the Securities and Exchange Commission's website at sec.gov. Information regarding how the ProFund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available. (i) without change by calling toll-free 888-776-3637; (ii) on the ProFunds' website at ProFunds.com; and (iii) on the Commission's website at sec.gov.

The ProFund discloses on the Adviser's website that it invests substantially all of its assets in the Portfolio and includes a link to the latest available listing of holdings in the Portfolio. In addition, the ProFund will file with the SEC on Form N-MFP, within five business days after the end of each month, more detailed portfolio holdings information. The ProFund's Form N-MFP filings will be available on the SEC's website, and the Adviser's website will contain a link to such filings.

PRO1221

Annual Report

DECEMBER 31, 2021

ProFunds VP

Access VP High Yield

Asia 30

Banks

Basic Materials

Bear

Biotechnology

Bull

Consumer Goods

Consumer Services

Dow 30

Emerging Markets

Europe 30

Falling U.S. Dollar

Financials

Government Money Market

Health Care

Industrials

International

Internet

Japan

Large-Cap Growth

Large-Cap Value

Mid-Cap

Mid-Cap Growth

Mid-Cap Value

Nasdaq-100

Oil & Gas

Pharmaceuticals

Precious Metals

Real Estate

Rising Rates Opportunity

Semiconductor

Short Dow 30

Short Emerging Markets

Short International

Short Mid-Cap

Short Nasdaq-100

Short Small-Cap

Small-Cap

Small-Cap Growth

Small-Cap Value

Technology

Telecommunications

UltraBull

UltraMid-Cap

UltraNasdaq-100

UltraShort Dow 30

UltraShort Nasdaq-100

UltraSmall-Cap

U.S. Government Plus

Utilities

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s annual and semiannual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the ProFunds’ VP website at ProFunds.com, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as banks & insurance companies).

Beginning on January 1, 2019, you may elect to receive all future reports in paper free of charge. Please contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account that you invest in through your financial intermediary.

Table of Contents

1	Message from the Chairman
3	Management Discussion of Fund Performance
7	Financial Statements and Financial Highlights
8	ProFund Access VP High Yield
13	ProFund VP Asia 30
18	ProFund VP Banks
24	ProFund VP Basic Materials
29	ProFund VP Bear
34	ProFund VP Biotechnology
40	ProFund VP Bull
52	ProFund VP Consumer Goods
58	ProFund VP Consumer Services
65	ProFund VP Dow 30
70	ProFund VP Emerging Markets
76	ProFund VP Europe 30
82	ProFund VP Falling U.S. Dollar
87	ProFund VP Financials
95	ProFund VP Government Money Market
100	ProFund VP Health Care
107	ProFund VP Industrials
115	ProFund VP International
120	ProFund VP Internet
126	ProFund VP Japan
131	ProFund VP Large-Cap Growth
139	ProFund VP Large-Cap Value
149	ProFund VP Mid-Cap
154	ProFund VP Mid-Cap Growth
162	ProFund VP Mid-Cap Value
171	ProFund VP Nasdaq-100
178	ProFund VP Oil & Gas
184	ProFund VP Pharmaceuticals
190	ProFund VP Precious Metals
195	ProFund VP Real Estate
201	ProFund VP Rising Rates Opportunity
206	ProFund VP Semiconductor
212	ProFund VP Short Dow 30
217	ProFund VP Short Emerging Markets
222	ProFund VP Short International
227	ProFund VP Short Mid-Cap
232	ProFund VP Short Nasdaq-100
237	ProFund VP Short Small-Cap
242	ProFund VP Small-Cap
270	ProFund VP Small-Cap Growth
280	ProFund VP Small-Cap Value
292	ProFund VP Technology
299	ProFund VP Telecommunications
305	ProFund VP UltraBull
317	ProFund VP UltraMid-Cap
328	ProFund VP UltraNasdaq-100
335	ProFund VP UltraShort Dow 30
340	ProFund VP UltraShort Nasdaq-100
345	ProFund VP UltraSmall-Cap
374	ProFund VP U.S. Government Plus
379	ProFund VP Utilities
385	Notes to Financial Statements
417	Report of Independent Registered Public Accounting Firm
418	Additional Tax Information
420	Board Approval of Investment Advisory Agreement
426	Expense Examples
429	Trustees and Officers

This Page Intentionally Left Blank

Message from the Chairman

Dear Shareholder:

As communities and economies around the world address the continuously evolving impacts of the pandemic, I would like to reaffirm ProFunds’ commitment to providing you, our investors, with products and services to help you meet your investment objectives. ProFunds remains focused on ensuring the effective management of our funds for investors. I am pleased to provide you with this ProFunds VP annual report to shareholders for the 12 months ending December 31, 2021.

Equity Markets Post Big Gains Despite Headwinds

The U.S. equity market generally offered strong returns for the year, despite brief setbacks, particularly in late November and December. The S&P 500^® recorded more than 50 all-time-high closings for the year, second only to 1995. Equity markets generally shrugged off events like new variants of COVID-19 (and the prospect of a resumption of restrictions on travel and social activities), supply chain issues, inflation spikes, and legislative difficulties passing the Build Back Better spending plan, any of which may have had a more significant impact on market performance in previous years.

The stock market’s strong performance over the year can be largely attributed to a resilient economic recovery boosted by widespread vaccination, ongoing stimulus from the Federal Reserve, Congress’s $1.9 trillion coronavirus aid package, and robust corporate earnings. Uncertainty increased later in the year amid surging inflation, higher interest rates, ongoing supply chain challenges (especially before the crucial holiday shopping season), and the emergence of Omicron – a new COVID-19 variant. Inflation recorded a 6.8% annual rate in November, according to the Bureau of Labor Statistics, with prices rising significantly on consumer items such as housing, food, gasoline, and new and used vehicles.

Due to rising inflation, investors kept a close watch on the U.S. Federal Reserve Bank during 2021. By late December, the Fed announced that interest rates would remain in a range of 0 to 0.25%. However, the Fed stated that it would complete the tapering of its monthly stimulus earlier than previously indicated. The moves were in response to rising inflation (Fed Chairman Powell stopped using the word "transitory" in November to describe the current inflation) and the robust labor market of late 2021.

Reflecting the performance of equities during the 12-month period, U.S. large-cap stocks returned 28.7%, as measured by the S&P 500, and 21.0%, according to the Dow Jones Industrial Average^® . The Dow’s^® top-performing sectors were oil and gas at 54.4%, technology at 37.2%, and financials with 32.3% returns. The worst performer was telecommunications, which fell 8.7%. The S&P MidCap 400^® gained 24.8%, and the tech-heavy Nasdaq-100 Index^® returned 27.5%.

International Equity Performance Varied Significantly by Region

Developed markets outside North America returned 11.3% for the year, as measured by the MSCI EAFE Index^® . The

1

MSCI Europe Index^® rose 16.3%, with financials and technology the best-performing sectors, and the Nikkei Total Return Index declined 4.7%. In the developing world, the S&P/BNY Mellon Emerging Markets 50 ADR Index retreated 16.6%, and the S&P/BNY Mellon Latin America 35 ADR Index fell 1.1%.

ProFunds VP Trust’s U.S. Equity Strategies Post Strong Results

ProFunds’ index-based mutual funds offer many advantages, such as diverse market exposures, a transparent investment process, efficient fund management, and high daily correlation to their indexes. Overall market appreciation and inflows during the period led to a 12% increase in ProFunds VP assets under management. Mid-cap and large-cap stocks experienced the largest percentage increase.

During the period, the Access VP High Yield Fund was reorganized from the former Access One Trust into ProFund. We are confident this change should benefit investors by increasing the efficiency with which we can manage the fund. The name of the fund changed from the Access VP High Yield Fund to the ProFund Access VP High Yield. This change was seamless for investors, requiring no action on their part, and neither the fund’s objective nor its investments changed as a result.

No matter what direction the market takes in these rapidly changing times, ProFunds VP mutual funds offer an extensive lineup of strategies designed to meet investor goals, help manage risk, and potentially enhance returns. We appreciate the trust and confidence you have placed in ProFunds, and we look forward to continuing to serve your investing needs.

Sincerely,

Michael L. Sapir

Chairman of the Board of Trustees

2

Management Discussion of Fund Performance

4 :: Management Discussion of Fund Performance

Investment Strategies and Techniques:

Each ProFund VP (each, a "Fund" and, collectively, the "Funds") is a series of ProFunds (the "Trust"). Each Fund (except the Classic ProFunds VP¹, the Sector ProFunds VP¹, ProFund VP Falling U.S. Dollar and ProFund VP Government Money Market) is a "geared" fund (the "Geared Funds") in the sense that each is designed to seek daily investment results, before fees and expenses, that correspond to the inverse (-1x), a multiple (i.e., 1.25x or 2x), or an inverse multiple (i.e., -1.25x or -2x) of the daily performance of a benchmark for a single day, not for any other period.

Each of the Classic ProFunds VP, the Sector ProFunds VP and ProFund VP Falling U.S. Dollar seek investments results, before fees and expenses, that correspond to the performance of a benchmark. ProFund VP Government Money Market seeks a high level of current income consistent with liquidity and preservation of capital.

Each Geared Fund seeks investment results for a single day only, as measured from the time the Geared Fund calculates its net asset value ("NAV") to the time of the Geared Fund's next NAV calculation, and not for longer periods. The return for a period longer than a single day will be the result of each day's returns compounded over the period, which will very likely differ from the stated leveraged, inverse, or inverse leveraged multiple times the return of the benchmark for that period. During periods of higher market volatility, the volatility of a Geared Fund's benchmark may affect the return as much as or more than the return of the benchmark.

ProFund Advisors LLC (the "Advisor"), uses a passive approach in seeking to achieve the investment objective of each Fund. Using this approach, the Advisor determines the type, quantity and mix of investment positions that a Fund should hold to approximate the daily performance of its benchmark.

The Advisor does not invest the assets of the Funds in securities or financial instruments based on its view of the investment merit of a particular security, instrument, or company nor does it conduct conventional research or analysis, forecast market movements, trends or market conditions, or take defensive positions in managing Fund assets.

The Funds, other than certain Classic ProFunds VP and certain Sector ProFunds VP, make significant use of investment techniques that may be considered aggressive, including the use of swap agreements, futures contracts, forward contracts, and similar instruments ("derivatives"). These investment techniques may be considered aggressive and Funds using these techniques are exposed to risks different from, or possibly greater than, the risks associated with investing directly in securities, including one or more of the following: counterparty risk (i.e., the risk that a counterparty is unable or unwilling to make timely payments) on the amount the Fund expects to receive from a derivatives counterparty, liquidity risk (i.e., the ability of a Fund to acquire or dispose of certain holdings quickly or at prices that represent true market value in the judgment of the Advisor) and increased correlation risk (i.e., the Fund's ability to achieve a high degree of correlation with its benchmark). If a counterparty becomes bankrupt, or otherwise fails to perform its obligations, the value of an investment in the Fund may decline. With respect to swaps and forward contracts, the Funds have sought to mitigate these risks by generally requiring derivatives counterparties to post collateral for the benefit of each Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owes the Fund, subject to certain minimum thresholds. The Funds typically only enter into derivatives with counterparties that are major, global financial institutions. Any costs associated with using derivatives may also have the effect of lowering the Fund's return.

Factors that Materially Affected the Performance of Each Fund during the Fiscal Year Ended December 31, 2021²:

Primary factors affecting Fund performance, before fees and expenses, include the following: the total return of the securities and derivatives held by the Funds, including the performance of the reference assets to which any derivatives are linked, financing rates paid or earned by the Fund (including those included in the total return of derivatives contracts); the types of derivative contracts used by the Funds and their correlation to the relevant benchmark or asset; fees, expenses, and transaction costs; other miscellaneous factors; and in the case of the Geared Funds, the volatility of the Fund's benchmark (and its impact on compounding).

● Benchmark Performance: The performance of each Fund's benchmark and, in turn, the factors and market conditions affecting that benchmark are generally the principal factors driving Fund performance.³

● Compounding of Daily Returns and Volatility: Each Geared Fund seeks to provide a multiple (i.e., 1.25x or 2x), the inverse (i.e.,-1x) or an inverse multiple (i.e., -1.25x or -2x) of its benchmark return for a single day only. For longer periods, performance may be greater than or less than the one-day multiple times the benchmark return. This is due to the effects of compounding, which exists in all investments, but has a more significant impact on Geared Funds. In general, during periods of higher benchmark volatility, compounding will cause Fund Performance for periods longer than a single day to be more or less than the multiple of the return of the benchmark. This effect becomes more pronounced as volatility increases. Conversely, in periods of lower benchmark volatility (particularly when combined with large higher benchmark returns), Fund returns over longer periods can be higher than the multiple of the return of the benchmark. Actual results for a particular period, before fees and expenses, are also dependent on the following factors: a) period of time; b) financing rates associated with the use of derivatives; c) other Fund expenses; d) interest and dividends paid with respect to the securities in the benchmark; e) the benchmark's volatility; and f) the benchmark's performance. Longer holding periods, higher benchmark volatility, inverse exposure and/or greater leverage each exacerbates the impact of compounding on a Fund's performance. During periods of higher benchmark volatility, the volatility of a benchmark may affect a Fund's return as much as or more than the return of its benchmark.

¹ ProFunds VP included as Classic ProFunds VP and Sector ProFunds VP are listed in Note 1 of the Notes to Financial Statements.

² Past performance is not a guarantee of future results.

³ Unlike the Funds, indexes that may serve as benchmarks for the Funds do not actually hold a portfolio of securities and/or financial instruments. Indexes do not incur fees, expenses and transaction costs. Fees, expenses and transaction costs incurred by the Funds negatively impact the performance of the Funds relative to their benchmark. Performance for each Fund will generally differ from the performance of the Fund's benchmark index.

Management Discussion of Fund Performance :: 5

Daily volatility for the U.S. equity markets increased from a year ago. The annual volatility for the S&P 500 for the year ended December 31, 2021, was 13.10%, which was lower than the prior year's volatility of 34.69%. The volatility of each Geared Fund benchmark is shown below.

Index	1 yr Vol.
ProFunds Asia 30 Index®		34.78	%
Dow Jones U.S. SemiconductorsSM Index		30.89	%
Dow Jones U.S. Oil & GasSM Index		29.38	%
Dow Jones Precious MetalsSM Index		29.27	%
S&P/BNY Mellon Emerging 50 ADR Index (USD)		24.49	%
Dow Jones U.S. BanksSM Index		24.07	%
S&P SmallCap 600® Value Index		23.04	%
Dow Jones Internet CompositeSM Index		22.32	%
Russell 2000® Index		21.98	%
S&P SmallCap 600® Growth Index		20.88	%
Dow Jones U.S. TechnologySM Index		20.55	%
S&P MidCap 400® Value Index		19.41	%
Dow Jones U.S. Basic MaterialsSM Index		19.05	%
Nasdaq-100® Index		18.57	%
Nikkei 225 Stock Average		18.57	%
S&P MidCap 400® Growth Index		17.96	%
S&P MidCap 400®		17.93	%
Ryan Labs Returns Treasury Yield Curve 30 Year Index		16.66	%
S&P 500® Growth Index		16.51	%
Dow Jones U.S. BiotechnologySM Index		16.13	%
Dow Jones U.S. FinancialsSM Index		16.00	%
ProFunds Europe 30 Index®		15.48	%
Dow Jones U.S. Consumer GoodsSM Index		15.24	%
Dow Jones U.S. IndustrialsSM Index		15.15	%
Dow Jones U.S. UtilitiesSM Index		14.83	%
Dow Jones U.S. Real EstateSM Index		14.54	%
Dow Jones U.S. Consumer ServicesSM Index		14.53	%
S&P 500® Value Index		13.12	%
S&P 500®		13.10	%
Dow Jones U.S. Select TelecommunicationsSM Index		12.99	%
Dow Jones U.S. Select PharmaceuticalsSM Index		12.85	%
Dow Jones Industrial Average®		12.42	%
Dow Jones U.S. Health CareSM Index		11.93	%
MSCI EAFE Index®		11.62	%
U.S. Dollar Index		5.05	%

● Financing Rates Associated with Swap Agreements and Forward Contracts: The performance of Funds that use swap agreements and forward contacts was impacted by financing costs associated with such derivatives. Financing rates are negotiated between the Funds and their counterparties, and are typically set at the one-week/one-month London Interbank Offered Rate ("LIBOR") plus or minus a negotiated spread. The one-week LIBOR decreased from 0.10% to .08% and the one-month LIBOR decreased from 0.14% to .10% during the fiscal year. Each Fund with long exposure to its benchmark generally was negatively affected by financing rates. Conversely, each Fund with short/inverse exposure generally benefited from financing rates. In certain market environments, LIBOR adjusted by the spread may result in a Fund with short/inverse exposure also being negatively affected by financing rates.

● Stock Dividends and Bond Yields: The performance of Funds that provide long or leveraged exposure was positively impacted by capturing the dividend or income yield of the underlying assets to which they have exposure. The performance of Funds that provide an inverse or leveraged inverse exposure was negatively impacted by virtue of effectively having to pay out the dividend or income yield (or a multiple thereof, as applicable) associated with the assets to which they have short exposure.

● Fees, Expenses and Transaction Costs: Fees and expenses are listed in the financial statements of each Fund, and may generally be higher and thus have a more negative impact on performance than the fees and expenses of many traditional index-based funds. For Geared Funds, daily repositioning of each Fund's portfolio to maintain exposure consistent with its investment objective, high levels of shareholder purchase and redemption activity, and use of leverage may lead to commensurate increases in portfolio transactions and transaction costs which negatively impact the daily NAV of each Fund. Transaction costs are not reflected in the Funds' expense ratio. Transaction costs are generally higher for Geared Funds, Funds whose benchmarks are more volatile than other funds' benchmarks, and Funds that hold or have exposure to assets that are comparatively less liquid than those held by other funds.

● Miscellaneous Factors: Each Fund holds a mix of securities and/or derivatives that is designed to provide returns that

6 :: Management Discussion of Fund Performance

correspond to the performance of its investment objective. Certain Funds may obtain exposure to only a representative sample of the securities of their benchmark and may not have investment exposure to all securities of the benchmark or may have weightings that are different from that of its benchmark. Certain Funds may also obtain exposure to securities not contained in the relevant benchmark or in financial instruments, with the intent of obtaining exposure with aggregate characteristics similar to those of a multiple of the benchmark.

In addition, certain Funds invested in swap agreements based on exchange-traded funds ("ETFs") that are designed to track the performance of the Fund's benchmark. Because the closing price of an ETF may not perfectly track the performance of its benchmark, there are deviations between the return of a swap whose reference asset is an ETF and the return of a swap based directly on the Fund's benchmark. Thus, the performance of a Fund investing significantly in swap agreements based on an ETF had less correlation with its benchmark than a Fund investing in swap agreements based directly on the Fund's benchmark.

Financial Statements and Financial Highlights

8 :: ProFund Access VP High Yield :: Management Discussion of Fund Performance

The Access VP High Yield Fund (the "Fund") seeks to provide investment results that correspond generally to the total return of the high yield market, consistent with maintaining reasonable liquidity. However, the Fund does not seek to match the daily returns of a specific benchmark. For the year ended December 31, 2021, the Fund had a total return of 0.27%%. For the same period, the Markit iBoxx $ Liquid High Yield Index, a widely used measure of high yield market performance, had a total return of 4.48%%¹. The total return for the 5-year U.S. Treasury Note was -2.82%².

The Fund is designed to maintain exposure to the high yield market, regardless of market conditions. This means the Fund does not adopt defensive positions in anticipation of an adverse market climate. The Fund seeks to achieve its high yield exposure primarily through credit default swaps (CDS) and 5-year treasury exposure but may also invest in high yield debt instruments (commonly referred to as junk bonds), other debt, money market instruments, total return swap agreements and futures contracts.

During the year ended December 31, 2021, the Fund invested in credit default swap agreements and futures contracts as a substitute for investing directly in high yield bonds. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into credit default swap agreements that were centrally cleared. In a centrally cleared swap agreement, the clearing organization takes on the credit risk of all parties involved in the trade, and in effect, guarantees each party's obligation under the contract. As a result, each party involved in a centrally cleared contract only faces the clearing organization. There can be no assurance, however, that the clearing organization, or its members, will satisfy its obligations to the Fund.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund Access VP High Yield from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund Access VP High Yield		0.27	%		3.25	%		5.11	%
Markit iBoxx $ Liquid High Yield Index		4.48	%		5.60	%		5.91	%

Expense Ratios**

Fund	Gross			Net
ProFund Access VP High Yield		1.87	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
U.S. Treasury Obligation		45	%
Futures Contracts		19	%
Credit Default Swap Agreements		75	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The Access VP High Yield Fund primarily invests in non-equity securities, which may include: credit default swap agreements, utures contracts, repurchase agreements, U.S. Government and money market securities.

Industry Exposure

	% of Market Exposure (CDS)
Consumer, Cyclical		28	%
Consumer, Non-cyclical		16	%
Communications		12	%
Financial		11	%
Energy		9	%
Industrials		7	%
Basic Materials		6	%
Utilities		6	%
Technology		5	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the Index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² The 5-year U.S. Treasury Note reflects both price return and yield components. It does not reflect the impact of transaction and financing costs, nor the deduction of expenses associated with a mutual fund, such as investment management and accounting fees.

Investments in high yield bonds or in investments linked to the high yield market are subject to greater volatility and greater credit risks than investing in U.S. Treasuries. U.S. Treasury instruments are guaranteed by the U.S. government as to the timely payment of principal and interest, if held to maturity. Both the principal and yield of a mutual fund will fluctuate with changes in market conditions.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund Access VP High Yield :: 9

Schedule of Portfolio Investments :: December 31, 2021

U.S. Treasury Obligations (44.7%)

	Principal Amount		Value
U.S. Treasury Notes, 1.25%, 11/30/26	$	6,850,000	$	6,851,605
TOTAL U.S. TREASURY OBLIGATIONS (Cost $6,872,386)				6,851,605
Repurchase Agreements(a) (49.3%)

Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $7,560,000	7,560,000		7,560,000
TOTAL REPURCHASE AGREEMENTS (Cost $7,560,000)			7,560,000
TOTAL INVESTMENT SECURITIES (Cost $14,432,386)—94.0%			14,411,605
Net other assets (liabilities)—6.0%			913,430
NET ASSETS—100.0%		$	15,325,035

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Futures Contracts Purchased

	Number of Contracts		Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
5-Year US Treasury Note Futures Contracts		24	4/1/22	$	2,901,188	$	(2,978	)

Centrally Cleared Swap Agreements

Credit Default Swap Agreements—Sell Protection^(a)

Underlying Instrument	Payment Frequency	Fixed Deal Receive Rate			Maturity Date	Implied Credit Spread at December 31, 2021(b)			Notional Amount(c)		Value		Premiums Paid (Received)		Unrealized Appreciation/ (Depreciation)			Variation Margin
CDX North America High Yield Index Swap Agreement; Series 37	Daily		5.00	%	12/20/26		2.92	%	$	11,500,000	$	1,052,731	$	1,097,609	$	(44,878	)	$	6,926

^(a) When a credit event occurs as defined under the terms of the swap agreement, the Fund as a seller of credit protection will either (i) pay to the buyer of protection an amount equal to the par value of the defaulted reference entity and take delivery of the reference entity or (ii) pay a net amount equal to the par value of the defaulted reference entity less its recovery value.

^(b) Implied credit spread, represented in absolute terms, utilized in determining the value of the credit default swap agreements as of period end will serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default or other credit event for the credit derivative. The implied credit spread of a referenced entity reflects the cost of buying/selling protection and may include payments required to be made to enter into the agreement. Generally, wider credit spreads represent a perceived deterioration of the referenced entity's credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the swap agreement.

^(c) The notional amount represents the maximum potential amount the Fund could be required pay as a seller of credit protection if a credit event occurs, as defined under the terms of the swap agreement, for each security included in the CDX North America High Yield Index.

See accompanying notes to financial statements.

10 :: ProFund Access VP High Yield :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	14,432,386
Securities, at value		6,851,605
Repurchase agreements, at value		7,560,000
Total Investment Securities, at value		14,411,605
Cash		3,244
Segregated cash balances for futures contracts with brokers		24,420
Segregated cash balances for credit default swap agreements with brokers		932,279
Interest receivable		7,527
Receivable for capital shares issued		16,219
Variation margin on credit default swap agreements		6,926
Prepaid expenses		87
TOTAL ASSETS		15,402,307
LIABILITIES:
Payable for capital shares redeemed		19,196
Variation margin on futures contracts		563
Advisory fees payable		24,568
Management services fees payable		3,276
Administration fees payable		800
Administrative services fees payable		7,419
Distribution fees payable		7,938
Transfer agency fees payable		1,357
Fund accounting fees payable		442
Compliance services fees payable		72
Other accrued expenses		11,641
TOTAL LIABILITIES		77,272
NET ASSETS	$	15,325,035
NET ASSETS CONSIST OF:
Capital	$	17,387,809
Total distributable earnings (loss)		(2,062,774	)
NET ASSETS	$	15,325,035
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		578,075
Net Asset Value (offering and redemption price per share)	$	26.51

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	70,020
EXPENSES:
Advisory fees		132,435
Management services fees		17,658
Administration fees		13,792
Transfer agency fees		10,943
Administrative services fees		43,943
Distribution fees		44,145
Custody fees		2,720
Fund accounting fees		7,332
Trustee fees		298
Compliance services fees		108
Other fees		12,856
Recoupment of prior expenses reduced by the Advisor		18,232
Total Gross Expenses before reductions		304,462
Expenses reduced and reimbursed by the Advisor		(7,808	)
TOTAL NET EXPENSES		296,654
NET INVESTMENT INCOME (LOSS)		(226,634	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		(301,775	)
Net realized gains (losses) on futures contracts		(32,309	)
Net realized gains (losses) on swap agreements		1,316,483
Change in net unrealized appreciation/depreciation on investment securities		(56,709	)
Change in net unrealized appreciation/depreciation on futures contracts		(6,309	)
Change in net unrealized appreciation/depreciation on swap agreements		(735,664	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		183,717
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(42,917	)

See accompanying notes to financial statements.

Financial Statements :: ProFund Access VP High Yield :: 11

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(226,634	)	$	(231,011	)
Net realized gains (losses) on investments		982,399			(191,529	)
Change in net unrealized appreciation/depreciation on investments		(798,682	)		(46,749	)
Change in net assets resulting from operations		(42,917	)		(469,289	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(490,299	)		(842,012	)
Change in net assets resulting from distributions		(490,299	)		(842,012	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		30,924,436			62,693,306
Distributions reinvested		490,299			842,012
Value of shares redeemed		(35,479,084	)		(74,339,134	)
Change in net assets resulting from capital transactions		(4,064,349	)		(10,803,816	)
Change in net assets		(4,597,565	)		(12,115,117	)
NET ASSETS:
Beginning of period		19,922,600			32,037,717
End of period	$	15,325,035		$	19,922,600
SHARE TRANSACTIONS:
Issued		1,157,931			2,384,127
Reinvested		18,614			33,789
Redeemed		(1,333,589	)		(2,798,588	)
Change in shares		(157,044	)		(380,672	)

See accompanying notes to financial statements.

12 :: ProFund Access VP High Yield :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31, 2021			Dec. 31, 2020			Dec. 31, 2019			Dec. 31, 2018			Dec. 31, 2017
Net Asset Value, Beginning of Period	$	27.10		$	28.71		$	26.74		$	28.25		$	29.12
Investment Activities:
Net investment income (loss)(a)		(0.34	)		(0.31	)		0.06			0.16			(0.10	)
Net realized and unrealized gains (losses) on investments		0.41			0.16	(b)		3.21			(0.33	)		1.47
Total income (loss) from investment activities		0.07			(0.15	)		3.27			(0.17	)		1.37
Distributions to Shareholders From:
Net investment income		—			—			(0.06	)		(0.16	)		—
In excess of net investment income		(0.66	)		(1.46	)		(1.24	)		(0.37	)		(1.11	)
Net realized gains on investments		—			—			—			(0.60	)		(1.13	)
Return of capital		—			—			—			(0.21	)		—
Total distributions		(0.66	)		(1.46	)		(1.30	)		(1.34	)		(2.24	)
Net Asset Value, End of Period	$	26.51		$	27.10		$	28.71		$	26.74		$	28.25
Total Return		0.27	%		0.06	%		12.43	%		(0.61	)%(c)		4.79	%
Ratios to Average Net Assets:
Gross expenses		1.72	%		1.87	%		1.73	%		1.72	%		1.71	%
Net expenses		1.68	%		1.68	%		1.70	%(d)		1.66	%(c)		1.68	%
Net investment income (loss)		(1.28	)%		(1.16	)%		0.23	%		0.58	%(c)		(0.34	)%
Supplemental Data:
Net assets, end of period (000's)	$	15,325		$	19,923		$	32,038		$	16,054		$	25,713
Portfolio turnover rate(e)		1,351	%		1,447	%		1,459	%		1,539	%		1,407	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.

^(c) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.67% and 0.57%, respectively, and the total return would have been (0.62)%.

^(d) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Asia 30 :: 13

ProFund VP Asia 30 (the “Fund”) seeks investment results, before fees and expenses, that correspond to the performance of the ProFunds Asia 30 Index^® (the “Index”). For the year ended December 31, 2021, the Fund had a price return of -18.52%. For the same period, the Index had a total return of -19.08%¹ and a volatility of 34.78%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index, created by ProFund Advisors, is composed of 30 companies whose principal offices are located in the Asia/Pacific region, excluding Japan, and whose securities are traded on U.S. exchanges or on Nasdaq as depositary receipts or ordinary shares and meet certain liquidity requirements. The component companies in the Index are the 30 most liquid companies based upon their U.S. dollar-traded volume. Their relative weights are determined using a modified market capitalization method. The Index is reconstituted annually. The Index is expressed in U.S. dollar terms and as such should generally reflect the relative movement of the U.S. dollar against the basket of foreign currencies represented by the constituent companies in the Index.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Asia 30 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Asia 30		-18.52	%		8.58	%		6.04	%
ProFunds Asia 30 Index®		-19.08	%		8.23	%		5.91	%
MSCI AC Asia Pacific Free Excluding Japan Index		-2.90	%		10.81	%		7.71	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Asia 30		1.71	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Total Exposure		99	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Taiwan Semiconductor Manufacturing Co., Ltd.		11.9	%
BHP Billiton, Ltd.		6.3	%
Infosys Technologies, Ltd.		5.3	%
Alibaba Group Holding, Ltd.		5.2	%
HDFC Bank, Ltd.		5.1	%

ProFunds Asia 30^® Index – Composition

Industry Breakdown	% of Index
Information Technology		23	%
Consumer Discretionary		23	%
Communication Services		20	%
Financials		18	%
Materials		6	%
Health Care		4	%
Industrials		3	%
Real Estate		3	%
Country Composition
China		58	%
India		15	%
Taiwan		12	%
Singapore		7	%
Australia		6	%
Hong Kong		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table DO NOT reflect the theoretical reinvestment of dividends on securities in the Index nor the impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The MSCI AC Asia Pacific Free Excluding Japan Index is a capitalization weighted index generally representative of the performance of the Asia Pacific region excluding the country of Japan. The graph and table reflect the theoretical reinvestment of dividends in the Index. The impact of transactions costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the Index calculations. It is not possible to invest directly in an index.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

14 :: ProFund VP Asia 30 :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.2%)

	Shares		Value
360 DigiTech, Inc.ADR (Consumer Finance)		25,099	$	575,520
Alibaba Group Holding, Ltd.*ADR (Internet & Direct Marketing Retail)		9,638		1,144,897
Baidu, Inc.*ADR (Interactive Media & Services)		4,953		736,957
Beigene, Ltd.*ADR (Biotechnology)		2,008		544,028
BHP Billiton, Ltd.ADR(a) (Metals & Mining)		22,757		1,373,385
Bilibili, Inc.*ADR(a) (Entertainment)		8,902		413,053
Daqo New Energy Corp.*ADR (Semiconductors & Semiconductor Equipment)		8,099		326,552
Futu Holdings, Ltd.*ADR (Capital Markets)		9,170		397,061
GDS Holdings, Ltd.*ADR (IT Services)		9,772		460,848
HDFC Bank, Ltd.ADR (Banks)		17,067		1,110,550
ICICI Bank, Ltd.ADR (Banks)		46,651		923,223
Infosys Technologies, Ltd.ADR (IT Services)		46,048		1,165,475
iQIYI, Inc.*ADR (Entertainment)		61,710		281,398
JD.com, Inc.*ADR (Internet & Direct Marketing Retail)		9,170		642,542
JinkoSolar Holding Co., Ltd.*ADR(a) (Semiconductors & Semiconductor Equipment)		10,508		482,947
JOYY, Inc.ADR (Interactive Media & Services)		10,040		456,117
KE Holdings, Inc.*ADR (Real Estate Management & Development)		30,587		615,410
Li Auto, Inc.*ADR (Automobiles)		20,816		668,194
Lufax Holding, Ltd.*ADR (Consumer Finance)		89,085		501,549
NetEase, Inc.ADR (Entertainment)		9,103		926,502
NIO, Inc.*ADR (Automobiles)		22,957		727,278
Pinduoduo, Inc.*ADR (Internet & Direct Marketing Retail)		7,898		460,453
Sea, Ltd.*ADR (Entertainment)		4,752		1,063,070
Taiwan Semiconductor Manufacturing Co., Ltd.ADR (Semiconductors & Semiconductor Equipment)		21,619		2,600,982
TAL Education Group*ADR (Diversified Consumer Services)		132,389		520,289
Tencent Music Entertainment Group*ADR (Entertainment)		74,695		511,661
Up Fintech Holding, Ltd.*ADR(a) (Capital Markets)		68,738		337,504
XPeng, Inc.*ADR (Automobiles)		15,126		761,291
Zai Lab, Ltd.*ADR (Biotechnology)		6,158		387,030
ZTO Express Cayman, Inc.ADR (Air Freight & Logistics)		22,221		627,077
TOTAL COMMON STOCKS (Cost $15,173,890)				21,742,843

Repurchase Agreements^(b) (1.3%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $278,000	$	278,000	$	278,000
TOTAL REPURCHASE AGREEMENTS (Cost $278,000)				278,000

Collateral for Securities Loaned^(c) (8.3%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(d)		1,818,424	$	1,818,424
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $1,818,424)				1,818,424
TOTAL INVESTMENT SECURITIES (Cost $17,270,314)—108.8%				23,839,267
Net other assets (liabilities)—(8.8)%				(1,932,231	)
NET ASSETS—100.0%			$	21,907,036

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $1,710,239.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(c) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(d) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

^ADR American Depositary Receipt

ProFund VP Asia 30 invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Air Freight & Logistics	$	627,077		2.9	%
Automobiles		2,156,763		9.8	%
Banks		2,033,773		9.2	%
Biotechnology		931,058		4.3	%
Capital Markets		734,565		3.4	%
Consumer Finance		1,077,069		4.9	%
Diversified Consumer Services		520,289		2.4	%
Entertainment		3,195,684		14.6	%
Interactive Media & Services		1,193,074		5.4	%
Internet & Direct Marketing Retail		2,247,892		10.2	%
IT Services		1,626,323		7.4	%
Metals & Mining		1,373,385		6.3	%
Real Estate Management & Development		615,410		2.8	%
Semiconductors & Semiconductor Equipment		3,410,481		15.6	%
Other**		164,193		0.8	%
Total	$	21,907,036		100.0	%

ProFund VP Asia 30 invested in securities with exposure to the following countries as of December 31, 2021:

	Value		% of Net Assets
Australia	$	1,373,385		6.3	%
China		13,506,158		61.6	%
India		3,199,248		14.5	%
Singapore		1,063,070		4.9	%
Taiwan		2,600,982		11.9	%
Other**		164,193		0.8	%
Total	$	21,907,036		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Asia 30 :: 15

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	17,270,314
Securities, at value(a)		23,561,267
Repurchase agreements, at value		278,000
Total Investment Securities, at value		23,839,267
Cash		3,522
Dividends receivable		16,128
Receivable for capital shares issued		204,543
Prepaid expenses		232
TOTAL ASSETS		24,063,692
LIABILITIES:
Payable for collateral for securities loaned		1,818,424
Payable for capital shares redeemed		2,540
Payable for investments purchased		274,434
Advisory fees payable		15,963
Management services fees payable		2,128
Administration fees payable		1,295
Administrative services fees payable		8,728
Distribution fees payable		12,469
Transfer agency fees payable		2,281
Fund accounting fees payable		723
Compliance services fees payable		107
Other accrued expenses		17,564
TOTAL LIABILITIES		2,156,656
NET ASSETS	$	21,907,036
NET ASSETS CONSIST OF:
Capital	$	14,743,762
Total distributable earnings (loss)		7,163,274
NET ASSETS	$	21,907,036
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		411,294
Net Asset Value (offering and redemption price per share)	$	53.26
(a) Includes securities on loan valued at:	$	1,710,239

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	475,188
Interest		2
Foreign tax withholding		(5,638	)
Net income from securities lending		164,866
TOTAL INVESTMENT INCOME		634,418
EXPENSES:
Advisory fees		237,097
Management services fees		31,613
Administration fees		24,448
Transfer agency fees		19,609
Administrative services fees		65,985
Distribution fees		79,032
Custody fees		14,430
Fund accounting fees		13,270
Trustee fees		497
Compliance services fees		191
Other fees		24,022
Recoupment of prior expenses reduced by the Advisor		19,045
TOTAL NET EXPENSES		529,239
NET INVESTMENT INCOME (LOSS)		105,179
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		1,586,187
Change in net unrealized appreciation/depreciation on investment securities		(7,229,921	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(5,643,734	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(5,538,555	)

See accompanying notes to financial statements.

16 :: ProFund VP Asia 30 :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	105,179		$	(43,383	)
Net realized gains (losses) on investments		1,586,187			4,545,593
Change in net unrealized appreciation/depreciation on investments		(7,229,921	)		3,066,891
Change in net assets resulting from operations		(5,538,555	)		7,569,101
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(4,388,382	)		(2,519,835	)
Change in net assets resulting from distributions		(4,388,382	)		(2,519,835	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		45,782,302			30,433,386
Distributions reinvested		4,388,382			2,519,835
Value of shares redeemed		(47,830,246	)		(37,565,743	)
Change in net assets resulting from capital transactions		2,340,438			(4,612,522	)
Change in net assets		(7,586,499	)		436,744
NET ASSETS:
Beginning of period		29,493,535			29,056,791
End of period	$	21,907,036		$	29,493,535
SHARE TRANSACTIONS:
Issued		616,849			480,489
Reinvested		65,294			38,110
Redeemed		(659,603	)		(597,380	)
Change in shares		22,540			(78,781	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Asia 30 :: 17

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	Dec. 31, 2021			Dec. 31, 2020			Dec. 31, 2019			Dec. 31, 2018			Dec. 31, 2017
Net Asset Value, Beginning of Period	$	75.87		$	62.15		$	49.34		$	60.88		$	47.26
Investment Activities:
Net investment income (loss)(a)		0.24			(0.11	)		0.39			0.11			0.21
Net realized and unrealized gains (losses) on investments		(12.05	)		21.13			12.56			(11.37	)		15.27
Total income (loss) from investment activities		(11.81	)		21.02			12.95			(11.26	)		15.48
Distributions to Shareholders From:
Net investment income		—			(0.72	)		(0.14	)		(0.28	)		—
Net realized gains on investments		(10.80	)		(6.58	)		—			—			(1.86	)
Total distributions		(10.80	)		(7.30	)		(0.14	)		(0.28	)		(1.86	)
Net Asset Value, End of Period	$	53.26		$	75.87		$	62.15		$	49.34		$	60.88
Total Return		(18.52	)%(b)		35.55	%		26.31	%		(18.59	)%		32.87	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.71	%		1.72	%		1.74	%		1.70	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.33	%		(0.18	)%		0.68	%		0.19	%		0.37	%
Supplemental Data:
Net assets, end of period (000's)	$	21,907		$	29,494		$	29,057		$	19,796		$	34,695
Portfolio turnover rate(c)		125	%		130	%		111	%		87	%		96	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During the year ended December 31, 2021, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.34%.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

18 :: ProFund VP Banks :: Management Discussion of Fund Performance

ProFund VP Banks (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Banks^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 34.09%. For the same period, the Index had a total return of 36.28%¹ and a volatility of 24.07%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the banking sector of the U.S. equity market. Component companies include, among others, regional and major U.S. domiciled banks engaged in a wide range of financial services, including retail banking, loans, and money transmissions.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Banks from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Banks		34.09	%		8.47	%		13.73	%
Dow Jones U.S. BanksSM Index		36.28	%		10.42	%		15.78	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Banks		1.74	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		79	%
Swap Agreements		21	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
JPMorgan Chase & Co.		21.2	%
Bank of America Corp.		14.5	%
Wells Fargo & Co.		8.7	%
Citigroup, Inc.		5.4	%
The PNC Financial Services Group, Inc.		3.8	%

Dow Jones U.S. Banks^SM Index – Composition

	% of Index
Diversified Banks		68	%
Regional Banks		32	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Banks :: 19

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (79.0%)

	Shares		Value
Bank of America Corp. (Banks)		24,471	$	1,088,714
Bank OZK (Banks)		410		19,077
BOK Financial Corp. (Banks)		103		10,865
Citigroup, Inc. (Banks)		6,740		407,029
Citizens Financial Group, Inc. (Banks)		1,448		68,418
Comerica, Inc. (Banks)		445		38,715
Commerce Bancshares, Inc. (Banks)		378		25,984
Cullen/Frost Bankers, Inc. (Banks)		193		24,332
East West Bancorp, Inc. (Banks)		482		37,924
F.N.B. Corp. (Banks)		1,085		13,161
Fifth Third Bancorp (Banks)		2,323		101,167
First Citizens BancShares, Inc.— Class A (Banks)		24		19,916
First Financial Bankshares, Inc. (Banks)		435		22,115
First Horizon Corp. (Banks)		1,838		30,008
First Republic Bank (Banks)		608		125,558
Glacier Bancorp, Inc. (Banks)		368		20,866
Home BancShares, Inc. (Banks)		513		12,492
Huntington Bancshares, Inc. (Banks)		4,913		75,758
JPMorgan Chase & Co. (Banks)		10,044		1,590,466
KeyCorp (Banks)		3,162		73,137
M&T Bank Corp. (Banks)		437		67,114
New York Community Bancorp, Inc. (Thrifts & Mortgage Finance)		1,580		19,292
People's United Financial, Inc. (Banks)		1,455		25,928
Pinnacle Financial Partners, Inc. (Banks)		258		24,639
Popular, Inc. (Banks)		271		22,233
Prosperity Bancshares, Inc. (Banks)		313		22,630
Regions Financial Corp. (Banks)		3,240		70,632
Signature Bank (Banks)		206		66,635
SVB Financial Group* (Banks)		200		135,648
Synovus Financial Corp. (Banks)		494		23,648
TFS Financial Corp. (Thrifts & Mortgage Finance)		162		2,895
The PNC Financial Services Group, Inc. (Banks)		1,436		287,947
Truist Financial Corp. (Banks)		4,534		265,466
U.S. Bancorp (Banks)		4,583		257,427
UMB Financial Corp. (Banks)		146		15,492
Umpqua Holdings Corp. (Banks)		736		14,161
United Bankshares, Inc. (Banks)		462		16,761
Valley National Bancorp (Banks)		1,382		19,003
Webster Financial Corp. (Banks)		307		17,143
Wells Fargo & Co. (Banks)		13,543		649,793
Western Alliance Bancorp (Banks)		354		38,108
Wintrust Financial Corp. (Banks)		194		17,619
Zions Bancorp (Banks)		532		33,601
TOTAL COMMON STOCKS (Cost $1,732,973)				5,919,517

Repurchase Agreements^(a) (1.1%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $85,000	$	85,000	$	85,000
TOTAL REPURCHASE AGREEMENTS (Cost $85,000)				85,000
TOTAL INVESTMENT SECURITIES (Cost $1,817,973) — 80.1%				6,004,517
Net other assets (liabilities) — 19.9%				1,495,796
NET ASSETS — 100.0%			$	7,500,313

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Banks Index	Goldman Sachs International	1/24/22		0.68	%	$	1,558,398	$	610

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

20 :: ProFund VP Banks :: Financial Statements

ProFund VP Banks invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Banks	$	5,897,330		78.7	%
Thrifts & Mortgage Finance		22,187		0.3	%
Other**		1,580,796		21.0	%
Total	$	7,500,313		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Banks :: 21

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	1,817,973
Securities, at value		5,919,517
Repurchase agreements, at value		85,000
Total Investment Securities, at value		6,004,517
Cash		790
Segregated cash balances for swap agreements with custodian		30,000
Dividends receivable		7,060
Unrealized appreciation on swap agreements		610
Receivable for investments sold		1,497,278
Prepaid expenses		130
TOTAL ASSETS		7,540,385
LIABILITIES:
Payable for capital shares redeemed		20,937
Advisory fees payable		5,743
Management services fees payable		766
Administration fees payable		459
Administrative services fees payable		3,271
Distribution fees payable		3,381
Transfer agency fees payable		827
Fund accounting fees payable		266
Compliance services fees payable		34
Other accrued expenses		4,388
TOTAL LIABILITIES		40,072
NET ASSETS	$	7,500,313
NET ASSETS CONSIST OF:
Capital	$	8,012,656
Total distributable earnings (loss)		(512,343	)
NET ASSETS	$	7,500,313
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		237,094
Net Asset Value (offering and redemption price per share)	$	31.63

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	192,702
Interest		2
Net income from securities lending		1
TOTAL INVESTMENT INCOME		192,705
EXPENSES:
Advisory fees		64,146
Management services fees		8,553
Administration fees		6,220
Transfer agency fees		5,198
Administrative services fees		24,159
Distribution fees		21,382
Custody fees		1,257
Fund accounting fees		3,638
Trustee fees		121
Compliance services fees		65
Other fees		8,280
Recoupment of prior expenses reduced by the Advisor		1,000
Total Gross Expenses before reductions		144,019
Expenses reduced and reimbursed by the Advisor		(332	)
TOTAL NET EXPENSES		143,687
NET INVESTMENT INCOME (LOSS)		49,018
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		188,160
Net realized gains (losses) on swap agreements		103,616
Change in net unrealized appreciation/depreciation on investment securities		1,462,980
Change in net unrealized appreciation/depreciation on swap agreements		(255	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		1,754,501
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,803,519

See accompanying notes to financial statements.

22 :: ProFund VP Banks :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	49,018		$	82,428
Net realized gains (losses) on investments		291,776			(7,095	)
Change in net unrealized appreciation/depreciation on investments		1,462,725			(1,708,378	)
Change in net assets resulting from operations		1,803,519			(1,633,045	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(82,428	)		(92,909	)
Change in net assets resulting from distributions		(82,428	)		(92,909	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		42,197,240			18,733,923
Distributions reinvested		82,428			92,909
Value of shares redeemed		(41,323,046	)		(21,610,921	)
Change in net assets resulting from capital transactions		956,622			(2,784,089	)
Change in net assets		2,677,713			(4,510,043	)
NET ASSETS:
Beginning of period		4,822,600			9,332,643
End of period	$	7,500,313		$	4,822,600
SHARE TRANSACTIONS:
Issued		1,390,030			921,543
Reinvested		2,662			4,862
Redeemed		(1,358,451	)		(1,048,260	)
Change in shares		34,241			(121,855	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Banks :: 23

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021				Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	23.77			$	28.74		$	21.31		$	26.03		$	22.14
Investment Activities:
Net investment income (loss)(a)		0.17				0.36			0.31			0.15			0.08
Net realized and unrealized gains (losses) on investments		7.93				(4.85	)		7.39			(4.79	)		3.87
Total income (loss) from investment activities		8.10				(4.49	)		7.70			(4.64	)		3.95
Distributions to Shareholders From:
Net investment income		(0.24	)			(0.48	)		(0.27	)		(0.08	)		(0.06	)
Net Asset Value, End of Period	$	31.63			$	23.77		$	28.74		$	21.31		$	26.03
Total Return		34.09	%			(15.21	)%		36.43	%		(17.90	)%		17.92	%
Ratios to Average Net Assets:
Gross expenses		1.68	%			1.74	%		1.70	%		1.71	%		1.69	%
Net expenses		1.68	%	��		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.57	%			1.74	%		1.24	%		0.57	%		0.36	%
Supplemental Data:
Net assets, end of period (000's)	$	7,500			$	4,823		$	9,333		$	6,539		$	14,608
Portfolio turnover rate(b)		551	%			478	%		293	%		324	%		319	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

24 :: ProFund VP Basic Materials :: Management Discussion of Fund Performance

ProFund VP Basic Materials (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Basic Materials^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 25.63%. For the same period, the Index had a total return of 27.78%¹ and a volatility of 19.05%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the basic materials sector of the U.S. equity market. Component companies are involved in the production of aluminum, steel, non-ferrous metals, commodity chemicals, specialty chemicals, forest products, paper products, as well as the mining of precious metals and coal.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Basic Materials from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Basic Materials		25.63	%		11.77	%		8.80	%
Dow Jones U.S. Basic MaterialsSM Index		27.78	%		13.68	%		10.65	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Basic Materials		1.73	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Swap Agreements		1	%
Total Exposure		101	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Linde PLC		19.3	%
Air Products & Chemicals, Inc.		7.3	%
Freeport-McMoRan, Inc.		6.7	%
Ecolab, Inc.		6.4	%
Newmont Corp.		5.4	%

Dow Jones U.S. Basic Materials^SM Index – Composition

	% of Index
Chemicals		77	%
Metals & Mining		23	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Basic Materials :: 25

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.5%)

	Shares		Value
Air Products & Chemicals, Inc. (Chemicals)		4,167	$	1,267,851
Albemarle Corp. (Chemicals)		2,202		514,762
Alcoa Corp. (Metals & Mining)		3,522		209,841
Ashland Global Holdings, Inc. (Chemicals)		1,063		114,443
Axalta Coating Systems, Ltd.* (Chemicals)		4,042		133,871
Celanese Corp. (Chemicals)		2,049		344,355
CF Industries Holdings, Inc. (Chemicals)		4,038		285,810
Cleveland-Cliffs, Inc.* (Metals & Mining)		8,567		186,504
Commercial Metals Co. (Metals & Mining)		2,270		82,378
Corteva, Inc. (Chemicals)		13,722		648,776
Dow, Inc. (Chemicals)		13,923		789,713
DuPont de Nemours, Inc. (Chemicals)		9,753		787,847
Eastman Chemical Co. (Chemicals)		2,531		306,023
Ecolab, Inc. (Chemicals)		4,693		1,100,931
Element Solutions, Inc. (Chemicals)		4,100		99,548
FMC Corp. (Chemicals)		2,386		262,198
Freeport-McMoRan, Inc. (Metals & Mining)		27,644		1,153,585
Huntsman Corp. (Chemicals)		3,900		136,032
Ingevity Corp.* (Chemicals)		740		53,058
International Flavors & Fragrances, Inc. (Chemicals)		4,791		721,764
Linde PLC (Chemicals)		9,649		3,342,702
LyondellBasell Industries N.V. — Class A (Chemicals)		4,949		456,446
MP Materials Corp.* (Metals & Mining)		1,405		63,815
NewMarket Corp. (Chemicals)		130		44,554
Newmont Corp. (Metals & Mining)		15,011		930,983
Nucor Corp. (Metals & Mining)		5,381		614,241
Olin Corp. (Chemicals)		2,700		155,304
PPG Industries, Inc. (Chemicals)		4,469		770,634
Reliance Steel & Aluminum Co. (Metals & Mining)		1,179		191,257
Royal Gold, Inc. (Metals & Mining)		1,235		129,934
RPM International, Inc. (Chemicals)		2,442		246,642
Steel Dynamics, Inc. (Metals & Mining)		3,549		220,286
Sylvamo Corp.* (Paper & Forest Products)		664		18,519
The Chemours Co. (Chemicals)		3,068		102,962
The Mosaic Co. (Chemicals)		6,973		273,969
The Scotts Miracle-Gro Co. — Class A (Chemicals)		766		123,326
United States Steel Corp. (Metals & Mining)		5,088		121,145
Valvoline, Inc. (Chemicals)		3,403		126,898
Westlake Chemical Corp. (Chemicals)		625		60,706
TOTAL COMMON STOCKS (Cost $6,604,156)				17,193,613

Repurchase Agreements^(a) (1.0%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $181,000	$	181,000	$	181,000
TOTAL REPURCHASE AGREEMENTS (Cost $181,000)				181,000
TOTAL INVESTMENT SECURITIES (Cost $6,785,156) — 100.5%				17,374,613
Net other assets (liabilities) — (0.5)%				(91,074	)
NET ASSETS — 100.0%			$	17,283,539

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Basic Materials Index	Goldman Sachs International	1/24/22		0.68	%	$	93,674	$	7,105

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Basic Materials invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Chemicals	$	13,271,125		76.8	%
Metals & Mining		3,903,969		22.6	%
Paper & Forest Products		18,519		0.1	%
Other**		89,926		0.5	%
Total	$	17,283,539		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

26 :: ProFund VP Basic Materials :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	6,785,156
Securities, at value		17,193,613
Repurchase agreements, at value		181,000
Total Investment Securities, at value		17,374,613
Cash		243
Segregated cash balances for swap agreements with custodian		90,000
Dividends receivable		20,218
Unrealized appreciation on swap agreements		7,105
Prepaid expenses		224
TOTAL ASSETS		17,492,403
LIABILITIES:
Payable for capital shares redeemed		164,844
Advisory fees payable		13,241
Management services fees payable		1,765
Administration fees payable		993
Administrative services fees payable		8,221
Distribution fees payable		8,236
Transfer agency fees payable		1,634
Fund accounting fees payable		559
Compliance services fees payable		73
Other accrued expenses		9,298
TOTAL LIABILITIES		208,864
NET ASSETS	$	17,283,539
NET ASSETS CONSIST OF:
Capital	$	8,552,666
Total distributable earnings (loss)		8,730,873
NET ASSETS	$	17,283,539
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		203,476
Net Asset Value (offering and redemption price per share)	$	84.94

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	323,774
Interest		5
Net income from securities lending		6,244
TOTAL INVESTMENT INCOME		330,023
EXPENSES:
Advisory fees		133,153
Management services fees		17,754
Administration fees		13,277
Transfer agency fees		10,825
Administrative services fees		46,893
Distribution fees		44,384
Custody fees		2,647
Fund accounting fees		7,385
Trustee fees		291
Compliance services fees		133
Other fees		17,179
Recoupment of prior expenses reduced by the Advisor		4,343
TOTAL NET EXPENSES		298,264
NET INVESTMENT INCOME (LOSS)		31,759
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		113,393
Net realized gains (losses) on swap agreements		92,187
Change in net unrealized appreciation/depreciation on investment securities		2,934,300
Change in net unrealized appreciation/depreciation on swap agreements		2,128
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,142,008
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,173,767

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Basic Materials :: 27

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	31,759		$	60,934
Net realized gains (losses) on investments		205,580			561,553
Change in net unrealized appreciation/depreciation on investments		2,936,428			1,247,587
Change in net assets resulting from operations		3,173,767			1,870,074
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(550,093	)		(949,400	)
Change in net assets resulting from distributions		(550,093	)		(949,400	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		31,694,090			18,333,702
Distributions reinvested		550,093			949,400
Value of shares redeemed		(34,000,418	)		(15,671,527	)
Change in net assets resulting from capital transactions		(1,756,235	)		3,611,575
Change in net assets		867,439			4,532,249
NET ASSETS:
Beginning of period		16,416,100			11,883,851
End of period	$	17,283,539		$	16,416,100
SHARE TRANSACTIONS:
Issued		402,912			299,803
Reinvested		6,830			14,862
Redeemed		(442,935	)		(261,657	)
Change in shares		(33,193	)		53,008

See accompanying notes to financial statements.

28 :: ProFund VP Basic Materials :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	69.36		$	64.71		$	56.94		$	69.41		$	56.66
Investment Activities:
Net investment income (loss)(a)		0.14			0.32			0.37			0.14			0.17
Net realized and unrealized gains (losses) on investments		17.52			9.87			9.53			(12.36	)		12.84
Total income (loss) from investment activities		17.66			10.19			9.90			(12.22	)		13.01
Distributions to Shareholders From:
Net investment income		(0.23	)		(0.42	)		(0.22	)		(0.25	)		(0.26	)
Net realized gains on investments		(1.85	)		(5.12	)		(1.91	)		—			—
Total distributions		(2.08	)		(5.54	)		(2.13	)		(0.25	)		(0.26	)
Net Asset Value, End of Period	$	84.94		$	69.36		$	64.71		$	56.94		$	69.41
Total Return		25.63	%		16.49	%		17.72	%		(17.66	)%		22.96	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.73	%		1.71	%		1.74	%		1.69	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.18	%		0.53	%		0.60	%		0.21	%		0.27	%
Supplemental Data:
Net assets, end of period (000's)	$	17,284		$	16,416		$	11,884		$	12,171		$	33,707
Portfolio turnover rate(b)		134	%		135	%		58	%		39	%		127	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Bear :: 29

ProFund VP Bear (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the S&P 500^® (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possible even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -24.57%. For the same period, the Index had a total return of 28.71%¹ and a volatility of 13.10%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index is a measure of 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 through a process that factors in criteria such as liquidity, price, market capitalization, and financial viability. Reconstitution occurs both on a quarterly and ongoing basis.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Bear from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Bear		-24.57	%		-18.08	%		-16.73	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Bear		1.79	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(99	)%
Total Exposure		(99	)%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Bear primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

S&P 500^® – Composition

	% of Index
Information Technology		28	%
Health Care		13	%
Consumer Discretionary		13	%
Financials		11	%
Communication Services		10	%
Industrials		8	%
Consumer Staples		6	%
Real Estate		3	%
Energy		3	%
Materials		3	%
Utilities		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

30 :: ProFund VP Bear :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (99.9%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $1,555,000	$	1,555,000	$	1,555,000
TOTAL REPURCHASE AGREEMENTS (Cost $1,555,000)				1,555,000
TOTAL INVESTMENT SECURITIES (Cost $1,555,000)—99.9%				1,555,000
Net other assets (liabilities)—0.1%				1,821
NET ASSETS—100.0%			$	1,556,821

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $329,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
S&P 500	Goldman Sachs International	1/27/22		(0.43	)%	$	(238,309	)	$	1,167
S&P 500	UBS AG	1/27/22		(0.23	)%		(1,306,410	)		6,701
						$	(1,544,719	)	$	7,868

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Bear :: 31

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	1,555,000
Repurchase agreements, at value		1,555,000
Total Investment Securities, at value		1,555,000
Cash		430
Unrealized appreciation on swap agreements		7,868
Receivable for capital shares issued		648
Prepaid expenses		400
TOTAL ASSETS		1,564,346
LIABILITIES:
Payable for capital shares redeemed		444
Advisory fees payable		2,253
Management services fees payable		300
Administration fees payable		87
Administrative services fees payable		1,099
Distribution fees payable		1,297
Transfer agency fees payable		163
Fund accounting fees payable		49
Compliance services fees payable		18
Other accrued expenses		1,815
TOTAL LIABILITIES		7,525
NET ASSETS	$	1,556,821
NET ASSETS CONSIST OF:
Capital	$	24,231,817
Total distributable earnings (loss)		(22,674,996	)
NET ASSETS	$	1,556,821
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		106,912
Net Asset Value (offering and redemption price per share)	$	14.56

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	37
EXPENSES:
Advisory fees		22,977
Management services fees		3,064
Administration fees		2,389
Transfer agency fees		1,912
Administrative services fees		7,874
Distribution fees		7,659
Custody fees		487
Fund accounting fees		1,283
Trustee fees		55
Compliance services fees		16
Other fees		2,672
Recoupment of prior expenses reduced by the Advisor		1,500
Total Gross Expenses before reductions		51,888
Expenses reduced and reimbursed by the Advisor		(420	)
TOTAL NET EXPENSES		51,468
NET INVESTMENT INCOME (LOSS)		(51,431	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Gain received from non-recurring class action settlement		1,180
Net realized gains (losses) on futures contracts		(76,638	)
Net realized gains (losses) on swap agreements		(617,127	)
Change in net unrealized appreciation/depreciation on futures contracts		12,695
Change in net unrealized appreciation/depreciation on swap agreements		18,165
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(661,725	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(713,156	)

See accompanying notes to financial statements.

32 :: ProFund VP Bear :: Financial Statements

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(51,431	)	$	(63,287	)
Net realized gains (losses) on investments		(692,585	)		(1,644,432	)
Change in net unrealized appreciation/depreciation on investments		30,860			(15,309	)
Change in net assets resulting from operations		(713,156	)		(1,723,028	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(21,696	)		(18,942	)
Change in net assets resulting from distributions		(21,696	)		(18,942	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		24,842,719			55,517,005
Distributions reinvested		21,696			18,942
Value of shares redeemed		(24,924,990	)		(54,648,756	)
Change in net assets resulting from capital transactions		(60,575	)		887,191
Change in net assets		(795,427	)		(854,779	)
NET ASSETS:
Beginning of period		2,352,248			3,207,027
End of period	$	1,556,821		$	2,352,248
SHARE TRANSACTIONS:
Issued		1,499,798			2,071,685
Reinvested		1,237			896
Redeemed		(1,514,177	)		(2,073,662	)
Change in shares		(13,142	)		(1,081	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Bear :: 33

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	19.59		$	26.47		$	34.40		$	33.06		$	40.30
Investment Activities:
Net investment income (loss)(a)		(0.28	)		(0.35	)		0.13			0.03			(0.32	)
Net realized and unrealized gains (losses) on investments		(4.49	)		(6.41	)		(8.03	)		1.31			(6.92	)
Total income (loss) from investment activities		(4.77	)		(6.76	)		(7.90	)		1.34			(7.24	)
Distributions to Shareholders From:
Net investment income		—			(0.12	)		(0.03	)		—			—
Net realized gains on investments		(0.26	)		—			—			—			—
Total distributions		(0.26	)		(0.12	)		(0.03	)		—			—
Net Asset Value, End of Period	$	14.56		$	19.59		$	26.47		$	34.40		$	33.06
Total Return		(24.57	)%		(25.61	)%		(22.95	)%		4.05	%		(17.97	)%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.79	%		1.74	%		1.65	%		1.68	%
Net expenses		1.68	%		1.68	%		1.71	%(b)		1.65	%		1.68	%
Net investment income (loss)		(1.68	)%		(1.40	)%		0.43	%		0.08	%		(0.88	)%
Supplemental Data:
Net assets, end of period (000's)	$	1,557		$	2,352		$	3,207		$	4,135		$	4,157
Portfolio turnover rate(c)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

34 :: ProFund VP Biotechnology :: Management Discussion of Fund Performance

ProFund VP Biotechnology (the “Fund”) seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Biotechnology^SM Index (the “Index”). For the year ended December 31, 2021, the Fund had a total return of 15.73%. For the same period, the Index had a total return of 17.65%¹ and a volatility of 16.13%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to one and one-half times the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the biotechnology sector of the U.S. equity market. Component companies engage in the research and development of biological substances for drug discovery and diagnostic development. These companies derive most of their revenue from the sale or licensing of drugs and diagnostic tools.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Biotechnology from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Biotechnology		15.73	%		12.19	%		16.91	%
Dow Jones U.S. BiotechnologySM Index		17.65	%		14.13	%		18.96	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Biotechnology		1.67	%		1.67	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Swap Agreements		1	%
Total Exposure		100	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
AbbVie, Inc.		15.6	%
Danaher Corp.		13.6	%
Amgen, Inc.		8.3	%
Gilead Sciences, Inc.		5.9	%
Moderna, Inc.		5.8	%

Dow Jones U.S. Biotechnology^SM Index – Composition

	% of Index
Biotechnology		63	%
Life Sciences Tools & Services		37	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value (“NAV”) will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Biotechnology :: 35

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.2%)

	Shares		Value
10X Genomics, Inc.*—Class A (Life Sciences Tools & Services)		3,691	$	549,811
AbbVie, Inc. (Biotechnology)		71,253		9,647,656
ACADIA Pharmaceuticals, Inc.* (Biotechnology)		4,731		110,422
Agilent Technologies, Inc. (Life Sciences Tools & Services)		12,201		1,947,890
Agios Pharmaceuticals, Inc.* (Biotechnology)		2,189		71,952
Alkermes PLC* (Biotechnology)		6,517		151,585
Allogene Therapeutics, Inc.* (Biotechnology)		2,987		44,566
Alnylam Pharmaceuticals, Inc.* (Biotechnology)		4,820		817,376
Amgen, Inc. (Biotechnology)		22,702		5,107,269
Arrowhead Pharmaceuticals, Inc.* (Biotechnology)		4,203		278,659
Avantor, Inc.* (Life Sciences Tools & Services)		24,564		1,035,127
Beam Therapeutics, Inc.* (Biotechnology)		1,812		144,398
Berkeley Lights, Inc.* (Life Sciences Tools & Services)		1,686		30,651
Biogen, Inc.* (Biotechnology)		5,920		1,420,326
Biohaven Pharmaceutical Holding Co., Ltd.* (Biotechnology)		2,350		323,854
BioMarin Pharmaceutical, Inc.* (Biotechnology)		7,400		653,790
Bio-Techne Corp. (Life Sciences Tools & Services)		1,584		819,467
Blueprint Medicines Corp.* (Biotechnology)		2,371		253,958
Bridgebio Pharma, Inc.* (Biotechnology)		4,330		72,224
Charles River Laboratories International, Inc.* (Life Sciences Tools & Services)		2,034		766,371
Danaher Corp. (Health Care Equipment & Supplies)		25,632		8,433,184
Denali Therapeutics, Inc.* (Biotechnology)		3,741		166,849
Emergent BioSolutions, Inc.* (Biotechnology)		1,930		83,897
Exact Sciences Corp.* (Biotechnology)		6,945		540,529
Exelixis, Inc.* (Biotechnology)		12,752		233,107
Fate Therapeutics, Inc.* (Biotechnology)		3,273		191,503
Gilead Sciences, Inc. (Biotechnology)		50,557		3,670,944
Halozyme Therapeutics, Inc.* (Biotechnology)		5,674		228,152
Horizon Therapeutics PLC* (Pharmaceuticals)		9,142		985,142
Illumina, Inc.* (Life Sciences Tools & Services)		6,300		2,396,772
Incyte Corp.* (Biotechnology)		7,567		555,418
Intellia Therapeutics, Inc.* (Biotechnology)		2,789		329,771
Invitae Corp.* (Biotechnology)		8,384		128,024
Ionis Pharmaceuticals, Inc.* (Biotechnology)		5,691		173,177
IQVIA Holdings, Inc.* (Life Sciences Tools & Services)		7,700		2,172,478
Maravai LifeSciences Holdings, Inc.*—Class A (Life Sciences Tools & Services)		4,396		184,192
Medpace Holdings, Inc.* (Life Sciences Tools & Services)		1,159		252,245
Mettler-Toledo International, Inc.* (Life Sciences Tools & Services)		926		1,571,616
Mirati Therapeutics, Inc.* (Biotechnology)		1,998		293,087
Moderna, Inc.* (Biotechnology)		14,217		3,610,834
Natera, Inc.* (Biotechnology)		3,546		331,161
Nektar Therapeutics* (Pharmaceuticals)		7,438		100,487
Neurocrine Biosciences, Inc.* (Biotechnology)		3,825		325,775
Novavax, Inc.* (Biotechnology)		3,047		435,934
Pacific Biosciences of California, Inc.* (Life Sciences Tools & Services)		8,889		181,869
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		4,261		2,690,907
Repligen Corp.* (Biotechnology)		2,072		548,748
Sarepta Therapeutics, Inc.* (Biotechnology)		3,510		316,076
Seagen, Inc.* (Biotechnology)		5,380		831,748
Sotera Health Co.* (Life Sciences Tools & Services)		3,991		93,988
Syneos Health, Inc.* (Life Sciences Tools & Services)		4,179		429,100
Twist Bioscience Corp.* (Biotechnology)		1,987		153,774
Ultragenyx Pharmaceutical, Inc.* (Biotechnology)		2,747		230,995
United Therapeutics Corp.* (Biotechnology)		1,815		392,185
Vertex Pharmaceuticals, Inc.* (Biotechnology)		10,247		2,250,241
Vir Biotechnology, Inc.* (Biotechnology)		2,952		123,600
West Pharmaceutical Services, Inc. (Health Care Equipment & Supplies)		2,986		1,400,464
TOTAL COMMON STOCKS (Cost $25,608,537)				61,285,325

Repurchase Agreements^(a) (0.6%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $374,000	$	374,000	$	374,000
TOTAL REPURCHASE AGREEMENTS (Cost $374,000)				374,000
TOTAL INVESTMENT SECURITIES (Cost $25,982,537)—99.8%				61,659,325
Net other assets (liabilities)—0.2%				139,076
NET ASSETS—100.0%			$	61,798,401

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See “Repurchase Agreements” under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

See accompanying notes to financial statements.

36 :: ProFund VP Biotechnology :: Financial Statements

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Biotechnology Index	Goldman Sachs International	1/24/22		0.68	%	$	440,689	$	823

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Biotechnology invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Biotechnology	$	37,934,471		61.4	%
Health Care Equipment & Supplies		9,833,648		15.9	%
Life Sciences Tools & Services		12,431,577		20.1	%
Pharmaceuticals		1,085,629		1.8	%
Other**		513,076		0.8	%
Total	$	61,798,401		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Biotechnology :: 37

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	25,982,537
Securities, at value		61,285,325
Repurchase agreements, at value		374,000
Total Investment Securities, at value		61,659,325
Cash		492
Segregated cash balances for swap agreements with custodian		185,000
Dividends receivable		5,383
Unrealized appreciation on swap agreements		823
Receivable for capital shares issued		110,998
Prepaid expenses		877
TOTAL ASSETS		61,962,898
LIABILITIES:
Payable for capital shares redeemed		10,372
Advisory fees payable		38,557
Management services fees payable		5,141
Administration fees payable		3,641
Administrative services fees payable		23,459
Distribution fees payable		35,321
Transfer agency fees payable		5,917
Fund accounting fees payable		2,025
Compliance services fees payable		282
Other accrued expenses		39,782
TOTAL LIABILITIES		164,497
NET ASSETS	$	61,798,401
NET ASSETS CONSIST OF:
Capital	$	19,637,186
Total distributable earnings (loss)		42,161,215
NET ASSETS	$	61,798,401
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		654,204
Net Asset Value (offering and redemption price per share)	$	94.46

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	916,956
Interest		17
TOTAL INVESTMENT INCOME		916,973
EXPENSES:
Advisory fees		480,796
Management services fees		64,106
Administration fees		48,256
Transfer agency fees		39,170
Administrative services fees		116,847
Distribution fees		160,265
Custody fees		9,965
Fund accounting fees		26,412
Trustee fees		1,069
Compliance services fees		409
Other fees		67,787
TOTAL NET EXPENSES		1,015,082
NET INVESTMENT INCOME (LOSS)		(98,109	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		10,708,852
Net realized gains (losses) on swap agreements		86,334
Change in net unrealized appreciation/depreciation on investment securities		(1,573,124	)
Change in net unrealized appreciation/depreciation on swap agreements		9,992
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		9,232,054
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	9,133,945

See accompanying notes to financial statements.

38 :: ProFund VP Biotechnology :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(98,109	)	$	(35,623	)
Net realized gains (losses) on investments		10,795,186			1,081,311
Change in net unrealized appreciation/depreciation on investments		(1,563,132	)		7,110,278
Change in net assets resulting from operations		9,133,945			8,155,966
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(384,376	)		(4,096,849	)
Change in net assets resulting from distributions		(384,376	)		(4,096,849	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		21,315,729			31,935,839
Distributions reinvested		384,376			4,096,849
Value of shares redeemed		(29,619,878	)		(36,890,561	)
Change in net assets resulting from capital transactions		(7,919,773	)		(857,873	)
Change in net assets		829,796			3,201,244
NET ASSETS:
Beginning of period		60,968,605			57,767,361
End of period	$	61,798,401		$	60,968,605
SHARE TRANSACTIONS:
Issued		233,740			395,668
Reinvested		4,479			51,572
Redeemed		(326,324	)		(463,770	)
Change in shares		(88,105	)		(16,530	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Biotechnology :: 39

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	82.13		$	76.13		$	65.65		$	70.40		$	57.44
Investment Activities:
Net investment income (loss)(a)		(0.14	)		(0.05	)		0.01			(0.07	)		(0.14	)
Net realized and unrealized gains (losses) on investments		13.01			11.57			10.75			(4.68	)		13.10
Total income (loss) from investment activities		12.87			11.52			10.76			(4.75	)		12.96
Distributions to Shareholders From:
Net investment income		—			(0.01	)		—			—			—
Net realized gains on investments		(0.54	)		(5.51	)		(0.28	)		—			—
Total distributions		(0.54	)		(5.52	)		(0.28	)		—			—
Net Asset Value, End of Period	$	94.46		$	82.13		$	76.13		$	65.65		$	70.40
Total Return		15.73	%		15.38	%		16.46	%		(6.75	)%		22.54	%
Ratios to Average Net Assets:
Gross expenses		1.58	%		1.67	%		1.63	%		1.58	%		1.59	%
Net expenses		1.58	%		1.67	%		1.63	%		1.58	%		1.59	%
Net investment income (loss)		(0.15	)%		(0.06	)%		0.02	%		(0.10	)%		(0.22	)%
Supplemental Data:
Net assets, end of period (000's)	$	61,798		$	60,969		$	57,767		$	55,520		$	68,165
Portfolio turnover rate(b)		43	%		70	%		81	%		114	%		157	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

40 :: ProFund VP Bull :: Management Discussion of Fund Performance

ProFund VP Bull (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P 500^® (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 26.33%. For the same period, the Index had a total return of 28.71%¹ and a volatility of 13.10%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is a measure of 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 through a process that factors in criteria such as liquidity, price, market capitalization, and financial viability. Reconstitution occurs both on a quarterly and an ongoing basis.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Bull from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Bull		26.33	%		16.17	%		14.30	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Bull		1.72	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		83	%
Futures Contracts		5	%
Swap Agreements		12	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Apple, Inc.		5.7	%
Microsoft Corp.		5.2	%
Alphabet, Inc.		3.5	%
Amazon.com, Inc.		3.0	%
Tesla, Inc.		1.8	%

S&P 500^® Index – Composition

	% of Index
Information Technology		28	%
Health Care		13	%
Consumer Discretionary		13	%
Financials		11	%
Communication Services		10	%
Industrials		8	%
Consumer Staples		6	%
Real Estate		3	%
Energy		3	%
Materials		3	%
Utilities		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Bull :: 41

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (83.2%)

	Shares		Value
3M Co. (Industrial Conglomerates)		779	$	138,374
A.O. Smith Corp. (Building Products)		180		15,453
Abbott Laboratories (Health Care Equipment & Supplies)		2,389		336,228
AbbVie, Inc. (Biotechnology)		2,389		323,472
ABIOMED, Inc.* (Health Care Equipment & Supplies)		61		21,909
Accenture PLC — Class A (IT Services)		853		353,611
Activision Blizzard, Inc. (Entertainment)		1,052		69,990
Adobe, Inc.* (Software)		643		364,620
Advance Auto Parts, Inc. (Specialty Retail)		85		20,390
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		1,631		234,701
Aflac, Inc. (Insurance)		822		47,997
Agilent Technologies, Inc. (Life Sciences Tools & Services)		409		65,297
Air Products & Chemicals, Inc. (Chemicals)		299		90,973
Akamai Technologies, Inc.* (IT Services)		220		25,749
Alaska Air Group, Inc.* (Airlines)		169		8,805
Albemarle Corp. (Chemicals)		158		36,936
Alexandria Real Estate Equities, Inc. (Equity Real Estate Investment Trusts)		191		42,585
Align Technology, Inc.* (Health Care Equipment & Supplies)		99		65,061
Allegion PLC (Building Products)		121		16,025
Alliant Energy Corp. (Electric Utilities)		338		20,777
Alphabet, Inc.* — Class A (Interactive Media & Services)		406		1,176,197
Alphabet, Inc.* — Class C (Interactive Media & Services)		378		1,093,777
Altria Group, Inc. (Tobacco)		2,482		117,622
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		589		1,963,926
Amcor PLC (Containers & Packaging)		2,071		24,873
Ameren Corp. (Multi-Utilities)		348		30,975
American Airlines Group, Inc.* (Airlines)		875		15,715
American Electric Power Co., Inc. (Electric Utilities)		680		60,500
American Express Co. (Consumer Finance)		847		138,569
American International Group, Inc. (Insurance)		1,122		63,797
American Tower Corp. (Equity Real Estate Investment Trusts)		615		179,887
American Water Works Co., Inc. (Water Utilities)		245		46,271
Ameriprise Financial, Inc. (Capital Markets)		151		45,551
AmerisourceBergen Corp. (Health Care Providers & Services)		202		26,844
AMETEK, Inc. (Electrical Equipment)		313		46,024
Amgen, Inc. (Biotechnology)		761		171,202
Amphenol Corp. — Class A (Electronic Equipment, Instruments & Components)		808		70,668
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		726		127,609
ANSYS, Inc.* (Software)		118		47,332
Anthem, Inc. (Health Care Providers & Services)		328		152,041
Aon PLC (Insurance)		298		89,567
APA Corp. (Oil, Gas & Consumable Fuels)		491		13,203
Apple, Inc. (Technology Hardware, Storage & Peripherals)		21,056		3,738,915
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		1,220		191,979
Aptiv PLC* (Auto Components)		365		60,206
Archer-Daniels-Midland Co. (Food Products)		756		51,098
Arista Networks, Inc.* (Communications Equipment)		303		43,556
Arthur J. Gallagher & Co. (Insurance)		280		47,508
Assurant, Inc. (Insurance)		77		12,001
AT&T, Inc. (Diversified Telecommunication Services)		9,648		237,341
Atmos Energy Corp. (Gas Utilities)		179		18,754
Autodesk, Inc.* (Software)		297		83,513
Automatic Data Processing, Inc. (IT Services)		569		140,304
AutoZone, Inc.* (Specialty Retail)		28		58,699
AvalonBay Communities, Inc. (Equity Real Estate Investment Trusts)		189		47,740
Avery Dennison Corp. (Containers & Packaging)		112		24,256
Baker Hughes Co. — Class A (Energy Equipment & Services)		1,181		28,415
Ball Corp. (Containers & Packaging)		438		42,166
Bank of America Corp. (Banks)		9,730		432,887
Bath & Body Works, Inc. (Specialty Retail)		357		24,915
Baxter International, Inc. (Health Care Equipment & Supplies)		677		58,114
Becton, Dickinson & Co. (Health Care Equipment & Supplies)		388		97,574
Berkshire Hathaway, Inc.* — Class B (Diversified Financial Services)		2,474		739,726
Best Buy Co., Inc. (Specialty Retail)		299		30,378
Biogen, Inc.* (Biotechnology)		198		47,504
Bio-Rad Laboratories, Inc.* — Class A (Life Sciences Tools & Services)		29		21,912
Bio-Techne Corp. (Life Sciences Tools & Services)		53		27,419
BlackRock, Inc. — Class A (Capital Markets)		193		176,703
Booking Holdings, Inc.* (Hotels, Restaurants & Leisure)		55		131,958
BorgWarner, Inc. (Auto Components)		324		14,603
Boston Properties, Inc. (Equity Real Estate Investment Trusts)		192		22,115
Boston Scientific Corp.* (Health Care Equipment & Supplies)		1,925		81,774
Bristol-Myers Squibb Co. (Pharmaceuticals)		2,999		186,988
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		556		369,968
Broadridge Financial Solutions, Inc. (IT Services)		158		28,886
Brown & Brown, Inc. (Insurance)		317		22,279
Brown-Forman Corp. — Class B (Beverages)		247		17,996
C.H. Robinson Worldwide, Inc. (Air Freight & Logistics)		176		18,943
Cadence Design Systems, Inc.* (Software)		374		69,695
Caesars Entertainment, Inc.* (Hotels, Restaurants & Leisure)		289		27,030
Campbell Soup Co. (Food Products)		273		11,865
Capital One Financial Corp. (Consumer Finance)		575		83,427

See accompanying notes to financial statements.

42 :: ProFund VP Bull :: Financial Statements

Common Stocks, continued

	Shares		Value
Cardinal Health, Inc. (Health Care Providers & Services)		381	$	19,618
CarMax, Inc.* (Specialty Retail)		219		28,520
Carnival Corp.* — Class A (Hotels, Restaurants & Leisure)		1,087		21,870
Carrier Global Corp. (Building Products)		1,171		63,515
Catalent, Inc.* (Pharmaceuticals)		231		29,575
Caterpillar, Inc. (Machinery)		731		151,128
Cboe Global Markets, Inc. (Capital Markets)		144		18,778
CBRE Group, Inc.* — Class A (Real Estate Management & Development)		452		49,047
CDW Corp. (Electronic Equipment, Instruments & Components)		183		37,475
Celanese Corp. (Chemicals)		147		24,705
Centene Corp.* (Health Care Providers & Services)		788		64,931
CenterPoint Energy, Inc. (Multi — Utilities)		850		23,724
Ceridian HCM Holding, Inc.* (Software)		184		19,221
Cerner Corp. (Health Care Technology)		398		36,962
CF Industries Holdings, Inc. (Chemicals)		290		20,526
Charles River Laboratories International, Inc.* (Life Sciences Tools & Services)		68		25,621
Charter Communications, Inc.* — Class A (Media)		167		108,879
Chevron Corp. (Oil, Gas & Consumable Fuels)		2,605		305,696
Chipotle Mexican Grill, Inc.* (Hotels, Restaurants & Leisure)		38		66,434
Chubb, Ltd. (Insurance)		582		112,505
Church & Dwight Co., Inc. (Household Products)		330		33,825
Cigna Corp. (Health Care Providers & Services)		448		102,874
Cincinnati Financial Corp. (Insurance)		202		23,014
Cintas Corp. (Commercial Services & Supplies)		119		52,737
Cisco Systems, Inc. (Communications Equipment)		5,698		361,081
Citigroup, Inc. (Banks)		2,681		161,906
Citizens Financial Group, Inc. (Banks)		576		27,216
Citrix Systems, Inc. (Software)		169		15,986
CME Group, Inc. (Capital Markets)		486		111,032
CMS Energy Corp. (Multi — Utilities)		391		25,435
Cognizant Technology Solutions Corp. — Class A (IT Services)		710		62,991
Colgate — Palmolive Co. (Household Products)		1,139		97,202
Comcast Corp. — Class A (Media)		6,160		310,032
Comerica, Inc. (Banks)		177		15,399
Conagra Brands, Inc. (Food Products)		648		22,129
ConocoPhillips (Oil, Gas & Consumable Fuels)		1,782		128,624
Consolidated Edison, Inc. (Multi — Utilities)		478		40,783
Constellation Brands, Inc. — Class A (Beverages)		222		55,715
Copart, Inc.* (Commercial Services & Supplies)		288		43,667
Corning, Inc. (Electronic Equipment, Instruments & Components)		1,038		38,645
Corteva, Inc. (Chemicals)		985		46,571
Costco Wholesale Corp. (Food & Staples Retailing)		597		338,917
Coterra Energy, Inc. (Oil, Gas & Consumable Fuels)		1,099		20,881
Crown Castle International Corp. (Equity Real Estate Investment Trusts)		584		121,904
CSX Corp. (Road & Rail)		2,997		112,687
Cummins, Inc. (Machinery)		193		42,101
CVS Health Corp. (Health Care Providers & Services)		1,783		183,934
Danaher Corp. (Health Care Equipment & Supplies)		859		282,620
Darden Restaurants, Inc. (Hotels, Restaurants & Leisure)		175		26,362
DaVita, Inc.* (Health Care Providers & Services)		88		10,011
Deere & Co. (Machinery)		381		130,642
Delta Air Lines, Inc.* (Airlines)		865		33,804
DENTSPLY SIRONA, Inc. (Health Care Equipment & Supplies)		295		16,458
Devon Energy Corp. (Oil, Gas & Consumable Fuels)		851		37,487
DexCom, Inc.* (Health Care Equipment & Supplies)		131		70,340
Diamondback Energy, Inc. (Oil, Gas & Consumable Fuels)		230		24,806
Digital Realty Trust, Inc. (Equity Real Estate Investment Trusts)		383		67,741
Discover Financial Services (Consumer Finance)		396		45,762
Discovery, Inc.*(a) (Media)		229		5,391
Discovery, Inc.* — Class C (Media)		410		9,389
DISH Network Corp.* — Class A (Media)		337		10,932
Dollar General Corp. (Multiline Retail)		315		74,286
Dollar Tree, Inc.* (Multiline Retail)		304		42,718
Dominion Energy, Inc. (Multi — Utilities)		1,094		85,944
Domino's Pizza, Inc. (Hotels, Restaurants & Leisure)		49		27,652
Dover Corp. (Machinery)		195		35,412
Dow, Inc. (Chemicals)		999		56,663
DR Horton, Inc. (Household Durables)		440		47,718
DTE Energy Co. (Multi — Utilities)		262		31,319
Duke Energy Corp. (Electric Utilities)		1,039		108,990
Duke Realty Corp. (Equity Real Estate Investment Trusts)		515		33,805
DuPont de Nemours, Inc. (Chemicals)		700		56,546
DXC Technology Co.* (IT Services)		341		10,977
Eastman Chemical Co. (Chemicals)		182		22,006
Eaton Corp. PLC (Electrical Equipment)		539		93,150
eBay, Inc. (Internet & Direct Marketing Retail)		846		56,259
Ecolab, Inc. (Chemicals)		337		79,057
Edison International (Electric Utilities)		513		35,012
Edwards Lifesciences Corp.* (Health Care Equipment & Supplies)		844		109,340
Electronic Arts, Inc. (Entertainment)		382		50,386
Eli Lilly & Co. (Pharmaceuticals)		1,073		296,384
Emerson Electric Co. (Electrical Equipment)		808		75,120
Enphase Energy, Inc.* (Semiconductors & Semiconductor Equipment)		182		33,295
Entergy Corp. (Electric Utilities)		272		30,641
EOG Resources, Inc. (Oil, Gas & Consumable Fuels)		790		70,176
EPAM Systems, Inc.* (IT Services)		77		51,471
Equifax, Inc. (Professional Services)		165		48,310
Equinix, Inc. (Equity Real Estate Investment Trusts)		122		103,192
Equity Residential (Equity Real Estate Investment Trusts)		461		41,721
Essex Property Trust, Inc. (Equity Real Estate Investment Trusts)		88		30,996
Etsy, Inc.* (Internet & Direct Marketing Retail)		171		37,439

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Bull :: 43

Common Stocks, continued

	Shares		Value
Everest Re Group, Ltd. (Insurance)		53	$	14,518
Evergy, Inc. (Electric Utilities)		310		21,269
Eversource Energy (Electric Utilities)		465		42,306
Exelon Corp. (Electric Utilities)		1,322		76,359
Expedia Group, Inc.* (Hotels, Restaurants & Leisure)		197		35,602
Expeditors International of Washington, Inc. (Air Freight & Logistics)		229		30,752
Extra Space Storage, Inc. (Equity Real Estate Investment Trusts)		181		41,038
Exxon Mobil Corp. (Oil, Gas & Consumable Fuels)		5,719		349,945
F5, Inc.* (Communications Equipment)		81		19,822
FactSet Research Systems, Inc. (Capital Markets)		51		24,787
Fastenal Co. (Trading Companies & Distributors)		777		49,775
Federal Realty Investment Trust (Equity Real Estate Investment Trusts)		95		12,950
FedEx Corp. (Air Freight & Logistics)		330		85,351
Fidelity National Information Services, Inc. (IT Services)		822		89,721
Fifth Third Bancorp (Banks)		924		40,240
First Horizon Corp. (Banks)		1		9
First Republic Bank (Banks)		242		49,975
FirstEnergy Corp. (Electric Utilities)		736		30,610
Fiserv, Inc.* (IT Services)		803		83,343
FleetCor Technologies, Inc.* (IT Services)		110		24,622
FMC Corp. (Chemicals)		171		18,791
Ford Motor Co. (Automobiles)		5,303		110,143
Fortinet, Inc.* (Software)		183		65,770
Fortive Corp. (Machinery)		484		36,924
Fortune Brands Home & Security, Inc. (Building Products)		183		19,563
Fox Corp. — Class A (Media)		433		15,978
Fox Corp. — Class B (Media)		199		6,820
Franklin Resources, Inc. (Capital Markets)		380		12,726
Freeport — McMoRan, Inc. (Metals & Mining)		1,984		82,792
Garmin, Ltd. (Household Durables)		205		27,915
Gartner, Inc.* (IT Services)		111		37,110
Generac Holdings, Inc.* (Electrical Equipment)		85		29,913
General Dynamics Corp. (Aerospace & Defense)		313		65,251
General Electric Co. (Industrial Conglomerates)		1,484		140,193
General Mills, Inc. (Food Products)		818		55,117
General Motors Co.* (Automobiles)		1,962		115,032
Genuine Parts Co. (Distributors)		192		26,918
Gilead Sciences, Inc. (Biotechnology)		1,695		123,074
Global Payments, Inc. (IT Services)		392		52,991
Globe Life, Inc. (Insurance)		126		11,809
Halliburton Co. (Energy Equipment & Services)		1,209		27,650
Hartford Financial Services Group, Inc. (Insurance)		460		31,758
Hasbro, Inc. (Leisure Products)		175		17,812
HCA Healthcare, Inc. (Health Care Providers & Services)		323		82,985
Healthpeak Properties, Inc. (Equity Real Estate Investment Trusts)		728		26,274
Henry Schein, Inc.* (Health Care Providers & Services)		187		14,498
Hess Corp. (Oil, Gas & Consumable Fuels)		372		27,539
Hewlett Packard Enterprises Co. (Technology Hardware, Storage & Peripherals)		1,767		27,866
Hilton Worldwide Holdings, Inc.* (Hotels, Restaurants & Leisure)		377		58,808
Hologic, Inc.* (Health Care Equipment & Supplies)		342		26,184
Honeywell International, Inc. (Industrial Conglomerates)		930		193,915
Hormel Foods Corp. (Food Products)		381		18,597
Host Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		965		16,781
Howmet Aerospace, Inc. (Aerospace & Defense)		519		16,520
HP, Inc. (Technology Hardware, Storage & Peripherals)		1,557		58,652
Humana, Inc. (Health Care Providers & Services)		174		80,712
Huntington Bancshares, Inc. (Banks)		1,954		30,131
Huntington Ingalls Industries, Inc. (Aerospace & Defense)		54		10,084
IDEX Corp. (Machinery)		103		24,341
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		115		75,723
IHS Markit, Ltd. (Professional Services)		539		71,645
Illinois Tool Works, Inc. (Machinery)		386		95,265
Illumina, Inc.* (Life Sciences Tools & Services)		211		80,273
Incyte Corp.* (Biotechnology)		254		18,644
Ingersoll Rand, Inc. (Machinery)		551		34,090
Intel Corp. (Semiconductors & Semiconductor Equipment)		5,495		282,993
Intercontinental Exchange, Inc. (Capital Markets)		761		104,082
International Business Machines Corp. (IT Services)		1,212		161,996
International Flavors & Fragrances, Inc. (Chemicals)		344		51,824
International Paper Co. (Containers & Packaging)		523		24,571
Intuit, Inc. (Software)		383		246,353
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		483		173,542
Invesco, Ltd. (Capital Markets)		461		10,612
IPG Photonics Corp.* (Electronic Equipment, Instruments & Components)		48		8,263
IQVIA Holdings, Inc.* (Life Sciences Tools & Services)		258		72,792
Iron Mountain, Inc. (Equity Real Estate Investment Trusts)		391		20,461
J.B. Hunt Transport Services, Inc. (Road & Rail)		114		23,302
Jack Henry & Associates, Inc. (IT Services)		100		16,699
Jacobs Engineering Group, Inc. (Professional Services)		176		24,504
Johnson & Johnson (Pharmaceuticals)		3,557		608,496
Johnson Controls International PLC (Building Products)		957		77,813
JPMorgan Chase & Co. (Banks)		3,992		632,132
Juniper Networks, Inc. (Communications Equipment)		439		15,677
Kellogg Co. (Food Products)		346		22,289
KeyCorp (Banks)		1,258		29,098
Keysight Technologies, Inc.* (Electronic Equipment, Instruments & Components)		249		51,421
Kimberly — Clark Corp. (Household Products)		455		65,029
Kimco Realty Corp. (Equity Real Estate Investment Trusts)		833		20,533
Kinder Morgan, Inc. (Oil, Gas & Consumable Fuels)		2,635		41,791

See accompanying notes to financial statements.

44 :: ProFund VP Bull :: Financial Statements

Common Stocks, continued

	Shares		Value
KLA Corp. (Semiconductors & Semiconductor Equipment)		205	$	88,173
L3Harris Technologies, Inc. (Aerospace & Defense)		265		56,509
Laboratory Corp. of America Holdings* (Health Care Providers & Services)		129		40,533
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		190		136,639
Lamb Weston Holding, Inc. (Food Products)		197		12,486
Las Vegas Sands Corp.* (Hotels, Restaurants & Leisure)		464		17,465
Leidos Holdings, Inc. (Professional Services)		190		16,891
Lennar Corp. — Class A (Household Durables)		367		42,631
Lincoln National Corp. (Insurance)		229		15,632
Linde PLC (Chemicals)		692		239,729
Live Nation Entertainment, Inc.* (Entertainment)		183		21,903
LKQ Corp. (Distributors)		362		21,731
Lockheed Martin Corp. (Aerospace & Defense)		332		117,996
Loews Corp. (Insurance)		271		15,653
Lowe's Cos., Inc. (Specialty Retail)		936		241,937
Lumen Technologies, Inc. (Diversified Telecommunication Services)		1,245		15,625
LyondellBasell Industries N.V. — Class A (Chemicals)		355		32,742
M&T Bank Corp. (Banks)		174		26,723
Marathon Oil Corp. (Oil, Gas & Consumable Fuels)		1,052		17,274
Marathon Petroleum Corp. (Oil, Gas & Consumable Fuels)		832		53,240
MarketAxess Holdings, Inc. (Capital Markets)		51		20,975
Marriott International, Inc.* — Class A (Hotels, Restaurants & Leisure)		371		61,278
Marsh & McLennan Cos., Inc. (Insurance)		682		118,544
Martin Marietta Materials, Inc. (Construction Materials)		84		37,004
Masco Corp. (Building Products)		330		23,173
Mastercard, Inc. — Class A (IT Services)		1,172		421,123
Match Group, Inc.* (Interactive Media & Services)		382		50,520
McCormick & Co., Inc. (Food Products)		337		32,558
McDonald's Corp. (Hotels, Restaurants & Leisure)		1,009		270,482
McKesson Corp. (Health Care Providers & Services)		206		51,205
Medtronic PLC (Health Care Equipment & Supplies)		1,818		188,072
Merck & Co., Inc. (Pharmaceuticals)		3,413		261,572
Meta Platforms, Inc.* — Class A (Interactive Media & Services)		3,197		1,075,311
MetLife, Inc. (Insurance)		966		60,365
Mettler — Toledo International, Inc.* (Life Sciences Tools & Services)		31		52,614
MGM Resorts International (Hotels, Restaurants & Leisure)		526		23,607
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		750		65,295
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		1,511		140,750
Microsoft Corp. (Software)		10,144		3,411,631
Mid — America Apartment Communities, Inc. (Equity Real Estate Investment Trusts)		156		35,793
Moderna, Inc.* (Biotechnology)		477		121,148
Mohawk Industries, Inc.* (Household Durables)		74		13,481
Molson Coors Beverage Co. — Class B (Beverages)		255		11,819
Mondelez International, Inc. — Class A (Food Products)		1,885		124,993
Monolithic Power Systems, Inc. (Semiconductors & Semiconductor Equipment)		59		29,106
Monster Beverage Corp.* (Beverages)		508		48,788
Moody's Corp. (Capital Markets)		219		85,537
Morgan Stanley (Capital Markets)		1,940		190,429
Motorola Solutions, Inc. (Communications Equipment)		228		61,948
MSCI, Inc. — Class A (Capital Markets)		111		68,009
Nasdaq, Inc. (Capital Markets)		158		33,182
NetApp, Inc. (Technology Hardware, Storage & Peripherals)		302		27,781
Netflix, Inc.* (Entertainment)		598		360,259
Newell Brands, Inc. (Household Durables)		512		11,182
Newmont Corp. (Metals & Mining)		1,077		66,796
News Corp. — Class A (Media)		531		11,847
News Corp. — Class B (Media)		165		3,713
NextEra Energy, Inc. (Electric Utilities)		2,651		247,496
Nielsen Holdings PLC (Professional Services)		485		9,947
NIKE, Inc. — Class B (Textiles, Apparel & Luxury Goods)		1,726		287,673
NiSource, Inc. (Multi — Utilities)		531		14,661
Norfolk Southern Corp. (Road & Rail)		329		97,947
Northern Trust Corp. (Capital Markets)		281		33,610
Northrop Grumman Corp. (Aerospace & Defense)		201		77,801
NortonLifelock, Inc. (Software)		786		20,420
Norwegian Cruise Line Holdings, Ltd.* (Hotels, Restaurants & Leisure)		500		10,370
NRG Energy, Inc. (Electric Utilities)		331		14,259
Nucor Corp. (Metals & Mining)		386		44,062
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		3,378		993,503
NVR, Inc.* (Household Durables)		4		23,635
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		359		81,773
Occidental Petroleum Corp. (Oil, Gas & Consumable Fuels)		1,199		34,759
Old Dominion Freight Line, Inc. (Road & Rail)		126		45,156
Omnicom Group, Inc. (Media)		287		21,028
ONEOK, Inc. (Oil, Gas & Consumable Fuels)		602		35,374
Oracle Corp. (Software)		2,179		190,031
O'Reilly Automotive, Inc.* (Specialty Retail)		91		64,267
Organon & Co. (Pharmaceuticals)		343		10,444
Otis Worldwide Corp. (Machinery)		574		49,978
PACCAR, Inc. (Machinery)		469		41,394
Packaging Corp. of America (Containers & Packaging)		128		17,427
Parker — Hannifin Corp. (Machinery)		174		55,353
Paychex, Inc. (IT Services)		434		59,241
Paycom Software, Inc.* (Software)		65		26,987
PayPal Holdings, Inc.* (IT Services)		1,587		299,276
Penn National Gaming, Inc.* (Hotels, Restaurants & Leisure)		224		11,614
Pentair PLC (Machinery)		224		16,359
People's United Financial, Inc. (Banks)		578		10,300
PepsiCo, Inc. (Beverages)		1,868		324,491

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Bull :: 45

Common Stocks, continued

	Shares		Value
PerkinElmer, Inc. (Life Sciences Tools & Services)		171	$	34,381
Pfizer, Inc. (Pharmaceuticals)		7,583		447,776
Philip Morris International, Inc. (Tobacco)		2,103		199,785
Phillips 66 (Oil, Gas & Consumable Fuels)		592		42,896
Pinnacle West Capital Corp. (Electric Utilities)		152		10,730
Pioneer Natural Resources Co. (Oil, Gas & Consumable Fuels)		307		55,837
Pool Corp. (Distributors)		54		30,564
PPG Industries, Inc. (Chemicals)		321		55,353
PPL Corp. (Electric Utilities)		1,014		30,481
Principal Financial Group, Inc. (Insurance)		333		24,086
Prologis, Inc. (Equity Real Estate Investment Trusts)		999		168,191
Prudential Financial, Inc. (Insurance)		511		55,311
PTC, Inc.* (Software)		143		17,324
Public Service Enterprise Group, Inc. (Multi — Utilities)		683		45,577
Public Storage (Equity Real Estate Investment Trusts)		206		77,159
PulteGroup, Inc. (Household Durables)		342		19,549
PVH Corp. (Textiles, Apparel & Luxury Goods)		96		10,238
Qorvo, Inc.* (Semiconductors & Semiconductor Equipment)		149		23,302
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		1,513		276,682
Quanta Services, Inc. (Construction & Engineering)		193		22,129
Quest Diagnostics, Inc. (Health Care Providers & Services)		166		28,720
Ralph Lauren Corp. (Textiles, Apparel & Luxury Goods)		66		7,845
Raymond James Financial, Inc. (Capital Markets)		250		25,100
Raytheon Technologies Corp. (Aerospace & Defense)		2,022		174,012
Realty Income Corp. (Equity Real Estate Investment Trusts)		764		54,695
Regency Centers Corp. (Equity Real Estate Investment Trusts)		208		15,673
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		143		90,307
Regions Financial Corp. (Banks)		1,288		28,078
Republic Services, Inc. — Class A (Commercial Services & Supplies)		283		39,464
ResMed, Inc. (Health Care Equipment & Supplies)		197		51,315
Robert Half International, Inc. (Professional Services)		150		16,728
Rockwell Automation, Inc. (Electrical Equipment)		157		54,769
Rollins, Inc. (Commercial Services & Supplies)		306		10,468
Roper Technologies, Inc. (Industrial Conglomerates)		143		70,336
Ross Stores, Inc. (Specialty Retail)		480		54,854
Royal Caribbean Cruises, Ltd.* (Hotels, Restaurants & Leisure)		303		23,301
S&P Global, Inc. (Capital Markets)		326		153,849
Salesforce.com, Inc.* (Software)		1,323		336,214
SBA Communications Corp. (Equity Real Estate Investment Trusts)		147		57,186
Schlumberger, Ltd. (Energy Equipment & Services)		1,895		56,755
Seagate Technology Holdings PLC (Technology Hardware, Storage & Peripherals)		277		31,295
Sealed Air Corp. (Containers & Packaging)		200		13,494
Sempra Energy (Multi — Utilities)		431		57,013
ServiceNow, Inc.* (Software)		269		174,611
Signature Bank (Banks)		82		26,525
Simon Property Group, Inc. (Equity Real Estate Investment Trusts)		444		70,938
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		223		34,596
Snap — on, Inc. (Machinery)		73		15,723
SolarEdge Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		71		19,920
Southwest Airlines Co.* (Airlines)		800		34,272
Stanley Black & Decker, Inc. (Machinery)		220		41,496
Starbucks Corp. (Hotels, Restaurants & Leisure)		1,594		186,450
State Street Corp. (Capital Markets)		494		45,942
STERIS PLC (Health Care Equipment & Supplies)		135		32,860
Stryker Corp. (Health Care Equipment & Supplies)		454		121,409
SVB Financial Group* (Banks)		79		53,581
Synchrony Financial (Consumer Finance)		739		34,282
Synopsys, Inc.* (Software)		206		75,911
Sysco Corp. (Food & Staples Retailing)		693		54,435
T. Rowe Price Group, Inc. (Capital Markets)		304		59,779
Take — Two Interactive Software, Inc.* (Entertainment)		156		27,724
Tapestry, Inc. (Textiles, Apparel & Luxury Goods)		372		15,103
Target Corp. (Multiline Retail)		659		152,519
TE Connectivity, Ltd. (Electronic Equipment, Instruments & Components)		441		71,151
Teledyne Technologies, Inc.* (Electronic Equipment, Instruments & Components)		63		27,524
Teleflex, Inc. (Health Care Equipment & Supplies)		63		20,694
Teradyne, Inc. (Semiconductors & Semiconductor Equipment)		220		35,977
Tesla, Inc.* (Automobiles)		1,099		1,161,402
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		1,248		235,211
Textron, Inc. (Aerospace & Defense)		298		23,006
The AES Corp. (Independent Power and Renewable Electricity Producers)		901		21,894
The Allstate Corp. (Insurance)		387		45,531
The Bank of New York Mellon Corp. (Capital Markets)		1,026		59,590
The Boeing Co.* (Aerospace & Defense)		746		150,185
The Charles Schwab Corp. (Capital Markets)		2,031		170,807
The Clorox Co. (Household Products)		166		28,944
The Coca — Cola Co. (Beverages)		5,252		310,971
The Cooper Cos., Inc. (Health Care Equipment & Supplies)		67		28,069
The Estee Lauder Co., Inc. (Personal Products)		313		115,873
The Gap, Inc. (Specialty Retail)		290		5,119
The Goldman Sachs Group, Inc. (Capital Markets)		459		175,590
The Hershey Co. (Food Products)		196		37,920
The Home Depot, Inc. (Specialty Retail)		1,425		591,390
The Interpublic Group of Cos., Inc. (Media)		532		19,923
The JM Smucker Co. — Class A (Food Products)		146		19,830
The Kraft Heinz Co. (Food Products)		959		34,428
The Kroger Co. (Food & Staples Retailing)		914		41,368
The Mosaic Co. (Chemicals)		500		19,645
The PNC Financial Services Group, Inc. (Banks)		571		114,497
The Procter & Gamble Co. (Household Products)		3,269		534,743

See accompanying notes to financial statements.

46 :: ProFund VP Bull :: Financial Statements

Common Stocks, continued

	Shares		Value
The Progressive Corp. (Insurance)		790	$	81,094
The Sherwin — Williams Co. (Chemicals)		326		114,803
The Southern Co. (Electric Utilities)		1,432		98,207
The TJX Cos., Inc. (Specialty Retail)		1,625		123,370
The Travelers Cos., Inc. (Insurance)		332		51,935
The Walt Disney Co.* (Entertainment)		2,455		380,255
The Williams Cos., Inc. (Oil, Gas & Consumable Fuels)		1,642		42,758
Thermo Fisher Scientific, Inc. (Life Sciences Tools & Services)		532		354,971
T — Mobile US, Inc.* (Wireless Telecommunication Services)		793		91,972
Tractor Supply Co. (Specialty Retail)		154		36,744
Trane Technologies PLC (Building Products)		321		64,852
TransDigm Group, Inc.* (Aerospace & Defense)		71		45,176
Trimble, Inc.* (Electronic Equipment, Instruments & Components)		339		29,557
Truist Financial Corp. (Banks)		1,803		105,566
Twitter, Inc.* (Interactive Media & Services)		1,080		46,678
Tyler Technologies, Inc.* (Software)		55		29,587
Tyson Foods, Inc. — Class A (Food Products)		398		34,690
U.S. Bancorp (Banks)		1,823		102,398
UDR, Inc. (Equity Real Estate Investment Trusts)		393		23,576
Ulta Beauty, Inc.* (Specialty Retail)		73		30,101
Under Armour, Inc.* — Class A (Textiles, Apparel & Luxury Goods)		255		5,403
Under Armour, Inc.* — Class C (Textiles, Apparel & Luxury Goods)		291		5,250
Union Pacific Corp. (Road & Rail)		869		218,926
United Airlines Holdings , Inc.* (Airlines)		437		19,132
United Parcel Service, Inc. — Class B (Air Freight & Logistics)		985		211,125
United Rentals, Inc.* (Trading Companies & Distributors)		98		32,564
UnitedHealth Group, Inc. (Health Care Providers & Services)		1,272		638,723
Universal Health Services, Inc. — Class B (Health Care Providers & Services)		99		12,836
Valero Energy Corp. (Oil, Gas & Consumable Fuels)		552		41,461
Ventas, Inc. (Equity Real Estate Investment Trusts)		539		27,554
VeriSign, Inc.* (IT Services)		131		33,250
Verisk Analytics, Inc. (Professional Services)		218		49,863
Verizon Communications, Inc. (Diversified Telecommunication Services)		5,593		290,612
Vertex Pharmaceuticals, Inc.* (Biotechnology)		344		75,542
VF Corp. (Textiles, Apparel & Luxury Goods)		440		32,217
ViacomCBS, Inc. — Class B (Media)		820		24,748
Viatris, Inc. (Pharmaceuticals)		1,634		22,108
Visa, Inc. — Class A (IT Services)		2,266		491,065
Vornado Realty Trust (Equity Real Estate Investment Trusts)		215		9,000
Vulcan Materials Co. (Construction Materials)		179		37,157
W.R. Berkley Corp. (Insurance)		189		15,572
W.W. Grainger, Inc. (Trading Companies & Distributors)		58		30,058
Walgreens Boots Alliance, Inc. (Food & Staples Retailing)		970		50,595
Walmart, Inc. (Food & Staples Retailing)		1,921		277,949
Waste Management, Inc. (Commercial Services & Supplies)		520		86,788
Waters Corp.* (Life Sciences Tools & Services)		82		30,553
WEC Energy Group, Inc. (Multi — Utilities)		426		41,352
Wells Fargo & Co. (Banks)		5,386		258,420
Welltower, Inc. (Equity Real Estate Investment Trusts)		588		50,433
West Pharmaceutical Services, Inc. (Health Care Equipment & Supplies)		100		46,901
Western Digital Corp.* (Technology Hardware, Storage & Peripherals)		421		27,453
Westinghouse Air Brake Technologies Corp. (Machinery)		252		23,212
WestRock Co. (Containers & Packaging)		361		16,014
Weyerhaeuser Co. (Equity Real Estate Investment Trusts)		1,012		41,674
Whirlpool Corp. (Household Durables)		82		19,242
Willis Towers Watson PLC (Insurance)		168		39,898
Wynn Resorts, Ltd.* (Hotels, Restaurants & Leisure)		142		12,076
Xcel Energy, Inc. (Electric Utilities)		728		49,286
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)		335		71,030
Xylem, Inc. (Machinery)		244		29,260
Yum! Brands, Inc. (Hotels, Restaurants & Leisure)		396		54,989
Zebra Technologies Corp.* (Electronic Equipment, Instruments & Components)		72		42,854
Zimmer Biomet Holdings, Inc. (Health Care Equipment & Supplies)		282		35,825
Zions Bancorp (Banks)		211		13,327
Zoetis, Inc. (Pharmaceuticals)		639		155,935
TOTAL COMMON STOCKS (Cost $10,806,124)				54,516,545

Repurchase Agreements^(b)(c) (28.1%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $18,415,000	$	18,415,000	$	18,415,000
TOTAL REPURCHASE AGREEMENTS
(Cost $18,415,000)				18,415,000

Collateral for Securities Loaned^(d)(NM)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio — Institutional Shares, 0.03%(e)		5,025	$	5,025
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $5,025)				5,025
TOTAL INVESTMENT SECURITIES (Cost $29,226,149) — 111.3%				72,936,570
Net other assets (liabilities) — (11.3)%				(7,396,756	)
NET ASSETS — 100.0%			$	65,539,814

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Bull :: 47

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $4,732.

^(b) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $2,043,000.

^(c) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(d) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(e) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

Futures Contracts Purchased

	Number of Contracts	Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
E-Mini S&P 500 Futures Contracts	14	3/21/22	$	3,330,950	$	39,069

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
S&P 500	Goldman Sachs International	1/27/22		0.68	%	$	6,505,836	$	(33,703	)
S&P 500	UBS AG	1/27/22		0.58	%		1,267,804		(44,187	)
						$	7,773,640	$	(77,890	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

48 :: ProFund VP Bull :: Financial Statements

ProFund VP Bull invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	736,540		1.1	%
Air Freight & Logistics		346,171		0.5	%
Airlines		111,728		0.2	%
Auto Components		74,809		0.1	%
Automobiles		1,386,577		2.1	%
Banks		2,158,408		3.3	%
Beverages		769,780		1.1	%
Biotechnology		970,893		1.5	%
Building Products		280,394		0.4	%
Capital Markets		1,626,670		2.5	%
Chemicals		966,870		1.5	%
Commercial Services & Supplies		233,124		0.4	%
Communications Equipment		502,084		0.8	%
Construction & Engineering		22,129		NM
Construction Materials		74,161		0.1	%
Consumer Finance		302,040		0.5	%
Containers & Packaging		162,801		0.2	%
Distributors		79,213		0.1	%
Diversified Financial Services		739,726		1.1	%
Diversified Telecommunication Services		543,578		0.8	%
Electric Utilities		876,923		1.4	%
Electrical Equipment		298,976		0.5	%
Electronic Equipment, Instruments & Components		377,558		0.6	%
Energy Equipment & Services		112,820		0.2	%
Entertainment		910,517		1.4	%
Equity Real Estate Investment Trusts		1,461,595		2.2	%
Food & Staples Retailing		763,264		1.2	%
Food Products		478,000		0.7	%
Gas Utilities		18,754		NM
Health Care Equipment & Supplies		1,940,012		3.0	%
Health Care Providers & Services		1,510,465		2.3	%
Health Care Technology		36,962		0.1	%
Hotels, Restaurants & Leisure		1,067,348		1.6	%
Household Durables		205,353		0.3	%
Household Products		759,743		1.2	%
Independent Power and Renewable Electricity Producers		21,894		NM
Industrial Conglomerates		542,818		0.8	%
Insurance		1,000,374		1.5	%
Interactive Media & Services		3,442,483		5.3	%
Internet & Direct Marketing Retail		2,057,624		3.2	%
IT Services		2,444,426		3.7	%
Leisure Products		17,812		NM
Life Sciences Tools & Services		765,833		1.2	%
Machinery		822,678		1.2	%
Media		548,680		0.8	%
Metals & Mining		193,650		0.3	%
Multiline Retail		269,523		0.4	%
Multi-Utilities		396,783		0.6	%
Oil, Gas & Consumable Fuels		1,343,747		2.0	%
Personal Products		115,873		0.2	%
Pharmaceuticals		2,019,278		3.0	%
Professional Services		237,888		0.4	%
Real Estate Management & Development		49,047		0.1	%
Road & Rail		498,018		0.8	%
Semiconductors & Semiconductor Equipment		3,472,502		5.3	%
Software		5,195,206		7.9	%
Specialty Retail		1,310,684		2.0	%
Technology Hardware, Storage & Peripherals		3,911,962		6.0	%
Textiles, Apparel & Luxury Goods		363,729		0.6	%
Tobacco		317,407		0.5	%
Trading Companies & Distributors		112,397		0.2	%
Water Utilities		46,271		0.1	%
Wireless Telecommunication Services		91,972		0.1	%
Other**		11,023,269		16.8	%
Total	$	65,539,814		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Bull :: 49

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	29,226,149
Securities, at value(a)		54,521,570
Repurchase agreements, at value		18,415,000
Total Investment Securities, at value		72,936,570
Segregated cash balances for futures contracts with brokers		177,100
Dividends receivable		32,795
Receivable for capital shares issued		14,018
Prepaid expenses		5,675
TOTAL ASSETS		73,166,158
LIABILITIES:
Cash overdraft		124
Payable for collateral for securities loaned		5,025
Payable for capital shares redeemed		7,363,930
Unrealized depreciation on swap agreements		77,890
Variation margin on futures contracts		9,625
Advisory fees payable		47,621
Management services fees payable		6,350
Administration fees payable		4,003
Administrative services fees payable		32,650
Distribution fees payable		35,318
Transfer agency fees payable		6,854
Fund accounting fees payable		2,360
Compliance services fees payable		330
Other accrued expenses		34,264
TOTAL LIABILITIES		7,626,344
NET ASSETS	$	65,539,814
NET ASSETS CONSIST OF:
Capital	$	20,062,908
Total distributable earnings (loss)		45,476,906
NET ASSETS	$	65,539,814
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		932,407
Net Asset Value (offering and redemption price per share)	$	70.29
(a) Includes securities on loan valued at:	$	4,732

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	730,871
Interest		268
Foreign tax withholding		(71	)
Net income from securities lending		433
TOTAL INVESTMENT INCOME		731,501
EXPENSES:
Advisory fees		550,790
Management services fees		73,438
Administration fees		54,436
Transfer agency fees		44,480
Administrative services fees		188,008
Distribution fees		183,597
Custody fees		11,082
Fund accounting fees		31,595
Trustee fees		1,223
Compliance services fees		491
Other fees		59,253
Recoupment of prior expenses reduced by the Advisor		17,083
TOTAL NET EXPENSES		1,215,476
NET INVESTMENT INCOME (LOSS)		(483,975	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		813,944
Net realized gains (losses) on futures contracts		1,882,126
Net realized gains (losses) on swap agreements		3,443,200
Change in net unrealized appreciation/depreciation on investment securities		11,153,348
Change in net unrealized appreciation/depreciation on futures contracts		(185,022	)
Change in net unrealized appreciation/depreciation on swap agreements		(164,378	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		16,943,218
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	16,459,243

See accompanying notes to financial statements.

50 :: ProFund VP Bull :: Financial Statements

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(483,975	)	$	(254,150	)
Net realized gains (losses) on investments		6,139,270			5,255,967
Change in net unrealized appreciation/depreciation on investments		10,803,948			3,135,954
Change in net assets resulting from operations		16,459,243			8,137,771
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(4,701,790	)		(3,153,052	)
Change in net assets resulting from distributions		(4,701,790	)		(3,153,052	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		283,899,315			133,700,471
Distributions reinvested		4,701,790			3,153,052
Value of shares redeemed		(300,862,764	)		(141,766,141	)
Change in net assets resulting from capital transactions		(12,261,659	)		(4,912,618	)
Change in net assets		(504,206	)		72,101
NET ASSETS:
Beginning of period		66,044,020			65,971,919
End of period	$	65,539,814		$	66,044,020
SHARE TRANSACTIONS:
Issued		4,348,636			2,571,796
Reinvested		78,246			55,639
Redeemed		(4,606,790	)		(2,745,422	)
Change in shares		(179,908	)		(117,987	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Bull :: 51

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	59.38		$	53.62		$	42.46		$	50.65		$	43.55
Investment Activities:
Net investment income (loss)(a)		(0.42	)		(0.23	)		0.16			0.11			(0.13	)
Net realized and unrealized gains (losses) on investments		15.37			8.70			11.98			(2.71	)		8.48
Total income (loss) from investment activities		14.95			8.47			12.14			(2.60	)		8.35
Distributions to Shareholders From:
Net investment income		—			(0.05	)		(0.13	)		—			—
Net realized gains on investments		(4.04	)		(2.66	)		(0.85	)		(5.59	)		(1.25	)
Total distributions		(4.04	)		(2.71	)		(0.98	)		(5.59	)		(1.25	)
Net Asset Value, End of Period	$	70.29		$	59.38		$	53.62		$	42.46		$	50.65
Total Return		26.33	%		16.03	%		28.88	%		(6.15	)%(b)		19.34	%
Ratios to Average Net Assets:
Gross expenses		1.65	%		1.72	%		1.70	%		1.69	%		1.68	%
Net expenses		1.65	%		1.69	%(c)		1.70	%(c)		1.62	%(b)		1.68	%
Net investment income (loss)		(0.66	)%		(0.44	)%		0.32	%		0.23	%(b)		(0.28	)%
Supplemental Data:
Net assets, end of period (000's)	$	65,540		$	66,044		$	65,972		$	58,926		$	92,541
Portfolio turnover rate(d)		49	%		4	%		56	%		8	%		3	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.68% and 0.17%, respectively, and the total return would have been (6.22)%.

^(c) The expense ratio does not correlated to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

52 :: ProFund VP Consumer Goods :: Management Discussion of Fund Performance

ProFund VP Consumer Goods seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Consumer Goods^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 19.65%. For the same period, the Index had a return of 21.82%¹ and a volatility of 15.24%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of consumer goods sector of the U.S. equity market. Component companies include, among others, automobiles and auto parts and tires, brewers and distillers, farming and fishing, durable and non-durable household product manufacturers, cosmetic companies, food and tobacco products, clothing accessories, and footwear.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Consumer Goods from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Consumer Goods		19.65	%		14.23	%		12.66	%
Dow Jones U.S. Consumer GoodsSM Index		21.82	%		16.17	%		14.58	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Consumer Goods		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Swap Agreements		1	%
Total Exposure		100	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Tesla, Inc.		21.9	%
The Procter & Gamble Co.		10.1	%
PepsiCo, Inc.		6.1	%
The Coca-Cola Co.		5.9	%
NIKE, Inc.		5.4	%

Dow Jones U.S. Consumer Goods^SM
Index – Composition

	% of Index
Food, Beverage & Tobacco		33	%
Automobiles & Components		30	%
Household & Personal Products		17	%
Consumer Durables & Apparel		15	%
Media & Entertainment		3	%
Retailing		1	%
Capital Goods		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value (“NAV”) will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Consumer Goods :: 53

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.0%)

	Shares		Value
Activision Blizzard, Inc. (Entertainment)		5,226	$	347,687
Altria Group, Inc. (Tobacco)		12,328		584,224
Aptiv PLC* (Auto Components)		1,815		299,385
Archer-Daniels-Midland Co. (Food Products)		3,755		253,800
Autoliv, Inc. (Auto Components)		528		54,600
Beyond Meat, Inc.*(a) (Food Products)		403		26,259
BorgWarner, Inc. (Auto Components)		1,608		72,473
Brown-Forman Corp.—Class B (Beverages)		1,226		89,326
Brunswick Corp. (Leisure Products)		517		52,077
Bunge, Ltd. (Food Products)		944		88,132
Callaway Golf Co.* (Leisure Products)		785		21,540
Campbell Soup Co. (Food Products)		1,358		59,019
Capri Holdings, Ltd.* (Textiles, Apparel & Luxury Goods)		1,009		65,494
Carter's, Inc. (Textiles, Apparel & Luxury Goods)		284		28,746
Church & Dwight Co., Inc. (Household Products)		1,639		167,998
Colgate-Palmolive Co. (Household Products)		5,656		482,683
Columbia Sportswear Co. (Textiles, Apparel & Luxury Goods)		232		22,606
Conagra Brands, Inc. (Food Products)		3,218		109,895
Constellation Brands, Inc.—Class A (Beverages)		1,103		276,820
Coty, Inc.*—Class A (Personal Products)		2,250		23,625
Cricut, Inc.*—Class A (Household Durables)		242		5,346
Crocs, Inc.* (Textiles, Apparel & Luxury Goods)		396		50,775
Darling Ingredients, Inc.* (Food Products)		1,085		75,180
Deckers Outdoor Corp.* (Textiles, Apparel & Luxury Goods)		184		67,401
DR Horton, Inc. (Household Durables)		2,188		237,288
Electronic Arts, Inc. (Entertainment)		1,898		250,346
Energizer Holdings, Inc. (Household Products)		421		16,882
Flowers Foods, Inc. (Food Products)		1,333		36,618
Ford Motor Co. (Automobiles)		26,343		547,144
Fox Factory Holding Corp.* (Auto Components)		283		48,138
Freshpet, Inc.* (Food Products)		291		27,724
General Mills, Inc. (Food Products)		4,065		273,900
General Motors Co.* (Automobiles)		9,743		571,232
Gentex Corp. (Auto Components)		1,585		55,237
Genuine Parts Co. (Distributors)		955		133,891
Hanesbrands, Inc. (Textiles, Apparel & Luxury Goods)		2,342		39,158
Harley-Davidson, Inc. (Automobiles)		1,032		38,896
Hasbro, Inc. (Leisure Products)		871		88,651
Helen of Troy, Ltd.* (Household Durables)		162		39,604
Herbalife Nutrition, Ltd.* (Personal Products)		662		27,096
Hormel Foods Corp. (Food Products)		1,893		92,397
Ingredion, Inc. (Food Products)		447		43,198
Kellogg Co. (Food Products)		1,716		110,545
Keurig Dr Pepper, Inc. (Beverages)		4,947		182,346
Kimberly-Clark Corp. (Household Products)		2,259		322,856
Lamb Weston Holding, Inc. (Food Products)		980		62,112
Lancaster Colony Corp. (Food Products)		133		22,025
Lear Corp. (Auto Components)		401		73,363
Leggett & Platt, Inc. (Household Durables)		894		36,797
Lennar Corp.—Class A (Household Durables)		1,825		211,992
Lennar Corp.—Class B (Household Durables)		104		9,944
Levi Strauss & Co. (Textiles, Apparel & Luxury Goods)		647		16,194
Lucid Group, Inc.*(a) (Automobiles)		3,692		140,481
Lululemon Athletica, Inc.* (Textiles, Apparel & Luxury Goods)		793		310,420
Luminar Technologies, Inc.* (Auto Components)		1,445		24,435
Mattel, Inc.* (Leisure Products)		2,349		50,644
McCormick & Co., Inc. (Food Products)		1,673		161,629
Mohawk Industries, Inc.* (Household Durables)		368		67,042
Molson Coors Beverage Co.—Class B (Beverages)		1,264		58,586
Mondelez International, Inc.—Class A (Food Products)		9,362		620,793
Monster Beverage Corp.* (Beverages)		2,522		242,213
National Beverage Corp. (Beverages)		156		7,071
Newell Brands, Inc. (Household Durables)		2,540		55,474
NIKE, Inc.—Class B (Textiles, Apparel & Luxury Goods)		8,576		1,429,363
NVR, Inc.* (Household Durables)		22		129,995
Peloton Interactive, Inc.*—Class A (Leisure Products)		1,997		71,413
PepsiCo, Inc. (Beverages)		9,279		1,611,856
Performance Food Group Co.* (Food & Staples Retailing)		1,035		47,496
Philip Morris International, Inc. (Tobacco)		10,449		992,655
Pilgrim's Pride Corp.* (Food Products)		326		9,193
Playtika Holding Corp.* (Entertainment)		686		11,861
Polaris, Inc. (Leisure Products)		383		42,096
Pool Corp. (Distributors)		269		152,254
Post Holdings, Inc.* (Food Products)		393		44,303
PulteGroup, Inc. (Household Durables)		1,698		97,058
PVH Corp. (Textiles, Apparel & Luxury Goods)		477		50,872
QuantumScape Corp.* (Auto Components)		1,660		36,835
Ralph Lauren Corp. (Textiles, Apparel & Luxury Goods)		327		38,867
Reynolds Consumer Products, Inc. (Household Products)		365		11,461
Rivian Automotive, Inc.*—Class A (Automobiles)		1,039		107,734
ROBLOX Corp.*—Class A (Entertainment)		283		29,194
Seaboard Corp. (Food Products)		2		7,870
Skechers U.S.A., Inc.*—Class A (Textiles, Apparel & Luxury Goods)		904		39,234
Stanley Black & Decker, Inc. (Machinery)		1,094		206,350
Take-Two Interactive Software, Inc.* (Entertainment)		774		137,555
Tapestry, Inc. (Textiles, Apparel & Luxury Goods)		1,846		74,948
Tempur Sealy International, Inc. (Household Durables)		1,291		60,716
Tesla, Inc.* (Automobiles)		5,457		5,766,849
The Boston Beer Co., Inc.*—Class A (Beverages)		63		31,821
The Clorox Co. (Household Products)		825		143,847
The Coca-Cola Co. (Beverages)		26,095		1,545,085
The Estee Lauder Co., Inc. (Personal Products)		1,556		576,031
The Hain Celestial Group, Inc.* (Food Products)		622		26,503
The Hershey Co. (Food Products)		975		188,633
The JM Smucker Co.—Class A (Food Products)		727		98,741

See accompanying notes to financial statements.

54 :: ProFund VP Consumer Goods :: Financial Statements

Common Stocks, continued

	Shares		Value
The Kraft Heinz Co. (Food Products)		4,764	$	171,028
The Procter & Gamble Co. (Household Products)		16,241		2,656,703
Thor Industries, Inc. (Automobiles)		373		38,706
Toll Brothers, Inc. (Household Durables)		768		55,596
TopBuild Corp.* (Household Durables)		221		60,976
Tyson Foods, Inc.—Class A (Food Products)		1,979		172,490
Under Armour, Inc.*—Class A (Textiles, Apparel & Luxury Goods)		1,264		26,784
Under Armour, Inc.*—Class C (Textiles, Apparel & Luxury Goods)		1,441		25,996
US Foods Holding Corp.* (Food & Staples Retailing)		1,494		52,036
VF Corp. (Textiles, Apparel & Luxury Goods)		2,188		160,205
Whirlpool Corp. (Household Durables)		408		95,741
YETI Holdings, Inc.* (Leisure Products)		588		48,704
Zynga, Inc.* (Entertainment)		7,063		45,203
TOTAL COMMON STOCKS (Cost $11,234,221)				26,108,310

Repurchase Agreements^(b) (3.4%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $904,000	$	904,000	$	904,000
TOTAL REPURCHASE AGREEMENTS (Cost $904,000)				904,000

Collateral for Securities Loaned^(c) (0.6%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(d)		156,395	$	156,395
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $156,395)				156,395
TOTAL INVESTMENT SECURITIES (Cost $12,294,616)—103.0%				27,168,705
Net other assets (liabilities)—(3.0)%				(792,314	)
NET ASSETS—100.0%			$	26,376,391

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $149,474.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(c) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(d) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Consumer Goods Index	Goldman Sachs International	1/24/22		0.68	%	$	231,391	$	4,204

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Consumer Goods invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Auto Components	$	664,466		2.5	%
Automobiles		7,211,042		27.4	%
Beverages		4,045,124		15.3	%
Distributors		286,145		1.1	%
Entertainment		821,846		3.1	%
Food & Staples Retailing		99,532		0.4	%
Food Products		2,781,987		10.5	%
Household Durables		1,163,569		4.4	%
Household Products		3,802,430		14.4	%
Leisure Products		375,125		1.4	%
Machinery		206,350		0.8	%
Personal Products		626,752		2.4	%
Textiles, Apparel & Luxury Goods		2,447,063		9.3	%
Tobacco		1,576,879		6.0	%
Other**		268,081		1.0	%
Total	$	26,376,391		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Consumer Goods :: 55

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	12,294,616
Securities, at value(a)		26,264,705
Repurchase agreements, at value		904,000
Total Investment Securities, at value		27,168,705
Cash		44
Dividends receivable		41,486
Unrealized appreciation on swap agreements		4,204
Prepaid expenses		286
TOTAL ASSETS		27,214,725
LIABILITIES:
Payable for collateral for securities loaned		156,395
Payable for capital shares redeemed		627,398
Advisory fees payable		17,996
Management services fees payable		2,399
Administration fees payable		1,491
Administrative services fees payable		9,622
Distribution fees payable		9,757
Transfer agency fees payable		2,381
Fund accounting fees payable		854
Compliance services fees payable		100
Other accrued expenses		9,941
TOTAL LIABILITIES		838,334
NET ASSETS	$	26,376,391
NET ASSETS CONSIST OF:
Capital	$	12,288,582
Total distributable earnings (loss)		14,087,809
NET ASSETS	$	26,376,391
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		379,794
Net Asset Value (offering and redemption price per share)	$	69.45
(a) Includes securities on loan valued at:	$	149,474

Statement of Operations

For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	351,081
Interest		4
Net income from securities lending		211
TOTAL INVESTMENT INCOME		351,296
EXPENSES:
Advisory fees		153,826
Management services fees		20,510
Administration fees		14,981
Transfer agency fees		12,345
Administrative services fees		59,013
Distribution fees		51,275
Custody fees		3,096
Fund accounting fees		8,611
Trustee fees		331
Compliance services fees		143
Other fees		20,043
Recoupment of prior expenses reduced by the Advisor		2,500
Total Gross Expenses before reductions		346,674
Expenses reduced and reimbursed by the Advisor		(2,104	)
TOTAL NET EXPENSES		344,570
NET INVESTMENT INCOME (LOSS)		6,726
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		417,793
Net realized gains (losses) on swap agreements		60,929
Change in net unrealized appreciation/depreciation on investment securities		3,453,016
Change in net unrealized appreciation/depreciation on swap agreements		(3,245	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,928,493
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,935,219

See accompanying notes to financial statements.

56 :: ProFund VP Consumer Goods :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	6,726		$	69,981
Net realized gains (losses) on investments		478,722			615,340
Change in net unrealized appreciation/depreciation on investments		3,449,771			3,235,118
Change in net assets resulting from operations		3,935,219			3,920,439
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(1,063,035	)		(257,808	)
Change in net assets resulting from distributions		(1,063,035	)		(257,808	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		28,285,552			29,203,257
Distributions reinvested		1,063,035			257,808
Value of shares redeemed		(24,217,241	)		(26,887,846	)
Change in net assets resulting from capital transactions		5,131,346			2,573,219
Change in net assets		8,003,530			6,235,850
NET ASSETS:
Beginning of period		18,372,861			12,137,011
End of period	$	26,376,391		$	18,372,861
SHARE TRANSACTIONS:
Issued		443,795			598,676
Reinvested		18,134			4,680
Redeemed		(377,573	)		(559,659	)
Change in shares		84,356			43,697

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Consumer Goods :: 57

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	62.19		$	48.21		$	46.16		$	66.23		$	59.18
Investment Activities:
Net investment income (loss)(a)		0.02			0.25			0.49			0.70			0.49
Net realized and unrealized gains (losses) on investments		11.42			14.61			10.83			(9.43	)		8.33
Total income (loss) from investment activities		11.44			14.86			11.32			(8.73	)		8.82
Distributions to Shareholders From:
Net investment income		(0.27	)		(0.38	)		(0.80	)		(0.74	)		(0.82	)
Net realized gains on investments		(3.91	)		(0.50	)		(8.47	)		(10.60	)		(0.95	)
Total distributions		(4.18	)		(0.88	)		(9.27	)		(11.34	)		(1.77	)
Net Asset Value, End of Period	$	69.45		$	62.19		$	48.21		$	46.16		$	66.23
Total Return		19.65	%		31.05	%		26.56	%		(14.80	)%		15.05	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.75	%		1.73	%		1.72	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.03	%		0.50	%		1.01	%		1.23	%		0.76	%
Supplemental Data:
Net assets, end of period (000’s)	$	26,376		$	18,373		$	12,137		$	8,989		$	18,827
Portfolio turnover rate(b)		65	%		141	%		71	%		41	%		107	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

58 :: ProFund VP Consumer Services :: Management Discussion of Fund Performance

ProFund VP Consumer Services (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Consumer Services^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 10.23%. For the same period, the Index had a return of 12.01%¹ and a volatility of 14.53%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to one and one-half times the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of consumer services sector of the U.S. equity market. Component companies include, among others, airlines, broadcasting and entertainment, apparel and broadline retailers, food and drug retailers, media agencies, publishing, gambling, hotels, restaurants and bars, and travel and tourism.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Consumer Services from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Consumer Services		10.23	%		16.00	%		15.97	%
Dow Jones U.S. Consumer ServicesSM Index		12.01	%		17.78	%		17.87	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Consumer Services		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Swap Agreements		1	%
Total Exposure		100	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Amazon.com, Inc.		24.5	%
The Home Depot, Inc.		7.4	%
The Walt Disney Co.		4.7	%
Netflix, Inc.		4.5	%
Costco Wholesale Corp.		4.2	%

Dow Jones U.S. Consumer Services^SM
Index – Composition

	% of Index
Retailing		47	%
Media & Entertainment		20	%
Consumer Services		17	%
Food & Staples Retailing		10	%
Transportation		3	%
Commercial & Professional Services		2	%
Health Care Equipment & Services		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value (“NAV”) will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Consumer Services :: 59

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (98.7%)

	Shares		Value
Advance Auto Parts, Inc. (Specialty Retail)		328	$	78,681
Airbnb, Inc.*—Class A (Hotels, Restaurants & Leisure)		1,805		300,514
Alaska Air Group, Inc.* (Airlines)		652		33,969
Albertsons Cos., Inc.—Class A (Food & Staples Retailing)		511		15,427
Altice USA, Inc.* (Media)		1,176		19,028
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		2,269		7,565,617
AMC Entertainment Holdings, Inc.*(a) (Entertainment)		2,674		72,733
AMERCO (Road & Rail)		51		37,038
American Airlines Group, Inc.* (Airlines)		3,371		60,543
American Eagle Outfitters, Inc. (Specialty Retail)		799		20,231
AmerisourceBergen Corp. (Health Care Providers & Services)		778		103,389
Aramark (Hotels, Restaurants & Leisure)		1,328		48,937
AutoNation, Inc.* (Specialty Retail)		208		24,305
AutoZone, Inc.* (Specialty Retail)		109		228,507
Bath & Body Works, Inc. (Specialty Retail)		1,375		95,961
Best Buy Co., Inc. (Specialty Retail)		1,151		116,942
BJ's Wholesale Club Holdings, Inc.* (Food & Staples Retailing)		711		47,616
Booking Holdings, Inc.* (Hotels, Restaurants & Leisure)		213		511,036
Boyd Gaming Corp.* (Hotels, Restaurants & Leisure)		426		27,933
Bright Horizons Family Solutions, Inc.* (Diversified Consumer Services)		314		39,526
Burlington Stores, Inc.* (Specialty Retail)		347		101,154
Cable One, Inc. (Media)		26		45,850
Caesars Entertainment, Inc.* (Hotels, Restaurants & Leisure)		1,112		104,005
Cardinal Health, Inc. (Health Care Providers & Services)		1,466		75,484
CarMax, Inc.* (Specialty Retail)		844		109,914
Carnival Corp.*—Class A (Hotels, Restaurants & Leisure)		4,186		84,222
Carvana Co.* (Specialty Retail)		445		103,147
Casey's General Stores, Inc. (Food & Staples Retailing)		194		38,286
Charter Communications, Inc.*—Class A (Media)		643		419,217
Chegg, Inc.* (Diversified Consumer Services)		754		23,148
Chipotle Mexican Grill, Inc.* (Hotels, Restaurants & Leisure)		146		255,245
Choice Hotels International, Inc. (Hotels, Restaurants & Leisure)		171		26,674
Churchill Downs, Inc. (Hotels, Restaurants & Leisure)		179		43,121
Comcast Corp.—Class A (Media)		23,730		1,194,330
ContextLogic, Inc.*—Class A (Internet & Direct Marketing Retail)		1,743		5,421
Copart, Inc.* (Commercial Services & Supplies)		1,110		168,298
Costco Wholesale Corp. (Food & Staples Retailing)		2,298		1,304,574
Cracker Barrel Old Country Store, Inc. (Hotels, Restaurants & Leisure)		123		15,823
Darden Restaurants, Inc. (Hotels, Restaurants & Leisure)		675		101,682
Delta Air Lines, Inc.* (Airlines)		3,330		130,136
Dick's Sporting Goods, Inc. (Specialty Retail)		338		38,867
Discovery, Inc.*(a) (Media)		881		20,739
Discovery, Inc.*—Class C (Media)		1,581		36,205
DISH Network Corp.*—Class A (Media)		1,300		42,172
Dollar General Corp. (Multiline Retail)		1,214		286,298
Dollar Tree, Inc.* (Multiline Retail)		1,170		164,408
Domino's Pizza, Inc. (Hotels, Restaurants & Leisure)		190		107,223
DraftKings, Inc.*—Class A (Hotels, Restaurants & Leisure)		1,734		47,633
Endeavor Group Holdings, Inc.*—Class A (Entertainment)		109		3,803
Expedia Group, Inc.* (Hotels, Restaurants & Leisure)		759		137,166
Five Below, Inc.* (Specialty Retail)		292		60,412
Floor & Decor Holdings, Inc.* (Specialty Retail)		549		71,375
Foot Locker, Inc. (Specialty Retail)		470		20,506
Fox Corp.—Class A (Media)		1,667		61,512
Fox Corp.—Class B (Media)		766		26,251
frontdoor, Inc.*—Class A (Diversified Consumer Services)		441		16,163
GameStop Corp.*—Class A (Specialty Retail)		322		47,782
Grand Canyon Education, Inc.* (Diversified Consumer Services)		208		17,828
H&R Block, Inc. (Diversified Consumer Services)		914		21,534
Hilton Worldwide Holdings, Inc.* (Hotels, Restaurants & Leisure)		1,450		226,186
Hyatt Hotels Corp.*—Class A (Hotels, Restaurants & Leisure)		262		25,126
IAA, Inc.* (Commercial Services & Supplies)		701		35,485
IHS Markit, Ltd. (Professional Services)		2,074		275,676
JetBlue Airways Corp.* (Airlines)		1,654		23,553
Joby Aviation, Inc.* (Industrial)		1,384		10,103
Kohl's Corp. (Multiline Retail)		783		38,672
Las Vegas Sands Corp.* (Hotels, Restaurants & Leisure)		1,790		67,376
Liberty Broadband Corp.*—Class A (Media)		122		19,630
Liberty Broadband Corp.*—Class C (Media)		736		118,570
Liberty Media Corp-Liberty Formula One*—Class A (Entertainment)		117		6,943
Liberty Media Corp-Liberty Formula One*—Class C (Entertainment)		1,059		66,971
Liberty Media Corp-Liberty SiriusXM*—Class A (Media)		411		20,899
Liberty Media Corp-Liberty SiriusXM*—Class C (Media)		832		42,307
Lithia Motors, Inc.—Class A (Specialty Retail)		157		46,621
Live Nation Entertainment, Inc.* (Entertainment)		702		84,022
LiveRamp Holdings, Inc.* (IT Services)		355		17,022
LKQ Corp. (Distributors)		1,395		83,742
Lowe's Cos., Inc. (Specialty Retail)		3,602		931,044
Lyft, Inc.* (Road & Rail)		1,538		65,719
Marriott International, Inc.*—Class A (Hotels, Restaurants & Leisure)		1,424		235,280
Marriott Vacations Worldwide Corp. (Hotels, Restaurants & Leisure)		222		37,514

See accompanying notes to financial statements.

60 :: ProFund VP Consumer Services :: Financial Statements

Common Stocks, continued

	Shares		Value
McDonald’s Corp. (Hotels, Restaurants & Leisure)		3,888	$	1,042,256
MGM Resorts International (Hotels, Restaurants & Leisure)		2,026		90,927
Murphy USA, Inc. (Specialty Retail)		123		24,507
National Vision Holdings, Inc.* (Specialty Retail)		430		20,636
Netflix, Inc.* (Entertainment)		2,304		1,388,022
News Corp.—Class A (Media)		2,046		45,646
News Corp.—Class B (Media)		634		14,265
Nexstar Media Group, Inc.—Class A (Media)		213		32,159
Norwegian Cruise Line Holdings, Ltd.* (Hotels, Restaurants & Leisure)		1,926		39,945
Ollie's Bargain Outlet Holdings, Inc.* (Multiline Retail)		315		16,125
Omnicom Group, Inc. (Media)		1,106		81,037
O'Reilly Automotive, Inc.* (Specialty Retail)		351		247,886
Penn National Gaming, Inc.* (Hotels, Restaurants & Leisure)		864		44,798
Penske Automotive Group, Inc. (Specialty Retail)		159		17,048
Petco Health & Wellness Co., Inc.* (Specialty Retail)		425		8,411
Pinterest, Inc.*—Class A (Interactive Media & Services)		2,927		106,396
Planet Fitness, Inc.* (Hotels, Restaurants & Leisure)		433		39,221
Qurate Retail, Inc.—Class A (Internet & Direct Marketing Retail)		1,860		14,136
RH* (Specialty Retail)		90		48,235
Roku, Inc.* (Entertainment)		612		139,658
Rollins, Inc. (Commercial Services & Supplies)		1,178		40,299
Ross Stores, Inc. (Specialty Retail)		1,850		211,418
Royal Caribbean Cruises, Ltd.* (Hotels, Restaurants & Leisure)		1,167		89,742
Scientific Games Corp.* (Hotels, Restaurants & Leisure)		502		33,549
Service Corp. International (Diversified Consumer Services)		857		60,838
Sirius XM Holdings, Inc.(a) (Media)		4,786		30,391
Southwest Airlines Co.* (Airlines)		3,080		131,947
Sprouts Farmers Market, Inc.* (Food & Staples Retailing)		585		17,363
Starbucks Corp. (Hotels, Restaurants & Leisure)		6,139		718,079
Stitch Fix, Inc.*—Class A (Internet & Direct Marketing Retail)		433		8,192
Sysco Corp. (Food & Staples Retailing)		2,667		209,493
Target Corp. (Multiline Retail)		2,539		587,626
TEGNA, Inc. (Media)		1,152		21,381
Terminix Global Holdings, Inc.* (Diversified Consumer Services)		631		28,540
Texas Roadhouse, Inc.—Class A (Hotels, Restaurants & Leisure)		362		32,319
The Gap, Inc. (Specialty Retail)		1,116		19,697
The Home Depot, Inc. (Specialty Retail)		5,491		2,278,819
The Interpublic Group of Cos., Inc. (Media)		2,049		76,735
The Kroger Co. (Food & Staples Retailing)		3,520		159,315
The Madison Square Garden Co.*—Class A (Entertainment)		89		15,462
The New York Times Co.—Class A (Media)		869		41,973
The TJX Cos., Inc. (Specialty Retail)		6,256		474,955
The Walt Disney Co.* (Entertainment)		9,453		1,464,176
The Wendy's Co. (Hotels, Restaurants & Leisure)		919		21,918
Tractor Supply Co. (Specialty Retail)		592		141,251
TripAdvisor, Inc.* (Interactive Media & Services)		516		14,066
Uber Technologies, Inc.* (Road & Rail)		8,680		363,953
Ulta Beauty, Inc.* (Specialty Retail)		283		116,692
United Airlines Holdings , Inc.* (Airlines)		1,685		73,769
Vail Resorts, Inc. (Hotels, Restaurants & Leisure)		210		68,859
ViacomCBS, Inc.—Class A (Media)		47		1,568
ViacomCBS, Inc.—Class B (Media)		3,156		95,248
Victoria's Secret & Co.* (Specialty Retail)		377		20,939
Walgreens Boots Alliance, Inc. (Food & Staples Retailing)		3,737		194,922
Walmart, Inc. (Food & Staples Retailing)		7,398		1,070,417
Warner Music Group Corp.—Class A (Entertainment)		529		22,842
Wayfair, Inc.*—Class A (Internet & Direct Marketing Retail)		406		77,128
Williams-Sonoma, Inc. (Specialty Retail)		387		65,453
World Wrestling Entertainment, Inc.—Class A (Entertainment)		233		11,496
Wyndham Hotels & Resorts, Inc. (Hotels, Restaurants & Leisure)		485		43,480
Wynn Resorts, Ltd.* (Hotels, Restaurants & Leisure)		547		46,517
Yum! Brands, Inc. (Hotels, Restaurants & Leisure)		1,525		211,762
ZoomInfo Technologies, Inc.*—Class A (Interactive Media & Services)		1,574		101,051
TOTAL COMMON STOCKS (Cost $14,475,119)				30,480,956

Repurchase Agreements^(b) (0.6%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $182,000	$	182,000	$	182,000
TOTAL REPURCHASE AGREEMENTS (Cost $182,000)				182,000

Collateral for Securities Loaned^(c) (0.4%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(d)		118,871	$	118,871
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $118,871)				118,871
TOTAL INVESTMENT SECURITIES (Cost $14,775,990)—99.7%				30,781,827
Net other assets (liabilities)—0.3%				102,622
NET ASSETS—100.0%			$	30,884,449

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $109,410.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See “Repurchase Agreements” under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(c) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(d) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Consumer Services :: 61

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Consumer Services Index	Goldman Sachs International	1/24/22		0.68	%	$	421,963	$	2,031

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Consumer Services invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Airlines	$	453,917		1.5	%
Commercial Services & Supplies		244,082		0.8	%
Distributors		83,742		0.3	%
Diversified Consumer Services		207,577		0.7	%
Entertainment		3,276,128		10.6	%
Food & Staples Retailing		3,057,413		9.9	%
Health Care Providers & Services		178,873		0.6	%
Hotels, Restaurants & Leisure		4,926,068		15.9	%
Industrial		10,103		NM
Interactive Media & Services		221,513		0.7	%
Internet & Direct Marketing Retail		7,670,494		24.8	%
IT Services		17,022		0.1	%
Media		2,507,113		8.1	%
Multiline Retail		1,093,129		3.5	%
Professional Services		275,676		0.9	%
Road & Rail		466,710		1.5	%
Specialty Retail		5,791,396		18.8	%
Other**		403,493		1.3	%
Total	$	30,884,449		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

62 :: ProFund VP Consumer Services :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	14,775,989
Securities, at value(a)		30,599,827
Repurchase agreements, at value		182,000
Total Investment Securities, at value		30,781,827
Cash		959
Segregated cash balances for swap agreements with custodian		270,000
Dividends receivable		8,464
Unrealized appreciation on swap agreements		2,031
Receivable for capital shares issued		86,379
Prepaid expenses		440
TOTAL ASSETS		31,150,100
LIABILITIES:
Payable for collateral for securities loaned		118,871
Payable for capital shares redeemed		68,083
Advisory fees payable		23,167
Management services fees payable		3,089
Administration fees payable		1,853
Administrative services fees payable		15,540
Distribution fees payable		14,998
Transfer agency fees payable		3,050
Fund accounting fees payable		1,065
Compliance services fees payable		135
Other accrued expenses		15,800
TOTAL LIABILITIES		265,651
NET ASSETS	$	30,884,449
NET ASSETS CONSIST OF:
Capital	$	15,892,451
Total distributable earnings (loss)		14,991,998
NET ASSETS	$	30,884,449
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		399,205
Net Asset Value (offering and redemption price per share)	$	77.36
(a) Includes securities on loan valued at:	$	109,410

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	219,337
Interest		8
Net income from securities lending		272
TOTAL INVESTMENT INCOME		219,617
EXPENSES:
Advisory fees		237,530
Management services fees		31,670
Administration fees		23,852
Transfer agency fees		19,310
Administrative services fees		88,143
Distribution fees		79,177
Custody fees		4,704
Fund accounting fees		13,430
Trustee fees		531
Compliance services fees		197
Other fees		31,096
Recoupment of prior expenses reduced by the Advisor		4,000
Total Gross Expenses before reductions		533,640
Expenses reduced and reimbursed by the Advisor		(1,572	)
TOTAL NET EXPENSES		532,068
NET INVESTMENT INCOME (LOSS)		(312,451	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		602,369
Net realized gains (losses) on swap agreements		(8,807	)
Change in net unrealized appreciation/depreciation on investment securities		2,803,048
Change in net unrealized appreciation/depreciation on swap agreements		(6,486	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,390,124
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,077,673

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Consumer Services :: 63

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(312,451	)	$	(189,170	)
Net realized gains (losses) on investments		593,562			2,045,045
Change in net unrealized appreciation/depreciation on investments		2,796,562			4,377,426
Change in net assets resulting from operations		3,077,673			6,233,301
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(2,445,589	)		(9,139,256	)
Change in net assets resulting from distributions		(2,445,589	)		(9,139,256	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		16,484,139			25,070,116
Distributions reinvested		2,445,589			9,139,256
Value of shares redeemed		(20,612,082	)		(26,214,874	)
Change in net assets resulting from capital transactions		(1,682,354	)		7,994,498
Change in net assets		(1,050,270	)		5,088,543
NET ASSETS:
Beginning of period		31,934,719			26,846,176
End of period	$	30,884,449		$	31,934,719
SHARE TRANSACTIONS:
Issued		211,808			317,539
Reinvested		33,835			125,075
Redeemed		(265,804	)		(346,817	)
Change in shares		(20,161	)		95,797

See accompanying notes to financial statements.

64 :: ProFund VP Consumer Services :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	76.15		$	82.97		$	69.55		$	72.88		$	61.58
Investment Activities:
Net investment income (loss)(a)		(0.76	)		(0.56	)		(0.40	)		(0.29	)		(0.12	)
Net realized and unrealized gains (losses) on investments		8.12			22.85			17.30			1.12			11.42
Total income (loss) from investment activities		7.36			22.29			16.90			0.83			11.30
Distributions to Shareholders From:
Net realized gains on investments		(6.15	)		(29.11	)		(3.48	)		(4.16	)		—
Net Asset Value, End of Period	$	77.36		$	76.15		$	82.97		$	69.55		$	72.88
Total Return		10.23	%		28.34	%		24.64	%		0.62	%(b)		18.37	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.75	%		1.72	%		1.73	%		1.72	%
Net expenses		1.68	%		1.68	%		1.71	%(c)		1.65	%(b)		1.68	%
Net investment income (loss)		(0.99	)%		(0.72	)%		(0.50	)%		(0.38	)%(b)		(0.18	)%
Supplemental Data:
Net assets, end of period (000's)	$	30,884		$	31,935		$	26,846		$	25,222		$	32,762
Portfolio turnover rate(d)		39	%		116	%		182	%		82	%		81	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.67% and (0.40)%, respectively, and the total return would have been 0.60%.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Dow 30 :: 65

ProFund VP Dow 30 (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones Industrial Average^® (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 17.51%. For the same period, the Index had a total return of 20.95%¹ and a volatility of 12.42%. For the year, the Fund achieved an average daily statistical correlation of 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is a price-weighted index. The Index includes 30 large-cap, "blue-chip" U.S. stocks, excluding utility and transportation companies. Components are selected through a discretionary process with no pre-determined criteria except that components should be established U.S. companies that are leaders in their industries, have an excellent reputation, demonstrate sustained growth, are of interest to a large number of investors, and accurately represents the sectors covered by the average. The Index is not limited to traditionally defined industrial stocks. Instead, the Index serves as a measure of the entire U.S. market, covering such diverse industries as financial services, technology, retail, entertainment, and consumer goods. Composition changes are rare, and generally occur only after corporate acquisitions or other dramatic shifts in a component's core business. When such an event necessitates that one component be replaced, the entire Index is reviewed.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Dow 30 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Dow 30		17.51	%		12.36	%		10.81	%
Dow Jones Industrial Average®		20.95	%		15.51	%		14.21	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Dow 30		1.58	%		1.58	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Dow 30 primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Dow Jones Industrial Average^® Index – Composition

	% of Index
Information Technology		22	%
Health Care		18	%
Financials		16	%
Consumer Discretionary		15	%
Industrials		14	%
Consumer Staples		8	%
Communication Services		4	%
Energy		2	%
Materials		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

66 :: ProFund VP Dow 30 :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (99.8%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $218,000	$	218,000	$	218,000
TOTAL REPURCHASE AGREEMENTS (Cost $218,000)				218,000
TOTAL INVESTMENT SECURITIES (Cost $218,000)—99.8%				218,000
Net other assets (liabilities)—0.2%				490
NET ASSETS—100.0%			$	218,490

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $192,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones Industrial Average	Goldman Sachs International	1/27/22		0.68	%	$	154,704	$	141
Dow Jones Industrial Average	UBS AG	1/27/22		0.58	%		63,756		59
						$	218,460	$	200

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Dow 30 :: 67

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	218,000
Repurchase agreements, at value		218,000
Total Investment Securities, at value		218,000
Cash		925
Unrealized appreciation on swap agreements		200
Prepaid expenses		4
TOTAL ASSETS		219,129
LIABILITIES:
Payable for capital shares redeemed		35
Advisory fees payable		159
Management services fees payable		21
Administration fees payable		14
Administrative services fees payable		51
Distribution fees payable		107
Transfer agency fees payable		34
Fund accounting fees payable		8
Compliance services fees payable		2
Other accrued expenses		208
TOTAL LIABILITIES		639
NET ASSETS	$	218,490
NET ASSETS CONSIST OF:
Capital	$	1,819,368
Total distributable earnings (loss)		(1,600,878	)
NET ASSETS	$	218,490
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		9,142
Net Asset Value (offering and redemption price per share)	$	23.90

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	8
EXPENSES:
Advisory fees		3,412
Management services fees		455
Administration fees		324
Transfer agency fees		278
Administrative services fees		233
Distribution fees		1,137
Custody fees		89
Fund accounting fees		185
Trustee fees		7
Compliance services fees		5
Other fees		562
TOTAL NET EXPENSES		6,687
NET INVESTMENT INCOME (LOSS)		(6,679	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on swap agreements		36,870
Change in net unrealized appreciation/depreciation on swap agreements		(6,186	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		30,684
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	24,005

See accompanying notes to financial statements.

68 :: ProFund VP Dow 30 :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(6,679	)	$	(5,802	)
Net realized gains (losses) on investments		36,870			70,081
Change in net unrealized appreciation/depreciation on investments		(6,186	)		7,638
Change in net assets resulting from operations		24,005			71,917
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(55,117	)		(111,280	)
Change in net assets resulting from distributions		(55,117	)		(111,280	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		24,536,278			18,480,818
Distributions reinvested		26,861			111,280
Value of shares redeemed		(24,698,466	)		(18,483,574	)
Change in net assets resulting from capital transactions		(135,327	)		108,524
Change in net assets		(166,439	)		69,161
NET ASSETS:
Beginning of period		384,929			315,768
End of period	$	218,490		$	384,929
SHARE TRANSACTIONS:
Issued		1,048,587			800,228
Reinvested		1,208			5,026
Redeemed		(1,057,199	)		(799,920	)
Change in shares		(7,404	)		5,334

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Dow 30 :: 69

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	23.26		$	28.16		$	23.07		$	31.90		$	36.39
Investment Activities:
Net investment income (loss)(a)		(0.34	)		(0.31	)		0.15			0.05			(0.24	)
Net realized and unrealized gains (losses) on investments		4.18			2.05			4.97			(1.18	)		7.74
Total income (loss) from investment activities		3.84			1.74			5.12			(1.13	)		7.50
Distributions to Shareholders From:
Net investment income		—			(0.13	)		(0.03	)		—			—
Net realized gains on investments		(3.20	)		(6.51	)		—			(7.70	)		(11.99	)
Total distributions		(3.20	)		(6.64	)		(0.03	)		(7.70	)		(11.99	)
Net Asset Value, End of Period	$	23.90		$	23.26		$	28.16		$	23.07		$	31.90
Total Return		17.51	%		7.41	%		22.18	%		(6.03	)%		23.63	%
Ratios to Average Net Assets:
Gross expenses		1.47	%		1.58	%		1.47	%		1.49	%		1.44	%
Net expenses		1.47	%		1.58	%		1.47	%		1.49	%		1.44	%
Net investment income (loss)		(1.47	)%		(1.31	)%		0.56	%		0.16	%		(0.68	)%
Supplemental Data:
Net assets, end of period (000's)	$	218		$	385		$	316		$	307		$	349
Portfolio turnover rate(b)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

70 :: ProFund VP Emerging Markets :: Management Discussion of Fund Performance

ProFund VP Emerging Markets (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P/BNY Mellon Emerging 50 ADR Index (USD) (the "Index"). For the year ended December 31, 2021, the Fund had a total return of -18.01%. For the same period, the Index had a total return of -16.59%¹ and a volatility of 24.49%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to that of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is a free-float adjusted, market capitalization-weighted index. The Index is designed to track the performance of a basket of companies who have their primary equity listing on a stock exchange of an emerging market country and who also have depositary receipts that trade on a U.S. exchange or on Nasdaq. As of December 31, 2021, the Index consists of companies from the following emerging market countries: Brazil, Chile, China, Colombia, India, Indonesia, Mexico, South Africa, South Korea and Taiwan. The Index is expressed in U.S. dollar terms and as such should generally reflect the relative movement of the U.S. dollar against the basket of foreign currencies represented by the constituent companies in the Index.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Emerging Markets from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Emerging Markets		-18.01	%		7.82	%		2.56	%
S&P/BNY Mellon Emerging 50 ADR Index (USD)		-16.59	%		9.44	%		4.17	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Emerging Markets		1.74	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		96	%
Swap Agreements		4	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Taiwan Semiconductor Manufacturing Co., Ltd.		19.5	%
Alibaba Group Holding, Ltd.		13.2	%
Infosys Technologies, Ltd.		5.6	%
HDFC Bank, Ltd.		5.4	%
JD.com, Inc.		4.0	%

S&P/BNY Mellon Emerging 50 ADR Index (USD) – Composition

Industry Breakdown	% of Index
Information Technology		29	%
Consumer Discretionary		25	%
Financials		15	%
Communication Services		11	%
Materials		10	%
Energy		4	%
Consumer Staples		2	%
Health Care		2	%
Industrials		1	%
Real Estate		1	%

Country Composition
China	36	%
Taiwan	24	%
India	17	%
Brazil	11	%
Other	12	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Emerging Markets :: 71

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (94.3%)

	Shares		Value
Alibaba Group Holding, Ltd.*ADR (Internet & Direct Marketing Retail)		21,893	$	2,600,670
Ambev S.A.ADR (Beverages)		57,223		160,224
America Movil S.A.B. de C.V.ADR (Wireless Telecommunication Services)		15,078		318,297
AngloGold Ashanti, Ltd.ADR (Metals & Mining)		5,419		113,691
ASE Technology Holding Co., Ltd.ADR (Semiconductors & Semiconductor Equipment)		22,192		173,320
Baidu, Inc.*ADR (Interactive Media & Services)		3,682		547,845
Banco Bradesco S.A.ADR (Banks)		62,947		215,279
Beigene, Ltd.*ADR (Biotechnology)		679		183,961
Bilibili, Inc.*ADR (Entertainment)		2,821		130,894
Cemex SAB de CV*ADR (Construction Materials)		19,653		133,247
China Life Insurance Co., Ltd.ADR(a) (Insurance)		19,322		159,020
China Petroleum & Chemical Corp.ADR (Oil, Gas & Consumable Fuels)		3,312		154,041
Chunghwa Telecom Co., Ltd.ADR (Diversified Telecommunication Services)		4,935		208,306
Dr. Reddy's Laboratories, Ltd.ADR (Pharmaceuticals)		1,577		103,152
Fomento Economico Mexicano S.A.B. de C.V.ADR (Beverages)		2,385		185,338
GDS Holdings, Ltd.*ADR (IT Services)		1,483		69,938
Gerdau S.A.ADR (Metals & Mining)		14,879		73,205
Gold Fields, Ltd.ADR (Metals & Mining)		11,525		126,659
Grupo Televisa SABADR (Media)		6,570		61,561
HDFC Bank, Ltd.ADR (Banks)		16,231		1,056,151
Huazhu Group, Ltd.*ADR (Hotels, Restaurants & Leisure)		1,909		71,282
ICICI Bank, Ltd.ADR (Banks)		33,332		659,640
Infosys Technologies, Ltd.ADR (IT Services)		43,453		1,099,796
Itau Unibanco Holding S.A.ADR (Banks)		62,913		235,923
JD.com, Inc.*ADR (Internet & Direct Marketing Retail)		11,156		781,701
KB Financial Group, Inc.ADR (Banks)		5,074		234,217
KE Holdings, Inc.*ADR (Real Estate Management & Development)		6,513		131,042
Natura & Co. Holding SA* ADR (Personal Products)		5,461		50,623
NetEase, Inc.ADR (Entertainment)		4,845		493,125
NIO, Inc.*ADR (Automobiles)		17,679		560,071
PetroChina Co., Ltd.ADR (Oil, Gas & Consumable Fuels)		2,739		121,091
Petroleo Brasileiro S.A.ADR (Oil, Gas & Consumable Fuels)		24,156		265,233
Pinduoduo, Inc.*ADR (Internet & Direct Marketing Retail)		5,695		332,019
POSCOADR (Metals & Mining)		3,939		229,604
PT Telekomunikasi Indonesia TbkADR (Diversified Telecommunication Services)		6,173		178,955
Sasol, Ltd.*ADR (Chemicals)		7,514		123,230
Shinhan Financial Group Co., Ltd.ADR (Banks)		6,707		207,313
Sibanye Stillwater, Ltd.ADR (Metals & Mining)		8,660		108,596
SK Telecom Co., Ltd.ADR (Wireless Telecommunication Services)		2,505		66,808
Sociedad Quimica y Minera de Chile SAADR (Chemicals)		1,854		93,497
Suzano Papel e Celulose S.A.*ADR (Paper & Forest Products)		10,250		110,700
Taiwan Semiconductor Manufacturing Co., Ltd.ADR (Semiconductors & Semiconductor Equipment)		31,869		3,834,159
Tata Motors, Ltd.*ADR (Automobiles)		4,569		146,619
Trip.com Group, Ltd.*ADR (Internet & Direct Marketing Retail)		5,994		147,572
United Microelectronics Corp.ADR (Semiconductors & Semiconductor Equipment)		30,000		351,000
Vale S.A.ADR (Metals & Mining)		53,514		750,267
Wipro, Ltd.ADR (IT Services)		19,212		187,509
Zai Lab, Ltd.*ADR (Biotechnology)		989		62,159
ZTO Express Cayman, Inc.ADR (Air Freight & Logistics)		5,731		161,729
TOTAL COMMON STOCKS (Cost $10,775,461)				18,570,279
Preferred Stock (1.5%)
Petroleo Brasileiro S.A.ADR (Oil, Gas & Consumable Fuels)		29,820		301,480
TOTAL PREFERRED STOCK (Cost $32,646)				301,480

Repurchase Agreements^(b)(c) (3.6%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $711,000	$	711,000	$	711,000
TOTAL REPURCHASE AGREEMENTS (Cost $711,000)				711,000

Collateral for Securities Loaned^(d)(NM)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio – Institutional Shares, 0.03%(e)		1,800	$	1,800
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $1,800)				1,800
TOTAL INVESTMENT SECURITIES (Cost $11,520,907) — 99.4%				19,584,559
Net other assets (liabilities) — 0.6%				117,646
NET ASSETS — 100.0%			$	19,702,205

^NM Not meaningful, amount is less than 0.05%.

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $1,646.

^(b) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $267,000.

^(c) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(d) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(e) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

^ADR American Depositary Receipt

See accompanying notes to financial statements.

72 :: ProFund VP Emerging Markets :: Financial Statements

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)		Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
S&P/BNY Mellon Emerging 50 ADR Index (USD)	Goldman Sachs International		1/27/22		0.68	%	$	233,497	$	728
S&P/BNY Mellon Emerging 50 ADR Index (USD)	UBS AG		1/27/22		0.58	%		564,176		3,667
							$	797,673	$	4,395

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Emerging Markets invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Air Freight & Logistics	$	161,729		0.8	%
Automobiles		706,690		3.5	%
Banks		2,608,523		13.3	%
Beverages		345,562		1.7	%
Biotechnology		246,120		1.2	%
Chemicals		216,727		1.1	%
Construction Materials		133,247		0.7	%
Diversified Telecommunication Services		387,261		2.0	%
Entertainment		624,019		3.2	%
Hotels, Restaurants & Leisure		71,282		0.4	%
Insurance		159,020		0.8	%
Interactive Media & Services		547,845		2.8	%
Internet & Direct Marketing Retail		3,861,962		19.7	%
IT Services		1,357,243		6.9	%
Media		61,561		0.3	%
Metals & Mining		1,402,022		7.1	%
Oil, Gas & Consumable Fuels		841,845		4.2	%
Paper & Forest Products		110,700		0.6	%
Personal Products		50,623		0.3	%
Pharmaceuticals		103,152		0.5	%
Real Estate Management & Development		131,042		0.7	%
Semiconductors & Semiconductor Equipment		4,358,479		22.1	%
Wireless Telecommunication Services		385,105		1.9	%
Other**		830,446		4.2	%
Total	$	19,702,205		100.0	%

ProFund VP Emerging Markets invested in securities with exposure to the following countries as of December 31, 2021:

	Value		% of Net Assets
Brazil	$	2,162,934		10.9	%
Chile		93,497		0.5	%
China		6,774,968		34.5	%
India		3,252,867		16.5	%
Indonesia		178,955		0.9	%
Mexico		698,443		3.5	%
South Africa		472,176		2.4	%
South Korea		671,134		3.4	%
Taiwan		4,566,785		23.2	%
Other**		830,446		4.2	%
Total	$	19,702,205		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Emerging Markets :: 73

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	11,520,907
Securities, at value(a)		18,873,559
Repurchase agreements, at value		711,000
Total Investment Securities, at value		19,584,559
Dividends receivable		44,163
Unrealized appreciation on swap agreements		4,395
Receivable for capital shares issued		192,714
Prepaid expenses		1,172
TOTAL ASSETS		19,827,003
LIABILITIES:
Cash overdraft		2,013
Payable for collateral for securities loaned		1,800
Payable for capital shares redeemed		63,999
Advisory fees payable		12,292
Management services fees payable		1,639
Administration fees payable		1,170
Administrative services fees payable		12,607
Distribution fees payable		13,190
Transfer agency fees payable		1,976
Fund accounting fees payable		661
Compliance services fees payable		91
Other accrued expenses		13,360
TOTAL LIABILITIES		124,798
NET ASSETS	$	19,702,205
NET ASSETS CONSIST OF:
Capital	$	19,892,863
Total distributable earnings (loss)		(190,658	)
NET ASSETS	$	19,702,205
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		655,856
Net Asset Value (offering and redemption price per share)	$	30.04
(a) Includes securities on loan valued at:	$	1,646

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	583,497
Interest		53
Foreign tax withholding		(41,787	)
Net income from securities lending		1,856
TOTAL INVESTMENT INCOME		543,619
EXPENSES:
Advisory fees		193,205
Management services fees		25,760
Administration fees		19,936
Transfer agency fees		15,983
Administrative services fees		60,934
Distribution fees		64,402
Custody fees		14,007
Fund accounting fees		10,907
Trustee fees		422
Compliance services fees		168
Other fees		23,089
Recoupment of prior expenses reduced by the Advisor		6,479
Total Gross Expenses before reductions		435,292
Expenses reduced and reimbursed by the Advisor		(2,513	)
TOTAL NET EXPENSES		432,779
NET INVESTMENT INCOME (LOSS)		110,840
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		(417,916	)
Net realized gains (losses) on swap agreements		(195,067	)
Change in net unrealized appreciation/depreciation on investment securities		(4,821,741	)
Change in net unrealized appreciation/depreciation on swap agreements		(4,709	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(5,439,433	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(5,328,593	)

See accompanying notes to financial statements.

74 :: ProFund VP Emerging Markets :: Financial Statements

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	110,840		$	(57,370	)
Net realized gains (losses) on investments		(612,983	)		(391,936	)
Change in net unrealized appreciation/depreciation on investments		(4,826,450	)		4,645,377
Change in net assets resulting from operations		(5,328,593	)		4,196,071
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(117,347	)
Change in net assets resulting from distributions		—			(117,347	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		31,922,131			35,488,770
Distributions reinvested		—			117,347
Value of shares redeemed		(33,400,828	)		(39,127,017	)
Change in net assets resulting from capital transactions		(1,478,697	)		(3,520,900	)
Change in net assets		(6,807,290	)		557,824
NET ASSETS:
Beginning of period		26,509,495			25,951,671
End of period	$	19,702,205		$	26,509,495
SHARE TRANSACTIONS:
Issued		863,608			1,201,057
Reinvested		��			3,737
Redeemed		(931,355	)		(1,373,518	)
Change in shares		(67,747	)		(168,724	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Emerging Markets :: 75

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	36.64		$	29.08		$	23.54		$	27.85		$	20.91
Investment Activities:
Net investment income (loss)(a)		0.15			(0.08	)		0.15			0.09			0.06
Net realized and unrealized gains (losses) on investments		(6.75	)		7.82			5.53			(4.33	)		6.89
Total income (loss) from investment activities		(6.60	)		7.74			5.68			(4.24	)		6.95
Distributions to Shareholders From:
Net investment income		—			(0.18	)		(0.14	)		(0.07	)		(0.01	)
Net Asset Value, End of Period	$	30.04		$	36.64		$	29.08		$	23.54		$	27.85
Total Return		(18.01	)%		26.72	%(b)		24.23	%(c)		(15.27	)%		33.26	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.74	%		1.74	%		1.74	%		1.70	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.43	%		(0.29	)%		0.58	%		0.34	%		0.21	%
Supplemental Data:
Net assets, end of period (000's)	$	19,702		$	26,509		$	25,952		$	17,065		$	34,450
Portfolio turnover rate(d)		60	%		108	%		83	%		21	%		54	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During the year ended December 31, 2020, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.20%.

^(c) During the year ended December 31, 2019, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.69%.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

76 :: ProFund VP Europe 30 :: Management Discussion of Fund Performance

ProFund VP Europe 30 (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the ProFunds Europe 30 Index^® (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 24.53%. For the same period, the Index had a price return of 23.69%¹ and a volatility of 15.48%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index, created by ProFund Advisors, is composed of companies whose principal offices are located in Europe and whose securities are traded on U.S. exchanges or on Nasdaq as depositary receipts or ordinary shares and meet certain liquidity requirements. The component companies included in the Index are the 30 most liquid companies based upon their U.S. dollar-traded volume. Their relative weights are determined using a modified market capitalization method. The Index is reconstituted annually. The Index is expressed in U.S. dollar terms and as such should generally reflect the relative movement of the U.S. dollar against the basket of foreign currencies represented by the constituent companies in the Index.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Europe 30 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Europe 30		24.53	%		6.48	%		5.47	%
ProFunds Europe 30 Index®		23.69	%		5.12	%		3.76	%
STOXX Europe 50® Index		17.16	%		9.69	%		6.87	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Europe 30		1.77	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
ASML Holding N.V.		6.3	%
SAP SE		5.2	%
Royal Dutch Shell PLC		5.1	%
AstraZeneca PLC		4.5	%
Diageo PLC		4.4	%

ProFunds Europe 30^® Index – Composition

Industry Breakdown	% of Index
Health Care		20	%
Information Technology		19	%
Energy		19	%
Consumer Staples		14	%
Financials		10	%
Materials		9	%
Consumer Discretionary		4	%
Communication Services		3	%
Industrials		2	%

Country Composition
United Kingdom	36	%
Netherlands	19	%
France	9	%
Germany	7	%
Luxembourg	7	%
Other	22	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table DO NOT reflect the theoretical reinvestment of dividends on securities in the Index nor the impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The STOXX Europe 50^® Index is a capitalization-weighted index of 50 European blue-chip stocks. The graph and table reflect the theoretical reinvestment of dividends in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the Index calculations. It is not possible to invest directly in an index.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Europe 30 :: 77

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.8%)

	Shares		Value
Anheuser-Busch InBev N.V.ADR (Beverages)		12,318	$	745,855
ArcelorMittal SANYS—Class A (Metals & Mining)		13,301		423,370
Argenx SE*ADR (Biotechnology)		1,105		386,960
ASML Holding N.V.NYS (Semiconductors & Semiconductor Equipment)		1,386		1,103,451
AstraZeneca PLCADR (Pharmaceuticals)		13,441		782,937
Barclays PLCADR (Banks)		47,150		488,002
BP PLCADR (Oil, Gas & Consumable Fuels)		23,566		627,563
British American Tobacco PLCADR (Tobacco)		16,319		610,494
Diageo PLCADR (Beverages)		3,492		768,729
Endava PLC*ADR (IT Services)		2,281		383,026
Equinor ASAADR(a) (Oil, Gas & Consumable Fuels)		23,145		609,408
GlaxoSmithKline PLCADR (Pharmaceuticals)		15,968		704,189
HSBC Holdings PLCADR (Banks)		24,724		745,428
ING Groep N.V.ADR (Banks)		36,972		514,650
Jumia Technologies AG*ADR (Internet & Direct Marketing Retail)		27,111		309,065
Just Eat Takeaway.com NV*ADR(a) (Internet & Direct Marketing Retail)		34,340		369,498
Nokia Corp.*ADR (Communications Equipment)		72,716		452,294
NOVO Nordisk A/SADR (Pharmaceuticals)		6,843		766,416
Oatly Group AB*ADR (Consumer Staple Products)		42,886		341,373
Orphazyme A/S*ADR(a) (Health Care)		109,548		264,011
Rio Tinto PLCADR (Metals & Mining)		10,581		708,292
Royal Dutch Shell PLCADR—Class A (Oil, Gas & Consumable Fuels)		20,688		897,859
Ryanair Holdings PLC*ADR (Airlines)		3,896		398,678
SanofiADR (Pharmaceuticals)		14,477		725,298
SAP SEADR (Software)		6,545		917,020
Telefonaktiebolaget LM EricssonADR(Communications Equipment)		41,500		451,105
Tenaris S.A.ADR (Energy Equipment & Services)		17,688		368,972
Ternium S.A.ADR (Metals & Mining)		8,388		365,046
TOTAL S.A.ADR (Oil, Gas & Consumable Fuels)		15,512		767,223
Vodafone Group PLCADR (Wireless Telecommunication Services)		30,497		455,320
TOTAL COMMON STOCKS (Cost $11,343,547)				17,451,532

Repurchase Agreements^(b) (4.7%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $817,000	$	817,000	$	817,000
TOTAL REPURCHASE AGREEMENTS (Cost $817,000)				817,000

Collateral for Securities Loaned^(c) (5.0%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio – Institutional Shares, 0.03%(d)		876,916	$	876,916
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $876,916)				876,916
TOTAL INVESTMENT SECURITIES (Cost $13,037,463)—109.5%				19,145,448
Net other assets (liabilities)—(9.5)%				(1,656,575	)
NET ASSETS—100.0%			$	17,488,873

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $810,059.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(c) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(d) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

^ADR American Depositary Receipt

^NYS New York Shares

ProFund VP Europe 30 invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Airlines	$	398,678		2.3	%
Banks		1,748,080		10.0	%
Beverages		1,514,584		8.7	%
Biotechnology		386,960		2.2	%
Communications Equipment		903,399		5.1	%
Consumer Staple Products		341,373		2.0	%
Energy Equipment & Services		368,972		2.1	%
Health Care		264,011		1.5	%
Internet & Direct Marketing Retail		678,563		3.9	%
IT Services		383,026		2.2	%
Metals & Mining		1,496,708		8.5	%
Oil, Gas & Consumable Fuels		2,902,053		16.6	%
Pharmaceuticals		2,978,840		17.0	%
Semiconductors & Semiconductor Equipment		1,103,451		6.4	%
Software		917,020		5.2	%
Tobacco		610,494		3.5	%
Wireless Telecommunication Services		455,320		2.6	%
Other**		37,341		0.2	%
Total	$	17,488,873		100.0	%

See accompanying notes to financial statements.

��

78 :: ProFund VP Europe 30 :: Financial Statements

ProFund VP Europe 30 invested in securities with exposure to the following countries as of December 31, 2021:

	Value		% of Net Assets
Belgium	$	745,855		4.3	%
Denmark		1,030,427		5.9	%
Finland		452,294		2.6	%
France		1,492,521		8.5	%
Germany		1,226,085		7.0	%
Ireland		398,678		2.3	%
Luxembourg		1,157,388		6.6	%
Netherlands		3,272,418		18.7	%
Norway		609,408		3.5	%
Sweden		792,478		4.5	%
United Kingdom		6,273,980		35.9	%
Other**		37,341		0.2	%
Total	$	17,488,873		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Europe 30 :: 79

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	13,037,463
Securities, at value(a)		18,328,448
Repurchase agreements, at value		817,000
Total Investment Securities, at value		19,145,448
Cash		2,740
Dividends receivable		47,421
Receivable for capital shares issued		205,110
Receivable for tax reclaims		21,382
Prepaid expenses		100
TOTAL ASSETS		19,422,201
LIABILITIES:
Payable for collateral for securities loaned		876,916
Payable for capital shares redeemed		43,956
Payable for investments purchased		968,321
Advisory fees payable		13,181
Management services fees payable		1,757
Administration fees payable		995
Administrative services fees payable		6,920
Distribution fees payable		8,560
Transfer agency fees payable		1,719
Fund accounting fees payable		558
Compliance services fees payable		84
Other accrued expenses		10,361
TOTAL LIABILITIES		1,933,328
NET ASSETS	$	17,488,873
NET ASSETS CONSIST OF:
Capital	$	14,847,327
Total distributable earnings (loss)		2,641,546
NET ASSETS	$	17,488,873
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		682,569
Net Asset Value (offering and redemption price per share)	$	25.62
(a) Includes securities on loan valued at	$	810,059

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	587,232
Foreign tax withholding		(34,013	)
Net income from securities lending		3,251
TOTAL INVESTMENT INCOME		556,470
EXPENSES:
Advisory fees		140,179
Management services fees		18,690
Administration fees		13,939
Transfer agency fees		11,376
Administrative services fees		45,223
Distribution fees		46,726
Custody fees		13,192
Fund accounting fees		7,722
Trustee fees		298
Compliance services fees		137
Other fees		15,504
Recoupment of prior expenses reduced by the Advisor		3,000
Total Gross Expenses before reductions		315,986
Expenses reduced and reimbursed by the Advisor		(1,985	)
TOTAL NET EXPENSES		314,001
NET INVESTMENT INCOME (LOSS)		242,469
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		1,582,954
Change in net unrealized appreciation/depreciation on investment securities		1,803,942
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,386,896
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,629,365

See accompanying notes to financial statements.

80 :: ProFund VP Europe 30 :: Financial Statements

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	242,469		$	163,002
Net realized gains (losses) on investments		1,582,954			249,041
Change in net unrealized appreciation/depreciation on investments		1,803,942			(2,367,248	)
Change in net assets resulting from operations		3,629,365			(1,955,205	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(163,002	)		(395,173	)
Change in net assets resulting from distributions		(163,002	)		(395,173	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		30,171,919			11,365,686
Distributions reinvested		163,002			395,173
Value of shares redeemed		(31,041,897	)		(14,207,043	)
Change in net assets resulting from capital transactions		(706,976	)		(2,446,184	)
Change in net assets		2,759,387			(4,796,562	)
NET ASSETS:
Beginning of period		14,729,486			19,526,048
End of period	$	17,488,873		$	14,729,486
SHARE TRANSACTIONS:
Issued		1,231,380			581,469
Reinvested		6,733			20,561
Redeemed		(1,265,056	)		(723,251	)
Change in shares		(26,943	)		(121,221	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Europe 30 :: 81

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	20.76		$	23.50		$	20.55		$	24.53		$	20.84
Investment Activities:
Net investment income (loss)(a)		0.32			0.22			0.45			0.48			0.50
Net realized and unrealized gains (losses) on investments		4.76			(2.43	)		3.15			(3.86	)		3.60
Total income (loss) from investment activities		5.08			(2.21	)		3.60			(3.38	)		4.10
Distributions to Shareholders From:
Net investment income		(0.22	)		(0.53	)		(0.65	)		(0.60	)		(0.41	)
Net Asset Value, End of Period	$	25.62		$	20.76		$	23.50		$	20.55		$	24.53
Total Return		24.53	%		(9.23	)%		17.79	%		(14.13	)%		19.71	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.77	%		1.79	%		1.75	%		1.74	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		1.30	%		1.10	%		1.97	%		1.99	%		2.14	%
Supplemental Data:
Net assets, end of period (000's)	$	17,489		$	14,729		$	19,526		$	18,331		$	32,199
Portfolio turnover rate(b)		138	%		63	%		85	%		228	%		181	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

82 :: ProFund VP Falling U.S. Dollar :: Management Discussion of Fund Performance

ProFund VP Falling U.S. Dollar (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the return of the basket of non-U.S. currencies included in the U.S. Dollar Index (the "Index"). The Index measures the performance of the U.S. dollar against a basket of six major world currencies (the "Benchmark"). For the year ended December 31, 2021, the Fund had a total return of -8.03%. For the same period, the Index had a price return of 6.37%¹ and a volatility of 5.05%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the daily return of the Benchmark. The currencies and their weightings are: Euro 57%; Japanese yen 14%; British pound 12%; Canadian dollar 9%; Swedish krona 4% and Swiss franc 4%. The Fund is designed to benefit from a decline in the value of the U.S. dollar against the value of the currencies included in the Benchmark. Accordingly, as the value of the U.S. dollar depreciates (i.e., "falls") versus the Benchmark, the performance of the Fund generally should be expected to increase. As the value of the U.S. dollar appreciates versus the Benchmark, the performance of the Fund generally should be expected to decline. The Fund does not normally provide investment returns that match the inverse of the Index.

During the year ended December 31, 2021, the Fund invested in forward currency contracts to gain exposure to the Benchmark. These derivatives generally tracked the performance of their underlying benchmark. The Fund entered into forward currency contracts with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Falling U.S. Dollar from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Falling U.S. Dollar		-8.03	%		-0.89	%		-3.66	%
U.S. Dollar Index		6.37	%		-1.31	%		1.78	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Falling U.S. Dollar		2.87	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Forward Currency Contracts		(101	)%
Total Exposure		(101	)%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Falling U.S. Dollar primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

U.S. Dollar Index – Composition

	% of Index
Euro		57	%
Japanese yen		14	%
British pound		12	%
Canadian dollar		9	%
Swedish krona		4	%
Swiss franc		4	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table DO NOT reflect the theoretical reinvestment of dividends nor the impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade. The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the Index calculations. It is not possible to invest directly into an index.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Falling U.S. Dollar :: 83

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (100.9%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $485,000	$	485,000	$	485,000
TOTAL REPURCHASE AGREEMENTS (Cost $485,000)				485,000
TOTAL INVESTMENT SECURITIES (Cost $485,000)—100.9%				485,000
Net other assets (liabilities)—(0.9)%				(4,216	)
NET ASSETS—100.0%			$	480,784

^(a) A portion of these securities were held in a segregated account for the benefit of forward currency contract counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $73,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

As of December 31, 2021, the ProFund VP Falling U.S. Dollar's forward currency contracts with Goldman Sachs International, were as follows:

Description and amount of currency purchased			Description and amount of currency sold			Delivery Date	Fair Value		Unrealized Appreciation/ (Depreciation)
Long:
British pound	$	33,771	U.S. dollar	$	45,076	1/14/22	$	45,700	$	624
Canadian dollar		45,612	U.S. dollar		35,811	1/14/22		36,063		252
Euro		183,279	U.S. dollar		208,282	1/14/22		208,704		422
Japanese yen		5,115,296	U.S. dollar		45,334	1/14/22		44,482		(852	)
Swedish krona		128,952	U.S. dollar		14,297	1/14/22		14,277		(20	)
Swiss franc		10,269	U.S. dollar		11,208	1/14/22		11,278		70
Total Long Contracts				$	360,008		$	360,504	$	496

As of December 31, 2021, the ProFund VP Falling U.S. Dollar's forward currency contracts with UBS AG, were as follows:

Description and amount of currency purchased			Description and amount of currency sold			Delivery Date	Fair Value		Unrealized Appreciation/ (Depreciation)
Short:
U.S. dollar	$	2,246	British pound	$	1,693	1/14/22	$	2,291	$	(45	)
U.S. dollar		2,003	Canadian dollar		2,571	1/14/22		2,033		(30	)
U.S. dollar		9,335	Euro		8,259	1/14/22		9,405		(70	)
U.S. dollar		2,079	Japanese yen		236,423	1/14/22		2,056		23
U.S. dollar		946	Swedish krona		8,575	1/14/22		949		(3	)
U.S. dollar		551	Swiss franc		509	1/14/22		559		(8	)
Total Short Contracts				$	17,160		$	17,293	$	(133	)
Long:
British pound	$	11,031	U.S. dollar	$	14,687	1/14/22	$	14,928	$	241
Canadian dollar		12,593	U.S. dollar		9,876	1/14/22		9,957		81
Euro		70,280	U.S. dollar		79,774	1/14/22		80,029		255
Japanese yen		2,575,429	U.S. dollar		22,800	1/14/22		22,396		(404	)
Swedish krona		62,170	U.S. dollar		6,867	1/14/22		6,884		17
Swiss franc		6,168	U.S. dollar		6,727	1/14/22		6,774		47
Total Long Contracts				$	140,731		$	140,968	$	237
				Total unrealized appreciation					$	2,032
				Total unrealized (depreciation)						(1,432	)
				Total net unrealized appreciation/(depreciation)					$	600

See accompanying notes to financial statements.

84 :: ProFund VP Falling U.S. Dollar :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	485,000
Repurchase agreements, at value		485,000
Total Investment Securities, at value		485,000
Cash		123
Segregated cash balances for swap agreements with custodian		345
Unrealized appreciation on forward foreign currency contracts		2,032
Prepaid expenses		7
TOTAL ASSETS		487,507
LIABILITIES:
Payable for capital shares redeemed		22
Unrealized depreciation on forward foreign currency contracts		1,432
Advisory fees payable		588
Management services fees payable		78
Administration fees payable		29
Administrative services fees payable		297
Distribution fees payable		319
Transfer agency fees payable		47
Fund accounting fees payable		16
Compliance services fees payable		3
Other accrued expenses		3,892
TOTAL LIABILITIES		6,723
NET ASSETS	$	480,784
NET ASSETS CONSIST OF:
Capital	$	823,746
Total distributable earnings (loss)		(342,962	)
NET ASSETS	$	480,784
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		29,043
Net Asset Value (offering and redemption price per share)	$	16.55

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	21
EXPENSES:
Advisory fees		6,295
Management services fees		839
Administration fees		648
Transfer agency fees		517
Administrative services fees		1,894
Distribution fees		2,098
Custody fees		4,670
Fund accounting fees		348
Trustee fees		13
Compliance services fees		4
Other fees		1,367
Total Gross Expenses before reductions		18,693
Expenses reduced and reimbursed by the Advisor		(4,592	)
TOTAL NET EXPENSES		14,101
NET INVESTMENT INCOME (LOSS)		(14,080	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on forward currency contracts		(52,276	)
Change in net unrealized appreciation/depreciation on forward currency contracts		(13,169	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(65,445	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(79,525	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Falling U.S. Dollar :: 85

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(14,080	)	$	(8,906	)
Net realized gains (losses) on investments		(52,276	)		31,832
Change in net unrealized appreciation/depreciation on investments		(13,169	)		10,007
Change in net assets resulting from operations		(79,525	)		32,933
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(15,895	)		(1,949	)
Change in net assets resulting from distributions		(15,895	)		(1,949	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		752,331			3,690,898
Distributions reinvested		15,895			1,949
Value of shares redeemed		(1,527,575	)		(3,003,417	)
Change in net assets resulting from capital transactions		(759,349	)		689,430
Change in net assets		(854,769	)		720,414
NET ASSETS:
Beginning of period		1,335,553			615,139
End of period	$	480,784		$	1,335,553
SHARE TRANSACTIONS:
Issued		42,420			209,103
Reinvested		899			108
Redeemed		(86,998	)		(171,434	)
Change in shares		(43,679	)		37,777

See accompanying notes to financial statements.

86 :: ProFund VP Falling U.S. Dollar :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	18.37		$	17.60		$	18.03		$	22.30		$	20.57
Investment Activities:
Net investment income (loss)(a)		(0.30	)		(0.25	)		0.08			0.01			(0.18	)
Net realized and unrealized gains (losses) on investments		(1.15	)		1.09			(0.50	)		(1.34	)		1.91
Total income (loss) from investment activities		(1.45	)		0.84			(0.42	)		(1.33	)		1.73
Distributions to Shareholders From:
Net investment income		—			(0.07	)		(0.01	)		—			—
Net realized gains on investments		(0.37	)		—			—			(2.94	)		—
Total distributions		(0.37	)		(0.07	)		(0.01	)		(2.94	)		—
Net Asset Value, End of Period	$	16.55		$	18.37		$	17.60		$	18.03		$	22.30
Total Return		(8.03	)%		4.80	%		(2.34	)%		(6.31	)%		8.46	%
Ratios to Average Net Assets:
Gross expenses		2.23	%		3.18	%		5.49	%		4.51	%		3.09	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.68	)%		(1.44	)%		0.44	%		0.03	%		(0.84	)%
Supplemental Data:
Net assets, end of period (000's)	$	481		$	1,336		$	615		$	677		$	693
Portfolio turnover rate(b)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Financials :: 87

ProFund VP Financials (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Financials^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 30.10%. For the same period, the Index had a return of 32.32%¹ and a volatility of 16.00%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the financial services sector of the U.S. equity market. Component companies include, among others, regional banks; major U.S. domiciled international banks; full line, life, and property and casualty insurance companies; companies that invest, directly or indirectly in real estate; diversified financial companies such as Fannie Mae, credit card issuers, check cashing companies, mortgage lenders and investment advisers; securities brokers and dealers including investment banks, merchant banks and online brokers; and publicly traded stock exchanges.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Financials from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Financials		30.10	%		12.00	%		14.05	%
Dow Jones U.S. FinancialsSM Index		32.32	%		13.77	%		15.89	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Financials		1.74	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Swap Agreements		1	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Berkshire Hathaway, Inc.		7.4	%
JPMorgan Chase & Co.		6.4	%
Visa, Inc.		4.9	%
Bank of America Corp.		4.4	%
Mastercard, Inc.		4.2	%

Dow Jones U.S. Financials^SM Index – Composition

	% of Index
Diversified Financials		34	%
Banks		24	%
Real Estate		21	%
Insurance		12	%
Software & Services		9	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

88 :: ProFund VP Financials :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (98.8%)

	Shares		Value
Affiliated Managers Group, Inc. (Capital Markets)		231	$	38,002
Aflac, Inc. (Insurance)		3,453		201,621
AGNC Investment Corp. (Mortgage Real Estate Investment Trusts)		2,978		44,789
Alexandria Real Estate Equities, Inc. (Equity Real Estate Investment Trusts)		800		178,368
Alleghany Corp.* (Insurance)		78		52,072
Ally Financial, Inc. (Consumer Finance)		1,966		93,601
American Campus Communities, Inc. (Equity Real Estate Investment Trusts)		790		45,259
American Express Co. (Consumer Finance)		3,560		582,417
American Financial Group, Inc. (Insurance)		375		51,495
American Homes 4 Rent – Class A (Equity Real Estate Investment Trusts)		1,610		70,212
American International Group, Inc. (Insurance)		4,711		267,867
American Tower Corp. (Equity Real Estate Investment Trusts)		2,584		755,820
Americold Realty Trust (Equity Real Estate Investment Trusts)		1,514		49,644
Ameriprise Financial, Inc. (Capital Markets)		635		191,554
Annaly Capital Management, Inc. (Mortgage Real Estate Investment Trusts)		8,232		64,375
Aon PLC (Insurance)		1,251		376,001
Apartment Income REIT Corp. (Equity Real Estate Investment Trusts)		891		48,711
Apollo Global Management, Inc. (Capital Markets)		2,094		151,668
Arch Capital Group, Ltd.* (Insurance)		2,191		97,390
Ares Management Corp. — Class A (Capital Markets)		951		77,288
Arthur J. Gallagher & Co. (Insurance)		1,176		199,532
Assurant, Inc. (Insurance)		323		50,343
AvalonBay Communities, Inc. (Equity Real Estate Investment Trusts)		793		200,304
Axis Capital Holdings, Ltd. (Insurance)		438		23,858
Bank of America Corp. (Banks)		40,878		1,818,661
Bank OZK (Banks)		686		31,920
Berkshire Hathaway, Inc.* — Class B (Diversified Financial Services)		10,391		3,106,910
BlackRock, Inc. — Class A (Capital Markets)		810		741,604
Blackstone Group, Inc. — Class A (Capital Markets)		3,900		504,621
Blackstone Mortgage Trust, Inc. — Class A (Mortgage Real Estate Investment Trusts)		948		29,028
Blue Owl Capital, Inc. (Financial Services)		1,888		28,150
BOK Financial Corp. (Banks)		171		18,039
Boston Properties, Inc. (Equity Real Estate Investment Trusts)		807		92,950
Brighthouse Financial, Inc.* (Insurance)		453		23,465
Brixmor Property Group, Inc. (Equity Real Estate Investment Trusts)		1,685		42,816
Brown & Brown, Inc. (Insurance)		1,331		93,543
Camden Property Trust (Equity Real Estate Investment Trusts)		580		103,634
Capital One Financial Corp. (Consumer Finance)		2,415		350,393
Cboe Global Markets, Inc. (Capital Markets)		605		78,892
CBRE Group, Inc.* — Class A (Real Estate Management & Development)		1,899		206,061
Chubb, Ltd. (Insurance)		2,444		472,450
Cincinnati Financial Corp. (Insurance)		850		96,841
Citigroup, Inc. (Banks)		11,259		679,930
Citizens Financial Group, Inc. (Banks)		2,418		114,251
CME Group, Inc. (Capital Markets)		2,039		465,830
CNA Financial Corp. (Insurance)		154		6,788
Coinbase Global, Inc.* — Class A (Capital Markets)		167		42,146
Comerica, Inc. (Banks)		744		64,728
Commerce Bancshares, Inc. (Banks)		630		43,306
Compass, Inc.* — Class A (Real Estate Management & Development)		161		1,463
Corporate Office Properties Trust (Equity Real Estate Investment Trusts)		637		17,817
CoStar Group, Inc.* (Professional Services)		2,241		177,106
Cousins Properties, Inc. (Equity Real Estate Investment Trusts)		844		33,996
Credit Acceptance Corp.* (Consumer Finance)		47		32,321
Crown Castle International Corp. (Equity Real Estate Investment Trusts)		2,452		511,830
CubeSmart (Equity Real Estate Investment Trusts)		1,230		69,999
Cullen/Frost Bankers, Inc. (Banks)		322		40,595
CyrusOne, Inc. (Equity Real Estate Investment Trusts)		720		64,598
Digital Realty Trust, Inc. (Equity Real Estate Investment Trusts)		1,610		284,761
Discover Financial Services (Consumer Finance)		1,663		192,176
Douglas Emmett, Inc. (Equity Real Estate Investment Trusts)		996		33,366
Duke Realty Corp. (Equity Real Estate Investment Trusts)		2,161		141,848
East West Bancorp, Inc. (Banks)		805		63,337
EastGroup Properties, Inc. (Equity Real Estate Investment Trusts)		231		52,633
Enstar Group, Ltd.* (Insurance)		70		17,331
Equinix, Inc. (Equity Real Estate Investment Trusts)		511		432,224
Equitable Holdings, Inc. (Diversified Financial Services)		2,136		70,039
Equity Commonwealth* (Equity Real Estate Investment Trusts)		686		17,767
Equity LifeStyle Properties, Inc. (Equity Real Estate Investment Trusts)		970		85,030
Equity Residential (Equity Real Estate Investment Trusts)		1,937		175,299
Erie Indemnity Co. — Class A (Insurance)		142		27,358
Essent Group, Ltd. (Thrifts & Mortgage Finance)		627		28,547
Essex Property Trust, Inc. (Equity Real Estate Investment Trusts)		369		129,973
Everest Re Group, Ltd. (Insurance)		223		61,084

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Financials :: 89

Common Stocks, continued

	Shares		Value
Extra Space Storage, Inc. (Equity Real Estate Investment Trusts)		760	$	172,315
F.N.B. Corp. (Banks)		1,810		21,955
FactSet Research Systems, Inc. (Capital Markets)		214		104,006
Federal Realty Investment Trust (Equity Real Estate Investment Trusts)		397		54,119
Federated Hermes, Inc. — Class B (Capital Markets)		549		20,631
Fifth Third Bancorp (Banks)		3,880		168,974
First American Financial Corp. (Insurance)		623		48,737
First Citizens BancShares, Inc. — Class A (Banks)		40		33,194
First Financial Bankshares, Inc. (Banks)		728		37,012
First Horizon Corp. (Banks)		3,068		50,107
First Industrial Realty Trust, Inc. (Equity Real Estate Investment Trusts)		739		48,922
First Republic Bank (Banks)		1,017		210,021
FirstCash Holdings, Inc. (Consumer Finance)		229		17,131
FNF Group (Insurance)		1,614		84,219
Franklin Resources, Inc. (Capital Markets)		1,595		53,417
Gaming & Leisure Properties, Inc. (Equity Real Estate Investment Trusts)		1,286		62,577
Glacier Bancorp, Inc. (Banks)		615		34,871
Globe Life, Inc. (Insurance)		527		49,390
Hartford Financial Services Group, Inc. (Insurance)		1,931		133,316
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		837		26,483
Healthcare Trust of America, Inc. — Class A (Equity Real Estate Investment Trusts)		1,253		41,838
Healthpeak Properties, Inc. (Equity Real Estate Investment Trusts)		3,059		110,399
Highwoods Properties, Inc. (Equity Real Estate Investment Trusts)		593		26,442
Home BancShares, Inc. (Banks)		855		20,819
Host Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		4,051		70,447
Houlihan Lokey, Inc. (Capital Markets)		289		29,917
Hudson Pacific Properties, Inc. (Equity Real Estate Investment Trusts)		865		21,374
Huntington Bancshares, Inc. (Banks)		8,207		126,552
Interactive Brokers Group, Inc. (Capital Markets)		496		39,392
Intercontinental Exchange, Inc. (Capital Markets)		3,197		437,254
Invesco, Ltd. (Capital Markets)		1,936		44,567
Invitation Homes, Inc. (Equity Real Estate Investment Trusts)		3,386		153,521
Iron Mountain, Inc. (Equity Real Estate Investment Trusts)		1,643		85,978
Jackson Financial, Inc. — Class A (Diversified Financial Services)		528		22,086
Janus Henderson Group PLC (Capital Markets)		968		40,598
JBG Smith Properties (Equity Real Estate Investment Trusts)		648		18,604
Jefferies Financial Group, Inc. (Diversified Financial Services)		1,115		43,262
Jones Lang LaSalle, Inc.* (Real Estate Management & Development)		286		77,032
JPMorgan Chase & Co. (Banks)		16,778		2,656,795
Kemper Corp. (Insurance)		339		19,930
KeyCorp (Banks)		5,283		122,196
Kilroy Realty Corp. (Equity Real Estate Investment Trusts)		595		39,544
Kimco Realty Corp. (Equity Real Estate Investment Trusts)		3,498		86,226
KKR & Co., Inc. (Capital Markets)		3,319		247,266
Lamar Advertising Co. — Class A (Equity Real Estate Investment Trusts)		493		59,801
Lazard, Ltd. — Class A (Capital Markets)		640		27,923
Lexington Realty Trust (Equity Real Estate Investment Trusts)		1,605		25,070
Life Storage, Inc. (Equity Real Estate Investment Trusts)		465		71,229
Lincoln National Corp. (Insurance)		964		65,803
Loews Corp. (Insurance)		1,137		65,673
LPL Financial Holdings, Inc. (Capital Markets)		455		72,841
M&T Bank Corp. (Banks)		730		112,113
Markel Corp.* (Insurance)		78		96,252
MarketAxess Holdings, Inc. (Capital Markets)		216		88,834
Marsh & McLennan Cos., Inc. (Insurance)		2,865		497,993
Mastercard, Inc. — Class A (IT Services)		4,922		1,768,573
Medical Properties Trust, Inc. (Equity Real Estate Investment Trusts)		3,383		79,940
Mercury General Corp. (Insurance)		151		8,012
MetLife, Inc. (Insurance)		4,057		253,522
MGIC Investment Corp. (Thrifts & Mortgage Finance)		1,847		26,634
Mid-America Apartment Communities, Inc. (Equity Real Estate Investment Trusts)		653		149,824
Moody's Corp. (Capital Markets)		918		358,552
Morgan Stanley (Capital Markets)		8,146		799,610
Morningstar, Inc. (Capital Markets)		134		45,827
MSCI, Inc. — Class A (Capital Markets)		468		286,739
Nasdaq, Inc. (Capital Markets)		664		139,447
National Health Investors, Inc. (Equity Real Estate Investment Trusts)		260		14,942
National Retail Properties, Inc. (Equity Real Estate Investment Trusts)		996		47,878
National Storage Affiliates Trust (Equity Real Estate Investment Trusts)		465		32,178
New Residential Investment Corp. (Mortgage Real Estate Investment Trusts)		2,647		28,349
New York Community Bancorp, Inc. (Thrifts & Mortgage Finance)		2,639		32,223
Northern Trust Corp. (Capital Markets)		1,178		140,901
Old Republic International Corp. (Insurance)		1,620		39,820
Omega Healthcare Investors, Inc. (Equity Real Estate Investment Trusts)		1,356		40,124
Onemain Holdings, Inc. (Consumer Finance)		634		31,725
Opendoor Technologies, Inc.* (Real Estate Management & Development)		2,190		31,996
Orion Office REIT, Inc.* (Equity Real Estate Investment Trusts)		307		5,732
People's United Financial, Inc. (Banks)		2,429		43,285
Physicians Realty Trust (Equity Real Estate Investment Trusts)		1,250		23,538
Pinnacle Financial Partners, Inc. (Banks)		432		41,256
Popular, Inc. (Banks)		453		37,164
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		381		22,944

See accompanying notes to financial statements.

90 :: ProFund VP Financials :: Financial Statements

Common Stocks, continued

	Shares		Value
Primerica, Inc. (Insurance)		224	$	34,332
Principal Financial Group, Inc. (Insurance)		1,399		101,190
PROG Holdings, Inc.* (Consumer Finance)		322		14,525
Prologis, Inc. (Equity Real Estate Investment Trusts)		4,195		706,270
Prosperity Bancshares, Inc. (Banks)		523		37,813
Prudential Financial, Inc. (Insurance)		2,146		232,283
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		114		20,995
Public Storage (Equity Real Estate Investment Trusts)		866		324,369
Radian Group, Inc. (Thrifts & Mortgage Finance)		1,018		21,510
Raymond James Financial, Inc. (Capital Markets)		1,051		105,520
Rayonier, Inc. (Equity Real Estate Investment Trusts)		812		32,772
Realty Income Corp. (Equity Real Estate Investment Trusts)		3,210		229,804
Redfin Corp.* (Real Estate Management & Development)		598		22,957
Regency Centers Corp. (Equity Real Estate Investment Trusts)		875		65,931
Regions Financial Corp. (Banks)		5,411		117,960
Reinsurance Group of America, Inc. (Insurance)		384		42,044
RenaissanceRe Holdings, Ltd. (Insurance)		261		44,195
Rexford Industrial Realty, Inc. (Equity Real Estate Investment Trusts)		860		69,755
RLI Corp. (Insurance)		226		25,335
Robinhood Markets, Inc.* — Class A (Capital Markets)		331		5,879
Rocket Cos., Inc. — Class A (Thrifts & Mortgage Finance)		767		10,738
Ryan Specialty Group Holdings, Inc.* — Class A (Insurance)		331		13,356
S&P Global, Inc. (Capital Markets)		1,367		645,128
Sabra Health Care REIT, Inc. (Equity Real Estate Investment Trusts)		1,298		17,575
SBA Communications Corp. (Equity Real Estate Investment Trusts)		617		240,025
SEI Investments Co. (Capital Markets)		601		36,625
Selective Insurance Group, Inc. (Insurance)		341		27,942
Signature Bank (Banks)		344		111,274
Simon Property Group, Inc. (Equity Real Estate Investment Trusts)		1,865		297,971
SL Green Realty Corp. (Equity Real Estate Investment Trusts)		379		27,174
SLM Corp. (Consumer Finance)		1,663		32,711
SoFi Technologies, Inc.* (Consumer Finance)		3,663		57,912
Spirit Realty Capital, Inc. (Equity Real Estate Investment Trusts)		700		33,733
STAG Industrial, Inc. (Equity Real Estate Investment Trusts)		993		47,624
Starwood Property Trust, Inc. (Mortgage Real Estate Investment Trusts)		1,728		41,990
State Street Corp. (Capital Markets)		2,075		192,975
Stifel Financial Corp. (Capital Markets)		591		41,618
STORE Capital Corp. (Equity Real Estate Investment Trusts)		1,392		47,885
Sun Communities, Inc. (Equity Real Estate Investment Trusts)		658		138,160
SVB Financial Group* (Banks)		333		225,854
Synchrony Financial (Consumer Finance)		3,106		144,087
Synovus Financial Corp. (Banks)		826		39,541
T. Rowe Price Group, Inc. (Capital Markets)		1,275		250,716
TFS Financial Corp. (Thrifts & Mortgage Finance)		271		4,843
The Allstate Corp. (Insurance)		1,627		191,417
The Bank of New York Mellon Corp. (Capital Markets)		4,311		250,383
The Carlyle Group, Inc. (Capital Markets)		789		43,316
The Charles Schwab Corp. (Capital Markets)		8,530		717,373
The Goldman Sachs Group, Inc. (Capital Markets)		1,926		736,791
The Hanover Insurance Group, Inc. (Insurance)		202		26,474
The Howard Hughes Corp.* (Real Estate Management & Development)		235		23,918
The PNC Financial Services Group, Inc. (Banks)		2,398		480,847
The Progressive Corp. (Insurance)		3,320		340,798
The Travelers Cos., Inc. (Insurance)		1,396		218,376
Tradeweb Markets, Inc. — Class A (Capital Markets)		597		59,784
Truist Financial Corp. (Banks)		7,574		443,458
U.S. Bancorp (Banks)		7,656		430,038
UDR, Inc. (Equity Real Estate Investment Trusts)		1,649		98,924
UMB Financial Corp. (Banks)		244		25,891
Umpqua Holdings Corp. (Banks)		1,229		23,646
United Bankshares, Inc. (Banks)		774		28,081
Unum Group (Insurance)		1,160		28,501
Upstart Holdings, Inc.* (Consumer Finance)		279		42,213
UWM Holdings Corp. (Thrifts & Mortgage Finance)		495		2,930
Valley National Bancorp (Banks)		2,309		31,749
Ventas, Inc. (Equity Real Estate Investment Trusts)		2,265		115,787
VICI Properties, Inc. (Equity Real Estate Investment Trusts)		3,569		107,463
Virtu Financial, Inc. — Class A (Capital Markets)		484		13,954
Visa, Inc. — Class A (IT Services)		9,516		2,062,212
Vornado Realty Trust (Equity Real Estate Investment Trusts)		903		37,800
Voya Financial, Inc. (Diversified Financial Services)		630		41,775
W.R. Berkley Corp. (Insurance)		792		65,253
Webster Financial Corp. (Banks)		514		28,702
Wells Fargo & Co. (Banks)		22,623		1,085,451
Welltower, Inc. (Equity Real Estate Investment Trusts)		2,470		211,852
Western Alliance Bancorp (Banks)		591		63,621
Weyerhaeuser Co. (Equity Real Estate Investment Trusts)		4,250		175,015
White Mountains Insurance Group, Ltd. (Insurance)		17		17,236
Willis Towers Watson PLC (Insurance)		707		167,905
Wintrust Financial Corp. (Banks)		323		29,335
WP Carey, Inc. (Equity Real Estate Investment Trusts)		1,057		86,727

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Financials :: 91

Common Stocks, continued

	Shares		Value
Zillow Group, Inc.* — Class A (Interactive Media & Services)		209	$	13,004
Zillow Group, Inc.* — Class C (Interactive Media & Services)		966		61,679
Zions Bancorp (Banks)		888		56,086
TOTAL COMMON STOCKS (Cost $13,790,553)				41,328,010

Repurchase Agreements^(a) (1.1%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $451,000	$	451,000	$	451,000
TOTAL REPURCHASE AGREEMENTS (Cost $451,000)				451,000
TOTAL INVESTMENT SECURITIES (Cost $14,241,553) — 99.9%				41,779,010
Net other assets (liabilities) — 0.1%				21,584
NET ASSETS — 100.0%			$	41,800,594

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Financials Index	Goldman Sachs International	1/24/22		0.68	%	$	523,517	$	5,305

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Financials invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Banks	$	9,850,428		23.5	%
Capital Markets		8,369,389		19.9	%
Consumer Finance		1,591,212		3.8	%
Diversified Financial Services		3,284,072		7.9	%
Equity Real Estate Investment Trusts		8,364,459		20.0	%
Financial Services		28,150		0.1	%
Insurance		5,058,343		12.1	%
Interactive Media & Services		74,683		0.2	%
IT Services		3,830,785		9.2	%
Mortgage Real Estate Investment Trusts		208,531		0.5	%
Professional Services		177,106		0.4	%
Real Estate Management & Development		363,427		0.9	%
Thrifts & Mortgage Finance		127,425		0.3	%
Other**		472,584		1.2	%
Total	$	41,800,594		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

92 :: ProFund VP Financials :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	14,241,553
Securities, at value		41,328,010
Repurchase agreements, at value		451,000
Total Investment Securities, at value		41,779,010
Cash		2,594
Dividends receivable		52,891
Unrealized appreciation on swap agreements		5,305
Receivable for capital shares issued		198,454
Receivable for investments sold		61,740
Prepaid expenses		557
TOTAL ASSETS		42,100,551
LIABILITIES:
Payable for capital shares redeemed		129,204
Payable for investments purchased		61,500
Advisory fees payable		37,785
Management services fees payable		5,038
Administration fees payable		2,486
Administrative services fees payable		18,245
Distribution fees payable		20,446
Transfer agency fees payable		4,095
Fund accounting fees payable		1,442
Compliance services fees payable		180
Other accrued expenses		19,536
TOTAL LIABILITIES		299,957
NET ASSETS	$	41,800,594
NET ASSETS CONSIST OF:
Capital	$	20,961,982
Total distributable earnings (loss)		20,838,612
NET ASSETS	$	41,800,594
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		829,047
Net Asset Value (offering and redemption price per share)	$	50.42

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	675,366
Interest		6
Net income from securities lending		271
TOTAL INVESTMENT INCOME		675,643
EXPENSES:
Advisory fees		289,962
Management services fees		38,661
Administration fees		28,100
Transfer agency fees		23,307
Administrative services fees		99,389
Distribution fees		96,654
Custody fees		5,787
Fund accounting fees		16,426
Trustee fees		597
Compliance services fees		288
Other fees		39,248
Recoupment of prior expenses reduced by the Advisor		13,000
Total Gross Expenses before reductions		651,419
Expenses reduced and reimbursed by the Advisor		(1,906	)
TOTAL NET EXPENSES		649,513
NET INVESTMENT INCOME (LOSS)		26,130
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		137,631
Net realized gains (losses) on swap agreements		144,777
Change in net unrealized appreciation/depreciation on investment securities		8,859,021
Change in net unrealized appreciation/depreciation on swap agreements		(6,449	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		9,134,980
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	9,161,110

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Financials :: 93

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	26,130		$	150,451
Net realized gains (losses) on investments		282,408			4,169,153
Change in net unrealized appreciation/depreciation on investments		8,852,572			(6,420,744	)
Change in net assets resulting from operations		9,161,110			(2,101,140	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(2,699,374	)		(2,129,838	)
Change in net assets resulting from distributions		(2,699,374	)		(2,129,838	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		36,493,693			45,167,242
Distributions reinvested		2,699,374			2,129,838
Value of shares redeemed		(31,088,356	)		(52,579,134	)
Change in net assets resulting from capital transactions		8,104,711			(5,282,054	)
Change in net assets		14,566,447			(9,513,032	)
NET ASSETS:
Beginning of period		27,234,147			36,747,179
End of period	$	41,800,594		$	27,234,147
SHARE TRANSACTIONS:
Issued		777,951			1,192,582
Reinvested		58,823			56,978
Redeemed		(662,224	)		(1,392,931	)
Change in shares		174,550			(143,371	)

See accompanying notes to financial statements.

94 :: ProFund VP Financials :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	41.61		$	46.06		$	37.39		$	41.89		$	35.57
Investment Activities:
Net investment income (loss)(a)		0.03			0.23			0.21			0.19			0.13
Net realized and unrealized gains (losses) on investments		12.16			(1.41	)		10.83			(4.53	)		6.32
Total income (loss) from investment activities		12.19			(1.18	)		11.04			(4.34	)		6.45
Distributions to Shareholders From:
Net investment income		(0.17	)		(0.28	)		(0.23	)		(0.16	)		(0.13	)
Net realized gains on investments		(3.21	)		(2.99	)		(2.14	)		—			—
Total distributions		(3.38	)		(3.27	)		(2.37	)		(0.16	)		(0.13	)
Net Asset Value, End of Period	$	50.42		$	41.61		$	46.06		$	37.39		$	41.89
Total Return		30.10	%		(1.77	)%		30.27	%		(10.43	)%(b)		18.19	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.74	%		1.71	%		1.70	%		1.68	%
Net expenses		1.68	%		1.68	%		1.71	%(c)		1.63	%(b)		1.68	%
Net investment income (loss)		0.07	%		0.58	%		0.50	%		0.45	%(b)		0.35	%
Supplemental Data:
Net assets, end of period (000’s)	$	41,801		$	27,234		$	36,747		$	29,825		$	51,452
Portfolio turnover rate(d)		31	%		145	%		52	%		27	%		64	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.67% and 0.41%, respectively, and the total return would have been (10.48)%.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Government Money Market :: 95

ProFund VP Government Money Market (the "Fund") seeks, as its investment objective, a high level of current income consistent with liquidity and preservation of capital. For the year ended December 31, 2021, the Fund returned 0.01%. The Fund's seven-day yield, as of December 31, 2021, was 0.01%¹.

An investment in this ProFund VP is neither guaranteed nor insured by the Federal Deposit Insurance Corporation or any other government agency. Although the ProFund VP strives to maintain the value of your investment at $1.00 per share, it is possible to lose money by investing in this ProFund VP.

Allocation of Portfolio Holdings

Market Exposure

Investment Type	% of Net Assets
U.S. Treasury Obligations		22	%
Repurchase Agreements		83	%
Total Exposure		105	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The seven-day yield quotation more closely reflects the current earnings of the government money market fund than the total return quotation.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

96 :: ProFund VP Government Money Market :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

U.S. Treasury Obligations (21.6%)

	Principal Amount		Value
U.S. Treasury Bills
0.03%+, 1/27/22	$	5,000,000	$	4,999,879
0.08%+, 8/11/22		5,000,000		4,997,610
TOTAL U.S. TREASURY OBLIGATIONS (Cost $9,997,489)				9,997,489
Repurchase Agreements(a) (82.7%)
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $38,332,000		38,332,000		38,332,000
TOTAL REPURCHASE AGREEMENTS (Cost $38,332,000)				38,332,000
TOTAL INVESTMENT SECURITIES (Cost $48,329,489)—104.3%				48,329,489
Net other assets (liabilities)—(4.3)%				(1,979,739	)
NET ASSETS—100.0%			$	46,349,750

⁺ Reflects the effective yield or interest rate in effect at December 31, 2021.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Government Money Market :: 97

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	48,329,489
Securities, at value		9,997,489
Repurchase agreements, at value		38,332,000
Total Investment Securities, at value		48,329,489
Cash		484
Receivable for capital shares issued		396,889
Prepaid expenses		263
TOTAL ASSETS		48,727,125
LIABILITIES:
Payable for capital shares redeemed		2,353,926
Administration fees payable		1,374
Transfer agency fees payable		4,348
Fund accounting fees payable		1,574
Compliance services fees payable		206
Other accrued expenses		15,947
TOTAL LIABILITIES		2,377,375
NET ASSETS	$	46,349,750
NET ASSETS CONSIST OF:
Capital	$	46,385,987
Total distributable earnings (loss)		(36,237	)
NET ASSETS	$	46,349,750
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		46,385,987
Net Asset Value (offering and redemption price per share)	$	1.00

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	6,123
EXPENSES:
Advisory fees		331,197
Management services fees		44,159
Administration fees		17,174
Transfer agency fees		27,094
Custody fees		6,708
Fund accounting fees		18,498
Trustee fees		764
Compliance services fees		274
Other fees		28,801
Total Gross Expenses before reductions		474,669
Expenses reduced and reimbursed by the Advisor		(474,108	)
TOTAL NET EXPENSES		561
NET INVESTMENT INCOME		5,562
REALIZED GAINS ON INVESTMENTS:
Gain received from non-recurring class action settlement		17,958
NET REALIZED GAINS ON INVESTMENTS		17,958
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	23,520

See accompanying notes to financial statements.

98 :: ProFund VP Government Money Market :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income	$	5,562		$	55,902
Net realized gains on investments		17,958			5,797
Change in net assets resulting from operations		23,520			61,699
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(5,562	)		(55,902	)
Change in net assets resulting from distributions		(5,562	)		(55,902	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		177,647,763			767,736,315
Distributions reinvested		5,562			55,902
Value of shares redeemed		(179,396,339	)		(865,437,747	)
Change in net assets resulting from capital transactions		(1,743,014	)		(97,645,530	)
Change in net assets		(1,725,056	)		(97,639,733	)
NET ASSETS:
Beginning of period		48,074,806			145,714,539
End of period	$	46,349,750		$	48,074,806
SHARE TRANSACTIONS:
Issued		177,647,763			767,736,315
Reinvested		5,562			55,902
Redeemed		(179,396,339	)		(865,437,747	)
Change in shares		(1,743,014	)		(97,645,530	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Government Money Market :: 99

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	1.000		$	1.000		$	1.000		$	1.000		$	1.000
Investment Activities:
Net investment income (loss)(a)		—	(b)		0.001			0.008			—	(b)		—	(b)
Net realized gains (losses) on investments		—	(b)		—	(b)		—	(b)		—	(b)		—	(b)
Total income (loss) from investment activities		—	(b)		0.001			0.008			—	(b)		—	(b)
Distributions to Shareholders From:
Net investment income		—	(b)		(0.001	)		(0.008	)		—	(b)		—	(b)
Net Asset Value, End of Period	$	1.000		$	1.000		$	1.000		$	1.000		$	1.000
Total Return		0.01	%		0.04	%		0.77	%		0.42	%		0.02	%
Ratios to Average Net Assets:
Gross expenses		1.07	%		1.16	%		1.35	%		1.46	%		1.14	%
Net expenses		—	(c)(d)		0.52	%(d)		1.35	%		1.37	%(e)		0.83	%(d)
Net investment income (loss)		0.01	%		0.05	%		0.78	%		0.41	%		0.01	%
Supplemental Data:
Net assets, end of period (000's)	$	46,350		$	48,075		$	145,715		$	193,519		$	188,217

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Amount is less than $0.0005.

^(c) Amount is less than 0.005%.

^(d) The expense ratio for the period reflects the reduction of certain expenses to maintain a certain minimum net yield.

^(e) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for the one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

See accompanying notes to financial statements.

100 :: ProFund VP Health Care :: Management Discussion of Fund Performance

ProFund VP Health Care (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Health Care^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 21.54%. For the same period, the Index had a return of 23.62%¹ and a volatility of 11.93%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the healthcare sector of the U.S. equity market. Component companies include, among others, health care providers, biotechnology companies, medical supplies, advanced medical devices, and pharmaceuticals.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Health Care from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Health Care		21.54	%		15.96	%		15.67	%
Dow Jones U.S. Health CareSM Index		23.62	%		17.80	%		17.52	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Health Care		1.73	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		97	%
Swap Agreements		4	%
Total Exposure		101	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
UnitedHealth Group, Inc.		7.8	%
Johnson & Johnson		7.4	%
Pfizer, Inc.		5.5	%
Thermo Fisher Scientific, Inc.		4.3	%
Abbott Laboratories		4.1	%

Dow Jones U.S. Health Care^SM Index – Composition

	% of Index
Pharmaceuticals		27	%
Health Care Equipment & Supplies		22	%
Health Care Providers & Services		20	%
Biotechnology		16	%
Life Sciences Tools & Services		15	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Health Care :: 101

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (96.7%)

	Shares		Value
10X Genomics, Inc.* — Class A (Life Sciences Tools & Services)		841	$	125,275
1Life Healthcare, Inc.* (Health Care Providers & Services)		1,560		27,409
Abbott Laboratories (Health Care Equipment & Supplies)		16,240		2,285,619
AbbVie, Inc. (Biotechnology)		16,236		2,198,353
ABIOMED, Inc.* (Health Care Equipment & Supplies)		418		150,133
Acadia Healthcare Co., Inc.* (Health Care Providers & Services)		826		50,138
ACADIA Pharmaceuticals, Inc.* (Biotechnology)		1,078		25,161
Agilent Technologies, Inc. (Life Sciences Tools & Services)		2,780		443,827
agilon health, Inc.* (Health Care Providers & Services)		434		11,718
Agios Pharmaceuticals, Inc.* (Biotechnology)		499		16,402
Align Technology, Inc.* (Health Care Equipment & Supplies)		674		442,939
Alkermes PLC* (Biotechnology)		1,485		34,541
Allogene Therapeutics, Inc.* (Biotechnology)		681		10,161
Alnylam Pharmaceuticals, Inc.* (Biotechnology)		1,098		186,199
Amedisys, Inc.* (Health Care Providers & Services)		299		48,402
American Well Corp.* — Class A (Health Care Technology)		1,797		10,854
Amgen, Inc. (Biotechnology)		5,173		1,163,770
Anthem, Inc. (Health Care Providers & Services)		2,229		1,033,230
Arrowhead Pharmaceuticals, Inc.* (Biotechnology)		958		63,515
Avantor, Inc.* (Life Sciences Tools & Services)		5,597		235,858
Baxter International, Inc. (Health Care Equipment & Supplies)		4,598		394,692
Beam Therapeutics, Inc.* (Biotechnology)		413		32,912
Becton, Dickinson & Co. (Health Care Equipment & Supplies)		2,638		663,404
Berkeley Lights, Inc.* (Life Sciences Tools & Services)		384		6,981
Biogen, Inc.* (Biotechnology)		1,349		323,652
Biohaven Pharmaceutical Holding Co., Ltd.* (Biotechnology)		535		73,728
BioMarin Pharmaceutical, Inc.* (Biotechnology)		1,686		148,958
Bio-Rad Laboratories, Inc.* — Class A (Life Sciences Tools & Services)		198		149,603
Bio-Techne Corp. (Life Sciences Tools & Services)		361		186,760
Blueprint Medicines Corp.* (Biotechnology)		540		57,839
Boston Scientific Corp.* (Health Care Equipment & Supplies)		13,087		555,936
Bridgebio Pharma, Inc.* (Biotechnology)		987		16,463
Bristol-Myers Squibb Co. (Pharmaceuticals)		20,386		1,271,067
Bruker Corp. (Life Sciences Tools & Services)		933		78,288
Catalent, Inc.* (Pharmaceuticals)		1,572		201,263
Centene Corp.* (Health Care Providers & Services)		5,359		441,582
Charles River Laboratories International, Inc.* (Life Sciences Tools & Services)		463		174,449
Chemed Corp. (Health Care Providers & Services)		141		74,595
Cigna Corp. (Health Care Providers & Services)		3,044		698,994
Covetrus, Inc.* (Health Care Providers & Services)		949		18,952
CVS Health Corp. (Health Care Providers & Services)		12,124		1,250,711
Danaher Corp. (Health Care Equipment & Supplies)		5,841		1,921,747
DaVita, Inc.* (Health Care Providers & Services)		599		68,142
Denali Therapeutics, Inc.* (Biotechnology)		852		37,999
DENTSPLY SIRONA, Inc. (Health Care Equipment & Supplies)		2,008		112,026
DexCom, Inc.* (Health Care Equipment & Supplies)		890		477,886
Doximity, Inc.* — Class A (Health Care Technology)		447		22,408
Edwards Lifesciences Corp.* (Health Care Equipment & Supplies)		5,734		742,840
Elanco Animal Health, Inc.* (Pharmaceuticals)		4,345		123,311
Eli Lilly & Co. (Pharmaceuticals)		7,292		2,014,197
Emergent BioSolutions, Inc.* (Biotechnology)		440		19,127
Encompass Health Corp. (Health Care Providers & Services)		914		59,648
Envista Holdings Corp.* (Health Care Equipment & Supplies)		1,482		66,779
Exact Sciences Corp.* (Biotechnology)		1,583		123,205
Exelixis, Inc.* (Biotechnology)		2,906		53,122
Fate Therapeutics, Inc.* (Biotechnology)		746		43,648
Gilead Sciences, Inc. (Biotechnology)		11,520		836,467
Globus Medical, Inc.* — Class A (Health Care Equipment & Supplies)		726		52,417
GoodRx Holdings, Inc.* — Class A (Health Care Technology)		589		19,249
Guardant Health, Inc.* (Health Care Providers & Services)		934		93,419
Haemonetics Corp.* (Health Care Equipment & Supplies)		469		24,876
Halozyme Therapeutics, Inc.* (Biotechnology)		1,293		51,992
HCA Healthcare, Inc. (Health Care Providers & Services)		2,199		564,967
HealthEquity, Inc.* (Health Care Providers & Services)		767		33,932
Henry Schein, Inc.* (Health Care Providers & Services)		1,274		98,773
Hologic, Inc.* (Health Care Equipment & Supplies)		2,328		178,232
Horizon Therapeutics PLC* (Pharmaceuticals)		2,083		224,464
Humana, Inc. (Health Care Providers & Services)		1,180		547,355
ICU Medical, Inc.* (Health Care Equipment & Supplies)		183		43,433
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		779		512,940
Illumina, Inc.* (Life Sciences Tools & Services)		1,435		545,931
Incyte Corp.* (Biotechnology)		1,724		126,542
Insulet Corp.* (Health Care Equipment & Supplies)		633		168,422

See accompanying notes to financial statements.

102 :: ProFund VP Health Care :: Financial Statements

Common Stocks, continued

	Shares		Value
Integra LifeSciences Holdings Corp.* (Health Care Equipment & Supplies)		669	$	44,816
Intellia Therapeutics, Inc.* (Biotechnology)		636		75,201
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		3,278		1,177,785
Invitae Corp.* (Biotechnology)		1,911		29,181
Ionis Pharmaceuticals, Inc.* (Biotechnology)		1,297		39,468
IQVIA Holdings, Inc.* (Life Sciences Tools & Services)		1,755		495,156
Jazz Pharmaceuticals PLC* (Pharmaceuticals)		565		71,981
Johnson & Johnson (Pharmaceuticals)		24,178		4,136,131
Laboratory Corp. of America Holdings* (Health Care Providers & Services)		879		276,191
LHC Group, Inc.* (Health Care Providers & Services)		291		39,934
Maravai LifeSciences Holdings, Inc.* — Class A (Life Sciences Tools & Services)		1,002		41,984
Masimo Corp.* (Health Care Equipment & Supplies)		467		136,728
McKesson Corp. (Health Care Providers & Services)		1,402		348,495
Medpace Holdings, Inc.* (Life Sciences Tools & Services)		264		57,457
Medtronic PLC (Health Care Equipment & Supplies)		12,360		1,278,642
Merck & Co., Inc. (Pharmaceuticals)		23,199		1,777,972
Mettler-Toledo International, Inc.* (Life Sciences Tools & Services)		211		358,111
Mirati Therapeutics, Inc.* (Biotechnology)		455		66,744
Moderna, Inc.* (Biotechnology)		3,240		822,895
Molina Healthcare, Inc.* (Health Care Providers & Services)		536		170,491
Natera, Inc.* (Biotechnology)		808		75,459
Nektar Therapeutics* (Pharmaceuticals)		1,695		22,899
Neogen Corp.* (Health Care Equipment & Supplies)		987		44,820
NeoGenomics, Inc.* (Life Sciences Tools & Services)		1,131		38,590
Neurocrine Biosciences, Inc.* (Biotechnology)		872		74,268
Novavax, Inc.* (Biotechnology)		694		99,291
Novocure, Ltd.* (Health Care Equipment & Supplies)		820		61,566
NuVasive, Inc.* (Health Care Equipment & Supplies)		475		24,928
Oak Street Health, Inc.* (Health Care Providers & Services)		1,283		42,519
Organon & Co. (Pharmaceuticals)		2,329		70,918
Pacific Biosciences of California, Inc.* (Life Sciences Tools & Services)		2,026		41,452
Penumbra, Inc.* (Health Care Equipment & Supplies)		323		92,804
Perrigo Co. PLC (Pharmaceuticals)		1,229		47,808
Pfizer, Inc. (Pharmaceuticals)		51,549		3,043,969
Premier, Inc. (Health Care Providers & Services)		1,119		46,069
Quest Diagnostics, Inc. (Health Care Providers & Services)		1,127		194,982
Quidel Corp.* (Health Care Equipment & Supplies)		348		46,977
R1 RCM, Inc.* (Health Care Providers & Services)		1,224		31,200
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		971		613,206
Repligen Corp.* (Biotechnology)		472		125,004
ResMed, Inc. (Health Care Equipment & Supplies)		1,338		348,522
Royalty Pharma PLC — Class A (Pharmaceuticals)		3,274		130,469
Sarepta Therapeutics, Inc.* (Biotechnology)		800		72,040
Seagen, Inc.* (Biotechnology)		1,226		189,540
Shockwave Medical, Inc.* (Health Care Equipment & Supplies)		324		57,779
Signify Health, Inc.* — Class A (Health Care Providers & Services)		219		3,114
Sotera Health Co.* (Life Sciences Tools & Services)		909		21,407
STAAR Surgical Co.* (Health Care Equipment & Supplies)		437		39,898
STERIS PLC (Health Care Equipment & Supplies)		919		223,694
Stryker Corp. (Health Care Equipment & Supplies)		3,084		824,723
Syneos Health, Inc.* (Life Sciences Tools & Services)		952		97,751
Tandem Diabetes Care, Inc.* (Health Care Equipment & Supplies)		583		87,753
Teladoc Health, Inc.* (Health Care Technology)		1,470		134,975
Teleflex, Inc. (Health Care Equipment & Supplies)		430		141,246
Tenet Healthcare Corp.* (Health Care Providers & Services)		984		80,383
The Cooper Cos., Inc. (Health Care Equipment & Supplies)		453		189,780
Thermo Fisher Scientific, Inc. (Life Sciences Tools & Services)		3,619		2,414,741
Twist Bioscience Corp.* (Biotechnology)		453		35,058
Ultragenyx Pharmaceutical, Inc.* (Biotechnology)		626		52,640
United Therapeutics Corp.* (Biotechnology)		414		89,457
UnitedHealth Group, Inc. (Health Care Providers & Services)		8,650		4,343,510
Universal Health Services, Inc. — Class B (Health Care Providers & Services)		672		87,132
Vertex Pharmaceuticals, Inc.* (Biotechnology)		2,335		512,766
Viatris, Inc. (Pharmaceuticals)		11,108		150,291
Vir Biotechnology, Inc.* (Biotechnology)		673		28,179
Waters Corp.* (Life Sciences Tools & Services)		561		209,029
West Pharmaceutical Services, Inc. (Health Care Equipment & Supplies)		680		318,927
Zimmer Biomet Holdings, Inc. (Health Care Equipment & Supplies)		1,919		243,790
Zoetis, Inc. (Pharmaceuticals)		4,345		1,060,310
TOTAL COMMON STOCKS (Cost $12,527,904)				53,866,825

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Health Care :: 103

Repurchase Agreements^(a) (3.1%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $1,716,000	$	1,716,000	$	1,716,000
TOTAL REPURCHASE AGREEMENTS (Cost $1,716,000)				1,716,000
TOTAL INVESTMENT SECURITIES (Cost $14,243,904) — 99.8%				55,582,825
Net other assets (liabilities) — 0.2%				94,216
NET ASSETS — 100.0%			$	55,677,041

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)		Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Health Care Index	Goldman Sachs International		1/24/22		0.68	%	$	1,964,554	$	10,767

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Health Care invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Biotechnology	$	8,644,153		15.5	%
Health Care Equipment & Supplies		14,179,499		25.5	%
Health Care Providers & Services		10,785,987		19.4	%
Health Care Technology		187,486		0.3	%
Life Sciences Tools & Services		5,722,650		10.3	%
Pharmaceuticals		14,347,050		25.7	%
Other**		1,810,216		3.3	%
Total	$	55,677,041		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

104 :: ProFund VP Health Care :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	14,243,904
Securities, at value		53,866,825
Repurchase agreements, at value		1,716,000
Total Investment Securities, at value		55,582,825
Cash		439
Segregated cash balances for swap agreements with custodian		190,000
Dividends receivable		31,863
Unrealized appreciation on swap agreements		10,767
Receivable for capital shares issued		10,331
Prepaid expenses		738
TOTAL ASSETS		55,826,963
LIABILITIES:
Payable for capital shares redeemed		22,086
Advisory fees payable		44,234
Management services fees payable		5,898
Administration fees payable		3,223
Administrative services fees payable		18,918
Distribution fees payable		21,241
Transfer agency fees payable		5,173
Fund accounting fees payable		1,821
Compliance services fees payable		239
Other accrued expenses		27,089
TOTAL LIABILITIES		149,922
NET ASSETS	$	55,677,041
NET ASSETS CONSIST OF:
Capital	$	14,241,372
Total distributable earnings (loss)		41,435,669
NET ASSETS	$	55,677,041
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		662,280
Net Asset Value (offering and redemption price per share)	$	84.07

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	728,544
Interest		17
Net income from securities lending		15
TOTAL INVESTMENT INCOME		728,576
EXPENSES:
Advisory fees		396,031
Management services fees		52,804
Administration fees		39,721
Transfer agency fees		32,179
Administrative services fees		143,076
Distribution fees		132,010
Custody fees		7,913
Fund accounting fees		22,025
Trustee fees		886
Compliance services fees		337
Other fees		50,829
Recoupment of prior expenses reduced by the Advisor		11,500
Total Gross Expenses before reductions		889,311
Expenses reduced and reimbursed by the Advisor		(2,200	)
TOTAL NET EXPENSES		887,111
NET INVESTMENT INCOME (LOSS)		(158,535	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		2,847,297
Net realized gains (losses) on swap agreements		251,511
Change in net unrealized appreciation/depreciation on investment securities		7,310,524
Change in net unrealized appreciation/depreciation on swap agreements		(15,044	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		10,394,288
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	10,235,753

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Health Care :: 105

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(158,535	)	$	19,004
Net realized gains (losses) on investments		3,098,808			4,344,309
Change in net unrealized appreciation/depreciation on investments		7,295,480			1,182,442
Change in net assets resulting from operations		10,235,753			5,545,755
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(4,237,991	)		(6,154,240	)
Change in net assets resulting from distributions		(4,237,991	)		(6,154,240	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		19,002,003			42,078,065
Distributions reinvested		4,237,991			6,154,240
Value of shares redeemed		(25,561,869	)		(45,032,120	)
Change in net assets resulting from capital transactions		(2,321,875	)		3,200,185
Change in net assets		3,675,887			2,591,700
NET ASSETS:
Beginning of period		52,001,154			49,409,454
End of period	$	55,677,041		$	52,001,154
SHARE TRANSACTIONS:
Issued		240,693			578,868
Reinvested		57,817			85,821
Redeemed		(325,367	)		(635,160	)
Change in shares		(26,857	)		29,529

See accompanying notes to financial statements.

106 :: ProFund VP Health Care :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	75.46		$	74.91		$	71.82		$	73.28		$	64.38
Investment Activities:
Net investment income (loss)(a)		(0.24	)		0.03			(0.01	)		(0.06	)		(0.03	)
Net realized and unrealized gains (losses) on investments		15.51			10.27			12.63			3.29			13.49
Total income (loss) from investment activities		15.27			10.30			12.62			3.23			13.46
Distributions to Shareholders From:
Net investment income		(0.03	)		—			—			—			—
Net realized gains on investments		(6.63	)		(9.75	)		(9.53	)		(4.69	)		(4.56	)
Total distributions		(6.66	)		(9.75	)		(9.53	)		(4.69	)		(4.56	)
Net Asset Value, End of Period	$	84.07		$	75.46		$	74.91		$	71.82		$	73.28
Total Return		21.54	%		14.44	%		19.37	%		4.44	%		20.92	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.73	%		1.72	%		1.66	%		1.64	%
Net expenses		1.68	%		1.68	%		1.68	%		1.65	%		1.64	%
Net investment income (loss)		(0.30	)%		0.04	%		(0.01	)%		(0.08	)%		(0.04	)%
Supplemental Data:
Net assets, end of period (000's)	$	55,677		$	52,001		$	49,409		$	52,173		$	53,670
Portfolio turnover rate(b)		10	%		58	%		33	%		61	%		43	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Industrials :: 107

ProFund VP Industrials (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Industrials^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 16.40%. For the same period, the Index had a total return of 18.37%¹ and a volatility of 15.15%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the industrial sector of the U.S. equity market. Component companies include, among others, building materials, heavy construction, factory equipment, heavy machinery, industrial services, pollution control, containers and packaging, industrial diversified, air freight, marine transportation, railroads, trucking, land-transportation equipment, shipbuilding, transportation services, advanced industrial equipment, electric components and equipment, and aerospace.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Industrials from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Industrials		16.40	%		13.62	%		13.77	%
Dow Jones U.S. IndustrialsSM Index		18.37	%		15.43	%		15.65	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Industrials		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		97	%
Swap Agreements		3	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Accenture PLC		4.9	%
PayPal Holdings, Inc.		4.1	%
Union Pacific Corp.		3.0	%
United Parcel Service, Inc.		2.9	%
Honeywell International, Inc.		2.7	%

Dow Jones U.S. Industrials^SM Index – Composition

	% of Index
Capital Goods		49	%
Software & Services		19	%
Transportation		13	%
Commercial & Professional Services		7	%
Technology Hardware & Equipment		6	%
Materials		6	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

108 :: ProFund VP Industrials :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (96.6%)

	Shares		Value
3M Co. (Industrial Conglomerates)		2,350	$	417,431
A.O. Smith Corp. (Building Products)		543		46,617
Accenture PLC—Class A (IT Services)		2,575		1,067,466
Acuity Brands, Inc. (Electrical Equipment)		142		30,064
ADT, Inc. (Commercial Services & Supplies)		594		4,996
Advanced Drainage Systems, Inc. (Building Products)		229		31,174
AECOM* (Construction & Engineering)		587		45,404
Affirm Holdings, Inc.* (IT Services)		596		59,934
AGCO Corp. (Machinery)		250		29,005
Air Lease Corp. (Trading Companies & Distributors)		437		19,329
Alight, Inc.*—Class A (Professional Services)		1,002		10,832
Allegion PLC (Building Products)		366		48,473
Allison Transmission Holdings, Inc. (Machinery)		425		15,449
Amcor PLC (Containers & Packaging)		6,251		75,075
AMETEK, Inc. (Electrical Equipment)		943		138,659
Amphenol Corp.—Class A (Electronic Equipment, Instruments & Components)		2,438		213,228
Applied Industrial Technologies, Inc. (Trading Companies & Distributors)		157		16,124
AptarGroup, Inc. (Containers & Packaging)		268		32,825
Armstrong World Industries, Inc. (Building Products)		194		22,527
Arrow Electronics, Inc.* (Electronic Equipment, Instruments & Components)		284		38,133
ASGN, Inc.* (Professional Services)		212		26,161
Automatic Data Processing, Inc. (IT Services)		1,718		423,624
Avery Dennison Corp. (Containers & Packaging)		338		73,201
Avnet, Inc. (Electronic Equipment, Instruments & Components)		405		16,698
Axon Enterprise, Inc.* (Aerospace & Defense)		268		42,076
Ball Corp. (Containers & Packaging)		1,321		127,172
Berry Global Group, Inc.* (Containers & Packaging)		552		40,727
Booz Allen Hamilton Holding Corp. (Professional Services)		546		46,295
Broadridge Financial Solutions, Inc. (IT Services)		475		86,840
Builders FirstSource, Inc.* (Building Products)		781		66,940
BWX Technologies, Inc. (Aerospace & Defense)		376		18,003
C.H. Robinson Worldwide, Inc. (Air Freight & Logistics)		530		57,044
CACI International, Inc.*—Class A (Professional Services)		95		25,575
Carlisle Cos., Inc. (Industrial Conglomerates)		213		52,850
Carrier Global Corp. (Building Products)		3,533		191,630
Caterpillar, Inc. (Machinery)		2,206		456,069
ChargePoint Holdings, Inc.* (Electrical Equipment)		702		13,373
Chart Industries, Inc.* (Machinery)		145		23,126
Cimpress PLC* (Commercial Services & Supplies)		80		5,729
Cintas Corp. (Commercial Services & Supplies)		358		158,655
Clarivate PLC* (Professional Services)		1,513		35,586
Clean Harbors, Inc.* (Commercial Services & Supplies)		204		20,353
Cognex Corp. (Electronic Equipment, Instruments & Components)		721		56,065
Coherent, Inc.* (Electronic Equipment, Instruments & Components)		100		26,654
Colfax Corp.* (Machinery)		549		25,238
Concentrix Corp. (IT Services)		175		31,259
Core & Main, Inc.* (Trading Companies & Distributors)		150		4,551
Corning, Inc. (Electronic Equipment, Instruments & Components)		3,132		116,604
Crane Co. (Machinery)		204		20,753
Crown Holdings, Inc. (Containers & Packaging)		521		57,633
CSX Corp. (Road & Rail)		9,043		340,017
Cummins, Inc. (Machinery)		583		127,176
Curtiss-Wright Corp. (Aerospace & Defense)		160		22,187
Deere & Co. (Machinery)		1,150	��	394,324
Donaldson Co., Inc. (Machinery)		504		29,867
Dover Corp. (Machinery)		587		106,599
Dun & Bradstreet Holdings, Inc.* (Professional Services)		615		12,601
Eagle Materials, Inc. (Construction Materials)		166		27,632
Eaton Corp. PLC (Electrical Equipment)		1,625		280,832
EMCOR Group, Inc. (Construction & Engineering)		218		27,771
Emerson Electric Co. (Electrical Equipment)		2,437		226,568
EnerSys (Electrical Equipment)		171		13,519
Equifax, Inc. (Professional Services)		497		145,516
Euronet Worldwide, Inc.* (IT Services)		216		25,741
Expeditors International of Washington, Inc. (Air Freight & Logistics)		691		92,794
Fastenal Co. (Trading Companies & Distributors)		2,345		150,220
FedEx Corp. (Air Freight & Logistics)		997		257,864
Fidelity National Information Services, Inc. (IT Services)		2,483		271,019
Fiserv, Inc.* (IT Services)		2,423		251,483
FleetCor Technologies, Inc.* (IT Services)		331		74,091
Flowserve Corp. (Machinery)		531		16,249
Fortive Corp. (Machinery)		1,462		111,536
Fortune Brands Home & Security, Inc. (Building Products)		553		59,116
FTI Consulting, Inc.* (Professional Services)		140		21,479
Gates Industrial Corp. PLC* (Machinery)		393		6,253
Generac Holdings, Inc.* (Electrical Equipment)		257		90,443
General Dynamics Corp. (Aerospace & Defense)		945		197,004
General Electric Co. (Industrial Conglomerates)		4,477		422,942
Genpact, Ltd. (IT Services)		705		37,421
Global Payments, Inc. (IT Services)		1,183		159,918
Graco, Inc. (Machinery)		693		55,870
Graphic Packaging Holding Co. (Containers & Packaging)		1,152		22,464
GXO Logistics, Inc.* (Air Freight & Logistics)		402		36,514
HEICO Corp. (Aerospace & Defense)		172		24,806
HEICO Corp.—Class A (Aerospace & Defense)		304		39,070
Hertz Global Holdings, Inc.* (Road & Rail)		232		5,798
Hexcel Corp.* (Aerospace & Defense)		342		17,716
Honeywell International, Inc. (Industrial Conglomerates)		2,807		585,287

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Industrials :: 109

Common Stocks, continued

	Shares		Value
Howmet Aerospace, Inc. (Aerospace & Defense)		1,568	$	49,909
Hubbell, Inc. (Electrical Equipment)		222		46,236
Huntington Ingalls Industries, Inc. (Aerospace & Defense)		163		30,439
IDEX Corp. (Machinery)		310		73,259
II-VI, Inc.* (Electronic Equipment, Instruments & Components)		433		29,587
Illinois Tool Works, Inc. (Machinery)		1,165		287,522
Ingersoll Rand, Inc. (Machinery)		1,662		102,828
Insperity, Inc. (Professional Services)		146		17,244
International Paper Co. (Containers & Packaging)		1,579		74,181
IPG Photonics Corp.* (Electronic Equipment, Instruments & Components)		146		25,132
Itron, Inc.* (Electronic Equipment, Instruments & Components)		185		12,676
ITT, Inc. (Machinery)		349		35,664
J.B. Hunt Transport Services, Inc. (Road & Rail)		343		70,109
Jabil, Inc. (Electronic Equipment, Instruments & Components)		584		41,084
Jack Henry & Associates, Inc. (IT Services)		302		50,431
Jacobs Engineering Group, Inc. (Professional Services)		531		73,931
Johnson Controls International PLC (Building Products)		2,890		234,985
KBR, Inc. (Professional Services)		572		27,239
Keysight Technologies, Inc.* (Electronic Equipment, Instruments & Components)		751		155,089
Kirby Corp.* (Marine)		245		14,558
Knight-Swift Transportation Holdings, Inc.(Road & Rail)		677		41,256
L3Harris Technologies, Inc. (Aerospace & Defense)		800		170,592
Landstar System, Inc. (Road & Rail)		155		27,748
Leidos Holdings, Inc. (Professional Services)		572		50,851
Lennox International, Inc. (Building Products)		137		44,437
Lincoln Electric Holdings, Inc. (Machinery)		241		33,612
Littelfuse, Inc. (Electronic Equipment, Instruments & Components)		100		31,468
Lockheed Martin Corp. (Aerospace & Defense)		1,001		355,765
Louisiana-Pacific Corp. (Paper & Forest Products)		359		28,128
ManpowerGroup, Inc. (Professional Services)		221		21,510
Marqeta, Inc.*—Class A (IT Services)		948		16,277
Martin Marietta Materials, Inc. (Construction Materials)		254		111,892
Masco Corp. (Building Products)		996		69,939
MasTec, Inc.* (Construction & Engineering)		233		21,501
MAXIMUS, Inc. (IT Services)		251		19,997
Mercury Systems, Inc.* (Aerospace & Defense)		231		12,719
MSA Safety, Inc. (Commercial Services & Supplies)		149		22,493
MSC Industrial Direct Co., Inc. (Trading Companies & Distributors)		191		16,055
National Instruments Corp. (Electronic Equipment, Instruments & Components)		538		23,494
Nielsen Holdings PLC (Professional Services)		1,463		30,006
Nikola Corp.*(a) (Machinery)		840		8,291
Nordson Corp. (Machinery)		220		56,159
Norfolk Southern Corp. (Road & Rail)		992		295,328
Northrop Grumman Corp. (Aerospace & Defense)		608		235,339
nVent Electric PLC (Electrical Equipment)		686		26,068
Old Dominion Freight Line, Inc. (Road & Rail)		380		136,184
Oshkosh Corp. (Machinery)		280		31,559
Otis Worldwide Corp. (Machinery)		1,732		150,805
Owens Corning (Building Products)		410		37,105
PACCAR, Inc. (Machinery)		1,416		124,976
Packaging Corp. of America (Containers & Packaging)		387		52,690
Parker-Hannifin Corp. (Machinery)		526		167,331
Paychex, Inc. (IT Services)		1,309		178,679
PayPal Holdings, Inc.* (IT Services)		4,791		903,487
Pentair PLC (Machinery)		675		49,295
PerkinElmer, Inc. (Life Sciences Tools & Services)		515		103,546
Quanta Services, Inc. (Construction & Engineering)		582		66,733
Raytheon Technologies Corp. (Aerospace & Defense)		6,103		525,223
RBC Bearings, Inc.* (Machinery)		118		23,832
Regal Rexnord Corp. (Electrical Equipment)		276		46,970
Republic Services, Inc.—Class A (Commercial Services & Supplies)		853		118,951
Robert Half International, Inc. (Professional Services)		454		50,630
Rockwell Automation, Inc. (Electrical Equipment)		473		165,006
Roper Technologies, Inc. (Industrial Conglomerates)		430		211,500
Saia, Inc.* (Road & Rail)		107		36,062
Science Applications International Corp. (Professional Services)		235		19,644
Sealed Air Corp. (Containers & Packaging)		604		40,752
Sensata Technologies Holding PLC* (Electrical Equipment)		646		39,852
Shift4 Payments, Inc.*—Class A (IT Services)		193		11,180
Shoals Technologies Group, Inc.*—Class A (Electrical Equipment)		425		10,328
Silgan Holdings, Inc. (Containers & Packaging)		342		14,651
Siteone Landscape Supply, Inc.* (Trading Companies & Distributors)		182		44,095
Snap-on, Inc. (Machinery)		219		47,168
Sonoco Products Co. (Containers & Packaging)		401		23,214
Square, Inc.*—Class A (IT Services)		1,628		262,938
Stericycle, Inc.* (Commercial Services & Supplies)		375		22,365
Sunrun, Inc.* (Electrical Equipment)		844		28,949
TaskUS, Inc.*—Class A (IT Services)		111		5,990
TE Connectivity, Ltd. (Electronic Equipment, Instruments & Components)		1,330		214,583
Teledyne Technologies, Inc.* (Electronic Equipment, Instruments & Components)		190		83,009
Tetra Tech, Inc. (Commercial Services & Supplies)		220		37,356
Textron, Inc. (Aerospace & Defense)		899		69,403
The Boeing Co.* (Aerospace & Defense)		2,252		453,373
The Middleby Corp.* (Machinery)		227		44,665
The Sherwin-Williams Co. (Chemicals)		984		346,525
The Timken Co. (Machinery)		281		19,470
The Toro Co. (Machinery)		434		43,361

See accompanying notes to financial statements.

110 :: ProFund VP Industrials :: Financial Statements

Common Stocks, continued

	Shares		Value
The Western Union Co. (IT Services)		1,639	$	29,240
Trane Technologies PLC (Building Products)		969		195,767
TransDigm Group, Inc.* (Aerospace & Defense)		214		136,164
TransUnion (Professional Services)		781		92,610
Trex Co., Inc.* (Building Products)		470		63,464
Trimble, Inc.* (Electronic Equipment, Instruments & Components)		1,023		89,195
TriNet Group, Inc.* (Professional Services)		164		15,623
TuSimple Holdings, Inc.*— Class A (Road & Rail)		139		4,983
Union Pacific Corp. (Road & Rail)		2,621		660,310
United Parcel Service, Inc.—Class B (Air Freight & Logistics)		2,973		637,233
United Rentals, Inc.* (Trading Companies & Distributors)		295		98,026
Univar Solutions, Inc.* (Trading Companies & Distributors)		697		19,760
Upwork, Inc.* (Professional Services)		491		16,773
Valmont Industries, Inc. (Construction & Engineering)		87		21,794
Verisk Analytics, Inc. (Professional Services)		657		150,275
Vertiv Holdings Co. (Electrical Equipment)		1,236		30,863
Virgin Galactic Holdings, Inc.* (Aerospace & Defense)		726		9,714
Vontier Corp. (Electronic Equipment, Instruments & Components)		689		21,173
Vulcan Materials Co. (Construction Materials)		541		112,301
W.W. Grainger, Inc. (Trading Companies & Distributors)		176		91,210
Waste Management, Inc. (Commercial Services & Supplies)		1,569		261,865
Watsco, Inc. (Trading Companies & Distributors)		135		42,239
Westinghouse Air Brake Technologies Corp. (Machinery)		762		70,188
WestRock Co. (Containers & Packaging)		1,089		48,308
WEX, Inc.* (IT Services)		183		25,691
WillScot Mobile Mini Holdings Corp.* (Construction & Engineering)		910		37,164
Woodward, Inc. (Machinery)		257		28,131
XPO Logistics, Inc.* (Air Freight & Logistics)		402		31,127
Xylem, Inc. (Machinery)		735		88,141
Zebra Technologies Corp.* (Electronic Equipment, Instruments & Components)		218		129,754
Zurn Water Solutions Corp. (Building Products)		495		18,018
TOTAL COMMON STOCKS (Cost $7,907,317)				21,060,503

Repurchase Agreements^(b) (3.5%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $753,000	$	753,000	$	753,000
TOTAL REPURCHASE AGREEMENTS (Cost $753,000)				753,000

Collateral for Securities Loaned^(c)(NM)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(d)		8,129	$	8,129
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $8,129)				8,129
TOTAL INVESTMENT SECURITIES (Cost $8,668,446)—100.1%				21,821,632
Net other assets (liabilities)—(0.1)%				(17,796	)
NET ASSETS—100.0%			$	21,803,836

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $7,294.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(c) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(d) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

^NM Not meaningful, amount is less than 0.05%.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)		Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Industrials Index	Goldman Sachs International		1/24/22		0.68	%	$	652,139	$	8,820

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Industrials :: 111

ProFund VP Industrials invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	2,409,502		11.1	%
Air Freight & Logistics		1,112,576		5.1	%
Building Products		1,130,192		5.2	%
Chemicals		346,525		1.6	%
Commercial Services & Supplies		652,763		3.0	%
Construction & Engineering		220,367		1.0	%
Construction Materials		251,825		1.2	%
Containers & Packaging		682,893		3.1	%
Electrical Equipment		1,187,730		5.4	%
Electronic Equipment, Instruments & Components		1,323,626		6.1	%
Industrial Conglomerates		1,690,010		7.8	%
IT Services		3,992,706		18.3	%
Life Sciences Tools & Services		103,546		0.5	%
Machinery		2,903,771		13.2	%
Marine		14,558		0.1	%
Paper & Forest Products		28,128		0.1	%
Professional Services		890,381		4.1	%
Road & Rail		1,617,795		7.4	%
Trading Companies & Distributors		501,609		2.3	%
Other**		743,333		3.4	%
Total	$	21,803,836		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

112 :: ProFund VP Industrials :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	8,668,446
Securities, at value(a)		21,068,632
Repurchase agreements, at value		753,000
Total Investment Securities, at value		21,821,632
Cash		344
Dividends receivable		11,343
Unrealized appreciation on swap agreements		8,820
Receivable for capital shares issued		80,318
Prepaid expenses		299
TOTAL ASSETS		21,922,756
LIABILITIES:
Payable for collateral for securities loaned		8,129
Payable for capital shares redeemed		58,461
Advisory fees payable		16,603
Management services fees payable		2,214
Administration fees payable		1,277
Administrative services fees payable		9,323
Distribution fees payable		9,617
Transfer agency fees payable		2,150
Fund accounting fees payable		764
Compliance services fees payable		93
Other accrued expenses		10,289
TOTAL LIABILITIES		118,920
NET ASSETS	$	21,803,836
NET ASSETS CONSIST OF:
Capital	$	9,756,493
Total distributable earnings (loss)		12,047,343
NET ASSETS	$	21,803,836
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		218,149
Net Asset Value (offering and redemption price per share)	$	99.95
(a) Includes securities on loan valued at:	$	7,294

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	259,286
Interest		7
Net income from securities lending		60
TOTAL INVESTMENT INCOME		259,353
EXPENSES:
Advisory fees		158,354
Management services fees		21,114
Administration fees		15,439
Transfer agency fees		12,765
Administrative services fees		59,035
Distribution fees		52,784
Custody fees		3,174
Fund accounting fees		9,236
Trustee fees		337
Compliance services fees		152
Other fees		20,448
Recoupment of prior expenses reduced by the Advisor		3,500
Total Gross Expenses before reductions		356,338
Expenses reduced and reimbursed by the Advisor		(1,625	)
TOTAL NET EXPENSES		354,713
NET INVESTMENT INCOME (LOSS)		(95,360	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		178,201
Net realized gains (losses) on swap agreements		31,110
Change in net unrealized appreciation/depreciation on investment securities		2,846,151
Change in net unrealized appreciation/depreciation on swap agreements		6,968
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,062,430
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,967,070

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Industrials :: 113

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(95,360	)	$	(25,859	)
Net realized gains (losses) on investments		209,311			1,209,058
Change in net unrealized appreciation/depreciation on investments		2,853,119			(3,842	)
Change in net assets resulting from operations		2,967,070			1,179,357
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(1,172,179	)		(268,929	)
Change in net assets resulting from distributions		(1,172,179	)		(268,929	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		26,430,009			22,558,963
Distributions reinvested		1,172,179			268,929
Value of shares redeemed		(24,672,981	)		(24,537,213	)
Change in net assets resulting from capital transactions		2,929,207			(1,709,321	)
Change in net assets		4,724,098			(798,893	)
NET ASSETS:
Beginning of period		17,079,738			17,878,631
End of period	$	21,803,836		$	17,079,738
SHARE TRANSACTIONS:
Issued		270,168			294,654
Reinvested		12,291			3,320
Redeemed		(252,655	)		(335,213	)
Change in shares		29,804			(37,239	)

See accompanying notes to financial statements.

114 :: ProFund VP Industrials :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	90.68		$	79.25		$	72.70		$	83.42		$	68.28
Investment Activities:
Net investment income (loss)(a)		(0.44	)		(0.15	)		0.10			(0.07	)		0.09
Net realized and unrealized gains (losses) on investments		15.06			13.24			20.77			(10.56	)		15.19
Total income (loss) from investment activities		14.62			13.09			20.87			(10.63	)		15.28
Distributions to Shareholders From:
Net investment income		—			(0.14	)		—			(0.09	)		(0.14	)
Net realized gains on investments		(5.35	)		(1.52	)		(14.32	)		—			—
Total distributions		(5.35	)		(1.66	)		(14.32	)		(0.09	)		(0.14	)
Net Asset Value, End of Period	$	99.95		$	90.68		$	79.25		$	72.70		$	83.42
Total Return		16.40	%		16.76	%		30.49	%		(12.76	)%		22.40	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.75	%		1.71	%		1.68	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.67	%		1.68	%
Net investment income (loss)		(0.45	)%		(0.20	)%		0.12	%		(0.09	)%		0.12	%
Supplemental Data:
Net assets, end of period (000's)	$	21,804		$	17,080		$	17,879		$	11,116		$	39,291
Portfolio turnover rate(b)		72	%		123	%		71	%		67	%		107	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP International :: 115

ProFund VP International (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Morgan Stanley Capital International Europe, Australasia and Far East ("MSCI EAFE") Index^® (the "Index"). Since the foreign markets are not open when this Fund values its shares, it determines its success in meeting this investment objective by comparing its daily return on a given day with the daily performance of related futures contracts traded in the United States. For the year ended December 31, 2021, the Fund had a total return of 8.82%. For the same period, the Index had a total return of 11.26%¹ and a volatility of 11.62%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to that of the daily performance of the U.S.-traded MSCI EAFE futures contract.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index includes 85% of free-float adjusted, market capitalization in each industry group in developed market countries, excluding the U.S. and Canada. As of December 31, 2021, the Index has constituent companies from the following 21 developed market countries: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom. The Index levels and the price of the related futures contracts are expressed in U.S. dollar terms and as such they should generally reflect the relative movement of the U.S. dollar against the basket of foreign currencies represented by the constituent companies in the Index.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP International from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP International		8.82	%		6.91	%		5.45	%
MSCI EAFE Index®		11.26	%		9.55	%		8.03	%

Expense Ratios**

Fund	Gross			Net
ProFund VP International		1.68	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP International primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

MSCI EAFE Index – Composition

Industry Breakdown	% of Index
Financials		16	%
Industrials		16	%
Health Care		13	%
Consumer Discretionary		13	%
Consumer Staples		10	%
Information Technology		10	%
Materials		8	%
Communication Services		5	%
Utilities		3	%
Energy		3	%
Real Estate		3	%
Country Composition
Japan		23	%
United Kingdom		15	%
France		12	%
Switzerland		10	%
Germany		9	%
Other		31	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the U.S.-traded MSCI EAFE futures contract and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

116 :: ProFund VP International :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (100.7%)  

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $12,234,000	$	12,234,000	$	12,234,000
TOTAL REPURCHASE AGREEMENTS (Cost $12,234,000)				12,234,000
TOTAL INVESTMENT SECURITIES (Cost $12,234,000)—100.7%				12,234,000
Net other assets (liabilities)—(0.7)%				(82,760	)
NET ASSETS—100.0%			$	12,151,240

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $1,679,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
MSCI EAFE Index	Goldman Sachs International	1/27/22		0.58	%	$	6,030,915	$	(26,917	)
MSCI EAFE Index	UBS AG	1/27/22		0.88	%		6,110,277		(27,747	)
						$	12,141,192	$	(54,664	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP International :: 117

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	12,234,000
Repurchase agreements, at value		12,234,000
Total Investment Securities, at value		12,234,000
Cash		203
Segregated cash balances for swap agreements with custodian		50
Receivable for capital shares issued		4,401
Prepaid expenses		74
TOTAL ASSETS		12,238,728
LIABILITIES:
Payable for capital shares redeemed		566
Unrealized depreciation on swap agreements		54,664
Advisory fees payable		7,641
Management services fees payable		1,019
Administration fees payable		665
Administrative services fees payable		7,683
Distribution fees payable		7,927
Transfer agency fees payable		1,210
Fund accounting fees payable		398
Compliance services fees payable		55
Other accrued expenses		5,660
TOTAL LIABILITIES		87,488
NET ASSETS	$	12,151,240
NET ASSETS CONSIST OF:
Capital	$	12,814,199
Total distributable earnings (loss)		(662,959	)
NET ASSETS	$	12,151,240
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		544,101
Net Asset Value (offering and redemption price per share)	$	22.33

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	98
EXPENSES:
Advisory fees		91,130
Management services fees		12,151
Administration fees		8,100
Transfer agency fees		7,344
Administrative services fees		29,528
Distribution fees		30,377
Custody fees		1,832
Fund accounting fees		4,914
Trustee fees		172
Compliance services fees		96
Other fees		9,035
TOTAL NET EXPENSES		194,679
NET INVESTMENT INCOME (LOSS)		(194,581	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on swap agreements		1,116,774
Change in net unrealized appreciation/depreciation on swap agreements		(47,845	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		1,068,929
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	874,348

See accompanying notes to financial statements.

118 :: ProFund VP International :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(194,581	)	$	(71,607	)
Net realized gains (losses) on investments		1,116,774			295,215
Change in net unrealized appreciation/depreciation on investments		(47,845	)		13,230
Change in net assets resulting from operations		874,348			236,838
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(26,163	)
Change in net assets resulting from distributions		—			(26,163	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		47,750,286			9,567,191
Distributions reinvested		—			26,163
Value of shares redeemed		(42,005,838	)		(9,950,961	)
Change in net assets resulting from capital transactions		5,744,448			(357,607	)
Change in net assets		6,618,796			(146,932	)
NET ASSETS:
Beginning of period		5,532,444			5,679,376
End of period	$	12,151,240		$	5,532,444
SHARE TRANSACTIONS:
Issued		2,190,643			537,342
Reinvested		—			1,410
Redeemed		(1,916,162	)		(557,950	)
Change in shares		274,481			(19,198	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP International :: 119

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	20.52		$	19.66		$	16.53		$	23.47		$	19.27
Investment Activities:
Net investment income (loss)(a)		(0.35	)		(0.24	)		0.08			0.04			(0.18	)
Net realized and unrealized gains (losses) on investments		2.16			1.19			3.10			(3.26	)		4.38
Total income (loss) from investment activities		1.81			0.95			3.18			(3.22	)		4.20
Distributions to Shareholders From:
Net investment income		—			(0.09	)		(0.05	)		—			—
Net realized gains on investments		—			—			—			(3.72	)		—
Total distributions		—			(0.09	)		(0.05	)		(3.72	)		—
Net Asset Value, End of Period	$	22.33		$	20.52		$	19.66		$	16.53		$	23.47
Total Return		8.82	%		4.90	%		19.27	%		(15.76	)%(b)		21.80	%
Ratios to Average Net Assets:
Gross expenses		1.60	%		1.68	%		1.65	%		1.57	%		1.68	%
Net expenses		1.60	%		1.68	%		1.65	%		1.50	%(b)		1.68	%
Net investment income (loss)		(1.60	)%		(1.36	)%		0.43	%		0.20	%(b)		(0.81	)%
Supplemental Data:
Net assets, end of period (000's)	$	12,151		$	5,532		$	5,679		$	6,140		$	15,131
Portfolio turnover rate(c)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.57% and 0.13%, respectively, and the total return would have been (15.84)%.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

120 :: ProFund VP Internet :: Management Discussion of Fund Performance

ProFund VP Internet (the “Fund”) seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones Internet Composite^SM Index (the “Index”). For the year ended December 31, 2021, the Fund had a total return of 5.30%. For the same period, the Index had a total return of 6.97%¹ and a volatility of 22.32%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of stocks in the U.S. equity markets that generate the majority of their revenues from the Internet. The Index is composed of two sub-groups: Internet Commerce, which includes companies that derive the majority of their revenues from providing goods and/or services through an open network, such as a web site, and Internet Services, which includes companies that derive the majority of their revenues from providing access to the Internet or providing services to people using the Internet.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Internet from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Internet		5.30	%		21.76	%		20.10	%
Dow Jones Internet CompositeSM Index		6.97	%		23.84	%		22.15	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Internet		1.71	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Swap Agreements		2	%
Total Exposure		101	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Alphabet, Inc.		9.9	%
Amazon.com, Inc.		9.1	%
Meta Platforms, Inc.		7.4	%
Cisco Systems, Inc.		5.1	%
Netflix, Inc.		4.8	%

Dow Jones Internet Composite^SM Index – Composition

	% of Index
Interactive Media & Services		28	%
Software		19	%
IT Services		15	%
Internet & Direct Marketing Retail		14	%
Communications Equipment		11	%
Entertainment		5	%
Hotels, Restaurants & Leisure		4	%
Health Care Technology		3	%
Real Estate Management & Development		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value (“NAV”) will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund’s performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Internet :: 121

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (98.9%)  

	Shares		Value
Airbnb, Inc.*—Class A (Hotels, Restaurants & Leisure)		2,889	$	480,990
Akamai Technologies, Inc.* (IT Services)		2,614		305,943
Alphabet, Inc.*—Class A (Interactive Media & Services)		346		1,002,376
Alphabet, Inc.*—Class C (Interactive Media & Services)		322		931,736
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		532		1,773,868
Arista Networks, Inc.* (Communications Equipment)		2,876		413,425
Box, Inc.*—Class A (Software)		5,460		142,997
Ciena Corp.* (Communications Equipment)		3,475		267,471
Cisco Systems, Inc. (Communications Equipment)		15,866		1,005,428
Citrix Systems, Inc. (Software)		2,701		255,488
Cloudflare, Inc.*—Class A (Software)		2,789		366,754
CommScope Holding Co., Inc.* (Communications Equipment)		10,189		112,487
Coupa Software, Inc.* (Software)		1,433		226,486
Datadog, Inc.*—Class A (Software)		2,527		450,084
DocuSign, Inc.* (Software)		2,431		370,266
Dropbox, Inc.* (Software)		7,546		185,179
eBay, Inc. (Internet & Direct Marketing Retail)		6,521		433,647
Etsy, Inc.* (Internet & Direct Marketing Retail)		1,542		337,605
Expedia Group, Inc.* (Hotels, Restaurants & Leisure)		1,985		358,729
Fastly, Inc.*—Class A (IT Services)		3,561		126,237
GoDaddy, Inc.*—Class A (IT Services)		3,318		281,565
Juniper Networks, Inc. (Communications Equipment)		6,964		248,684
Match Group, Inc.* (Interactive Media & Services)		3,092		408,917
Meta Platforms, Inc.*—Class A (Interactive Media & Services)		4,302		1,446,977
Netflix, Inc.* (Entertainment)		1,545		930,770
Nutanix, Inc.*—Class A (Software)		5,538		176,441
Okta, Inc.* (IT Services)		1,679		376,381
PayPal Holdings, Inc.* (IT Services)		4,503		849,177
Pinterest, Inc.*—Class A (Interactive Media & Services)		8,052		292,690
Salesforce.com, Inc.* (Software)		3,532		897,586
Snap, Inc.* (Interactive Media & Services)		9,508		447,161
Snowflake, Inc.*—Class A (IT Services)		1,655		560,631
Teladoc Health, Inc.* (Health Care Technology)		2,725		250,210
Twitter, Inc.* (Interactive Media & Services)		8,953		386,949
Veeva Systems, Inc.*—Class A (Health Care Technology)		1,526		389,862
Vonage Holdings Corp.* (Software)		7,862		163,451
Wayfair, Inc.*—Class A (Internet & Direct Marketing Retail)		1,242		235,943
Workday, Inc.*—Class A (Software)		1,748		477,519
Zillow Group, Inc.*—Class A (Interactive Media & Services)		694		43,181
Zillow Group, Inc.*—Class C (Interactive Media & Services)		3,209		204,895
Zoom Video Communications, Inc.*—Class A (Software)		2,252		414,165
ZoomInfo Technologies, Inc.*—Class A (Interactive Media & Services)		4,642		298,016
TOTAL COMMON STOCKS (Cost $8,171,863)				19,328,367

Repurchase Agreements^(a) (1.8%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $347,000	$	347,000	$	347,000
TOTAL REPURCHASE AGREEMENTS (Cost $347,000)				347,000
TOTAL INVESTMENT SECURITIES (Cost $8,518,863)—100.7%				19,675,367
Net other assets (liabilities)—(0.7)%				(143,302	)
NET ASSETS—100.0%			$	19,532,065

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See “Repurchase Agreements” under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)		Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones Internet Composite Index	Goldman Sachs International		1/24/22		0.68	%	$	327,447	$	(4,286	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

122 :: ProFund VP Internet :: Financial Statements

ProFund VP Internet invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Communications Equipment	$	2,047,495		10.5	%
Entertainment		930,770		4.8	%
Health Care Technology		640,072		3.3	%
Hotels, Restaurants & Leisure		839,719		4.3	%
Interactive Media & Services		5,462,898		27.9	%
Internet & Direct Marketing Retail		2,781,063		14.2	%
IT Services		2,499,934		12.8	%
Software		4,126,416		21.1	%
Other**		203,698		1.1	%
Total	$	19,532,065		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Internet :: 123

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	8,518,863
Securities, at value		19,328,367
Repurchase agreements, at value		347,000
Total Investment Securities, at value		19,675,367
Cash		765
Prepaid expenses		311
TOTAL ASSETS		19,676,443
LIABILITIES:
Payable for capital shares redeemed		88,377
Unrealized depreciation on swap agreements		4,286
Advisory fees payable		16,371
Management services fees payable		2,183
Administration fees payable		1,185
Administrative services fees payable		8,495
Distribution fees payable		9,283
Transfer agency fees payable		1,995
Fund accounting fees payable		666
Compliance services fees payable		92
Other accrued expenses		11,445
TOTAL LIABILITIES		144,378
NET ASSETS	$	19,532,065
NET ASSETS CONSIST OF:
Capital	$	4,858,496
Total distributable earnings (loss)		14,673,569
NET ASSETS	$	19,532,065
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		380,717
Net Asset Value (offering and redemption price per share)	$	51.30

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	47,155
Interest		3
Net income from securities lending		55
TOTAL INVESTMENT INCOME		47,213
EXPENSES:
Advisory fees		170,801
Management services fees		22,773
Administration fees		17,402
Transfer agency fees		14,004
Administrative services fees		59,053
Distribution fees		56,934
Custody fees		3,467
Fund accounting fees		9,537
Trustee fees		394
Compliance services fees		135
Other fees		20,723
Recoupment of prior expenses reduced by the Advisor		6,477
TOTAL NET EXPENSES		381,700
NET INVESTMENT INCOME (LOSS)		(334,487	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		4,743,478
Net realized gains (losses) on swap agreements		(31,815	)
Change in net unrealized appreciation/depreciation on investment securities		(3,205,856	)
Change in net unrealized appreciation/depreciation on swap agreements		1,174
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		1,506,981
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,172,494

See accompanying notes to financial statements.

124 :: ProFund VP Internet :: Financial Statements

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(334,487	)	$	(279,735	)
Net realized gains (losses) on investments		4,711,663			4,092,000
Change in net unrealized appreciation/depreciation on investments		(3,204,682	)		4,475,987
Change in net assets resulting from operations		1,172,494			8,288,252
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(3,581,962	)		(2,716,437	)
Change in net assets resulting from distributions		(3,581,962	)		(2,716,437	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		16,070,740			27,276,562
Distributions reinvested		3,581,962			2,716,437
Value of shares redeemed		(24,109,917	)		(25,759,486	)
Change in net assets resulting from capital transactions		(4,457,215	)		4,233,513
Change in net assets		(6,866,683	)		9,805,328
NET ASSETS:
Beginning of period		26,398,748			16,593,420
End of period	$	19,532,065		$	26,398,748
SHARE TRANSACTIONS:
Issued		279,532			541,488
Reinvested		74,485			47,498
Redeemed		(424,181	)		(523,130	)
Change in shares		(70,164	)		65,856

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Internet :: 125

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	58.55		$	43.10		$	37.40		$	37.12		$	27.28
Investment Activities:
Net investment income (loss)(b)		(0.84	)		(0.69	)		(0.54	)		(0.59	)		(0.47	)
Net realized and unrealized gains (losses) on investments		3.30			22.44			7.27			2.80			10.31
Total income (loss) from investment activities		2.46			21.75			6.73			2.21			9.84
Distributions to Shareholders From:
Net realized gains on investments		(9.71	)		(6.30	)		(1.03	)		(1.93	)		—
Net Asset Value, End of Period	$	51.30		$	58.55		$	43.10		$	37.40		$	37.12
Total Return		5.30	%		50.82	%		18.03	%		4.93	%		36.05	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.71	%		1.69	%		1.64	%		1.64	%
Net expenses		1.68	%		1.68	%		1.69	%(c)		1.64	%		1.64	%
Net investment income (loss)		(1.47	)%		(1.36	)%		(1.24	)%		(1.39	)%		(1.43	)%
Supplemental Data:
Net assets, end of period (000's)	$	19,532		$	26,399		$	16,593		$	17,917		$	16,656
Portfolio turnover rate(d)		57	%		116	%		163	%		138	%		116	%

^(a) As described in Note 9, share amounts have been adjusted for 3:1 share split that occurred on November 18, 2019.

^(b) Per share net investment income (loss) has been calculated using the average daily shares method.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

126 :: ProFund VP Japan :: Management Discussion of Fund Performance

ProFund VP Japan (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Nikkei 225 Stock Average (the "Index"). Since the Japanese markets are not open when this Fund values its shares, it determines its success in meeting this investment objective by comparing its daily return on a given day with the daily performance of related, dollar-denominated futures contracts traded in the United States. For the year ended December 31, 2021, the Fund had a total return of 3.89%. For the same period, the Index had a total return of -4.37%¹, as measured in unhedged U.S. dollar terms, or 6.66%¹ in local (Japanese yen) terms and a volatility of 18.57%. The U.S. dollar-denominated Nikkei futures contracts held in the Fund are not directly impacted by the dollar/yen exchange rate, which may cause the Fund to over or underperform versus the performance of the Index measured in unhedged U.S. dollar terms, depending upon whether the U.S. dollar rises or falls in value versus the yen. During the year, the Fund was generally not exposed to fluctuations in the dollar/yen exchange rate. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the U.S.-traded U.S. dollar-denominated futures contract on the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is a modified price-weighted index of the 225 most actively traded and liquid Japanese stocks traded in the First Section of the Tokyo Stock Exchange.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Japan from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Japan		3.89	%		8.63	%		11.70	%
Nikkei 225 Stock Average - USD		-4.37	%		10.92	%		10.63	%
Nikkei 225 Stock Average - Yen		6.66	%		10.63	%		15.18	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Japan		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Futures Contracts		99	%
Swap Agreements		—	(a)
Total Exposure		99	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

^(a) Amount is less than 0.5%.

Holdings

The ProFund VP Japan primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Nikkei 225 Stock Average – Composition

	% of Index
Information Technology		25	%
Industrials		19	%
Consumer Discretionary		19	%
Health Care		12	%
Communication Services		10	%
Consumer Staples		6	%
Materials		6	%
Financials		2	%
Real Estate		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends in the Index. Unhedged U.S. dollar performance is calculated by converting U.S. dollars to yen at the beginning of the period and to U.S. dollars at the end of the period. "Local (yen)" returns are theoretical Index returns experienced by local residents living in Japan. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the Index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the U.S.-traded U.S. dollar-denominated futures contract on the index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Japan :: 127

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a) (92.8%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $6,738,000	$	6,738,000	$	6,738,000
TOTAL REPURCHASE AGREEMENTS (Cost $6,738,000)				6,738,000
TOTAL INVESTMENT SECURITIES (Cost $6,738,000)—92.8%				6,738,000
Net other assets (liabilities)—7.2%				522,923
NET ASSETS—100.0%			$	7,260,923

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Futures Contracts Purchased

	Number of Contracts		Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Nikkei 225 Futures Contracts		50	3/11/22	$	7,220,000	$	248,706

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Nikkei 225 Stock Average	Goldman Sachs International	1/27/22		0.53	%	$	36,104	$	(45	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

128 :: ProFund VP Japan :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	6,738,000
Repurchase agreements, at value		6,738,000
Total Investment Securities, at value		6,738,000
Segregated cash balances for futures contracts with brokers		431,200
Receivable for capital shares issued		114,178
Prepaid expenses		54
TOTAL ASSETS		7,283,432
LIABILITIES:
Cash overdraft		29
Payable for capital shares redeemed		518
Unrealized depreciation on swap agreements		45
Variation margin on futures contracts		2,550
Advisory fees payable		6,274
Management services fees payable		836
Administration fees payable		426
Administrative services fees payable		3,049
Distribution fees payable		2,884
Transfer agency fees payable		714
Fund accounting fees payable		236
Compliance services fees payable		35
Other accrued expenses		4,913
TOTAL LIABILITIES		22,509
NET ASSETS	$	7,260,923
NET ASSETS CONSIST OF:
Capital	$	6,904,122
Total distributable earnings (loss)		356,801
NET ASSETS	$	7,260,923
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		127,901
Net Asset Value (offering and redemption price per share)	$	56.77

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	167
EXPENSES:
Advisory fees		63,151
Management services fees		8,420
Administration fees		6,645
Transfer agency fees		5,236
Administrative services fees		24,441
Distribution fees		21,050
Custody fees		1,316
Fund accounting fees		3,519
Trustee fees		147
Compliance services fees		55
Other fees		5,896
Recoupment of prior expenses reduced by the Advisor		2,000
Total Gross Expenses before reductions		141,876
Expenses reduced and reimbursed by the Advisor		(419	)
TOTAL NET EXPENSES		141,457
NET INVESTMENT INCOME (LOSS)		(141,290	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on futures contracts		518,215
Net realized gains (losses) on swap agreements		4,315
Change in net unrealized appreciation/depreciation on futures contracts		(24,395	)
Change in net unrealized appreciation/depreciation on swap agreements		(2,139	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		495,996
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	354,706

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Japan :: 129

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(141,290	)	$	(105,584	)
Net realized gains (losses) on investments		522,530			1,232,701
Change in net unrealized appreciation/depreciation on investments		(26,534	)		261,597
Change in net assets resulting from operations		354,706			1,388,714
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(1,106,527	)		(18,886	)
Change in net assets resulting from distributions		(1,106,527	)		(18,886	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		11,905,725			15,082,367
Distributions reinvested		1,106,527			18,886
Value of shares redeemed		(16,667,638	)		(14,121,561	)
Change in net assets resulting from capital transactions		(3,655,386	)		979,692
Change in net assets		(4,407,207	)		2,349,520
NET ASSETS:
Beginning of period		11,668,130			9,318,610
End of period	$	7,260,923		$	11,668,130
SHARE TRANSACTIONS:
Issued		199,699			275,712
Reinvested		20,122			347
Redeemed		(275,248	)		(261,962	)
Change in shares		(55,427	)		14,097

See accompanying notes to financial statements.

130 :: ProFund VP Japan :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	63.65		$	55.06		$	45.95		$	52.00		$	43.90
Investment Activities:
Net investment income (loss)(a)		(1.02	)		(0.73	)		0.12			0.05			(0.41	)
Net realized and unrealized gains (losses) on investments		3.20			9.48			9.06			(6.10	)		8.51
Total income (loss) from investment activities		2.18			8.75			9.18			(6.05	)		8.10
Distributions to Shareholders From:
Net investment income		—			(0.16	)		(0.07	)		—			—
Net realized gains on investments		(9.06	)		—			—			—			—
Total distributions		(9.06	)		(0.16	)		(0.07	)		—			—
Net Asset Value, End of Period	$	56.77		$	63.65		$	55.06		$	45.95		$	52.00
Total Return		3.89	%		15.93	%		20.00	%		(11.63	)%(b)		18.45	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.75	%		1.74	%		1.63	%		1.71	%
Net expenses		1.68	%		1.68	%		1.74	%(c)		1.56	%(b)		1.68	%
Net investment income (loss)		(1.68	)%		(1.38	)%		0.23	%		0.09	%(b)		(0.89	)%
Supplemental Data:
Net assets, end of period (000's)	$	7,261		$	11,668		$	9,319		$	8,606		$	12,840
Portfolio turnover rate(d)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.63% and 0.02%, respectively, and the total return would have been (11.71)%.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Large-Cap Growth :: 131

ProFund VP Large-Cap Growth (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P 500^® Growth Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 29.86%. For the same period, the Index had a total return of 32.01%¹ and a volatility of 16.51%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is designed to provide a comprehensive measure of large-cap U.S. equity "growth" performance. It is an unmanaged, float-adjusted, market capitalization-weighted index comprising stocks representing approximately half the market capitalization of the S&P 500^® that have been identified as being on the growth end of the growth-value spectrum.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Large-Cap Growth from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Large-Cap Growth		29.86	%		21.93	%		17.18	%
S&P 500® Growth Index		32.01	%		24.11	%		19.23	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Large-Cap Growth		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Apple, Inc.		13.1	%
Microsoft Corp.		11.9	%
Alphabet, Inc.		8.0	%
Amazon.com, Inc.		6.9	%
Tesla, Inc.		4.1	%

S&P 500^® Growth Index – Composition

	% of Index
Information Technology		44	%
Consumer Discretionary		17	%
Communication Services		13	%
Health Care		11	%
Financials		7	%
Industrials		3	%
Real Estate		2	%
Consumer Staples		1	%
Materials		1	%
Energy		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

132 :: ProFund VP Large-Cap Growth :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (100.4%)

	Shares		Value
A.O. Smith Corp. (Building Products)		117	$	10,044
Abbott Laboratories (Health Care Equipment & Supplies)		1,647		231,799
AbbVie, Inc. (Biotechnology)		1,679		227,336
ABIOMED, Inc.* (Health Care Equipment & Supplies)		45		16,163
Accenture PLC—Class A (IT Services)		643		266,556
Adobe, Inc.* (Software)		835		473,495
Advance Auto Parts, Inc. (Specialty Retail)		53		12,714
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		2,122		305,356
Agilent Technologies, Inc. (Life Sciences Tools & Services)		320		51,089
Akamai Technologies, Inc.* (IT Services)		121		14,162
Albemarle Corp. (Chemicals)		140		32,728
Align Technology, Inc.* (Health Care Equipment & Supplies)		130		85,433
Alphabet, Inc.*—Class A (Interactive Media & Services)		529		1,532,534
Alphabet, Inc.*—Class C (Interactive Media & Services)		492		1,423,646
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		766		2,554,105
American Express Co. (Consumer Finance)		484		79,183
American Tower Corp. (Equity Real Estate Investment Trusts)		408		119,340
Ameriprise Financial, Inc. (Capital Markets)		122		36,803
Amgen, Inc. (Biotechnology)		405		91,113
Amphenol Corp.—Class A (Electronic Equipment, Instruments & Components)		557		48,715
ANSYS, Inc.* (Software)		95		38,106
Aon PLC (Insurance)		231		69,429
APA Corp. (Oil, Gas & Consumable Fuels)		355		9,546
Apple, Inc. (Technology Hardware, Storage & Peripherals)		27,395		4,864,530
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		1,587		249,730
Aptiv PLC* (Auto Components)		195		32,165
Arista Networks, Inc.* (Communications Equipment)		394		56,638
Arthur J. Gallagher & Co. (Insurance)		161		27,317
Autodesk, Inc.* (Software)		247		69,454
Automatic Data Processing, Inc. (IT Services)		392		96,659
AutoZone, Inc.* (Specialty Retail)		38		79,663
AvalonBay Communities, Inc. (Equity Real Estate Investment Trusts)		105		26,522
Avery Dennison Corp. (Containers & Packaging)		74		16,026
Bank of America Corp. (Banks)		5,573		247,943
Bath & Body Works, Inc. (Specialty Retail)		303		21,146
Bio-Rad Laboratories, Inc.*—Class A (Life Sciences Tools & Services)		20		15,111
Bio-Techne Corp. (Life Sciences Tools & Services)		69		35,696
BlackRock, Inc.—Class A (Capital Markets)		130		119,023
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		412		274,149
Broadridge Financial Solutions, Inc. (IT Services)		91		16,637
Brown & Brown, Inc. (Insurance)		284		19,960
Cadence Design Systems, Inc.* (Software)		486		90,566
Caesars Entertainment, Inc.* (Hotels, Restaurants & Leisure)		240		22,447
Capital One Financial Corp. (Consumer Finance)		359		52,087
CarMax, Inc.* (Specialty Retail)		151		19,665
Catalent, Inc.* (Pharmaceuticals)		179		22,917
Cboe Global Markets, Inc. (Capital Markets)		111		14,474
CBRE Group, Inc.*—Class A (Real Estate Management & Development)		292		31,685
CDW Corp. (Electronic Equipment, Instruments & Components)		140		28,669
Celanese Corp. (Chemicals)		82		13,781
Ceridian HCM Holding, Inc.* (Software)		96		10,028
CF Industries Holdings, Inc. (Chemicals)		226		15,996
Charles River Laboratories International, Inc.* (Life Sciences Tools & Services)		90		33,910
Chipotle Mexican Grill, Inc.* (Hotels, Restaurants & Leisure)		33		57,692
Cincinnati Financial Corp. (Insurance)		123		14,013
Cintas Corp. (Commercial Services & Supplies)		70		31,022
Cisco Systems, Inc. (Communications Equipment)		3,337		211,465
Comerica, Inc. (Banks)		104		9,048
Copart, Inc.* (Commercial Services & Supplies)		255		38,663
Costco Wholesale Corp. (Food & Staples Retailing)		396		224,810
Crown Castle International Corp. (Equity Real Estate Investment Trusts)		341		71,180
Danaher Corp. (Health Care Equipment & Supplies)		760		250,048
Deere & Co. (Machinery)		227		77,837
Devon Energy Corp. (Oil, Gas & Consumable Fuels)		1,110		48,896
DexCom, Inc.* (Health Care Equipment & Supplies)		171		91,818
Diamondback Energy, Inc. (Oil, Gas & Consumable Fuels)		299		32,247
Discover Financial Services (Consumer Finance)		515		59,513
Domino's Pizza, Inc. (Hotels, Restaurants & Leisure)		44		24,831
Dover Corp. (Machinery)		117		21,247
DR Horton, Inc. (Household Durables)		302		32,751
Duke Realty Corp. (Equity Real Estate Investment Trusts)		436		28,619
eBay, Inc. (Internet & Direct Marketing Retail)		848		56,392
Edwards Lifesciences Corp.* (Health Care Equipment & Supplies)		690		89,390
Eli Lilly & Co. (Pharmaceuticals)		1,396		385,604
Enphase Energy, Inc.* (Semiconductors & Semiconductor Equipment)		237		43,357
EOG Resources, Inc. (Oil, Gas & Consumable Fuels)		474		42,105
EPAM Systems, Inc.* (IT Services)		100		66,845
Equifax, Inc. (Professional Services)		215		62,950
Equinix, Inc. (Equity Real Estate Investment Trusts)		71		60,055
Essex Property Trust, Inc. (Equity Real Estate Investment Trusts)		50		17,612
Etsy, Inc.* (Internet & Direct Marketing Retail)		223		48,824
Expeditors International of Washington, Inc. (Air Freight & Logistics)		298		40,018
Extra Space Storage, Inc. (Equity Real Estate Investment Trusts)		235		53,282

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Growth :: 133

Common Stocks, continued

	Shares			Value
F5, Inc.* (Communications Equipment)		55		$	13,459
FactSet Research Systems, Inc. (Capital Markets)		39			18,954
Fastenal Co. (Trading Companies & Distributors)		486			31,133
Federal Realty Investment Trust (Equity Real Estate Investment Trusts)		51			6,952
First Horizon Corp. (Banks)		—	(a)		—	(b)
First Republic Bank (Banks)		316			65,257
Fortinet, Inc.* (Software)		238			85,537
Fortune Brands Home & Security, Inc. (Building Products)		107			11,438
Franklin Resources, Inc. (Capital Markets)		225			7,535
Freeport-McMoRan, Inc. (Metals & Mining)		1,139			47,530
Garmin, Ltd. (Household Durables)		134			18,247
Gartner, Inc.* (IT Services)		144			48,142
Generac Holdings, Inc.* (Electrical Equipment)		112			39,415
HCA Healthcare, Inc. (Health Care Providers & Services)		244			62,688
Hess Corp. (Oil, Gas & Consumable Fuels)		344			25,466
Hilton Worldwide Holdings, Inc.* (Hotels, Restaurants & Leisure)		200			31,198
Hologic, Inc.* (Health Care Equipment & Supplies)		329			25,188
HP, Inc. (Technology Hardware, Storage & Peripherals)		1,015			38,235
IDEX Corp. (Machinery)		54			12,761
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		103			67,821
IHS Markit, Ltd. (Professional Services)		337			44,794
Illinois Tool Works, Inc. (Machinery)		207			51,088
Illumina, Inc.* (Life Sciences Tools & Services)		134			50,979
Incyte Corp.* (Biotechnology)		142			10,423
Intercontinental Exchange, Inc. (Capital Markets)		563			77,002
Intuit, Inc. (Software)		497			319,680
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		432			155,218
IQVIA Holdings, Inc.* (Life Sciences Tools & Services)		245			69,125
Iron Mountain, Inc. (Equity Real Estate Investment Trusts)		312			16,327
J.B. Hunt Transport Services, Inc. (Road & Rail)		85			17,374
Jacobs Engineering Group, Inc. (Professional Services)		101			14,062
Johnson Controls International PLC (Building Products)		761			61,878
JPMorgan Chase & Co. (Banks)		2,389			378,299
Keysight Technologies, Inc.* (Electronic Equipment, Instruments & Components)		243			50,182
KLA Corp. (Semiconductors & Semiconductor Equipment)		267			114,839
L3Harris Technologies, Inc. (Aerospace & Defense)		144			30,706
Laboratory Corp. of America Holdings* (Health Care Providers & Services)		90			28,279
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		247			177,630
Linde PLC (Chemicals)		461			159,705
Live Nation Entertainment, Inc.* (Entertainment)		102			12,208
LKQ Corp. (Distributors)		202			12,126
Lowe's Cos., Inc. (Specialty Retail)		1,218			314,829
MarketAxess Holdings, Inc. (Capital Markets)		32			13,161
Marriott International, Inc.*—Class A (Hotels, Restaurants & Leisure)		—	(a)		53
Marsh & McLennan Cos., Inc. (Insurance)		542			94,211
Martin Marietta Materials, Inc. (Construction Materials)		63			27,752
Masco Corp. (Building Products)		206			14,465
Mastercard, Inc.—Class A (IT Services)		718			257,992
McDonald's Corp. (Hotels, Restaurants & Leisure)		591			158,430
Meta Platforms, Inc.*—Class A (Interactive Media & Services)		4,160			1,399,216
Mettler-Toledo International, Inc.* (Life Sciences Tools & Services)		26			44,127
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		469			40,831
Microsoft Corp. (Software)		13,196			4,438,079
Mid-America Apartment Communities, Inc. (Equity Real Estate Investment Trusts)		126			28,909
Moderna, Inc.* (Biotechnology)		621			157,722
Monolithic Power Systems, Inc. (Semiconductors & Semiconductor Equipment)		75			37,000
Monster Beverage Corp.* (Beverages)		341			32,750
Moody's Corp. (Capital Markets)		188			73,429
Morgan Stanley (Capital Markets)		1,237			121,424
Motorola Solutions, Inc. (Communications Equipment)		175			47,548
MSCI, Inc.—Class A (Capital Markets)		144			88,227
Nasdaq, Inc. (Capital Markets)		161			33,812
NetApp, Inc. (Technology Hardware, Storage & Peripherals)		279			25,665
Netflix, Inc.* (Entertainment)		779			469,301
Newell Brands, Inc. (Household Durables)		357			7,797
NIKE, Inc.—Class B (Textiles, Apparel & Luxury Goods)		1,214			202,337
NRG Energy, Inc. (Electric Utilities)		433			18,654
Nucor Corp. (Metals & Mining)		271			30,935
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		4,394			1,292,319
NVR, Inc.* (Household Durables)		2			11,818
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		295			67,195
Occidental Petroleum Corp. (Oil, Gas & Consumable Fuels)		642			18,612
Old Dominion Freight Line, Inc. (Road & Rail)		163			58,416
ONEOK, Inc. (Oil, Gas & Consumable Fuels)		340			19,978
Oracle Corp. (Software)		2,835			247,240
O'Reilly Automotive, Inc.* (Specialty Retail)		118			83,335
Otis Worldwide Corp. (Machinery)		299			26,034
Paychex, Inc. (IT Services)		300			40,950
Paycom Software, Inc.* (Software)		63			26,157
PayPal Holdings, Inc.* (IT Services)		1,115			210,267
Pentair PLC (Machinery)		170			12,415
PepsiCo, Inc. (Beverages)		1,022			177,531
PerkinElmer, Inc. (Life Sciences Tools & Services)		221			44,434
Pfizer, Inc. (Pharmaceuticals)		5,328			314,618
Pioneer Natural Resources Co. (Oil, Gas & Consumable Fuels)		224			40,741
Pool Corp. (Distributors)		70			39,620
Prologis, Inc. (Equity Real Estate Investment Trusts)		793			133,510
PTC, Inc.* (Software)		92			11,146
Public Storage (Equity Real Estate Investment Trusts)	��	158			59,180
Qorvo, Inc.* (Semiconductors & Semiconductor Equipment)		95			14,857

See accompanying notes to financial statements.

134 :: ProFund VP Large-Cap Growth :: Financial Statements

Common Stocks, continued

	Shares		Value
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		1,969	$	360,071
Quanta Services, Inc. (Construction & Engineering)		134		15,364
Quest Diagnostics, Inc. (Health Care Providers & Services)		99		17,128
Raymond James Financial, Inc. (Capital Markets)		193		19,377
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		187		118,094
Regions Financial Corp. (Banks)		754		16,437
Republic Services, Inc.—Class A (Commercial Services & Supplies)		161		22,451
ResMed, Inc. (Health Care Equipment & Supplies)		148		38,551
Robert Half International, Inc. (Professional Services)		133		14,832
Rockwell Automation, Inc. (Electrical Equipment)		107		37,327
Rollins, Inc. (Commercial Services & Supplies)		176		6,021
S&P Global, Inc. (Capital Markets)		258		121,758
Salesforce.com, Inc.* (Software)		1,049		266,582
SBA Communications Corp. (Equity Real Estate Investment Trusts)		109		42,403
Seagate Technology Holdings PLC (Technology Hardware, Storage & Peripherals)		262		29,601
Sealed Air Corp. (Containers & Packaging)		144		9,716
ServiceNow, Inc.* (Software)		350		227,189
Signature Bank (Banks)		109		35,258
Simon Property Group, Inc. (Equity Real Estate Investment Trusts)		347		55,440
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		135		20,944
SolarEdge Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		69		19,359
Starbucks Corp. (Hotels, Restaurants & Leisure)		1,058		123,754
STERIS PLC (Health Care Equipment & Supplies)		73		17,769
Stryker Corp. (Health Care Equipment & Supplies)		241		64,448
SVB Financial Group* (Banks)		105		71,215
Synchrony Financial (Consumer Finance)		550		25,515
Synopsys, Inc.* (Software)		179		65,962
T. Rowe Price Group, Inc. (Capital Markets)		277		54,469
Take-Two Interactive Software, Inc.* (Entertainment)		126		22,393
Target Corp. (Multiline Retail)		472		109,240
Teradyne, Inc. (Semiconductors & Semiconductor Equipment)		287		46,933
Tesla, Inc.* (Automobiles)		1,430		1,511,195
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		797		150,211
The Charles Schwab Corp. (Capital Markets)		1,795		150,960
The Estee Lauder Co., Inc. (Personal Products)		240		88,848
The Goldman Sachs Group, Inc. (Capital Markets)		597		228,381
The Hershey Co. (Food Products)		115		22,249
The Home Depot, Inc. (Specialty Retail)		1,411		585,578
The Sherwin-Williams Co. (Chemicals)		225		79,236
Thermo Fisher Scientific, Inc. (Life Sciences Tools & Services)		692		461,731
Tractor Supply Co. (Specialty Retail)		200		47,720
TransDigm Group, Inc.* (Aerospace & Defense)		42		26,724
Trimble, Inc.* (Electronic Equipment, Instruments & Components)		248		21,623
Twitter, Inc.* (Interactive Media & Services)		677		29,260
Tyler Technologies, Inc.* (Software)		45		24,208
UDR, Inc. (Equity Real Estate Investment Trusts)		281		16,857
Ulta Beauty, Inc.* (Specialty Retail)		53		21,854
Under Armour, Inc.*—Class A (Textiles, Apparel & Luxury Goods)		145		3,073
Under Armour, Inc.*—Class C (Textiles, Apparel & Luxury Goods)		165		2,977
Union Pacific Corp. (Road & Rail)		464		116,896
United Parcel Service, Inc.—Class B (Air Freight & Logistics)		550		117,887
United Rentals, Inc.* (Trading Companies & Distributors)		76		25,254
UnitedHealth Group, Inc. (Health Care Providers & Services)		695		348,988
VeriSign, Inc.* (IT Services)		80		20,306
Verisk Analytics, Inc. (Professional Services)		144		32,937
Vertex Pharmaceuticals, Inc.* (Biotechnology)		269		59,072
Visa, Inc.—Class A (IT Services)		1,269		275,004
Vulcan Materials Co. (Construction Materials)		113		23,457
Waste Management, Inc. (Commercial Services & Supplies)		345		57,581
Waters Corp.* (Life Sciences Tools & Services)		79		29,435
West Pharmaceutical Services, Inc. (Health Care Equipment & Supplies)		130		60,971
Weyerhaeuser Co. (Equity Real Estate Investment Trusts)		556		22,896
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)		323		68,486
Xylem, Inc. (Machinery)		128		15,350
Yum! Brands, Inc. (Hotels, Restaurants & Leisure)		243		33,743
Zebra Technologies Corp.* (Electronic Equipment, Instruments & Components)		69		41,069
Zions Bancorp (Banks)		134		8,463
Zoetis, Inc. (Pharmaceuticals)		548		133,728
TOTAL COMMON STOCKS (Cost $17,001,508)				37,343,841

Repurchase Agreements^(c) (0.2%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $73,000	$	73,000	$	73,000
TOTAL REPURCHASE AGREEMENTS (Cost $73,000)				73,000
TOTAL INVESTMENT SECURITIES (Cost $17,074,508)—100.6%				37,416,841
Net other assets (liabilities)—(0.6)%				(236,688	)
NET ASSETS—100.0%			$	37,180,153

* Non-income producing security.

^(a) Number of shares is less than 0.50.

^(b) Amount is less than $0.50.

^(c) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Growth :: 135

ProFund VP Large-Cap Growth invested in the following industries as of December 31, 2021:

	Value			% of Net Assets
Aerospace & Defense	$	57,430			0.2	%
Air Freight & Logistics		157,905			0.4	%
Auto Components		32,165			0.1	%
Automobiles		1,511,195			4.1	%
Banks		831,920			2.2	%
Beverages		210,281			0.6	%
Biotechnology		663,760			1.8	%
Building Products		97,825			0.3	%
Capital Markets		1,178,789			3.2	%
Chemicals		301,446			0.8	%
Commercial Services & Supplies		155,738			0.4	%
Communications Equipment		329,110			0.9	%
Construction & Engineering		15,364			NM
Construction Materials		51,209			0.1	%
Consumer Finance		216,298			0.6	%
Containers & Packaging		25,742			0.1	%
Distributors		51,746			0.1	%
Electric Utilities		18,654			0.1	%
Electrical Equipment		76,742			0.2	%
Electronic Equipment, Instruments & Components		190,258			0.5	%
Entertainment		503,902			1.4	%
Equity Real Estate Investment Trusts		759,084			2.0	%
Food & Staples Retailing		224,810			0.6	%
Food Products		22,249			0.1	%
Health Care Equipment & Supplies		1,194,617			3.3	%
Health Care Providers & Services		457,083			1.2	%
Hotels, Restaurants & Leisure		452,148			1.2	%
Household Durables		70,613			0.2	%
Insurance		224,930			0.6	%
Interactive Media & Services		4,384,656			11.7	%
Internet & Direct Marketing Retail		2,659,321			7.1	%
IT Services		1,313,520			3.5	%
Life Sciences Tools & Services		835,637			2.2	%
Machinery		216,732			0.5	%
Metals & Mining		78,465			0.2	%
Multiline Retail		109,240			0.3	%
Oil, Gas & Consumable Fuels		237,591			0.6	%
Personal Products		88,848			0.2	%
Pharmaceuticals		856,867			2.3	%
Professional Services		169,575			0.5	%
Real Estate Management & Development		31,685			0.1	%
Road & Rail		192,686			0.5	%
Semiconductors & Semiconductor Equipment		3,283,267			8.8	%
Software		6,393,429			17.3	%
Specialty Retail		1,186,504			3.2	%
Technology Hardware, Storage & Peripherals		4,958,031			13.3	%
Textiles, Apparel & Luxury Goods		208,387			0.6	%
Trading Companies & Distributors		56,387			0.2	%
Other**		(163,688	)		(0.4	)%
Total	$	37,180,153			100.0	%

**	Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.
NM	Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

136 :: ProFund VP Large-Cap Growth :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	17,074,508
Securities, at value		37,343,841
Repurchase agreements, at value		73,000
Total Investment Securities, at value		37,416,841
Cash		1,486
Dividends receivable		6,060
Receivable for capital shares issued		107,763
Prepaid expenses		2,213
TOTAL ASSETS		37,534,363
LIABILITIES:
Payable for capital shares redeemed		282,742
Payable for investments purchased		874
Advisory fees payable		22,857
Management services fees payable		3,048
Administration fees payable		1,991
Administrative services fees payable		12,557
Distribution fees payable		11,908
Transfer agency fees payable		3,279
Fund accounting fees payable		1,171
Compliance services fees payable		145
Other accrued expenses		13,638
TOTAL LIABILITIES		354,210
NET ASSETS	$	37,180,153
NET ASSETS CONSIST OF:
Capital	$	13,799,588
Total distributable earnings (loss)		23,380,565
NET ASSETS	$	37,180,153
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		432,600
Net Asset Value (offering and redemption price per share)	$	85.95

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	220,060
Interest		1
Foreign tax withholding		(4	)
TOTAL INVESTMENT INCOME		220,057
EXPENSES:
Advisory fees		224,624
Management services fees		29,950
Administration fees		22,090
Transfer agency fees		18,016
Administrative services fees		90,220
Distribution fees		74,875
Custody fees		5,168
Fund accounting fees		12,898
Trustee fees		519
Compliance services fees		192
Other fees		25,293
Recoupment of prior expenses reduced by the Advisor		2,000
Total Gross Expenses before reductions		505,845
Expenses reduced and reimbursed by the Advisor		(2,687	)
TOTAL NET EXPENSES		503,158
NET INVESTMENT INCOME (LOSS)		(283,101	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		4,101,255
Change in net unrealized appreciation/depreciation on investment securities		3,485,807
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		7,587,062
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	7,303,961

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Growth :: 137

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(283,101	)	$	(140,157	)
Net realized gains (losses) on investments		4,101,255			4,081,236
Change in net unrealized appreciation/depreciation on investments		3,485,807			3,170,326
Change in net assets resulting from operations		7,303,961			7,111,405
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(3,932,438	)		(2,722,527	)
Change in net assets resulting from distributions		(3,932,438	)		(2,722,527	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		39,677,623			43,774,938
Distributions reinvested		3,932,438			2,722,527
Value of shares redeemed		(39,764,236	)		(49,864,282	)
Change in net assets resulting from capital transactions		3,845,825			(3,366,817	)
Change in net assets		7,217,348			1,022,061
NET ASSETS:
Beginning of period		29,962,805			28,940,744
End of period	$	37,180,153		$	29,962,805
SHARE TRANSACTIONS:
Issued		490,409			650,844
Reinvested		57,737			35,998
Redeemed		(503,495	)		(748,650	)
Change in shares		44,651			(61,808	)

See accompanying notes to financial statements.

138 :: ProFund VP Large-Cap Growth :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	77.23		$	64.35		$	65.02		$	69.22		$	57.48
Investment Activities:
Net investment income (loss)(a)		(0.75	)		(0.35	)		(0.10	)		(0.22	)		(0.04	)
Net realized and unrealized gains (losses) on investments		20.84			20.11			17.13			(0.74	)		14.41
Total income (loss) from investment activities		20.09			19.76			17.03			(0.96	)		14.37
Distributions to Shareholders From:
Net realized gains on investments		(11.37	)		(6.88	)		(17.70	)		(3.24	)		(2.63	)
Total distributions		(11.37	)		(6.88	)		(17.70	)		(3.24	)		(2.63	)
Net Asset Value, End of Period	$	85.95		$	77.23		$	64.35		$	65.02		$	69.22
Total Return		29.86	%		30.93	%		28.89	%		(1.86	)%		25.29	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.75	%		1.73	%		1.69	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(0.94	)%		(0.52	)%		(0.14	)%		(0.30	)%		(0.07	)%
Supplemental Data:
Net assets, end of period (000's)	$	37,180		$	29,963		$	28,941		$	24,821		$	34,398
Portfolio turnover rate(b)		122	%		150	%		136	%		149	%		154	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Large-Cap Value :: 139

ProFund VP Large-Cap Value (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P 500^® Value Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 22.93%. For the same period, the Index had a total return of 24.90%¹ and a volatility of 13.12%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is designed to provide a comprehensive measure of large-cap U.S. equity "value" performance. It is an unmanaged, float-adjusted, market capitalization-weighted index comprising stocks representing approximately half the market capitalization of the S&P 500^® that have been identified as being on the value end of the growth-value spectrum.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Large-Cap Value from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Large-Cap Value		22.93	%		10.08	%		11.40	%
S&P 500® Value Index		24.90	%		11.90	%		13.29	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Large-Cap Value		1.77	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Total Exposure		99	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Berkshire Hathaway, Inc.		2.8	%
Johnson & Johnson		2.3	%
The Procter & Gamble Co.		2.1	%
The Walt Disney Co.		1.5	%
UnitedHealth Group, Inc.		1.4	%

S&P 500^® Value Index – Composition

	% of Index
Health Care		16	%
Financials		15	%
Industrials		13	%
Information Technology		13	%
Consumer Staples		11	%
Consumer Discretionary		8	%
Communication Services		7	%
Utilities		5	%
Energy		5	%
Materials		4	%
Real Estate		3	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

140 :: ProFund VP Large-Cap Value :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.3%)

	Shares		Value
3M Co. (Industrial Conglomerates)		535	$	95,032
A.O. Smith Corp. (Building Products)		63		5,409
Abbott Laboratories (Health Care Equipment & Supplies)		772		108,651
AbbVie, Inc. (Biotechnology)		756		102,362
ABIOMED, Inc.* (Health Care Equipment & Supplies)		19		6,824
Accenture PLC—Class A (IT Services)		246		101,979
Activision Blizzard, Inc. (Entertainment)		724		48,168
Advance Auto Parts, Inc. (Specialty Retail)		31		7,436
Aflac, Inc. (Insurance)		566		33,049
Agilent Technologies, Inc. (Life Sciences Tools & Services)		113		18,040
Air Products & Chemicals, Inc. (Chemicals)		205		62,373
Akamai Technologies, Inc.* (IT Services)		88		10,300
Alaska Air Group, Inc.* (Airlines)		117		6,096
Albemarle Corp. (Chemicals)		35		8,182
Alexandria Real Estate Equities, Inc. (Equity Real Estate Investment Trusts)		130		28,985
Allegion PLC (Building Products)		84		11,125
Alliant Energy Corp. (Electric Utilities)		234		14,384
Altria Group, Inc. (Tobacco)		1,707		80,895
Amcor PLC (Containers & Packaging)		1,423		17,090
Ameren Corp. (Multi-Utilities)		239		21,273
American Airlines Group, Inc.* (Airlines)		602		10,812
American Electric Power Co., Inc. (Electric Utilities)		469		41,727
American Express Co. (Consumer Finance)		327		53,498
American International Group, Inc. (Insurance)		771		43,839
American Tower Corp. (Equity Real Estate Investment Trusts)		207		60,547
American Water Works Co., Inc. (Water Utilities)		169		31,917
Ameriprise Financial, Inc. (Capital Markets)		40		12,066
AmerisourceBergen Corp. (Health Care Providers & Services)		138		18,339
AMETEK, Inc. (Electrical Equipment)		214		31,467
Amgen, Inc. (Biotechnology)		309		69,516
Amphenol Corp.—Class A (Electronic Equipment, Instruments & Components)		262		22,915
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		499		87,709
ANSYS, Inc.* (Software)		31		12,435
Anthem, Inc. (Health Care Providers & Services)		226		104,760
Aon PLC (Insurance)		82		24,646
APA Corp. (Oil, Gas & Consumable Fuels)		152		4,087
Aptiv PLC* (Auto Components)		148		24,412
Archer-Daniels-Midland Co. (Food Products)		520		35,147
Arthur J. Gallagher & Co. (Insurance)		109		18,494
Assurant, Inc. (Insurance)		53		8,261
AT&T, Inc. (Diversified Telecommunication Services)		6,635		163,221
Atmos Energy Corp. (Gas Utilities)		122		12,782
Autodesk, Inc.* (Software)		74		20,808
Automatic Data Processing, Inc. (IT Services)		185		45,617
AvalonBay Communities, Inc. (Equity Real Estate Investment Trusts)		76		19,197
Avery Dennison Corp. (Containers & Packaging)		38		8,230
Baker Hughes Co.—Class A (Energy Equipment & Services)		813		19,561
Ball Corp. (Containers & Packaging)		301		28,977
Bank of America Corp. (Banks)		3,748		166,749
Bath & Body Works, Inc. (Specialty Retail)		86		6,002
Baxter International, Inc. (Health Care Equipment & Supplies)		466		40,001
Becton, Dickinson & Co. (Health Care Equipment & Supplies)		268		67,397
Berkshire Hathaway, Inc.*—Class B (Diversified Financial Services)		1,702		508,898
Best Buy Co., Inc. (Specialty Retail)		205		20,828
Biogen, Inc.* (Biotechnology)		136		32,629
Bio-Rad Laboratories, Inc.*—Class A (Life Sciences Tools & Services)		9		6,800
BlackRock, Inc.—Class A (Capital Markets)		64		58,596
Booking Holdings, Inc.* (Hotels, Restaurants & Leisure)		38		91,170
BorgWarner, Inc. (Auto Components)		222		10,006
Boston Properties, Inc. (Equity Real Estate Investment Trusts)		131		15,089
Boston Scientific Corp.* (Health Care Equipment & Supplies)		1,325		56,286
Bristol-Myers Squibb Co. (Pharmaceuticals)		2,062		128,566
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		165		109,793
Broadridge Financial Solutions, Inc. (IT Services)		60		10,969
Brown & Brown, Inc. (Insurance)		68		4,779
Brown-Forman Corp.—Class B (Beverages)		170		12,386
C.H. Robinson Worldwide, Inc. (Air Freight & Logistics)		120		12,916
Caesars Entertainment, Inc.* (Hotels, Restaurants & Leisure)		72		6,734
Campbell Soup Co. (Food Products)		189		8,214
Capital One Financial Corp. (Consumer Finance)		205		29,743
Cardinal Health, Inc. (Health Care Providers & Services)		261		13,439
CarMax, Inc.* (Specialty Retail)		71		9,246
Carnival Corp.*—Class A (Hotels, Restaurants & Leisure)		748		15,050
Carrier Global Corp. (Building Products)		805		43,663
Catalent, Inc.* (Pharmaceuticals)		64		8,194
Caterpillar, Inc. (Machinery)		502		103,783
Cboe Global Markets, Inc. (Capital Markets)		41		5,346
CBRE Group, Inc.*—Class A (Real Estate Management & Development)		156		16,928
CDW Corp. (Electronic Equipment, Instruments & Components)		51		10,444
Celanese Corp. (Chemicals)		57		9,579
Centene Corp.* (Health Care Providers & Services)		542		44,661
CenterPoint Energy, Inc. (Multi-Utilities)		585		16,327
Ceridian HCM Holding, Inc.* (Software)		75		7,835
Cerner Corp. (Health Care Technology)		274		25,446
CF Industries Holdings, Inc. (Chemicals)		80		5,662
Charter Communications, Inc.*—Class A (Media)		115		74,977
Chevron Corp. (Oil, Gas & Consumable Fuels)		1,791		210,174
Chipotle Mexican Grill, Inc.* (Hotels, Restaurants & Leisure)		8		13,986
Chubb, Ltd. (Insurance)		401		77,518
Church & Dwight Co., Inc. (Household Products)		227		23,268
Cigna Corp. (Health Care Providers & Services)		308		70,726

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Value :: 141

Common Stocks, continued

	Shares			Value
Cincinnati Financial Corp. (Insurance)		74		$	8,431
Cintas Corp. (Commercial Services & Supplies)		43			19,056
Cisco Systems, Inc. (Communications Equipment)		2,155			136,562
Citigroup, Inc. (Banks)		1,844			111,359
Citizens Financial Group, Inc. (Banks)		397			18,758
Citrix Systems, Inc. (Software)		115			10,878
CME Group, Inc. (Capital Markets)		334			76,307
CMS Energy Corp. (Multi-Utilities)		270			17,564
Cognizant Technology Solutions Corp.—Class A (IT Services)		489			43,384
Colgate-Palmolive Co. (Household Products)		784			66,906
Comcast Corp.—Class A (Media)		4,236			213,198
Comerica, Inc. (Banks)		68			5,916
Conagra Brands, Inc. (Food Products)		445			15,197
ConocoPhillips (Oil, Gas & Consumable Fuels)		1,224			88,348
Consolidated Edison, Inc. (Multi-Utilities)		329			28,070
Constellation Brands, Inc.—Class A (Beverages)		152			38,147
Copart, Inc.* (Commercial Services & Supplies)		64			9,704
Corning, Inc. (Electronic Equipment, Instruments & Components)		715			26,619
Corteva, Inc. (Chemicals)		677			32,009
Costco Wholesale Corp. (Food & Staples Retailing)		201			114,108
Coterra Energy, Inc. (Oil, Gas & Consumable Fuels)		756			14,364
Crown Castle International Corp. (Equity Real Estate Investment Trusts)		220			45,923
CSX Corp. (Road & Rail)		2,062			77,531
Cummins, Inc. (Machinery)		132			28,794
CVS Health Corp. (Health Care Providers & Services)		1,227			126,577
Danaher Corp. (Health Care Equipment & Supplies)		190			62,512
Darden Restaurants, Inc. (Hotels, Restaurants & Leisure)		120			18,077
DaVita, Inc.* (Health Care Providers & Services)		60			6,826
Deere & Co. (Machinery)		142			48,690
Delta Air Lines, Inc.* (Airlines)		595			23,253
DENTSPLY SIRONA, Inc. (Health Care Equipment & Supplies)		204			11,381
Digital Realty Trust, Inc. (Equity Real Estate Investment Trusts)		265			46,871
Discovery, Inc.*(a) (Media)		157			3,696
Discovery, Inc.*—Class C (Media)		283			6,481
DISH Network Corp.*—Class A (Media)		232			7,526
Dollar General Corp. (Multiline Retail)		216			50,939
Dollar Tree, Inc.* (Multiline Retail)		209			29,369
Dominion Energy, Inc. (Multi-Utilities)		753			59,156
Domino's Pizza, Inc. (Hotels, Restaurants & Leisure)		11			6,208
Dover Corp. (Machinery)		73			13,257
Dow, Inc. (Chemicals)		687			38,967
DR Horton, Inc. (Household Durables)		142			15,400
DTE Energy Co. (Multi-Utilities)		180			21,517
Duke Energy Corp. (Electric Utilities)		716			75,107
Duke Realty Corp. (Equity Real Estate Investment Trusts)		124			8,139
DuPont de Nemours, Inc. (Chemicals)		482			38,936
DXC Technology Co.* (IT Services)		234			7,532
Eastman Chemical Co. (Chemicals)		124			14,993
Eaton Corp. PLC (Electrical Equipment)		371			64,116
eBay, Inc. (Internet & Direct Marketing Retail)		134			8,911
Ecolab, Inc. (Chemicals)		232			54,425
Edison International (Electric Utilities)		354			24,161
Edwards Lifesciences Corp.* (Health Care Equipment & Supplies)		214			27,724
Electronic Arts, Inc. (Entertainment)		264			34,822
Emerson Electric Co. (Electrical Equipment)		556			51,691
Entergy Corp. (Electric Utilities)		188			21,178
EOG Resources, Inc. (Oil, Gas & Consumable Fuels)		293			26,027
Equinix, Inc. (Equity Real Estate Investment Trusts)		44			37,217
Equity Residential (Equity Real Estate Investment Trusts)		317			28,689
Essex Property Trust, Inc. (Equity Real Estate Investment Trusts)		34			11,976
Everest Re Group, Ltd. (Insurance)		37			10,135
Evergy, Inc. (Electric Utilities)		213			14,614
Eversource Energy (Electric Utilities)		320			29,114
Exelon Corp. (Electric Utilities)		909			52,504
Expedia Group, Inc.* (Hotels, Restaurants & Leisure)		135			24,397
Exxon Mobil Corp. (Oil, Gas & Consumable Fuels)		3,935			240,784
F5, Inc.* (Communications Equipment)		27			6,607
FactSet Research Systems, Inc. (Capital Markets)		14			6,804
Fastenal Co. (Trading Companies & Distributors)		278			17,809
Federal Realty Investment Trust (Equity Real Estate Investment Trusts)		38			5,180
FedEx Corp. (Air Freight & Logistics)		227			58,711
Fidelity National Information Services, Inc. (IT Services)		566			61,779
Fifth Third Bancorp (Banks)		636			27,698
First Horizon Corp. (Banks)		—	(b)		8
FirstEnergy Corp. (Electric Utilities)		506			21,045
Fiserv, Inc.* (IT Services)		552			57,292
FleetCor Technologies, Inc.* (IT Services)		76			17,012
FMC Corp. (Chemicals)		117			12,857
Ford Motor Co. (Automobiles)		3,648			75,769
Fortive Corp. (Machinery)		333			25,405
Fortune Brands Home & Security, Inc. (Building Products)		70			7,483
Fox Corp.—Class A (Media)		297			10,959
Fox Corp.—Class B (Media)		136			4,661
Franklin Resources, Inc. (Capital Markets)		144			4,823
Freeport-McMoRan, Inc. (Metals & Mining)		764			31,882
Garmin, Ltd. (Household Durables)		70			9,532
General Dynamics Corp. (Aerospace & Defense)		215			44,821
General Electric Co. (Industrial Conglomerates)		1,021			96,454
General Mills, Inc. (Food Products)		564			38,002
General Motors Co.* (Automobiles)		1,348			79,033
Genuine Parts Co. (Distributors)		132			18,507
Gilead Sciences, Inc. (Biotechnology)		1,165			84,591
Global Payments, Inc. (IT Services)		270			36,499
Globe Life, Inc. (Insurance)		87			8,154
Halliburton Co. (Energy Equipment & Services)		831			19,005
Hartford Financial Services Group, Inc. (Insurance)		317			21,886
Hasbro, Inc. (Leisure Products)		120			12,214
HCA Healthcare, Inc. (Health Care Providers & Services)		93			23,894
Healthpeak Properties, Inc. (Equity Real Estate Investment Trusts)		501			18,081

See accompanying notes to financial statements.

142 :: ProFund VP Large-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Henry Schein, Inc.* (Health Care Providers & Services)		129	$	10,001
Hess Corp. (Oil, Gas & Consumable Fuels)		75		5,552
Hewlett Packard Enterprises Co. (Technology Hardware, Storage & Peripherals)		1,217		19,192
Hilton Worldwide Holdings, Inc.* (Hotels, Restaurants & Leisure)		153		23,866
Hologic, Inc.* (Health Care Equipment & Supplies)		62		4,747
Honeywell International, Inc. (Industrial Conglomerates)		640		133,447
Hormel Foods Corp. (Food Products)		262		12,788
Host Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		664		11,547
Howmet Aerospace, Inc. (Aerospace & Defense)		357		11,363
HP, Inc. (Technology Hardware, Storage & Peripherals)		535		20,154
Humana, Inc. (Health Care Providers & Services)		119		55,199
Huntington Bancshares, Inc. (Banks)		1,345		20,740
Huntington Ingalls Industries, Inc. (Aerospace & Defense)		37		6,909
IDEX Corp. (Machinery)		41		9,689
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		25		16,462
IHS Markit, Ltd. (Professional Services)		193		25,653
Illinois Tool Works, Inc. (Machinery)		156		38,501
Illumina, Inc.* (Life Sciences Tools & Services)		75		28,533
Incyte Corp.* (Biotechnology)		99		7,267
Ingersoll Rand, Inc. (Machinery)		379		23,449
Intel Corp. (Semiconductors & Semiconductor Equipment)		3,779		194,619
Intercontinental Exchange, Inc. (Capital Markets)		225		30,773
International Business Machines Corp. (IT Services)		834		111,472
International Flavors & Fragrances, Inc. (Chemicals)		237		35,704
International Paper Co. (Containers & Packaging)		359		16,866
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		104		37,367
Invesco, Ltd. (Capital Markets)		316		7,274
IPG Photonics Corp.* (Electronic Equipment, Instruments & Components)		33		5,681
IQVIA Holdings, Inc.* (Life Sciences Tools & Services)		47		13,261
Iron Mountain, Inc. (Equity Real Estate Investment Trusts)		107		5,599
J.B. Hunt Transport Services, Inc. (Road & Rail)		32		6,541
Jack Henry & Associates, Inc. (IT Services)		69		11,522
Jacobs Engineering Group, Inc. (Professional Services)		68		9,468
Johnson & Johnson (Pharmaceuticals)		2,446		418,436
Johnson Controls International PLC (Building Products)		257		20,897
JPMorgan Chase & Co. (Banks)		1,483		234,833
Juniper Networks, Inc. (Communications Equipment)		302		10,784
Kellogg Co. (Food Products)		239		15,396
KeyCorp (Banks)		865		20,007
Keysight Technologies, Inc.* (Electronic Equipment, Instruments & Components)		42		8,673
Kimberly-Clark Corp. (Household Products)		313		44,734
Kimco Realty Corp. (Equity Real Estate Investment Trusts)		573		14,124
Kinder Morgan, Inc. (Oil, Gas & Consumable Fuels)		1,811		28,722
L3Harris Technologies, Inc. (Aerospace & Defense)		107		22,817
Laboratory Corp. of America Holdings* (Health Care Providers & Services)		41		12,883
Lamb Weston Holding, Inc. (Food Products)		136		8,620
Las Vegas Sands Corp.* (Hotels, Restaurants & Leisure)		320		12,045
Leidos Holdings, Inc. (Professional Services)		130		11,557
Lennar Corp.—Class A (Household Durables)		252		29,272
Lincoln National Corp. (Insurance)		159		10,853
Linde PLC (Chemicals)		233		80,718
Live Nation Entertainment, Inc.* (Entertainment)		72		8,618
LKQ Corp. (Distributors)		143		8,584
Lockheed Martin Corp. (Aerospace & Defense)		228		81,033
Loews Corp. (Insurance)		187		10,801
Lumen Technologies, Inc. (Diversified Telecommunication Services)		855		10,730
LyondellBasell Industries N.V.—Class A (Chemicals)		244		22,504
M&T Bank Corp. (Banks)		119		18,276
Marathon Oil Corp. (Oil, Gas & Consumable Fuels)		723		11,872
Marathon Petroleum Corp. (Oil, Gas & Consumable Fuels)		573		36,666
MarketAxess Holdings, Inc. (Capital Markets)		18		7,403
Marriott International, Inc.*—Class A (Hotels, Restaurants & Leisure)		254		42,023
Marsh & McLennan Cos., Inc. (Insurance)		184		31,983
Martin Marietta Materials, Inc. (Construction Materials)		25		11,013
Masco Corp. (Building Products)		117		8,216
Mastercard, Inc.—Class A (IT Services)		427		153,430
Match Group, Inc.* (Interactive Media & Services)		265		35,046
McCormick & Co., Inc. (Food Products)		232		22,414
McDonald's Corp. (Hotels, Restaurants & Leisure)		382		102,402
McKesson Corp. (Health Care Providers & Services)		142		35,297
Medtronic PLC (Health Care Equipment & Supplies)		1,251		129,416
Merck & Co., Inc. (Pharmaceuticals)		2,347		179,874
MetLife, Inc. (Insurance)		664		41,493
Mettler-Toledo International, Inc.* (Life Sciences Tools & Services)		8		13,578
MGM Resorts International (Hotels, Restaurants & Leisure)		361		16,202
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		269		23,419
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		1,039		96,783
Mid-America Apartment Communities, Inc. (Equity Real Estate Investment Trusts)		40		9,178
Mohawk Industries, Inc.* (Household Durables)		50		9,109
Molson Coors Beverage Co.—Class B (Beverages)		175		8,111
Mondelez International, Inc.—Class A (Food Products)		1,296		85,937
Monster Beverage Corp.* (Beverages)		168		16,135
Moody's Corp. (Capital Markets)		50		19,529
Morgan Stanley (Capital Markets)		682		66,945

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Value :: 143

Common Stocks, continued

	Shares		Value
Motorola Solutions, Inc. (Communications Equipment)		65	$	17,661
Nasdaq, Inc. (Capital Markets)		24		5,040
NetApp, Inc. (Technology Hardware, Storage & Peripherals)		60		5,519
Newell Brands, Inc. (Household Durables)		166		3,625
Newmont Corp. (Metals & Mining)		740		45,895
News Corp.—Class A (Media)		366		8,165
News Corp.—Class B (Media)		113		2,543
NextEra Energy, Inc. (Electric Utilities)		1,823		170,194
Nielsen Holdings PLC (Professional Services)		333		6,830
NIKE, Inc.—Class B (Textiles, Apparel & Luxury Goods)		547		91,167
NiSource, Inc. (Multi-Utilities)		364		10,050
Norfolk Southern Corp. (Road & Rail)		226		67,282
Northern Trust Corp. (Capital Markets)		193		23,085
Northrop Grumman Corp. (Aerospace & Defense)		138		53,416
NortonLifelock, Inc. (Software)		540		14,029
Norwegian Cruise Line Holdings, Ltd.* (Hotels, Restaurants & Leisure)		344		7,135
Nucor Corp. (Metals & Mining)		122		13,926
NVR, Inc.* (Household Durables)		2		11,818
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		92		20,956
Occidental Petroleum Corp. (Oil, Gas & Consumable Fuels)		487		14,118
Omnicom Group, Inc. (Media)		197		14,434
ONEOK, Inc. (Oil, Gas & Consumable Fuels)		237		13,926
Organon & Co. (Pharmaceuticals)		236		7,186
Otis Worldwide Corp. (Machinery)		237		20,636
PACCAR, Inc. (Machinery)		323		28,508
Packaging Corp. of America (Containers & Packaging)		88		11,981
Parker-Hannifin Corp. (Machinery)		119		37,856
Paychex, Inc. (IT Services)		139		18,974
Paycom Software, Inc.* (Software)		11		4,567
PayPal Holdings, Inc.* (IT Services)		502		94,667
Penn National Gaming, Inc.* (Hotels, Restaurants & Leisure)		155		8,037
Pentair PLC (Machinery)		65		4,747
People's United Financial, Inc. (Banks)		397		7,075
PepsiCo, Inc. (Beverages)		744		129,240
Pfizer, Inc. (Pharmaceuticals)		2,400		141,720
Philip Morris International, Inc. (Tobacco)		1,447		137,465
Phillips 66 (Oil, Gas & Consumable Fuels)		407		29,491
Pinnacle West Capital Corp. (Electric Utilities)		106		7,483
Pioneer Natural Resources Co. (Oil, Gas & Consumable Fuels)		93		16,915
PPG Industries, Inc. (Chemicals)		220		37,937
PPL Corp. (Electric Utilities)		698		20,982
Principal Financial Group, Inc. (Insurance)		230		16,636
Prologis, Inc. (Equity Real Estate Investment Trusts)		269		45,289
Prudential Financial, Inc. (Insurance)		351		37,992
PTC, Inc.* (Software)		48		5,815
Public Service Enterprise Group, Inc. (Multi-Utilities)		471		31,430
Public Storage (Equity Real Estate Investment Trusts)		58		21,724
PulteGroup, Inc. (Household Durables)		236		13,490
PVH Corp. (Textiles, Apparel & Luxury Goods)		67		7,146
Qorvo, Inc.* (Semiconductors & Semiconductor Equipment)		51		7,976
Quanta Services, Inc. (Construction & Engineering)		62		7,109
Quest Diagnostics, Inc. (Health Care Providers & Services)		62		10,727
Ralph Lauren Corp. (Textiles, Apparel & Luxury Goods)		44		5,230
Raymond James Financial, Inc. (Capital Markets)		71		7,128
Raytheon Technologies Corp. (Aerospace & Defense)		1,392		119,796
Realty Income Corp. (Equity Real Estate Investment Trusts)		526		37,656
Regency Centers Corp. (Equity Real Estate Investment Trusts)		144		10,850
Regions Financial Corp. (Banks)		488		10,638
Republic Services, Inc.—Class A (Commercial Services & Supplies)		110		15,340
ResMed, Inc. (Health Care Equipment & Supplies)		57		14,847
Robert Half International, Inc. (Professional Services)		33		3,680
Rockwell Automation, Inc. (Electrical Equipment)		51		17,791
Rollins, Inc. (Commercial Services & Supplies)		118		4,037
Roper Technologies, Inc. (Industrial Conglomerates)		98		48,202
Ross Stores, Inc. (Specialty Retail)		330		37,712
Royal Caribbean Cruises, Ltd.* (Hotels, Restaurants & Leisure)		208		15,995
S&P Global, Inc. (Capital Markets)		87		41,058
Salesforce.com, Inc.* (Software)		354		89,962
SBA Communications Corp. (Equity Real Estate Investment Trusts)		44		17,117
Schlumberger, Ltd. (Energy Equipment & Services)		1,303		39,025
Seagate Technology Holdings PLC (Technology Hardware, Storage & Peripherals)		51		5,762
Sealed Air Corp. (Containers & Packaging)		63		4,251
Sempra Energy (Multi-Utilities)		296		39,155
Simon Property Group, Inc. (Equity Real Estate Investment Trusts)		122		19,492
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		82		12,721
Snap-on, Inc. (Machinery)		49		10,554
SolarEdge Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		12		3,367
Southwest Airlines Co.* (Airlines)		550		23,561
Stanley Black & Decker, Inc. (Machinery)		151		28,482
Starbucks Corp. (Hotels, Restaurants & Leisure)		537		62,812
State Street Corp. (Capital Markets)		340		31,620
STERIS PLC (Health Care Equipment & Supplies)		54		13,144
Stryker Corp. (Health Care Equipment & Supplies)		185		49,473
Synchrony Financial (Consumer Finance)		218		10,113
Synopsys, Inc.* (Software)		46		16,951
Sysco Corp. (Food & Staples Retailing)		477		37,468
T. Rowe Price Group, Inc. (Capital Markets)		63		12,388
Take-Two Interactive Software, Inc.* (Entertainment)		40		7,109
Tapestry, Inc. (Textiles, Apparel & Luxury Goods)		255		10,353
Target Corp. (Multiline Retail)		204		47,214
TE Connectivity, Ltd. (Electronic Equipment, Instruments & Components)		304		49,047

See accompanying notes to financial statements.

144 :: ProFund VP Large-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Teledyne Technologies, Inc.* (Electronic Equipment, Instruments & Components)		42	$	18,349
Teleflex, Inc. (Health Care Equipment & Supplies)		43		14,125
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		437		82,361
Textron, Inc. (Aerospace & Defense)		205		15,826
The AES Corp. (Independent Power and Renewable Electricity Producers)		619		15,042
The Allstate Corp. (Insurance)		268		31,530
The Bank of New York Mellon Corp. (Capital Markets)		705		40,946
The Boeing Co.* (Aerospace & Defense)		514		103,478
The Charles Schwab Corp. (Capital Markets)		447		37,593
The Clorox Co. (Household Products)		115		20,051
The Coca-Cola Co. (Beverages)		3,613		213,927
The Cooper Cos., Inc. (Health Care Equipment & Supplies)		45		18,852
The Estee Lauder Co., Inc. (Personal Products)		88		32,578
The Gap, Inc. (Specialty Retail)		199		3,512
The Hershey Co. (Food Products)		75		14,510
The Home Depot, Inc. (Specialty Retail)		235		97,528
The Interpublic Group of Cos., Inc. (Media)		365		13,669
The JM Smucker Co.—Class A (Food Products)		102		13,854
The Kraft Heinz Co. (Food Products)		659		23,658
The Kroger Co. (Food & Staples Retailing)		630		28,514
The Mosaic Co. (Chemicals)		345		13,555
The PNC Financial Services Group, Inc. (Banks)		393		78,804
The Procter & Gamble Co. (Household Products)		2,248		367,727
The Progressive Corp. (Insurance)		543		55,739
The Sherwin-Williams Co. (Chemicals)		106		37,329
The Southern Co. (Electric Utilities)		984		67,483
The TJX Cos., Inc. (Specialty Retail)		1,118		84,879
The Travelers Cos., Inc. (Insurance)		229		35,822
The Walt Disney Co.* (Entertainment)		1,689		261,608
The Williams Cos., Inc. (Oil, Gas & Consumable Fuels)		1,130		29,425
T-Mobile US, Inc.* (Wireless Telecommunication Services)		546		63,325
Trane Technologies PLC (Building Products)		220		44,446
TransDigm Group, Inc.* (Aerospace & Defense)		28		17,816
Trimble, Inc.* (Electronic Equipment, Instruments & Components)		103		8,981
Truist Financial Corp. (Banks)		1,240		72,602
Twitter, Inc.* (Interactive Media & Services)		387		16,726
Tyler Technologies, Inc.* (Software)		14		7,531
Tyson Foods, Inc.—Class A (Food Products)		274		23,882
U.S. Bancorp (Banks)		1,254		70,437
UDR, Inc. (Equity Real Estate Investment Trusts)		122		7,319
Ulta Beauty, Inc.* (Specialty Retail)		23		9,484
Under Armour, Inc.*—Class A (Textiles, Apparel & Luxury Goods)		100		2,119
Under Armour, Inc.*—Class C (Textiles, Apparel & Luxury Goods)		114		2,057
Union Pacific Corp. (Road & Rail)		352		88,680
United Airlines Holdings , Inc.* (Airlines)		301		13,178
United Parcel Service, Inc.—Class B (Air Freight & Logistics)		387		82,949
United Rentals, Inc.* (Trading Companies & Distributors)		27		8,972
UnitedHealth Group, Inc. (Health Care Providers & Services)		508		255,086
Universal Health Services, Inc.—Class B (Health Care Providers & Services)		69		8,947
Valero Energy Corp. (Oil, Gas & Consumable Fuels)		380		28,542
Ventas, Inc. (Equity Real Estate Investment Trusts)		370		18,914
VeriSign, Inc.* (IT Services)		47		11,930
Verisk Analytics, Inc. (Professional Services)		74		16,926
Verizon Communications, Inc. (Diversified Telecommunication Services)		3,846		199,838
Vertex Pharmaceuticals, Inc.* (Biotechnology)		95		20,862
VF Corp. (Textiles, Apparel & Luxury Goods)		304		22,259
ViacomCBS, Inc.—Class B (Media)		564		17,022
Viatris, Inc. (Pharmaceuticals)		1,124		15,208
Visa, Inc.—Class A (IT Services)		888		192,438
Vornado Realty Trust (Equity Real Estate Investment Trusts)		148		6,195
Vulcan Materials Co. (Construction Materials)		65		13,493
W.R. Berkley Corp. (Insurance)		129		10,628
W.W. Grainger, Inc. (Trading Companies & Distributors)		39		20,211
Walgreens Boots Alliance, Inc. (Food & Staples Retailing)		667		34,791
Walmart, Inc. (Food & Staples Retailing)		1,322		191,280
Waste Management, Inc. (Commercial Services & Supplies)		176		29,374
Waters Corp.* (Life Sciences Tools & Services)		14		5,216
WEC Energy Group, Inc. (Multi-Utilities)		293		28,442
Wells Fargo & Co. (Banks)		3,704		177,718
Welltower, Inc. (Equity Real Estate Investment Trusts)		405		34,737
Western Digital Corp.* (Technology Hardware, Storage & Peripherals)		289		18,846
Westinghouse Air Brake Technologies Corp. (Machinery)		174		16,027
WestRock Co. (Containers & Packaging)		248		11,001
Weyerhaeuser Co. (Equity Real Estate Investment Trusts)		404		16,637
Whirlpool Corp. (Household Durables)		56		13,141
Willis Towers Watson PLC (Insurance)		115		27,311
Wynn Resorts, Ltd.* (Hotels, Restaurants & Leisure)		98		8,334
Xcel Energy, Inc. (Electric Utilities)		500		33,850
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)		60		12,722
Xylem, Inc. (Machinery)		99		11,872
Yum! Brands, Inc. (Hotels, Restaurants & Leisure)		144		19,996
Zebra Technologies Corp.* (Electronic Equipment, Instruments & Components)		13		7,738
Zimmer Biomet Holdings, Inc. (Health Care Equipment & Supplies)		194		24,646
Zions Bancorp (Banks)		76		4,800
Zoetis, Inc. (Pharmaceuticals)		149		36,360
TOTAL COMMON STOCKS (Cost $11,444,758)				17,758,357

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Value :: 145

Repurchase Agreements^(c) (0.9%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $157,000	$	157,000	$	157,000
TOTAL REPURCHASE AGREEMENTS (Cost $157,000)				157,000

Collateral for Securities Loaned^(d)(NM)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(e)		3,400	$	3,400
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $3,400)				3,400
TOTAL INVESTMENT SECURITIES (Cost $11,605,158)—100.2%				17,918,757
Net other assets (liabilities)—(0.2)%				(41,714	)
NET ASSETS—100.0%			$	17,877,043

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $3,201.

^(b) Number of shares is less than 0.50.

^(c) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(d) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(e) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

ProFund VP Large-Cap Value invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	477,275		2.8	%
Air Freight & Logistics		154,576		0.9	%
Airlines		76,900		0.4	%
Auto Components		34,418		0.2	%
Automobiles		154,802		0.9	%
Banks		1,046,418		5.9	%
Beverages		417,946		2.3	%
Biotechnology		317,227		1.8	%
Building Products		141,239		0.8	%
Capital Markets		494,724		2.8	%
Chemicals		505,730		2.8	%
Commercial Services & Supplies		77,511		0.4	%
Communications Equipment		171,614		1.0	%
Construction & Engineering		7,109		NM
Construction Materials		24,506		0.1	%
Consumer Finance		93,354		0.5	%
Containers & Packaging		98,396		0.6	%
Distributors		27,091		0.2	%
Diversified Financial Services		508,898		2.8	%
Diversified Telecommunication Services		373,789		2.1	%
Electric Utilities		593,826		3.3	%
Electrical Equipment		165,065		0.9	%
Electronic Equipment, Instruments & Components		158,447		0.9	%
Energy Equipment & Services		77,591		0.4	%
Entertainment		360,325		2.0	%
Equity Real Estate Investment Trusts		602,272		3.4	%
Food & Staples Retailing		406,161		2.3	%
Food Products		317,619		1.8	%
Gas Utilities		12,782		0.1	%
Health Care Equipment & Supplies		703,855		3.9	%
Health Care Providers & Services		797,362		4.5	%
Health Care Technology		25,446		0.1	%
Hotels, Restaurants & Leisure		494,469		2.7	%
Household Durables		105,387		0.6	%
Household Products		522,686		2.9	%
Independent Power and Renewable Electricity Producers		15,042		0.1	%
Industrial Conglomerates		373,135		2.1	%
Insurance		569,980		3.2	%
Interactive Media & Services		51,772		0.3	%
Internet & Direct Marketing Retail		8,911		NM
IT Services		986,796		5.5	%
Leisure Products		12,214		0.1	%
Life Sciences Tools & Services		85,428		0.5	%
Machinery		450,250		2.5	%
Media		377,331		2.1	%
Metals & Mining		91,703		0.5	%
Multiline Retail		127,522		0.7	%
Multi-Utilities		272,984		1.5	%
Oil, Gas & Consumable Fuels		799,013		4.5	%
Personal Products		32,578		0.2	%
Pharmaceuticals		935,544		5.1	%
Professional Services		74,114		0.4	%
Real Estate Management & Development		16,928		0.1	%
Road & Rail		240,034		1.3	%
Semiconductors & Semiconductor Equipment		652,426		3.6	%
Software		190,811		1.1	%
Specialty Retail		276,627		1.5	%
Technology Hardware, Storage & Peripherals		69,473		0.4	%
Textiles, Apparel & Luxury Goods		140,331		0.8	%
Tobacco		218,360		1.2	%
Trading Companies & Distributors		46,992		0.3	%
Water Utilities		31,917		0.2	%
Wireless Telecommunication Services		63,325		0.4	%
Other**		118,686		0.7	%
Total	$	17,877,043		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

146 :: ProFund VP Large-Cap Value :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	11,605,158
Securities, at value(a)		17,761,757
Repurchase agreements, at value		157,000
Total Investment Securities, at value		17,918,757
Cash		812
Dividends receivable		18,925
Receivable for capital shares issued		214
Prepaid expenses		1,083
TOTAL ASSETS		17,939,791
LIABILITIES:
Payable for collateral for securities loaned		3,400
Payable for capital shares redeemed		21,949
Advisory fees payable		12,469
Management services fees payable		1,663
Administration fees payable		1,012
Administrative services fees payable		6,407
Distribution fees payable		5,687
Transfer agency fees payable		1,577
Fund accounting fees payable		686
Compliance services fees payable		70
Other accrued expenses		7,828
TOTAL LIABILITIES		62,748
NET ASSETS	$	17,877,043
NET ASSETS CONSIST OF:
Capital	$	13,301,586
Total distributable earnings (loss)		4,575,457
NET ASSETS	$	17,877,043
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		362,467
Net Asset Value (offering and redemption price per share)	$	49.32
(a) Includes Securities on loan valued at:	$	3,201

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	339,734
Foreign tax withholding		(42	)
Net income from securities lending		314
TOTAL INVESTMENT INCOME		340,006
EXPENSES:
Advisory fees		118,238
Management services fees		15,765
Administration fees		11,796
Transfer agency fees		9,627
Administrative services fees		48,761
Distribution fees		39,413
Custody fees		3,031
Fund accounting fees		8,021
Trustee fees		256
Compliance services fees		110
Other fees		13,857
Total Gross Expenses before reductions		268,875
Expenses reduced and reimbursed by the Advisor		(4,021	)
TOTAL NET EXPENSES		264,854
NET INVESTMENT INCOME (LOSS)		75,152
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		1,472,035
Change in net unrealized appreciation/depreciation on investment securities		1,709,206
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,181,241
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,256,393

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Large-Cap Value :: 147

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	75,152		$	147,146
Net realized gains (losses) on investments		1,472,035			(961,353	)
Change in net unrealized appreciation/depreciation on investments		1,709,206			(977,130	)
Change in net assets resulting from operations		3,256,393			(1,791,337	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(149,393	)		(1,869,000	)
Change in net assets resulting from distributions		(149,393	)		(1,869,000	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		12,214,725			13,542,534
Distributions reinvested		149,393			1,869,000
Value of shares redeemed		(12,200,852	)		(19,346,347	)
Change in net assets resulting from capital transactions		163,266			(3,934,813	)
Change in net assets		3,270,266			(7,595,150	)
NET ASSETS:
Beginning of period		14,606,777			22,201,927
End of period	$	17,877,043		$	14,606,777
SHARE TRANSACTIONS:
Issued		264,757			345,274
Reinvested		3,267			50,418
Redeemed		(266,202	)		(501,456	)
Change in shares		1,822			(105,764	)

See accompanying notes to financial statements.

148 :: ProFund VP Large-Cap Value :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	40.50		$	47.60		$	41.32		$	46.62		$	41.52
Investment Activities:
Net investment income (loss)(a)		0.22			0.43			0.37			0.38			0.35
Net realized and unrealized gains (losses) on investments		9.03			(1.06	)		11.15			(5.29	)		5.21
Total income (loss) from investment activities		9.25			(0.63	)		11.52			(4.91	)		5.56
Distributions to Shareholders From:
Net investment income		(0.43	)		(0.50	)		(0.46	)		(0.39	)		(0.46	)
Net realized gains on investments		—			(5.97	)		(4.78	)		—			—
Total distributions		(0.43	)		(6.47	)		(5.24	)		(0.39	)		(0.46	)
Net Asset Value, End of Period	$	49.32		$	40.50		$	47.60		$	41.32		$	46.62
Total Return		22.93	%		(0.06	)%		29.77	%		(10.63	)%		13.43	%
Ratios to Average Net Assets:
Gross expenses		1.70	%		1.77	%		1.74	%		1.70	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.48	%		1.05	%		0.81	%		0.84	%		0.81	%
Supplemental Data:
Net assets, end of period (000's)	$	17,877		$	14,607		$	22,202		$	15,394		$	20,450
Portfolio turnover rate(b)		79	%		97	%		110	%		116	%		72	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Mid-Cap :: 149

ProFund VP Mid-Cap (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P MidCap 400^® (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 22.21%. For the same period, the Index had a total return of 24.76%¹ and a volatility of 17.93%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is a measure of mid-size company U.S. stock market performance. It is a float-adjusted, market capitalization-weighted index of 400 U.S. operating companies and real estate investment trusts selected through a process that factors in criteria such as liquidity, price, market capitalization, and financial viability. Reconstitution occurs both on a quarterly and ongoing basis.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Mid-Cap from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Mid-Cap		22.21	%		10.57	%		11.75	%
S&P MidCap 400®		24.76	%		13.09	%		14.20	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Mid-Cap		1.70	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Futures Contracts		30	%
Swap Agreements		70	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Mid-Cap primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

S&P MidCap 400^® – Composition

	% of Index
Industrials		20	%
Consumer Discretionary		15	%
Information Technology		14	%
Financials		14	%
Real Estate		10	%
Health Care		10	%
Materials		7	%
Consumer Staples		3	%
Utilities		3	%
Energy		2	%
Communication Services		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

150 :: ProFund VP Mid-Cap :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (98.6%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $15,630,000	$	15,630,000	$	15,630,000
TOTAL REPURCHASE AGREEMENTS (Cost $15,630,000)				15,630,000
TOTAL INVESTMENT SECURITIES (Cost $15,630,000)—98.6%				15,630,000
Net other assets (liabilities)—1.4%				220,381
NET ASSETS—100.0%			$	15,850,381

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $1,788,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Futures Contracts Purchased

	Number of Contracts	Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
E-Mini S&P MidCap 400 Futures Contracts	17	3/21/22	$	4,824,090	$	107,578

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
S&P MidCap 400	Goldman Sachs International	1/27/22		0.58	%	$	3,969,848	$	13,524
S&P MidCap 400	UBS AG	1/27/22		0.43	%		7,048,160		24,231
						$	11,018,008	$	37,755

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Mid-Cap :: 151

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	15,630,000
Repurchase agreements, at value		15,630,000
Total Investment Securities, at value		15,630,000
Cash		216
Segregated cash balances for futures contracts with brokers		252,450
Unrealized appreciation on swap agreements		37,755
Receivable for capital shares issued		24,925
Variation margin on futures contracts		1,870
Prepaid expenses		1,114
TOTAL ASSETS		15,948,330
LIABILITIES:
Payable for capital shares redeemed		55,735
Advisory fees payable		10,016
Management services fees payable		1,335
Administration fees payable		946
Administrative services fees payable		9,855
Distribution fees payable		10,225
Transfer agency fees payable		1,632
Fund accounting fees payable		523
Compliance services fees payable		69
Other accrued expenses		7,613
TOTAL LIABILITIES		97,949
NET ASSETS	$	15,850,381
NET ASSETS CONSIST OF:
Capital	$	13,586,306
Total distributable earnings (loss)		2,264,075
NET ASSETS	$	15,850,381
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		738,358
Net Asset Value (offering and redemption price per share)	$	21.47

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	134
EXPENSES:
Advisory fees		123,906
Management services fees		16,521
Administration fees		12,095
Transfer agency fees		10,023
Administrative services fees		39,616
Distribution fees		41,302
Custody fees		2,490
Fund accounting fees		6,724
Trustee fees		255
Compliance services fees		129
Other fees		13,655
TOTAL NET EXPENSES		266,716
NET INVESTMENT INCOME (LOSS)		(266,582	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on futures contracts		435,097
Net realized gains (losses) on swap agreements		2,383,706
Change in net unrealized appreciation/depreciation on futures contracts		90,622
Change in net unrealized appreciation/depreciation on swap agreements		48,547
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		2,957,972
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,691,390

See accompanying notes to financial statements.

152 :: ProFund VP Mid-Cap :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(266,582	)	$	(114,283	)
Net realized gains (losses) on investments		2,818,803			941,668
Change in net unrealized appreciation/depreciation on investments		139,169			(21,961	)
Change in net assets resulting from operations		2,691,390			805,424
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(607,067	)		(2,255,783	)
Change in net assets resulting from distributions		(607,067	)		(2,255,783	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		29,302,491			15,596,622
Distributions reinvested		607,067			2,255,783
Value of shares redeemed		(26,874,287	)		(17,003,217	)
Change in net assets resulting from capital transactions		3,035,271			849,188
Change in net assets		5,119,594			(601,171	)
NET ASSETS:
Beginning of period		10,730,787			11,331,958
End of period	$	15,850,381		$	10,730,787
SHARE TRANSACTIONS:
Issued		1,429,285			855,896
Reinvested		30,429			145,347
Redeemed		(1,312,571	)		(884,417	)
Change in shares		147,143			116,826

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Mid-Cap :: 153

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	18.15		$	23.89		$	19.37		$	29.47		$	34.24
Investment Activities:
Net investment income (loss)(a)		(0.33	)		(0.26	)		0.11			0.02			(0.33	)
Net realized and unrealized gains (losses) on investments		4.31			1.63			4.44			(2.56	)		4.53
Total income (loss) from investment activities		3.98			1.37			4.55			(2.54	)		4.20
Distributions to Shareholders From:
Net investment income		—			(0.22	)		(0.03	)		—			—
Net realized gains on investments		(0.66	)		(6.89	)		—			(7.56	)		(8.97	)
Total distributions		(0.66	)		(7.11	)		(0.03	)		(7.56	)		(8.97	)
Net Asset Value, End of Period	$	21.47		$	18.15		$	23.89		$	19.37		$	29.47
Total Return		22.21	%		10.76	%		23.53	%		(12.86	)%(b)		13.43	%
Ratios to Average Net Assets:
Gross expenses		1.61	%		1.70	%		1.64	%		1.52	%		1.66	%
Net expenses		1.61	%		1.70	%(c)		1.64	%		1.49	%(b)		1.66	%
Net investment income (loss)		(1.61	)%		(1.34	)%		0.50	%		0.08	%(b)		(0.96	)%
Supplemental Data:
Net assets, end of period (000's)	$	15,850		$	10,731		$	11,332		$	21,039		$	38,793
Portfolio turnover rate(d)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.52% and 0.05%, respectively, and the total return would have been (12.94)%.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

154 :: ProFund VP Mid-Cap Growth :: Management Discussion of Fund Performance

ProFund VP Mid-Cap Growth (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P MidCap 400^® Growth Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 16.97%. For the same period, the Index had a total return of 18.90%¹ and a volatility of 17.96%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is designed to provide a comprehensive measure of mid-cap U.S. equity "growth" performance. It is an unmanaged, float-adjusted, market capitalization-weighted index comprising stocks representing approximately half the market capitalization of the S&P MidCap 400^® that have been identified as being on the growth end of the growth-value spectrum.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Mid-Cap Growth from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Mid-Cap Growth		16.97	%		12.84	%		12.69	%
S&P MidCap 400® Growth Index		18.90	%		14.66	%		14.54	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Mid-Cap Growth		1.78	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Camden Property Trust		1.5	%
Builders FirstSource, Inc.		1.3	%
Trex Co., Inc.		1.2	%
Masimo Corp.		1.2	%
Repligen Corp.		1.1	%

S&P MidCap 400^® Growth Index – Composition

	% of Index
Industrials		19	%
Information Technology		18	%
Consumer Discretionary		17	%
Health Care		13	%
Financials		11	%
Real Estate		9	%
Materials		7	%
Communication Services		2	%
Energy		2	%
Consumer Staples		1	%
Utilities		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Mid-Cap Growth :: 155

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.6%)

	Shares		Value
ACI Worldwide, Inc.* (Software)		916	$	31,785
Acuity Brands, Inc. (Electrical Equipment)		579		122,585
Affiliated Managers Group, Inc. (Capital Markets)		674		110,880
Alcoa Corp. (Metals & Mining)		1,241		73,939
American Campus Communities, Inc. (Equity Real Estate Investment Trusts)		1,270		72,758
American Eagle Outfitters, Inc. (Specialty Retail)		1,069		27,067
American Financial Group, Inc. (Insurance)		515		70,719
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		682		16,907
Antero Midstream Corp. (Oil, Gas & Consumable Fuels)		5,382		52,098
Apartment Income REIT Corp. (Equity Real Estate Investment Trusts)		1,223		66,861
AptarGroup, Inc. (Containers & Packaging)		502		61,485
Arrowhead Pharmaceuticals, Inc.* (Biotechnology)		1,728		114,566
ASGN, Inc.* (Professional Services)		864		106,618
Ashland Global Holdings, Inc. (Chemicals)		403		43,387
Aspen Technology, Inc.* (Software)		1,110		168,942
AutoNation, Inc.* (Specialty Retail)		312		36,457
Avient Corp. (Chemicals)		1,517		84,876
Avis Budget Group, Inc.* (Road & Rail)		664		137,694
Axon Enterprise, Inc.* (Aerospace & Defense)		1,089		170,973
Azenta, Inc. (Semiconductors & Semiconductor Equipment)		1,233		127,135
Bank of Hawaii Corp. (Banks)		282		23,620
Bank OZK (Banks)		943		43,878
Blackbaud, Inc.* (Software)		446		35,225
Boyd Gaming Corp.* (Hotels, Restaurants & Leisure)		1,359		89,110
Brixmor Property Group, Inc. (Equity Real Estate Investment Trusts)		2,708		68,810
Bruker Corp. (Life Sciences Tools & Services)		1,684		141,304
Brunswick Corp. (Leisure Products)		1,278		128,734
Builders FirstSource, Inc.* (Building Products)		3,175		272,130
Cable One, Inc. (Media)		48		84,646
Camden Property Trust (Equity Real Estate Investment Trusts)		1,694		302,684
Capri Holdings, Ltd.* (Textiles, Apparel & Luxury Goods)		1,522		98,793
Carlisle Cos., Inc. (Industrial Conglomerates)		867		215,120
Cathay General Bancorp (Banks)		499		21,452
CDK Global, Inc. (Software)		923		38,526
Cerence, Inc.* (Software)		328		25,138
ChampionX Corp.* (Energy Equipment & Services)		1,575		31,831
Chemed Corp. (Health Care Providers & Services)		145		76,711
Choice Hotels International, Inc. (Hotels, Restaurants & Leisure)		370		57,716
Churchill Downs, Inc. (Hotels, Restaurants & Leisure)		571		137,555
Ciena Corp.* (Communications Equipment)		1,618		124,537
Cirrus Logic, Inc.* (Semiconductors & Semiconductor Equipment)		455		41,869
CIT Group, Inc. (Banks)		658		33,782
Clean Harbors, Inc.* (Commercial Services & Supplies)		489		48,788
Cleveland-Cliffs, Inc.* (Metals & Mining)		7,544		164,233
CMC Materials, Inc. (Semiconductors & Semiconductor Equipment)		315		60,382
CNX Resources Corp.* (Oil, Gas & Consumable Fuels)		1,646		22,633
Cognex Corp. (Electronic Equipment, Instruments & Components)		1,846		143,544
Coherent, Inc.* (Electronic Equipment, Instruments & Components)		407		108,482
Colfax Corp.* (Machinery)		915		42,063
Columbia Sportswear Co. (Textiles, Apparel & Luxury Goods)		304		29,622
Commerce Bancshares, Inc. (Banks)		921		63,310
CommVault Systems, Inc.* (Software)		490		33,771
Concentrix Corp. (IT Services)		711		126,999
Crane Co. (Machinery)		406		41,302
Crocs, Inc.* (Textiles, Apparel & Luxury Goods)		975		125,015
Cullen/Frost Bankers, Inc. (Banks)		527		66,439
CyrusOne, Inc. (Equity Real Estate Investment Trusts)		1,367		122,647
Darling Ingredients, Inc.* (Food Products)		2,683		185,905
Deckers Outdoor Corp.* (Textiles, Apparel & Luxury Goods)		455		166,670
Dick's Sporting Goods, Inc. (Specialty Retail)		1,075		123,614
Digital Turbine, Inc.* (Software)		1,458		88,923
Donaldson Co., Inc. (Machinery)		1,045		61,927
Douglas Emmett, Inc. (Equity Real Estate Investment Trusts)		1,338		44,823
DT Midstream, Inc. (Oil, Gas & Consumable Fuels)		674		32,339
Dycom Industries, Inc.* (Construction & Engineering)		195		18,283
Eagle Materials, Inc. (Construction Materials)		675		112,361
East West Bancorp, Inc. (Banks)		2,353		185,134
EastGroup Properties, Inc. (Equity Real Estate Investment Trusts)		675		153,799
Envestnet, Inc.* (Software)		480		38,083
Essential Utilities, Inc. (Water Utilities)		2,401		128,910
Evercore Partners, Inc. — Class A (Capital Markets)		646		87,759
Exelixis, Inc.* (Biotechnology)		2,780		50,818
Fair Isaac Corp.* (Software)		263		114,055
Federated Hermes, Inc. — Class B (Capital Markets)		755		28,373
First American Financial Corp. (Insurance)		837		65,479
First Financial Bankshares, Inc. (Banks)		2,126		108,086
First Industrial Realty Trust, Inc. (Equity Real Estate Investment Trusts)		1,489		98,572
First Solar, Inc.* (Semiconductors & Semiconductor Equipment)		967		84,284
Five Below, Inc.* (Specialty Retail)		928		191,994
Fox Factory Holding Corp.* (Auto Components)		698		118,730
FTI Consulting, Inc.* (Professional Services)		569		87,296
GameStop Corp.* — Class A (Specialty Retail)		1,028		152,545

See accompanying notes to financial statements.

156 :: ProFund VP Mid-Cap Growth :: Financial Statements

Common Stocks, continued

	Shares		Value
Genpact, Ltd. (IT Services)		1,893	$	100,480
Gentex Corp. (Auto Components)		2,078		72,418
Glacier Bancorp, Inc. (Banks)		1,798		101,947
Globus Medical, Inc.* — Class A (Health Care Equipment & Supplies)		786		56,749
Graco, Inc. (Machinery)		1,691		136,328
GXO Logistics, Inc.* (Air Freight & Logistics)		1,635		148,507
H&R Block, Inc. (Diversified Consumer Services)		1,340		31,570
Halozyme Therapeutics, Inc.* (Biotechnology)		2,334		93,850
Hancock Whitney Corp. (Banks)		647		32,363
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		1,150		36,386
HealthEquity, Inc.* (Health Care Providers & Services)		927		41,010
Helen of Troy, Ltd.* (Household Durables)		400		97,788
Home BancShares, Inc. (Banks)		924		22,499
Hubbell, Inc. (Electrical Equipment)		488		101,636
IAA, Inc.* (Commercial Services & Supplies)		1,206		61,048
ICU Medical, Inc.* (Health Care Equipment & Supplies)		156		37,025
II-VI, Inc.* (Electronic Equipment, Instruments & Components)		845		57,739
Ingevity Corp.* (Chemicals)		352		25,238
Insperity, Inc. (Professional Services)		594		70,157
Integra LifeSciences Holdings Corp.* (Health Care Equipment & Supplies)		616		41,266
Interactive Brokers Group, Inc. (Capital Markets)		899		71,399
Iridium Communications, Inc.* (Diversified Telecommunication Services)		1,162		47,979
ITT, Inc. (Machinery)		795		81,241
Jabil, Inc. (Electronic Equipment, Instruments & Components)		1,046		73,586
Jack in the Box, Inc. (Hotels, Restaurants & Leisure)		248		21,695
Janus Henderson Group PLC (Capital Markets)		1,301		54,564
Jefferies Financial Group, Inc. (Diversified Financial Services)		3,257		126,372
John Wiley & Sons, Inc. — Class A (Media)		360		20,617
Jones Lang LaSalle, Inc.* (Real Estate Management & Development)		410		110,429
KBR, Inc. (Professional Services)		1,511		71,954
Kinsale Capital Group, Inc. (Insurance)		356		84,688
Lamar Advertising Co. — Class A (Equity Real Estate Investment Trusts)		950		115,235
Lancaster Colony Corp. (Food Products)		158		26,165
Landstar System, Inc. (Road & Rail)		411		73,577
Lattice Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		2,270		174,926
Lennox International, Inc. (Building Products)		324		105,093
Life Storage, Inc. (Equity Real Estate Investment Trusts)		1,359		208,172
Lincoln Electric Holdings, Inc. (Machinery)		568		79,219
Littelfuse, Inc. (Electronic Equipment, Instruments & Components)		253		79,614
LivaNova PLC* (Health Care Equipment & Supplies)		530		46,338
LiveRamp Holdings, Inc.* (IT Services)		1,129		54,136
Louisiana-Pacific Corp. (Paper & Forest Products)		1,459		114,313
Lumentum Holdings, Inc.* (Communications Equipment)		539		57,010
Manhattan Associates, Inc.* (Software)		1,048		162,954
Marriott Vacations Worldwide Corp. (Hotels, Restaurants & Leisure)		317		53,567
Masimo Corp.* (Health Care Equipment & Supplies)		842		246,520
MasTec, Inc.* (Construction & Engineering)		484		44,664
Mattel, Inc.* (Leisure Products)		5,808		125,220
MAXIMUS, Inc. (IT Services)		1,019		81,184
Medpace Holdings, Inc.* (Life Sciences Tools & Services)		476		103,597
Mimecast, Ltd.* (Software)		1,024		81,480
MKS Instruments, Inc. (Semiconductors & Semiconductor Equipment)		506		88,130
Molina Healthcare, Inc.* (Health Care Providers & Services)		474		150,770
MSA Safety, Inc. (Commercial Services & Supplies)		309		46,647
Murphy Oil Corp. (Oil, Gas & Consumable Fuels)		2,406		62,820
National Fuel Gas Co. (Gas Utilities)		786		50,257
National Instruments Corp. (Electronic Equipment, Instruments & Components)		1,159		50,614
National Retail Properties, Inc. (Equity Real Estate Investment Trusts)		1,311		63,020
National Storage Affiliates Trust (Equity Real Estate Investment Trusts)		1,358		93,974
Navient Corp. (Consumer Finance)		2,672		56,700
Neogen Corp.* (Health Care Equipment & Supplies)		1,033		46,909
Neurocrine Biosciences, Inc.* (Biotechnology)		1,573		133,972
Nordson Corp. (Machinery)		537		137,080
nVent Electric PLC (Electrical Equipment)		1,646		62,548
OGE Energy Corp. (Electric Utilities)		1,227		47,092
Olin Corp. (Chemicals)		2,378		136,782
Option Care Health, Inc.* (Health Care Providers & Services)		2,297		65,327
PacWest Bancorp (Banks)		1,944		87,810
Papa John's International, Inc. (Hotels, Restaurants & Leisure)		536		71,540
Paylocity Holding Corp.* (Software)		657		155,157
Penumbra, Inc.* (Health Care Equipment & Supplies)		582		167,219
Pinnacle Financial Partners, Inc. (Banks)		1,262		120,521
Polaris, Inc. (Leisure Products)		407		44,733
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		489		29,448
Power Integrations, Inc. (Semiconductors & Semiconductor Equipment)		1,000		92,890
Primerica, Inc. (Insurance)		406		62,228
Progyny, Inc.* (Health Care Providers & Services)		716		36,051
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		210		38,676
Qualys, Inc.* (Software)		554		76,020

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Mid-Cap Growth :: 157

Common Stocks, continued

	Shares		Value
Quidel Corp.* (Health Care Equipment & Supplies)		628	$	84,774
R1 RCM, Inc.* (Health Care Providers & Services)		1,281		32,653
Rayonier, Inc. (Equity Real Estate Investment Trusts)		1,423		57,432
Regal Rexnord Corp. (Electrical Equipment)		472		80,325
Repligen Corp.* (Biotechnology)		852		225,645
Rexford Industrial Realty, Inc. (Equity Real Estate Investment Trusts)		2,511		203,667
RH* (Specialty Retail)		288		154,351
RLI Corp. (Insurance)		396		44,392
Royal Gold, Inc. (Metals & Mining)		653		68,702
RPM International, Inc. (Chemicals)		1,097		110,797
Sabre Corp.* (IT Services)		2,575		22,119
Saia, Inc.* (Road & Rail)		437		147,282
Sailpoint Technologies Holding, Inc.* (Software)		1,546		74,734
Sanderson Farms, Inc. (Food Products)		165		31,528
Scientific Games Corp.* (Hotels, Restaurants & Leisure)		1,600		106,928
SEI Investments Co. (Capital Markets)		1,036		63,134
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		705		62,696
Sensient Technologies Corp. (Chemicals)		397		39,724
Service Corp. International (Diversified Consumer Services)		2,733		194,016
Silicon Laboratories, Inc.* (Semiconductors & Semiconductor Equipment)		666		137,476
Simpson Manufacturing Co., Inc. (Building Products)		720		100,130
SiTime Corp.* (Semiconductors & Semiconductor Equipment)		249		72,842
Six Flags Entertainment Corp.* (Hotels, Restaurants & Leisure)		628		26,740
Skechers U.S.A., Inc.* — Class A (Textiles, Apparel & Luxury Goods)		1,052		45,657
SLM Corp. (Consumer Finance)		4,861		95,616
STAAR Surgical Co.* (Health Care Equipment & Supplies)		789		72,036
Steel Dynamics, Inc. (Metals & Mining)		3,125		193,968
Stifel Financial Corp. (Capital Markets)		1,727		121,614
SunPower Corp.* (Semiconductors & Semiconductor Equipment)		1,376		28,717
Synaptics, Inc.* (Semiconductors & Semiconductor Equipment)		651		188,471
Syneos Health, Inc.* (Life Sciences Tools & Services)		1,719		176,507
Synovus Financial Corp. (Banks)		966		46,242
Tandem Diabetes Care, Inc.* (Health Care Equipment & Supplies)		1,054		158,648
Targa Resources Corp. (Oil, Gas & Consumable Fuels)		3,796		198,302
TEGNA, Inc. (Media)		1,614		29,956
Tempur Sealy International, Inc. (Household Durables)		3,192		150,120
Tenet Healthcare Corp.* (Health Care Providers & Services)		1,776		145,081
Teradata Corp.* (IT Services)		1,798		76,361
Tetra Tech, Inc. (Commercial Services & Supplies)		896		152,140
Texas Roadhouse, Inc. — Class A (Hotels, Restaurants & Leisure)		693		61,871
The Boston Beer Co., Inc.* — Class A (Beverages)		94		47,479
The Middleby Corp.* (Machinery)		591		116,285
The New York Times Co. — Class A (Media)		1,607		77,618
The Scotts Miracle-Gro Co. — Class A (Chemicals)		676		108,836
The Toro Co. (Machinery)		1,765		176,341
The Wendy's Co. (Hotels, Restaurants & Leisure)		1,464		34,916
TopBuild Corp.* (Household Durables)		546		150,647
Trex Co., Inc.* (Building Products)		1,908		257,637
Trinity Industries, Inc. (Machinery)		678		20,476
TripAdvisor, Inc.* (Interactive Media & Services)		689		18,782
UMB Financial Corp. (Banks)		714		75,763
Umpqua Holdings Corp. (Banks)		1,328		25,551
United Therapeutics Corp.* (Biotechnology)		358		77,357
Universal Display Corp. (Semiconductors & Semiconductor Equipment)		719		118,657
Urban Edge Properties (Equity Real Estate Investment Trusts)		821		15,599
Valmont Industries, Inc. (Construction & Engineering)		352		88,176
Valvoline, Inc. (Chemicals)		2,996		111,721
Vicor Corp.* (Electrical Equipment)		356		45,205
Victoria's Secret & Co.* (Specialty Retail)		589		32,713
Watsco, Inc. (Trading Companies & Distributors)		360		112,637
Webster Financial Corp. (Banks)		616		34,397
WEX, Inc.* (IT Services)		319		44,784
Williams-Sonoma, Inc. (Specialty Retail)		1,233		208,537
Wingstop, Inc. (Hotels, Restaurants & Leisure)		494		85,363
Wintrust Financial Corp. (Banks)		472		42,867
Wolfspeed, Inc.* (Semiconductors & Semiconductor Equipment)		1,056		118,029
World Wrestling Entertainment, Inc. — Class A (Entertainment)		460		22,696
Wyndham Hotels & Resorts, Inc. (Hotels, Restaurants & Leisure)		1,005		90,098
Yelp, Inc.* (Interactive Media & Services)		557		20,186
YETI Holdings, Inc.* (Leisure Products)		1,453		120,352
Ziff Davis, Inc.* (Software)		799		88,577
TOTAL COMMON STOCKS (Cost $13,924,104)				20,629,018

Repurchase Agreements^(a) (0.2%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $36,000	$	36,000	$	36,000
TOTAL REPURCHASE AGREEMENTS (Cost $36,000)				36,000
TOTAL INVESTMENT SECURITIES (Cost $13,960,104) — 99.8%				20,665,018
Net other assets (liabilities) — 0.2%				37,116
NET ASSETS — 100.0%			$	20,702,134

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

See accompanying notes to financial statements.

158 :: ProFund VP Mid-Cap Growth :: Financial Statements

ProFund VP Mid-Cap Growth invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	170,973		0.8	%
Air Freight & Logistics		148,507		0.7	%
Auto Components		191,148		0.9	%
Banks		1,135,661		5.5	%
Beverages		47,479		0.2	%
Biotechnology		696,208		3.4	%
Building Products		734,990		3.6	%
Capital Markets		537,723		2.6	%
Chemicals		661,361		3.2	%
Commercial Services & Supplies		308,623		1.5	%
Communications Equipment		181,547		0.9	%
Construction & Engineering		151,123		0.7	%
Construction Materials		112,361		0.5	%
Consumer Finance		152,316		0.7	%
Containers & Packaging		61,485		0.3	%
Diversified Consumer Services		225,586		1.1	%
Diversified Financial Services		126,372		0.6	%
Diversified Telecommunication Services		47,979		0.2	%
Electric Utilities		47,092		0.2	%
Electrical Equipment		412,299		2.0	%
Electronic Equipment, Instruments & Components		513,579		2.5	%
Energy Equipment & Services		31,831		0.2	%
Entertainment		22,696		0.1	%
Equity Real Estate Investment Trusts		1,792,563		8.7	%
Food Products		243,598		1.2	%
Gas Utilities		50,257		0.2	%
Health Care Equipment & Supplies		957,484		4.7	%
Health Care Providers & Services		547,603		2.6	%
Hotels, Restaurants & Leisure		837,099		4.0	%
Household Durables		398,555		1.9	%
Industrial Conglomerates		215,120		1.0	%
Insurance		327,506		1.6	%
Interactive Media & Services		38,968		0.2	%
IT Services		506,063		2.4	%
Leisure Products		419,039		2.0	%
Life Sciences Tools & Services		421,408		2.0	%
Machinery		892,262		4.4	%
Media		212,837		1.1	%
Metals & Mining		500,842		2.4	%
Oil, Gas & Consumable Fuels		368,192		1.7	%
Paper & Forest Products		114,313		0.6	%
Professional Services		336,025		1.6	%
Real Estate Management & Development		110,429		0.5	%
Road & Rail		358,553		1.7	%
Semiconductors & Semiconductor Equipment		1,413,411		6.8	%
Software		1,213,370		5.9	%
Specialty Retail		927,278		4.6	%
Textiles, Apparel & Luxury Goods		465,757		2.2	%
Trading Companies & Distributors		112,637		0.5	%
Water Utilities		128,910		0.7	%
Other**		73,116		0.4	%
Total	$	20,702,134		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Mid-Cap Growth :: 159

Statement of Assets and Liabilities
December 31, 2021  

ASSETS:
Total Investment Securities, at cost	$	13,960,104
Securities, at value		20,629,018
Repurchase agreements, at value		36,000
Total Investment Securities, at value		20,665,018
Cash		3,507
Dividends receivable		9,220
Receivable for capital shares issued		111,150
Prepaid expenses		1,400
TOTAL ASSETS		20,790,295
LIABILITIES:
Payable for capital shares redeemed		46,336
Payable for investments purchased		1,242
Advisory fees payable		13,250
Management services fees payable		1,767
Administration fees payable		1,189
Administrative services fees payable		6,977
Distribution fees payable		5,353
Transfer agency fees payable		2,038
Fund accounting fees payable		725
Compliance services fees payable		89
Other accrued expenses		9,195
TOTAL LIABILITIES		88,161
NET ASSETS	$	20,702,134
NET ASSETS CONSIST OF:
Capital	$	11,894,402
Total distributable earnings (loss)		8,807,732
NET ASSETS	$	20,702,134
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		407,845
Net Asset Value (offering and redemption price per share)	$	50.76

Statement of Operations
For the Year Ended December 31, 2021  

INVESTMENT INCOME:
Dividends	$	135,127
Interest		1
Net income from securities lending		25
TOTAL INVESTMENT INCOME		135,153
EXPENSES:
Advisory fees		152,712
Management services fees		20,361
Administration fees		15,224
Transfer agency fees		12,374
Administrative services fees		69,470
Distribution fees		50,904
Custody fees		3,507
Fund accounting fees		9,105
Trustee fees		349
Compliance services fees		132
Other fees		17,234
Total Gross Expenses before reductions		351,372
Expenses reduced and reimbursed by the Advisor		(9,297	)
TOTAL NET EXPENSES		342,075
NET INVESTMENT INCOME (LOSS)		(206,922	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		3,588,752
Change in net unrealized appreciation/depreciation on investment securities		(558,524	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,030,228
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,823,306

See accompanying notes to financial statements.

160 :: ProFund VP Mid-Cap Growth :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(206,922	)	$	(115,451	)
Net realized gains (losses) on investments		3,588,752			1,311,631
Change in net unrealized appreciation/depreciation on investments		(558,524	)		2,366,308
Change in net assets resulting from operations		2,823,306			3,562,488
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(1,717,430	)		(1,823,049	)
Change in net assets resulting from distributions		(1,717,430	)		(1,823,049	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		16,047,007			26,201,483
Distributions reinvested		1,717,430			1,823,049
Value of shares redeemed		(19,196,646	)		(29,527,637	)
Change in net assets resulting from capital transactions		(1,432,209	)		(1,503,105	)
Change in net assets		(326,333	)		236,334
NET ASSETS:
Beginning of period		21,028,467			20,792,133
End of period	$	20,702,134		$	21,028,467
SHARE TRANSACTIONS:
Issued		318,114			651,878
Reinvested		37,279			44,014
Redeemed		(388,586	)		(736,942	)
Change in shares		(33,193	)		(41,050	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Mid-Cap Growth :: 161

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	47.68		$	43.13		$	38.51		$	47.64		$	44.26
Investment Activities:
Net investment income (loss)(a)		(0.51	)		(0.28	)		(0.16	)		(0.23	)		(0.23	)
Net realized and unrealized gains (losses) on investments		8.14			8.71			9.17			(4.76	)		8.08
Total income (loss) from investment activities		7.63			8.43			9.01			(4.99	)		7.85
Distributions to Shareholders From:
Net realized gains on investments		(4.55	)		(3.88	)		(4.39	)		(4.14	)		(4.47	)
Net Asset Value, End of Period	$	50.76		$	47.68		$	43.13		$	38.51		$	47.64
Total Return		16.97	%		20.90	%		24.24	%		(11.98	)%		18.31	%
Ratios to Average Net Assets:
Gross expenses		1.73	%		1.78	%		1.75	%		1.70	%		1.69	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.02	)%		(0.68	)%		(0.38	)%		(0.48	)%		(0.49	)%
Supplemental Data:
Net assets, end of period (000's)	$	20,702		$	21,028		$	20,792		$	14,603		$	22,590
Portfolio turnover rate(b)		113	%		184	%		191	%		131	%		88	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

162 :: ProFund VP Mid-Cap Value :: Management Discussion of Fund Performance

ProFund VP Mid-Cap Value (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P MidCap 400^® Value Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 28.53%. For the same period, the Index had a total return of 30.65%¹ and a volatility of 19.41%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is designed to provide a comprehensive measure of mid-cap U.S. equity "value" performance. It is an unmanaged, float-adjusted, market capitalization-weighted index comprising stocks representing approximately half the market capitalization of the S&P MidCap 400^® that have been identified as being on the value end of the growth-value spectrum.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Mid-Cap Value from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Mid-Cap Value		28.53	%		9.37	%		11.73	%
S&P MidCap 400® Value Index		30.65	%		11.08	%		13.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Mid-Cap Value		1.80	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Medical Properties Trust, Inc.		1.2	%
AECOM		0.9	%
Lear Corp.		0.9	%
Reliance Steel & Aluminum Co.		0.8	%
Knight-Swift Transportation Holdings, Inc.		0.8	%

S&P MidCap 400^® Value Index – Composition

	% of Index
Industrials		19	%
Financials		16	%
Consumer Discretionary		14	%
Real Estate		12	%
Information Technology		11	%
Health Care		7	%
Materials		6	%
Utilities		6	%
Consumer Staples		6	%
Energy		2	%
Communication Services		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Mid-Cap Value :: 163

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (100.3%)

	Shares		Value
Acadia Healthcare Co., Inc.* (Health Care Providers & Services)		1,380	$	83,766
ACI Worldwide, Inc.* (Software)		957		33,208
Adient PLC* (Auto Components)		1,450		69,426
AECOM* (Construction & Engineering)		2,211		171,022
AGCO Corp. (Machinery)		942		109,291
Alcoa Corp. (Metals & Mining)		1,723		102,656
Alleghany Corp.* (Insurance)		211		140,861
ALLETE, Inc. (Electric Utilities)		806		53,478
Alliance Data Systems Corp. (IT Services)		763		50,793
Amedisys, Inc.* (Health Care Providers & Services)		500		80,940
American Campus Communities, Inc. (Equity Real Estate Investment Trusts)		961		55,056
American Eagle Outfitters, Inc. (Specialty Retail)		1,368		34,638
American Financial Group, Inc. (Insurance)		537		73,741
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		909		22,534
Apartment Income REIT Corp. (Equity Real Estate Investment Trusts)		1,276		69,759
AptarGroup, Inc. (Containers & Packaging)		546		66,874
Arrow Electronics, Inc.* (Electronic Equipment, Instruments & Components)		1,070		143,670
Ashland Global Holdings, Inc. (Chemicals)		493		53,076
Associated Banc-Corp. (Banks)		2,304		52,047
AutoNation, Inc.* (Specialty Retail)		325		37,976
Avnet, Inc. (Electronic Equipment, Instruments & Components)		1,523		62,793
Bank of Hawaii Corp. (Banks)		360		30,154
Bank OZK (Banks)		984		45,786
Belden, Inc. (Electronic Equipment, Instruments & Components)		689		45,288
BJ's Wholesale Club Holdings, Inc.* (Food & Staples Retailing)		2,095		140,303
Black Hills Corp. (Multi-Utilities)		981		69,229
Blackbaud, Inc.* (Software)		222		17,534
Brighthouse Financial, Inc.* (Insurance)		1,226		63,507
Brixmor Property Group, Inc. (Equity Real Estate Investment Trusts)		2,052		52,141
Cable One, Inc. (Media)		32		56,431
Cabot Corp. (Chemicals)		871		48,950
CACI International, Inc.* — Class A (Professional Services)		359		96,646
Cadence Bank (Banks)		3,006		89,549
Callaway Golf Co.* (Leisure Products)		1,799		49,365
Capri Holdings, Ltd.* (Textiles, Apparel & Luxury Goods)		902		58,549
Carter's, Inc. (Textiles, Apparel & Luxury Goods)		648		65,591
Casey's General Stores, Inc. (Food & Staples Retailing)		569		112,293
Cathay General Bancorp (Banks)		724		31,125
CDK Global, Inc. (Software)		962		40,154
Cerence, Inc.* (Software)		281		21,536
ChampionX Corp.* (Energy Equipment & Services)		1,644		33,225
Chemed Corp. (Health Care Providers & Services)		101		53,433
Choice Hotels International, Inc. (Hotels, Restaurants & Leisure)		161		25,114
Ciena Corp.* (Communications Equipment)		881		67,810
Cirrus Logic, Inc.* (Semiconductors & Semiconductor Equipment)		456		41,961
CIT Group, Inc. (Banks)		914		46,925
Clean Harbors, Inc.* (Commercial Services & Supplies)		315		31,428
CMC Materials, Inc. (Semiconductors & Semiconductor Equipment)		144		27,603
CNO Financial Group, Inc. (Insurance)		1,894		45,153
CNX Resources Corp.* (Oil, Gas & Consumable Fuels)		1,721		23,664
Cognex Corp. (Electronic Equipment, Instruments & Components)		1,005		78,149
Colfax Corp.* (Machinery)		1,220		56,083
Columbia Sportswear Co. (Textiles, Apparel & Luxury Goods)		249		24,263
Commerce Bancshares, Inc. (Banks)		852		58,566
Commercial Metals Co. (Metals & Mining)		1,851		67,173
CommVault Systems, Inc.* (Software)		244		16,816
Compass Minerals International, Inc. (Metals & Mining)		523		26,715
Corporate Office Properties Trust (Equity Real Estate Investment Trusts)		1,725		48,248
Coty, Inc.* — Class A (Personal Products)		5,152		54,096
Cousins Properties, Inc. (Equity Real Estate Investment Trusts)		2,282		91,919
Cracker Barrel Old Country Store, Inc. (Hotels, Restaurants & Leisure)		360		46,310
Crane Co. (Machinery)		390		39,675
Cullen/Frost Bankers, Inc. (Banks)		382		48,159
Curtiss-Wright Corp. (Aerospace & Defense)		602		83,480
CyrusOne, Inc. (Equity Real Estate Investment Trusts)		682		61,189
Dana, Inc. (Auto Components)		2,215		50,546
Donaldson Co., Inc. (Machinery)		930		55,112
Douglas Emmett, Inc. (Equity Real Estate Investment Trusts)		1,454		48,709
DT Midstream, Inc. (Oil, Gas & Consumable Fuels)		862		41,359
Dycom Industries, Inc.* (Construction & Engineering)		282		26,440
EMCOR Group, Inc. (Construction & Engineering)		819		104,332
Encompass Health Corp. (Health Care Providers & Services)		1,528		99,717
Energizer Holdings, Inc. (Household Products)		964		38,656
EnerSys (Electrical Equipment)		642		50,757
Envestnet, Inc.* (Software)		394		31,260
Envista Holdings Corp.* (Health Care Equipment & Supplies)		2,478		111,659
EPR Properties (Equity Real Estate Investment Trusts)		1,149		54,566
EQT Corp.* (Oil, Gas & Consumable Fuels)		4,641		101,220
Equitrans Midstream Corp. (Oil, Gas & Consumable Fuels)		6,242		64,542

See accompanying notes to financial statements.

164 :: ProFund VP Mid-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Essent Group, Ltd. (Thrifts & Mortgage Finance)		1,696	$	77,219
Essential Utilities, Inc. (Water Utilities)		1,307		70,173
Exelixis, Inc.* (Biotechnology)		2,284		41,752
F.N.B. Corp. (Banks)		4,896		59,388
Fair Isaac Corp.* (Software)		176		76,326
Federated Hermes, Inc. — Class B (Capital Markets)		789		29,651
First American Financial Corp. (Insurance)		910		71,189
First Horizon Corp. (Banks)		8,299		135,522
First Industrial Realty Trust, Inc. (Equity Real Estate Investment Trusts)		619		40,978
First Solar, Inc.* (Semiconductors & Semiconductor Equipment)		622		54,214
FirstCash Holdings, Inc. (Consumer Finance)		620		46,382
Flowers Foods, Inc. (Food Products)		3,050		83,784
Flowserve Corp. (Machinery)		2,001		61,231
Fluor Corp.* (Construction & Engineering)		2,170		53,751
Foot Locker, Inc. (Specialty Retail)		1,386		60,471
Fulton Financial Corp. (Banks)		2,476		42,092
GATX Corp. (Trading Companies & Distributors)		545		56,784
Genpact, Ltd. (IT Services)		904		47,984
Gentex Corp. (Auto Components)		1,707		59,489
Globus Medical, Inc.* — Class A (Health Care Equipment & Supplies)		485		35,017
Graco, Inc. (Machinery)		1,043		84,087
Graham Holdings Co. — Class B (Diversified Consumer Services)		61		38,420
Grand Canyon Education, Inc.* (Diversified Consumer Services)		615		52,712
Greif, Inc. — Class A (Containers & Packaging)		407		24,571
Grocery Outlet Holding Corp.* (Food & Staples Retailing)		1,341		37,923
H&R Block, Inc. (Diversified Consumer Services)		1,458		34,350
Haemonetics Corp.* (Health Care Equipment & Supplies)		784		41,583
Hancock Whitney Corp. (Banks)		734		36,715
Hanesbrands, Inc. (Textiles, Apparel & Luxury Goods)		5,360		89,618
Harley-Davidson, Inc. (Automobiles)		2,362		89,024
Hawaiian Electric Industries, Inc. (Electric Utilities)		1,678		69,637
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		1,201		38,000
HealthEquity, Inc.* (Health Care Providers & Services)		422		18,669
Hexcel Corp.* (Aerospace & Defense)		1,288		66,718
Highwoods Properties, Inc. (Equity Real Estate Investment Trusts)		1,602		71,433
HollyFrontier Corp. (Oil, Gas & Consumable Fuels)		2,295		75,230
Home BancShares, Inc. (Banks)		1,460		35,551
Hubbell, Inc. (Electrical Equipment)		384		79,976
Hudson Pacific Properties, Inc. (Equity Real Estate Investment Trusts)		2,341		57,846
IAA, Inc.* (Commercial Services & Supplies)		952		48,190
ICU Medical, Inc.* (Health Care Equipment & Supplies)		163		38,686
IDACORP, Inc. (Electric Utilities)		774		87,702
II-VI, Inc.* (Electronic Equipment, Instruments & Components)		847		57,876
Ingevity Corp.* (Chemicals)		278		19,933
Ingredion, Inc. (Food Products)		1,021		98,669
Integra LifeSciences Holdings Corp.* (Health Care Equipment & Supplies)		547		36,644
Interactive Brokers Group, Inc. (Capital Markets)		510		40,504
International Bancshares Corp. (Banks)		818		34,675
Iridium Communications, Inc.* (Diversified Telecommunication Services)		953		39,349
ITT, Inc. (Machinery)		577		58,964
Jabil, Inc. (Electronic Equipment, Instruments & Components)		1,232		86,671
Jack in the Box, Inc. (Hotels, Restaurants & Leisure)		103		9,010
Janus Henderson Group PLC (Capital Markets)		1,415		59,345
Jazz Pharmaceuticals PLC* (Pharmaceuticals)		943		120,138
JBG Smith Properties (Equity Real Estate Investment Trusts)		1,754		50,357
JetBlue Airways Corp.* (Airlines)		4,883		69,534
John Wiley & Sons, Inc. — Class A (Media)		334		19,128
Jones Lang LaSalle, Inc.* (Real Estate Management & Development)		395		106,389
KB Home (Household Durables)		1,316		58,865
KBR, Inc. (Professional Services)		754		35,905
Kemper Corp. (Insurance)		919		54,028
Kennametal, Inc. (Machinery)		1,285		46,144
Kilroy Realty Corp. (Equity Real Estate Investment Trusts)		1,610		107,001
Kirby Corp.* (Marine)		922		54,785
Kite Realty Group Trust (Equity Real Estate Investment Trusts)		3,362		73,224
Knight-Swift Transportation Holdings, Inc. (Road & Rail)		2,548		155,276
Kohl's Corp. (Multiline Retail)		2,311		114,140
Kyndryl Holdings, Inc.* (IT Services)		2,752		49,811
Lamar Advertising Co. — Class A (Equity Real Estate Investment Trusts)		452		54,828
Lancaster Colony Corp. (Food Products)		158		26,165
Landstar System, Inc. (Road & Rail)		204		36,520
Lear Corp. (Auto Components)		916		167,582
Leggett & Platt, Inc. (Household Durables)		2,046		84,213
Lennox International, Inc. (Building Products)		217		70,386
LHC Group, Inc.* (Health Care Providers & Services)		485		66,557
Lincoln Electric Holdings, Inc. (Machinery)		380		52,999
Lithia Motors, Inc. — Class A (Specialty Retail)		465		138,082
Littelfuse, Inc. (Electronic Equipment, Instruments & Components)		143		44,999
LivaNova PLC* (Health Care Equipment & Supplies)		326		28,502
Lumentum Holdings, Inc.* (Communications Equipment)		609		64,414
Macy's, Inc. (Multiline Retail)		4,753		124,433
ManpowerGroup, Inc. (Professional Services)		832		80,979
Marriott Vacations Worldwide Corp. (Hotels, Restaurants & Leisure)		360		60,833
MasTec, Inc.* (Construction & Engineering)		430		39,680
MDU Resources Group, Inc. (Multi-Utilities)		3,121		96,252

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Mid-Cap Value :: 165

Common Stocks, continued

	Shares		Value
Medical Properties Trust, Inc. (Equity Real Estate Investment Trusts)		9,154	$	216,309
Mercury General Corp. (Insurance)		407		21,595
Mercury Systems, Inc.* (Aerospace & Defense)		870		47,902
MGIC Investment Corp. (Thrifts & Mortgage Finance)		4,999		72,086
MillerKnoll, Inc. (Commercial Services & Supplies)		1,163		45,578
Minerals Technologies, Inc. (Chemicals)		511		37,380
MKS Instruments, Inc. (Semiconductors & Semiconductor Equipment)		383		66,707
Molina Healthcare, Inc.* (Health Care Providers & Services)		458		145,680
MSA Safety, Inc. (Commercial Services & Supplies)		275		41,514
MSC Industrial Direct Co., Inc. (Trading Companies & Distributors)		718		60,355
Murphy USA, Inc. (Specialty Retail)		361		71,926
National Fuel Gas Co. (Gas Utilities)		672		42,968
National Instruments Corp. (Electronic Equipment, Instruments & Components)		951		41,530
National Retail Properties, Inc. (Equity Real Estate Investment Trusts)		1,483		71,288
NCR Corp.* (Technology Hardware, Storage & Peripherals)		2,025		81,405
Neogen Corp.* (Health Care Equipment & Supplies)		694		31,515
New Jersey Resources Corp. (Gas Utilities)		1,480		60,769
New York Community Bancorp, Inc. (Thrifts & Mortgage Finance)		7,138		87,154
NewMarket Corp. (Chemicals)		105		35,986
Nordson Corp. (Machinery)		331		84,494
Nordstrom, Inc.* (Multiline Retail)		1,708		38,635
NorthWestern Corp. (Multi-Utilities)		807		46,128
NOV, Inc. (Energy Equipment & Services)		5,996		81,246
Nu Skin Enterprises, Inc. — Class A (Personal Products)		764		38,773
NuVasive, Inc.* (Health Care Equipment & Supplies)		794		41,669
nVent Electric PLC (Electrical Equipment)		1,060		40,280
OGE Energy Corp. (Electric Utilities)		1,936		74,304
Old Republic International Corp. (Insurance)		4,382		107,710
Ollie's Bargain Outlet Holdings, Inc.* (Multiline Retail)		930		47,607
Omega Healthcare Investors, Inc. (Equity Real Estate Investment Trusts)		3,669		108,566
ONE Gas, Inc. (Gas Utilities)		823		63,857
Oshkosh Corp. (Machinery)		1,054		118,795
Owens Corning (Building Products)		1,543		139,642
Park Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		3,631		68,553
Patterson Cos., Inc. (Health Care Providers & Services)		1,330		39,036
Pebblebrook Hotel Trust (Equity Real Estate Investment Trusts)		2,018		45,143
Performance Food Group Co.* (Food & Staples Retailing)		2,369		108,713
Perrigo Co. PLC (Pharmaceuticals)		2,053		79,862
Physicians Realty Trust (Equity Real Estate Investment Trusts)		3,382		63,683
Pilgrim's Pride Corp.* (Food Products)		749		21,122
PNM Resources, Inc. (Electric Utilities)		1,318		60,114
Polaris, Inc. (Leisure Products)		498		54,735
Post Holdings, Inc.* (Food Products)		899		101,343
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		576		34,687
Primerica, Inc. (Insurance)		231		35,405
PROG Holdings, Inc.* (Consumer Finance)		871		39,291
Progyny, Inc.* (Health Care Providers & Services)		406		20,442
Prosperity Bancshares, Inc. (Banks)		1,415		102,304
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		113		20,811
R1 RCM, Inc.* (Health Care Providers & Services)		859		21,896
Rayonier, Inc. (Equity Real Estate Investment Trusts)		880		35,517
Regal Rexnord Corp. (Electrical Equipment)		603		102,619
Reinsurance Group of America, Inc. (Insurance)		1,038		113,651
Reliance Steel & Aluminum Co. (Metals & Mining)		961		155,894
RenaissanceRe Holdings, Ltd. (Insurance)		705		119,378
RLI Corp. (Insurance)		244		27,352
Royal Gold, Inc. (Metals & Mining)		402		42,294
RPM International, Inc. (Chemicals)		976		98,575
Ryder System, Inc. (Road & Rail)		824		67,922
Sabra Health Care REIT, Inc. (Equity Real Estate Investment Trusts)		3,512		47,552
Sabre Corp.* (IT Services)		2,584		22,197
Sanderson Farms, Inc. (Food Products)		172		32,866
Science Applications International Corp. (Professional Services)		883		73,810
SEI Investments Co. (Capital Markets)		667		40,647
Selective Insurance Group, Inc. (Insurance)		924		75,713
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		336		29,880
Sensient Technologies Corp. (Chemicals)		278		27,817
Silgan Holdings, Inc. (Containers & Packaging)		1,288		55,178
Six Flags Entertainment Corp.* (Hotels, Restaurants & Leisure)		607		25,846
Skechers U.S.A., Inc.* — Class A (Textiles, Apparel & Luxury Goods)		1,097		47,610
SL Green Realty Corp. (Equity Real Estate Investment Trusts)		1,024		73,421
Sonoco Products Co. (Containers & Packaging)		1,509		87,356
Southwest Gas Holdings, Inc. (Gas Utilities)		928		65,006
Spire, Inc. (Gas Utilities)		793		51,719
Spirit Realty Capital, Inc. (Equity Real Estate Investment Trusts)		1,892		91,175
Sprouts Farmers Market, Inc.* (Food & Staples Retailing)		1,722		51,109
Stericycle, Inc.* (Commercial Services & Supplies)		1,410		84,092
Sterling Bancorp (Banks)		2,958		76,287
STORE Capital Corp. (Equity Real Estate Investment Trusts)		3,767		129,585
Sunrun, Inc.* (Electrical Equipment)		3,177		108,970
SYNNEX Corp. (Electronic Equipment, Instruments & Components)		634		72,504
Synovus Financial Corp. (Banks)		1,340		64,146

See accompanying notes to financial statements.

166 :: ProFund VP Mid-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Taylor Morrison Home Corp.* (Household Durables)		1,886	$	65,935
TEGNA, Inc. (Media)		1,903		35,320
Terex Corp. (Machinery)		1,072		47,114
Texas Capital Bancshares, Inc.* (Banks)		776		46,754
Texas Roadhouse, Inc. — Class A (Hotels, Restaurants & Leisure)		427		38,123
The Boston Beer Co., Inc.* — Class A (Beverages)		58		29,296
The Brink's Co. (Commercial Services & Supplies)		753		49,374
The Chemours Co. (Chemicals)		2,502		83,967
The Goodyear Tire & Rubber Co.* (Auto Components)		4,316		92,017
The Hain Celestial Group, Inc.* (Food Products)		1,426		60,762
The Hanover Insurance Group, Inc. (Insurance)		546		71,559
The Macerich Co. (Equity Real Estate Investment Trusts)		3,270		56,506
The Middleby Corp.* (Machinery)		307		60,405
The New York Times Co. — Class A (Media)		1,078		52,068
The Timken Co. (Machinery)		1,060		73,447
The Wendy's Co. (Hotels, Restaurants & Leisure)		1,357		32,364
The Western Union Co. (IT Services)		6,172		110,108
Thor Industries, Inc. (Automobiles)		852		88,412
Toll Brothers, Inc. (Household Durables)		1,757		127,189
Travel + Leisure Co. (Hotels, Restaurants & Leisure)		1,326		73,289
Tri Pointe Homes, Inc.* (Household Durables)		1,707		47,608
Trinity Industries, Inc. (Machinery)		628		18,966
TripAdvisor, Inc.* (Interactive Media & Services)		882		24,043
UGI Corp. (Gas Utilities)		3,211		147,416
Umpqua Holdings Corp. (Banks)		2,095		40,308
United Bankshares, Inc. (Banks)		2,092		75,898
United States Steel Corp. (Metals & Mining)		4,148		98,764
United Therapeutics Corp.* (Biotechnology)		360		77,788
Univar Solutions, Inc.* (Trading Companies & Distributors)		2,625		74,419
Unum Group (Insurance)		3,139		77,125
Urban Edge Properties (Equity Real Estate Investment Trusts)		931		17,689
Urban Outfitters, Inc.* (Specialty Retail)		1,012		29,712
Valley National Bancorp (Banks)		6,247		85,896
ViaSat, Inc.* (Communications Equipment)		1,129		50,286
Victoria's Secret & Co.* (Specialty Retail)		566		31,436
Vishay Intertechnology, Inc. (Electronic Equipment, Instruments & Components)		2,036		44,527
Visteon Corp.* (Auto Components)		429		47,679
Vontier Corp. (Electronic Equipment, Instruments & Components)		2,595		79,744
Voya Financial, Inc. (Diversified Financial Services)		1,697		112,528
Washington Federal, Inc. (Thrifts & Mortgage Finance)		999		33,347
Watsco, Inc. (Trading Companies & Distributors)		172		53,815
Webster Financial Corp. (Banks)		821		45,845
Werner Enterprises, Inc. (Road & Rail)		935		44,562
WEX, Inc.* (IT Services)		392		55,033
Wintrust Financial Corp. (Banks)		437		39,688
Wolfspeed, Inc.* (Semiconductors & Semiconductor Equipment)		800		89,417
Woodward, Inc. (Machinery)		968		105,957
World Wrestling Entertainment, Inc. — Class A (Entertainment)		260		12,828
Worthington Industries, Inc. (Metals & Mining)		496		27,111
Wyndham Hotels & Resorts, Inc. (Hotels, Restaurants & Leisure)		500		44,825
Xerox Holdings Corp. (Technology Hardware, Storage & Peripherals)		2,110		47,770
XPO Logistics, Inc.* (Air Freight & Logistics)		1,513		117,152
Yelp, Inc.* (Interactive Media & Services)		538		19,497
TOTAL COMMON STOCKS (Cost $14,105,293)				18,730,464

Repurchase Agreements^(a) (0.1%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $20,000	$	20,000	$	20,000
TOTAL REPURCHASE AGREEMENTS (Cost $20,000)				20,000
TOTAL INVESTMENT SECURITIES (Cost $14,125,293) — 100.4%				18,750,464
Net other assets (liabilities) — (0.4)%				(69,039	)
NET ASSETS — 100.0%			$	18,681,425

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Mid-Cap Value :: 167

ProFund VP Mid-Cap Value invested in the following industries as of December 31, 2021:

	Value			% of Net Assets
Aerospace & Defense	$	198,100			1.1	%
Air Freight & Logistics		117,152			0.6	%
Airlines		69,534			0.4	%
Auto Components		486,739			2.6	%
Automobiles		177,436			0.9	%
Banks		1,323,380			7.1	%
Beverages		29,296			0.2	%
Biotechnology		119,540			0.6	%
Building Products		210,028			1.1	%
Capital Markets		170,147			0.9	%
Chemicals		405,684			2.2	%
Commercial Services & Supplies		300,176			1.6	%
Communications Equipment		182,510			1.0	%
Construction & Engineering		395,225			2.1	%
Consumer Finance		85,673			0.5	%
Containers & Packaging		233,979			1.3	%
Diversified Consumer Services		125,482			0.7	%
Diversified Financial Services		112,528			0.6	%
Diversified Telecommunication Services		39,349			0.2	%
Electric Utilities		345,235			1.8	%
Electrical Equipment		382,602			2.0	%
Electronic Equipment, Instruments & Components		757,751			4.0	%
Energy Equipment & Services		114,471			0.6	%
Entertainment		12,828			0.1	%
Equity Real Estate Investment Trusts		2,055,739			11.0	%
Food & Staples Retailing		450,341			2.3	%
Food Products		424,711			2.3	%
Gas Utilities		431,735			2.4	%
Health Care Equipment & Supplies		365,275			2.0	%
Health Care Providers & Services		630,136			3.3	%
Hotels, Restaurants & Leisure		355,714			1.9	%
Household Durables		383,810			2.1	%
Household Products		38,656			0.2	%
Insurance		1,097,967			5.9	%
Interactive Media & Services		43,540			0.2	%
IT Services		335,926			1.8	%
Leisure Products		104,100			0.6	%
Machinery		1,072,764			5.8	%
Marine		54,785			0.3	%
Media		162,947			0.9	%
Metals & Mining		520,607			2.7	%
Multiline Retail		324,815			1.7	%
Multi-Utilities		211,609			1.1	%
Oil, Gas & Consumable Fuels		306,015			1.7	%
Personal Products		92,869			0.5	%
Pharmaceuticals		200,000			1.1	%
Professional Services		287,340			1.5	%
Real Estate Management & Development		106,389			0.6	%
Road & Rail		304,280			1.6	%
Semiconductors & Semiconductor Equipment		332,316			1.8	%
Software		236,834			1.3	%
Specialty Retail		404,241			2.2	%
Technology Hardware, Storage & Peripherals		129,175			0.7	%
Textiles, Apparel & Luxury Goods		285,631			1.5	%
Thrifts & Mortgage Finance		269,806			1.4	%
Trading Companies & Distributors		245,373			1.3	%
Water Utilities		70,173			0.4	%
Other**		(49,039	)		(0.3	)%
Total	$	18,681,425			100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

168 :: ProFund VP Mid-Cap Value :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	14,125,293
Securities, at value		18,730,464
Repurchase agreements, at value		20,000
Total Investment Securities, at value		18,750,464
Cash		2,917
Dividends receivable		25,689
Prepaid expenses		1,349
TOTAL ASSETS		18,780,419
LIABILITIES:
Payable for capital shares redeemed		58,240
Payable for investments purchased		310
Advisory fees payable		12,748
Management services fees payable		1,700
Administration fees payable		1,100
Administrative services fees payable		7,004
Distribution fees payable		6,080
Transfer agency fees payable		1,825
Fund accounting fees payable		698
Compliance services fees payable		80
Other accrued expenses		9,209
TOTAL LIABILITIES		98,994
NET ASSETS	$	18,681,425
NET ASSETS CONSIST OF:
Capital	$	13,781,473
Total distributable earnings (loss)		4,899,952
NET ASSETS	$	18,681,425
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		370,188
Net Asset Value (offering and redemption price per share)	$	50.46

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	338,413
Interest		1
Net income from securities lending		200
TOTAL INVESTMENT INCOME		338,614
EXPENSES:
Advisory fees		143,884
Management services fees		19,184
Administration fees		14,120
Transfer agency fees		11,691
Administrative services fees		60,412
Distribution fees		47,961
Custody fees		3,411
Fund accounting fees		8,944
Trustee fees		297
Compliance services fees		146
Other fees		15,776
Total Gross Expenses before reductions		325,826
Expenses reduced and reimbursed by the Advisor		(3,526	)
TOTAL NET EXPENSES		322,300
NET INVESTMENT INCOME (LOSS)		16,314
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		2,612,443
Change in net unrealized appreciation/depreciation on investment securities		1,298,752
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,911,195
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,927,509

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Mid-Cap Value :: 169

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	16,314		$	62,966
Net realized gains (losses) on investments		2,612,443			(891,489	)
Change in net unrealized appreciation/depreciation on investments		1,298,752			571,872
Change in net assets resulting from operations		3,927,509			(256,651	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(54,454	)		(925,031	)
Change in net assets resulting from distributions		(54,454	)		(925,031	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		32,827,757			14,126,058
Distributions reinvested		54,454			925,031
Value of shares redeemed		(30,546,186	)		(19,109,077	)
Change in net assets resulting from capital transactions		2,336,025			(4,057,988	)
Change in net assets		6,209,080			(5,239,670	)
NET ASSETS:
Beginning of period		12,472,345			17,712,015
End of period	$	18,681,425		$	12,472,345
SHARE TRANSACTIONS:
Issued		697,548			422,692
Reinvested		1,143			28,211
Redeemed		(645,363	)		(554,235	)
Change in shares		53,328			(103,332	)

See accompanying notes to financial statements.

170 :: ProFund VP Mid-Cap Value :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	39.36		$	42.15		$	35.25		$	46.61		$	45.02
Investment Activities:
Net investment income (loss)(a)		0.04			0.21			0.10			0.09			0.03
Net realized and unrealized gains (losses) on investments		11.18			0.13	(b)		8.22			(5.33	)		4.63
Total income (loss) from investment activities		11.22			0.34			8.32			(5.24	)		4.66
Distributions to Shareholders From:
Net investment income		(0.12	)		(0.15	)		(0.08	)		(0.05	)		(0.15	)
Net realized gains on investments		—			(2.98	)		(1.34	)		(6.07	)		(2.92	)
Total distributions		(0.12	)		(3.13	)		(1.42	)		(6.12	)		(3.07	)
Net Asset Value, End of Period	$	50.46		$	39.36		$	42.15		$	35.25		$	46.61
Total Return		28.53	%		2.30	%		24.08	%		(13.29	)%		10.61	%
Ratios to Average Net Assets:
Gross expenses		1.70	%		1.80	%		1.75	%		1.71	%		1.70	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.08	%		0.60	%		0.26	%		0.21	%		0.07	%
Supplemental Data:
Net assets, end of period (000's)	$	18,681		$	12,472		$	17,712		$	10,985		$	16,464
Portfolio turnover rate(c)		172	%		163	%		232	%		127	%		66	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchase of fund shares in relation to fluctuating market values during the period.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Nasdaq-100 :: 171

ProFund VP Nasdaq-100 (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Nasdaq-100^® Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 24.80%. For the same period, the Index had a total return of 27.51%¹ and a volatility of 18.57%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index, a modified market capitalization-weighted index, includes 100 of the largest non-financial domestic and international issues listed on Nasdaq.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Nasdaq-100 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Nasdaq-100		24.80	%		26.01	%		20.70	%
Nasdaq-100® Index		27.51	%		28.63	%		23.15	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Nasdaq-100		1.73	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		66	%
Futures Contracts		1	%
Swap Agreements		32	%
Total Exposure		99	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Apple, Inc.		7.7	%
Microsoft Corp.		6.7	%
Alphabet, Inc.		4.8	%
Amazon.com, Inc.		4.5	%
Meta Platforms, Inc.		3.2	%

Nasdaq-100^® Index – Composition

	% of Index
Information Technology		51	%
Communication Services		18	%
Consumer Discretionary		16	%
Health Care		6	%
Consumer Staples		5	%
Industrials		3	%
Utilities		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

172 :: ProFund VP Nasdaq-100 :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (66.3%)

	Shares		Value
Activision Blizzard, Inc. (Entertainment)		6,086	$	404,902
Adobe, Inc.* (Software)		3,718		2,108,330
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		9,436		1,357,840
Airbnb, Inc.* — Class A (Hotels, Restaurants & Leisure)		2,710		451,188
Align Technology, Inc.* (Health Care Equipment & Supplies)		616		404,823
Alphabet, Inc.* — Class A (Interactive Media & Services)		1,417		4,105,106
Alphabet, Inc.* — Class C (Interactive Media & Services)		1,497		4,331,704
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		2,389		7,965,738
American Electric Power Co., Inc. (Electric Utilities)		3,935		350,097
Amgen, Inc. (Biotechnology)		4,404		990,768
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		4,198		737,882
ANSYS, Inc.* (Software)		682		273,564
Apple, Inc. (Technology Hardware, Storage & Peripherals)		77,268		13,720,479
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		7,056		1,110,332
ASML Holding N.V.NYS (Semiconductors & Semiconductor Equipment)		633		503,957
Atlassian Corp. PLC* — Class A (Software)		1,097		418,275
Autodesk, Inc.* (Software)		1,718		483,084
Automatic Data Processing, Inc. (IT Services)		3,293		811,988
Baidu, Inc.*ADR (Interactive Media & Services)		1,897		282,255
Biogen, Inc.* (Biotechnology)		1,148		275,428
Booking Holdings, Inc.* (Hotels, Restaurants & Leisure)		321		770,153
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		3,216		2,139,959
Cadence Design Systems, Inc.* (Software)		2,166		403,634
Charter Communications, Inc.* — Class A (Media)		1,401		913,410
Cintas Corp. (Commercial Services & Supplies)		808		358,081
Cisco Systems, Inc. (Communications Equipment)		32,957		2,088,485
Cognizant Technology Solutions Corp. — Class A (IT Services)		4,104		364,107
Comcast Corp. — Class A (Media)		35,628		1,793,157
Copart, Inc.* (Commercial Services & Supplies)		1,853		280,952
Costco Wholesale Corp. (Food & Staples Retailing)		3,452		1,959,700
Crowdstrike Holdings, Inc.* — Class A (Software)		1,608		329,238
CSX Corp. (Road & Rail)		17,332		651,683
Datadog, Inc.* — Class A (Software)		2,010		358,001
DexCom, Inc.* (Health Care Equipment & Supplies)		757		406,471
DocuSign, Inc.* (Software)		1,537		234,100
Dollar Tree, Inc.* (Multiline Retail)		1,758		247,034
eBay, Inc. (Internet & Direct Marketing Retail)		4,892		325,318
Electronic Arts, Inc. (Entertainment)		2,210		291,499
Exelon Corp. (Electric Utilities)		7,645		441,575
Fastenal Co. (Trading Companies & Distributors)		4,494		287,886
Fiserv, Inc.* (IT Services)		5,158		535,349
Fortinet, Inc.* (Software)		1,278		459,313
Gilead Sciences, Inc. (Biotechnology)		9,802		711,723
Honeywell International, Inc. (Industrial Conglomerates)		5,379		1,121,576
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		663		436,559
Illumina, Inc.* (Life Sciences Tools & Services)		1,221		464,517
Intel Corp. (Semiconductors & Semiconductor Equipment)		31,780		1,636,670
Intuit, Inc. (Software)		2,213		1,423,446
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		2,793		1,003,525
JD.com, Inc.*ADR (Internet & Direct Marketing Retail)		5,795		406,056
Keurig Dr Pepper, Inc. (Beverages)		11,080		408,409
KLA Corp. (Semiconductors & Semiconductor Equipment)		1,185		509,680
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		1,100		791,065
Lucid Group, Inc.*(a) (Automobiles)		12,865		489,513
Lululemon Athletica, Inc.* (Textiles, Apparel & Luxury Goods)		974		381,272
Marriott International, Inc.* — Class A (Hotels, Restaurants & Leisure)		2,545		420,536
Marvell Technology, Inc. (Semiconductors & Semiconductor Equipment)		6,436		563,086
Match Group, Inc.* (Interactive Media & Services)		2,212		292,537
Mercadolibre, Inc.* (Internet & Direct Marketing Retail)		394		531,270
Meta Platforms, Inc.* — Class A (Interactive Media & Services)		16,691		5,614,018
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		4,336		377,492
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		8,740		814,131
Microsoft Corp. (Software)		35,362		11,892,949
Moderna, Inc.* (Biotechnology)		3,168		804,609
Mondelez International, Inc. — Class A (Food Products)		10,900		722,779
Monster Beverage Corp.* (Beverages)		4,134		397,029
NetEase, Inc.ADR (Entertainment)		2,214		225,341
Netflix, Inc.* (Entertainment)		3,461		2,085,044
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		16,573		4,874,285
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		2,078		473,327
Okta, Inc.* (IT Services)		1,153		258,468
O'Reilly Automotive, Inc.* (Specialty Retail)		527		372,183
PACCAR, Inc. (Machinery)		2,713		239,449
Palo Alto Networks, Inc.* (Software)		771		429,262
Paychex, Inc. (IT Services)		2,818		384,657
PayPal Holdings, Inc.* (IT Services)		9,179		1,730,975

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Nasdaq-100 :: 173

Common Stocks, continued

	Shares		Value
Peloton Interactive, Inc.* — Class A (Leisure Products)		2,353	$	84,143
PepsiCo, Inc. (Beverages)		10,802		1,876,416
Pinduoduo, Inc.*ADR (Internet & Direct Marketing Retail)		3,247		189,300
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		8,752		1,600,478
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		826		521,636
Ross Stores, Inc. (Specialty Retail)		2,777		317,356
Seagen, Inc.* (Biotechnology)		1,429		220,923
Sirius XM Holdings, Inc.(a) (Media)		31,252		198,450
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		1,292		200,441
Splunk, Inc.* (Software)		1,262		146,039
Starbucks Corp. (Hotels, Restaurants & Leisure)		9,168		1,072,380
Synopsys, Inc.* (Software)		1,192		439,252
Tesla, Inc.* (Automobiles)		4,730		4,998,570
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		7,217		1,360,188
The Kraft Heinz Co. (Food Products)		9,563		343,312
T-Mobile US, Inc.* (Wireless Telecommunication Services)		9,760		1,131,965
VeriSign, Inc.* (IT Services)		868		220,316
Verisk Analytics, Inc. (Professional Services)		1,259		287,971
Vertex Pharmaceuticals, Inc.* (Biotechnology)		1,987		436,345
Walgreens Boots Alliance, Inc. (Food & Staples Retailing)		6,763		352,758
Workday, Inc.* — Class A (Software)		1,508		411,955
Xcel Energy, Inc. (Electric Utilities)		4,209		284,949
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)		1,937		410,702
Zoom Video Communications, Inc.* — Class A (Software)		1,893		348,142
Zscaler, Inc.* (Software)		1,094		351,535
TOTAL COMMON STOCKS (Cost $26,627,568)				117,819,805

Repurchase Agreements^(b)(c) (32.7%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $57,993,000	$	57,993,000	$	57,993,000
TOTAL REPURCHASE AGREEMENTS (Cost $57,993,000)				57,993,000

Collateral for Securities Loaned^(d) (0.4%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio — Institutional Shares, 0.03%(e)		656,874	$	656,874
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $656,874)				656,874
TOTAL INVESTMENT SECURITIES (Cost $85,277,442) — 99.4%				176,469,679
Net other assets (liabilities) — 0.6%				1,111,748
NET ASSETS — 100.0%			$	177,581,427

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $618,921.

^(b) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $8,100,000.

^(c) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(d) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(e) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

^ADR American Depositary Receipt

^NYS New York Shares

Futures Contracts Purchased

	Number of Contracts	Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
E-Mini Nasdaq 100 Futures Contracts	8	3/21/22	$	2,611,320	$	(1,647	)

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Nasdaq-100 Index	Goldman Sachs International	1/27/22		0.68	%	$	17,674,647	$	(229,652	)
Nasdaq-100 Index	UBS AG	1/27/22		0.88	%		39,445,633		(557,157	)
						$	57,120,280	$	(786,809	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

174 :: ProFund VP Nasdaq-100 :: Financial Statements

ProFund VP Nasdaq-100 invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Automobiles	$	5,488,083		3.1	%
Beverages		2,681,854		1.5	%
Biotechnology		3,961,432		2.2	%
Commercial Services & Supplies		639,033		0.4	%
Communications Equipment		2,088,485		1.2	%
Electric Utilities		1,076,621		0.6	%
Entertainment		3,006,786		1.7	%
Food & Staples Retailing		2,312,458		1.3	%
Food Products		1,066,091		0.6	%
Health Care Equipment & Supplies		2,251,378		1.3	%
Hotels, Restaurants & Leisure		2,714,257		1.5	%
Industrial Conglomerates		1,121,576		0.5	%
Interactive Media & Services		14,625,620		8.3	%
Internet & Direct Marketing Retail		9,417,682		5.4	%
IT Services		4,305,860		2.4	%
Leisure Products		84,143		NM
Life Sciences Tools & Services		464,517		0.3	%
Machinery		239,449		0.1	%
Media		2,905,017		1.6	%
Multiline Retail		247,034		0.1	%
Professional Services		287,971		0.2	%
Road & Rail		651,683		0.4	%
Semiconductors & Semiconductor Equipment		19,461,515		11.0	%
Software		20,510,119		11.5	%
Specialty Retail		689,539		0.4	%
Technology Hardware, Storage & Peripherals		13,720,479		7.7	%
Textiles, Apparel & Luxury Goods		381,272		0.2	%
Trading Companies & Distributors		287,886		0.2	%
Wireless Telecommunication Services		1,131,965		0.6	%
Other**		59,761,622		33.7	%
Total	$	177,581,427		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Nasdaq-100 :: 175

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	85,277,442
Securities, at value(a)		118,476,679
Repurchase agreements, at value		57,993,000
Total Investment Securities, at value		176,469,679
Cash		778
Segregated cash balances for futures contracts with brokers		149,600
Dividends receivable		28,518
Receivable for capital shares issued		7,596,042
Prepaid expenses		774
TOTAL ASSETS		184,245,391
LIABILITIES:
Payable for collateral for securities loaned		656,874
Payable for capital shares redeemed		4,748,587
Unrealized depreciation on swap agreements		786,809
Variation margin on futures contracts		17,520
Advisory fees payable		139,963
Management services fees payable		18,662
Administration fees payable		10,086
Administrative services fees payable		85,482
Distribution fees payable		92,313
Transfer agency fees payable		16,463
Fund accounting fees payable		5,596
Compliance services fees payable		740
Other accrued expenses		84,869
TOTAL LIABILITIES		6,663,964
NET ASSETS	$	177,581,427
NET ASSETS CONSIST OF:
Capital	$	68,897,757
Total distributable earnings (loss)		108,683,670
NET ASSETS	$	177,581,427
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		2,404,050
Net Asset Value (offering and redemption price per share)	$	73.87
(a) Includes securities on loan valued at:	$	618,921

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	807,701
Interest		799
Foreign tax withholding		(724	)
Net income from securities lending		603
TOTAL INVESTMENT INCOME		808,379
EXPENSES:
Advisory fees		1,153,034
Management services fees		153,737
Administration fees		113,728
Transfer agency fees		92,883
Administrative services fees		380,975
Distribution fees		384,345
Custody fees		23,698
Fund accounting fees		62,496
Trustee fees		2,559
Compliance services fees		985
Other fees		181,387
Recoupment of prior expenses reduced by the Advisor		37,500
Total Gross Expenses before reductions		2,587,327
Expenses reduced and reimbursed by the Advisor		(4,531	)
TOTAL NET EXPENSES		2,582,796
NET INVESTMENT INCOME (LOSS)		(1,774,417	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		11,670,188
Net realized gains (losses) on futures contracts		1,076,174
Net realized gains (losses) on swap agreements		9,073,697
Change in net unrealized appreciation/depreciation on investment securities		16,231,994
Change in net unrealized appreciation/depreciation on futures contracts		(209,496	)
Change in net unrealized appreciation/depreciation on swap agreements		(959,353	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		36,883,204
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	35,108,787

See accompanying notes to financial statements.

176 :: ProFund VP Nasdaq-100 :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(1,774,417	)	$	(1,216,715	)
Net realized gains (losses) on investments		21,820,059			20,397,769
Change in net unrealized appreciation/depreciation on investments		15,063,145			27,656,711
Change in net assets resulting from operations		35,108,787			46,837,765
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(18,959,830	)		(9,496,625	)
Change in net assets resulting from distributions		(18,959,830	)		(9,496,625	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		711,820,368			709,912,384
Distributions reinvested		18,959,830			9,496,625
Value of shares redeemed		(724,556,281	)		(704,734,911	)
Change in net assets resulting from capital transactions		6,223,917			14,674,098
Change in net assets		22,372,874			52,015,238
NET ASSETS:
Beginning of period		155,208,553			103,193,315
End of period	$	177,581,427		$	155,208,553
SHARE TRANSACTIONS:
Issued		10,203,150			12,097,369
Reinvested		319,350			138,657
Redeemed		(10,312,826	)		(12,038,447	)
Change in shares		209,674			197,579

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Nasdaq-100 :: 177

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	70.73		$	51.68		$	38.09		$	42.74		$	32.91
Investment Activities:
Net investment income (loss)(a)		(0.81	)		(0.59	)		(0.13	)		(0.15	)		(0.26	)
Net realized and unrealized gains (losses) on investments		15.53			24.00			14.06			(0.08	)		10.24
Total income (loss) from investment activities		14.72			23.41			13.93			(0.23	)		9.98
Distributions to Shareholders From:
Net realized gains on investments		(11.58	)		(4.36	)		(0.34	)		(4.42	)		(0.15	)
Net Asset Value, End of Period	$	73.87		$	70.73		$	51.68		$	38.09		$	42.74
Total Return		24.80	%		45.57	%		36.70	%		(1.87	)%(b)		30.37	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.73	%		1.72	%		1.74	%		1.71	%
Net expenses		1.68	%		1.68	%		1.69	%(c)		1.67	%(b)		1.68	%
Net investment income (loss)		(1.15	)%		(0.99	)%		(0.29	)%		(0.34	)%(b)		(0.68	)%
Supplemental Data:
Net assets, end of period (000's)	$	177,581		$	155,209		$	103,193		$	64,653		$	73,907
Portfolio turnover rate(d)		13	%		10	%		9	%		6	%		4	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.68% and (0.35)%, respectively, and the total return would have been (1.88)%.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

178 :: ProFund VP Oil & Gas :: Management Discussion of Fund Performance

ProFund VP Oil & Gas (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Oil & Gas^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 51.93%. For the same period, the Index had a total return of 54.44%¹ and a volatility of 29.38%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the oil and gas sector of the U.S. equity market. Component companies include, among others, exploration and production, integrated oil and gas, oil equipment and services, pipelines, renewable energy equipment companies and alternative fuel producers.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Oil & Gas from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Oil & Gas		51.93	%		-3.55	%		-1.01	%
Dow Jones U.S. Oil & GasSM Index		54.44	%		-1.89	%		0.70	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Oil & Gas		1.76	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		99	%
Swap Agreements		2	%
Total Exposure		101	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Exxon Mobil Corp.		21.4	%
Chevron Corp.		18.7	%
ConocoPhillips		7.9	%
EOG Resources, Inc.		4.3	%
Schlumberger, Ltd.		3.5	%

Dow Jones U.S. Oil & Gas^SM Index – Composition

	% of Index
Oil, Gas & Consumable Fuels		89	%
Energy Equipment & Services		8	%
Electrical Equipment		1	%
Semiconductors & Semiconductor Equipment		1	%
Electric Utilities		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Oil & Gas :: 179

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (98.5%)

	Shares		Value
APA Corp. (Oil, Gas & Consumable Fuels)		9,216	$	247,818
Baker Hughes Co. — Class A (Energy Equipment & Services)		22,174		533,506
Cheniere Energy, Inc. (Oil, Gas & Consumable Fuels)		5,983		606,796
Chevron Corp. (Oil, Gas & Consumable Fuels)		48,904		5,738,884
ConocoPhillips (Oil, Gas & Consumable Fuels)		33,461		2,415,215
Continental Resources, Inc. (Oil, Gas & Consumable Fuels)		1,484		66,424
Coterra Energy, Inc. (Oil, Gas & Consumable Fuels)		20,640		392,160
Devon Energy Corp. (Oil, Gas & Consumable Fuels)		15,973		703,611
Diamondback Energy, Inc. (Oil, Gas & Consumable Fuels)		4,322		466,128
DT Midstream, Inc. (Oil, Gas & Consumable Fuels)		2,454		117,743
EOG Resources, Inc. (Oil, Gas & Consumable Fuels)		14,843		1,318,504
EQT Corp.* (Oil, Gas & Consumable Fuels)		7,671		167,305
Equitrans Midstream Corp. (Oil, Gas & Consumable Fuels)		10,314		106,647
Exxon Mobil Corp. (Oil, Gas & Consumable Fuels)		107,402		6,571,927
First Solar, Inc.* (Semiconductors & Semiconductor Equipment)		2,509		218,684
Halliburton Co. (Energy Equipment & Services)		22,708		519,332
Hess Corp. (Oil, Gas & Consumable Fuels)		6,993		517,692
HollyFrontier Corp. (Oil, Gas & Consumable Fuels)		3,793		124,335
Kinder Morgan, Inc. (Oil, Gas & Consumable Fuels)		49,470		784,594
Marathon Oil Corp. (Oil, Gas & Consumable Fuels)		19,751		324,311
Marathon Petroleum Corp. (Oil, Gas & Consumable Fuels)		15,617		999,332
New Fortress Energy, Inc. (Oil, Gas & Consumable Fuels)		1,050		25,347
NOV, Inc. (Energy Equipment & Services)		9,912		134,308
Occidental Petroleum Corp. (Oil, Gas & Consumable Fuels)		22,510		652,565
OGE Energy Corp. (Electric Utilities)		5,080		194,970
ONEOK, Inc. (Oil, Gas & Consumable Fuels)		11,313		664,752
Ovintiv, Inc. (Oil, Gas & Consumable Fuels)		6,623		223,195
Phillips 66 (Oil, Gas & Consumable Fuels)		11,116		805,465
Pioneer Natural Resources Co. (Oil, Gas & Consumable Fuels)		5,760		1,047,629
Plug Power, Inc.* (Electrical Equipment)		13,155		371,366
Schlumberger, Ltd. (Energy Equipment & Services)		35,584		1,065,741
Targa Resources Corp. (Oil, Gas & Consumable Fuels)		5,809		303,462
TechnipFMC PLC (Energy Equipment & Services)		10,748		63,628
Texas Pacific Land Corp. (Oil, Gas & Consumable Fuels)		157		196,073
The Williams Cos., Inc. (Oil, Gas & Consumable Fuels)		30,824		802,657
Valero Energy Corp. (Oil, Gas & Consumable Fuels)		10,372		779,041
TOTAL COMMON STOCKS (Cost $13,622,430)				30,271,147

Repurchase Agreements^(a) (1.4%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $431,000	$	431,000	$	431,000
TOTAL REPURCHASE AGREEMENTS (Cost $431,000)				431,000
TOTAL INVESTMENT SECURITIES (Cost $14,053,430) — 99.9%				30,702,147
Net other assets (liabilities) — 0.1%				38,248
NET ASSETS — 100.0%			$	30,740,395

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Oil & Gas Index	Goldman Sachs International	1/24/22		0.68	%	$	520,647	$	(864	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

180 :: ProFund VP Oil & Gas :: Financial Statements

ProFund VP Oil & Gas invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Electric Utilities	$	194,970		0.6	%
Electrical Equipment		371,366		1.2	%
Energy Equipment & Services		2,316,515		7.5	%
Oil, Gas & Consumable Fuels		27,169,612		88.5	%
Semiconductors & Semiconductor Equipment		218,684		0.7	%
Other**		469,248		1.5	%
Total	$	30,740,395		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Oil & Gas :: 181

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	14,053,430
Securities, at value		30,271,147
Repurchase agreements, at value		431,000
Total Investment Securities, at value		30,702,147
Cash		939
Segregated cash balances for swap agreements with custodian		150,000
Dividends receivable		16,387
Receivable for capital shares issued		15,252
Prepaid expenses		434
TOTAL ASSETS		30,885,159
LIABILITIES:
Payable for capital shares redeemed		59,056
Unrealized depreciation on swap agreements		864
Advisory fees payable		27,469
Management services fees payable		3,663
Administration fees payable		1,843
Administrative services fees payable		15,627
Distribution fees payable		15,183
Transfer agency fees payable		3,056
Fund accounting fees payable		1,028
Compliance services fees payable		124
Other accrued expenses		16,851
TOTAL LIABILITIES		144,764
NET ASSETS	$	30,740,395
NET ASSETS CONSIST OF:
Capital	$	20,045,239
Total distributable earnings (loss)		10,695,156
NET ASSETS	$	30,740,395
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		1,096,128
Net Asset Value (offering and redemption price per share)	$	28.04

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	1,133,809
Interest		7
TOTAL INVESTMENT INCOME		1,133,816
EXPENSES:
Advisory fees		213,744
Management services fees		28,499
Administration fees		20,699
Transfer agency fees		17,218
Administrative services fees		75,434
Distribution fees		71,248
Custody fees		4,242
Fund accounting fees		11,652
Trustee fees		421
Compliance services fees		221
Other fees		28,835
Recoupment of prior expenses reduced by the Advisor		9,000
Total Gross Expenses before reductions		481,213
Expenses reduced and reimbursed by the Advisor		(2,428	)
TOTAL NET EXPENSES		478,785
NET INVESTMENT INCOME (LOSS)		655,031
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		(18,309	)
Net realized gains (losses) on swap agreements		228,382
Change in net unrealized appreciation/depreciation on investment securities		9,104,467
Change in net unrealized appreciation/depreciation on swap agreements		2,274
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		9,316,814
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	9,971,845

See accompanying notes to financial statements.

182 :: ProFund VP Oil & Gas :: Financial Statements

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	655,031		$	531,800
Net realized gains (losses) on investments		210,073			(2,174,156	)
Change in net unrealized appreciation/depreciation on investments		9,106,741			(6,098,116	)
Change in net assets resulting from operations		9,971,845			(7,740,472	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(528,770	)		(607,652	)
Change in net assets resulting from distributions		(528,770	)		(607,652	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		50,736,870			29,132,344
Distributions reinvested		528,770			607,652
Value of shares redeemed		(48,503,718	)		(29,298,442	)
Change in net assets resulting from capital transactions		2,761,922			441,554
Change in net assets		12,204,997			(7,906,570	)
NET ASSETS:
Beginning of period		18,535,398			26,441,968
End of period	$	30,740,395		$	18,535,398
SHARE TRANSACTIONS:
Issued		2,062,933			1,586,151
Reinvested		20,639			35,681
Redeemed		(1,974,291	)		(1,520,551	)
Change in shares		109,281			101,281

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Oil & Gas :: 183

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	18.78		$	29.86		$	28.99		$	36.93		$	38.63
Investment Activities:
Net investment income (loss)(a)		0.58			0.57			0.45			0.36			0.53
Net realized and unrealized gains (losses) on investments		9.13			(10.93	)		1.90			(7.68	)		(1.78	)
Total income (loss) from investment activities		9.71			(10.36	)		2.35			(7.32	)		(1.25	)
Distributions to Shareholders From:
Net investment income		(0.45	)		(0.50	)		(0.44	)		(0.62	)		(0.45	)
Net realized gains on investments		—			(0.22	)		(1.04	)		—			—
Total distributions		(0.45	)		(0.72	)		(1.48	)		(0.62	)		(0.45	)
Net Asset Value, End of Period	$	28.04		$	18.78		$	29.86		$	28.99		$	36.93
Total Return		51.93	%		(34.46	)%		8.52	%		(20.22	)%(b)		(3.17	)%
Ratios to Average Net Assets:											��
Gross expenses		1.69	%		1.76	%		1.72	%		1.72	%		1.69	%
Net expenses		1.68	%		1.68	%		1.72	%(c)		1.65	%(b)		1.68	%
Net investment income (loss)		2.30	%		3.00	%		1.46	%		0.99	%(b)		1.52	%
Supplemental Data:
Net assets, end of period (000's)	$	30,740		$	18,535		$	26,442		$	25,783		$	41,863
Portfolio turnover rate(d)		80	%		130	%		38	%		76	%		35	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.68% and 0.96%, respectively, and the total return would have been (20.26)%.

^(c) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

184 :: ProFund VP Pharmaceuticals :: Management Discussion of Fund Performance

ProFund VP Pharmaceuticals (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Select Pharmaceuticals^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 11.20%. For the same period, the Index had a total return of 13.11%¹ and a volatility of 12.85%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the pharmaceuticals sector of the U.S. equity market. Component companies include, among others, the makers of prescription and over-the-counter drugs. The Index includes vaccine producers, but excludes vitamin producers.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Pharmaceuticals from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Pharmaceuticals		11.20	%		8.11	%		10.07	%
Dow Jones U.S. Select PharmaceuticalsSM Index		13.11	%		8.96	%		11.98	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Pharmaceuticals		1.73	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		98	%
Swap Agreements		3	%
Total Exposure		101	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Pfizer, Inc.		23.0	%
Johnson & Johnson		21.5	%
Eli Lilly & Co.		4.7	%
Viatris, Inc.		4.5	%
Bristol-Myers Squibb Co.		4.5	%

Dow Jones U.S. Select Pharmaceuticals^SM Index – Composition

	% of Index
Pharmaceuticals		97	%
Biotechnology		3	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1	The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.
2	1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.
3	The S&P 500® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Pharmaceuticals :: 185

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (97.7%)

	Shares		Value
Aerie Pharmaceuticals, Inc.* (Pharmaceuticals)		2,432	$	17,073
Amicus Therapeutics, Inc.* (Biotechnology)		12,876		148,718
Amneal Pharmaceuticals, Inc.* (Pharmaceuticals)		5,062		24,247
Amphastar Pharmaceuticals, Inc.* (Pharmaceuticals)		1,892		44,065
Antares Pharma, Inc.* (Health Care Equipment & Supplies)		8,731		31,170
Arvinas, Inc.* (Pharmaceuticals)		2,217		182,104
Atea Pharmaceuticals, Inc.* (Biotechnology)		2,720		24,317
Axsome Therapeutics, Inc.* (Pharmaceuticals)		1,529		57,766
Bristol-Myers Squibb Co. (Pharmaceuticals)		12,069		752,502
Cara Therapeutics, Inc.* (Biotechnology)		2,168		26,406
Cassava Sciences, Inc.*(a) (Pharmaceuticals)		1,931		84,385
Catalent, Inc.* (Pharmaceuticals)		5,454		698,276
Catalyst Pharmaceuticals, Inc.* (Biotechnology)		4,924		33,335
ChemoCentryx, Inc.* (Biotechnology)		2,513		91,498
Collegium Pharmaceutical, Inc.* (Pharmaceuticals)		1,775		33,157
Corcept Therapeutics, Inc.* (Pharmaceuticals)		4,876		96,545
Elanco Animal Health, Inc.* (Pharmaceuticals)		23,533		667,867
Eli Lilly & Co. (Pharmaceuticals)		2,845		785,846
Endo International PLC* (Pharmaceuticals)		11,998		45,112
Harmony Biosciences Holdings, Inc.* (Pharmaceuticals)		1,171		49,931
Innoviva, Inc.* (Pharmaceuticals)		3,211		55,390
Intra-Cellular Therapies, Inc.* (Pharmaceuticals)		3,806		199,206
Ironwood Pharmaceuticals, Inc.* (Biotechnology)		8,403		97,979
Jazz Pharmaceuticals PLC* (Pharmaceuticals)		3,156		402,074
Johnson & Johnson (Pharmaceuticals)		21,151		3,618,302
Madrigal Pharmaceuticals, Inc.* (Biotechnology)		632		53,556
Merck & Co., Inc. (Pharmaceuticals)		9,496		727,773
NGM Biopharmaceuticals, Inc.* (Pharmaceuticals)		1,915		33,915
Nuvation Bio, Inc.* (Pharmaceuticals)		5,926		50,371
Omeros Corp.* (Pharmaceuticals)		3,211		20,647
Organon & Co. (Pharmaceuticals)		13,019		396,429
Pacira BioSciences, Inc.* (Pharmaceuticals)		2,287		137,609
Perrigo Co. PLC (Pharmaceuticals)		6,869		267,204
Pfizer, Inc. (Pharmaceuticals)		65,362		3,859,625
Phathom Pharmaceuticals, Inc.* (Pharmaceuticals)		807		15,874
Phibro Animal Health Corp. — Class A (Pharmaceuticals)		1,044		21,318
Prestige Consumer Healthcare, Inc.* (Pharmaceuticals)		2,573		156,052
Reata Pharmaceuticals, Inc.* — Class A (Pharmaceuticals)		1,406		37,076
Revance Therapeutics, Inc.* (Pharmaceuticals)		3,391		55,341
Royalty Pharma PLC — Class A (Pharmaceuticals)		17,752		707,417
Theravance Biopharma, Inc.* (Pharmaceuticals)		2,687		29,691
Vanda Pharmaceuticals, Inc.* (Biotechnology)		2,861		44,889
Viatris, Inc. (Pharmaceuticals)		55,928		756,706
Zoetis, Inc. (Pharmaceuticals)		3,028		738,923
Zogenix, Inc.* (Pharmaceuticals)		2,587		42,039
TOTAL COMMON STOCKS (Cost $10,208,702)				16,419,726

Repurchase Agreements^(b) (1.2%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $197,000	$	197,000	$	197,000
TOTAL REPURCHASE AGREEMENTS (Cost $197,000)				197,000

Collateral for Securities Loaned^(c) (0.5%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio — Institutional Shares, 0.03%(d)		77,507	$	77,507
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $77,507)				77,507
TOTAL INVESTMENT SECURITIES (Cost $10,483,209) — 99.4%				16,694,233
Net other assets (liabilities) — 0.6%				96,265
NET ASSETS — 100.0%			$	16,790,498

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $75,688.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(c) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(d) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

See accompanying notes to financial statements.

186 :: ProFund VP Pharmaceuticals :: Financial Statements

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Select Pharmaceuticals Index	Goldman Sachs International	1/24/22		0.68	%	$	461,144	$	124

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Pharmaceuticals invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Biotechnology	$	520,698		3.1	%
Health Care Equipment & Supplies		31,170		0.2	%
Pharmaceuticals		15,867,858		94.4	%
Other**		370,772		2.3	%
Total	$	16,790,498		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Pharmaceuticals :: 187

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	10,483,209
Securities, at value(a)		16,497,233
Repurchase agreements, at value		197,000
Total Investment Securities, at value		16,694,233
Cash		237
Segregated cash balances for swap agreements with custodian		220,000
Dividends receivable		5,946
Unrealized appreciation on swap agreements		124
Receivable for capital shares issued		141
Prepaid expenses		203
TOTAL ASSETS		16,920,884
LIABILITIES:
Payable for collateral for securities loaned		77,507
Payable for capital shares redeemed		11,529
Advisory fees payable		12,312
Management services fees payable		1,642
Administration fees payable		926
Administrative services fees payable		8,166
Distribution fees payable		8,214
Transfer agency fees payable		1,478
Fund accounting fees payable		525
Compliance services fees payable		66
Other accrued expenses		8,021
TOTAL LIABILITIES		130,386
NET ASSETS	$	16,790,498
NET ASSETS CONSIST OF:
Capital	$	11,345,407
Total distributable earnings (loss)		5,445,091
NET ASSETS	$	16,790,498
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		398,258
Net Asset Value (offering and redemption price per share)	$	42.16
(a) Includes securities on loan valued at:	$	75,688

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	286,305
Interest		4
Net income from securities lending		154
TOTAL INVESTMENT INCOME		286,463
EXPENSES:
Advisory fees		115,381
Management services fees		15,384
Administration fees		11,655
Transfer agency fees		9,449
Administrative services fees		39,573
Distribution fees		38,460
Custody fees		2,286
Fund accounting fees		6,497
Trustee fees		259
Compliance services fees		100
Other fees		14,978
Recoupment of prior expenses reduced by the Advisor		4,432
TOTAL NET EXPENSES		258,454
NET INVESTMENT INCOME (LOSS)		28,009
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		841,130
Net realized gains (losses) on swap agreements		49,254
Change in net unrealized appreciation/depreciation on investment securities		662,838
Change in net unrealized appreciation/depreciation on swap agreements		(8,418	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		1,544,804
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,572,813

See accompanying notes to financial statements.

188 :: ProFund VP Pharmaceuticals :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	28,009		$	734
Net realized gains (losses) on investments		890,384			460,193
Change in net unrealized appreciation/depreciation on investments		654,420			1,342,133
Change in net assets resulting from operations		1,572,813			1,803,060
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(236,561	)		(15,201	)
Change in net assets resulting from distributions		(236,561	)		(15,201	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		12,167,906			12,366,348
Distributions reinvested		236,561			15,201
Value of shares redeemed		(13,221,422	)		(11,502,033	)
Change in net assets resulting from capital transactions		(816,955	)		879,516
Change in net assets		519,297			2,667,375
NET ASSETS:
Beginning of period		16,271,201			13,603,826
End of period	$	16,790,498		$	16,271,201
SHARE TRANSACTIONS:
Issued		306,437			367,558
Reinvested		6,201			423
Redeemed		(336,517	)		(342,539	)
Change in shares		(23,879	)		25,442

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Pharmaceuticals :: 189

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	38.54		$	34.29		$	34.85		$	38.53		$	35.42
Investment Activities:
Net investment income (loss)(a)		0.07			—	(b)		0.04			0.25			0.33
Net realized and unrealized gains (losses) on investments		4.18			4.29			4.22			(2.58	)		3.34
Total income (loss) from investment activities		4.25			4.29			4.26			(2.33	)		3.67
Distributions to Shareholders From:
Net investment income		(0.11	)		(0.04	)		(0.31	)		(0.42	)		(0.39	)
Net realized gains on investments		(0.52	)		—			(4.51	)		(0.93	)		(0.17	)
Total distributions		(0.63	)		(0.04	)		(4.82	)		(1.35	)		(0.56	)
Net Asset Value, End of Period	$	42.16		$	38.54		$	34.29		$	34.85		$	38.53
Total Return		11.20	%		12.51	%		14.04	%		(6.20	)%		10.36	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.73	%		1.74	%		1.76	%		1.70	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.18	%		0.01	%		0.12	%		0.65	%		0.88	%
Supplemental Data:
Net assets, end of period (000's)	$	16,790		$	16,271		$	13,604		$	13,833		$	17,278
Portfolio turnover rate(c)		60	%		91	%		126	%		261	%		219	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Amount is less than $0.005.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

190 :: ProFund VP Precious Metals :: Management Discussion of Fund Performance

ProFund VP Precious Metals (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones Precious Metals^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of -8.94%. For the same period, the Index had a return of -6.76%¹ and a volatility of 29.27%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the precious metals mining sector. Component companies include, among others, leading miners and producers of gold, silver and platinum-group metals whose securities are available to U.S. investors during U.S. trading hours.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Precious Metals from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Precious Metals		-8.94	%		8.49	%		-4.44	%
Dow Jones Precious MetalsSM Index		-6.76	%		11.29	%		-2.06	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Precious Metals		1.74	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Precious Metals primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Dow Jones Precious Metals^SM Index – Composition

	% of Index
Gold		90	%
Silver		6	%
Precious Metals & Minerals		4	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Precious Metals :: 191

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (92.2%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $27,834,000	$	27,834,000	$	27,834,000
TOTAL REPURCHASE AGREEMENTS (Cost $27,834,000)				27,834,000
TOTAL INVESTMENT SECURITIES (Cost $27,834,000) — 92.2%				27,834,000
Net other assets (liabilities) — 7.8%				2,370,468
NET ASSETS — 100.0%			$	30,204,468

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $3,750,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones Precious Metals Index	Goldman Sachs International	1/24/22		0.68	%	$	15,267,879	$	285,903
Dow Jones Precious Metals Index	UBS AG	1/24/22		0.83	%		14,891,898		316,549
						$	30,159,777	$	602,452

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

192 :: ProFund VP Precious Metals :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	27,834,000
Repurchase agreements, at value		27,834,000
Total Investment Securities, at value		27,834,000
Unrealized appreciation on swap agreements		602,452
Receivable for capital shares issued		2,050,811
Prepaid expenses		433
TOTAL ASSETS		30,487,696
LIABILITIES:
Cash overdraft		1,692
Payable for capital shares redeemed		207,333
Advisory fees payable		23,369
Management services fees payable		3,116
Administration fees payable		1,513
Administrative services fees payable		13,354
Distribution fees payable		13,121
Transfer agency fees payable		2,762
Fund accounting fees payable		906
Compliance services fees payable		122
Other accrued expenses		15,940
TOTAL LIABILITIES		283,228
NET ASSETS	$	30,204,468
NET ASSETS CONSIST OF:
Capital	$	91,677,610
Total distributable earnings (loss)		(61,473,142	)
NET ASSETS	$	30,204,468
Shares of Beneficial Interest Outstanding(unlimited number of shares authorized, no par value)		1,073,678
Net Asset Value (offering and redemption price per share)	$	28.13

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	568
EXPENSES:
Advisory fees		239,841
Management services fees		31,979
Administration fees		22,497
Transfer agency fees		19,564
Administrative services fees		89,134
Distribution fees		79,947
Custody fees		4,839
Fund accounting fees		13,128
Trustee fees		555
Compliance services fees		162
Other fees		30,130
Recoupment of prior expenses reduced by the Advisor		6,776
Total Gross Expenses before reductions		538,552
Expenses reduced and reimbursed by the Advisor		(1,309	)
TOTAL NET EXPENSES		537,243
NET INVESTMENT INCOME (LOSS)		(536,675	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on swap agreements		(3,151,213	)
Change in net unrealized appreciation/depreciation on swap agreements		594,004
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(2,557,209	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(3,093,884	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Precious Metals :: 193

Statements of Changes in Net Assets  

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(536,675	)	$	(529,251	)
Net realized gains (losses) on investments		(3,151,213	)		3,558,430
Change in net unrealized appreciation/depreciation on investments		594,004			(1,457,345	)
Change in net assets resulting from operations		(3,093,884	)		1,571,834
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(89,778	)
Change in net assets resulting from distributions		—			(89,778	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		55,173,894			104,066,719
Distributions reinvested		—			89,778
Value of shares redeemed		(60,246,173	)		(99,662,435	)
Change in net assets resulting from capital transactions		(5,072,279	)		4,494,062
Change in net assets		(8,166,163	)		5,976,118
NET ASSETS:
Beginning of period		38,370,631			32,394,513
End of period	$	30,204,468		$	38,370,631
SHARE TRANSACTIONS:
Issued		1,860,381			3,624,215
Reinvested		—			2,482
Redeemed		(2,028,762	)		(3,683,477	)
Change in shares		(168,381	)		(56,780	)

See accompanying notes to financial statements.

194 :: ProFund VP Precious Metals :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	30.89		$	24.94		$	17.10		$	19.75		$	18.76
Investment Activities:
Net investment income (loss)(a)		(0.49	)		(0.42	)		0.07			0.01			(0.18	)
Net realized and unrealized gains (losses) on investments		(2.27	)		6.44			7.78			(2.66	)		1.17
Total income (loss) from investment activities		(2.76	)		6.02			7.85			(2.65	)		0.99
Distributions to Shareholders From:
Net investment income		—			(0.07	)		(0.01	)		—			—
Net Asset Value, End of Period	$	28.13		$	30.89		$	24.94		$	17.10		$	19.75
Total Return		(8.94	)%		24.10	%		45.98	%		(13.47	)%		5.28	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.74	%		1.72	%		1.75	%		1.70	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.68	)%		(1.43	)%		0.37	%		0.04	%		(0.88	)%
Supplemental Data:
Net assets, end of period (000's)	$	30,204		$	38,371		$	32,395		$	19,001		$	24,286
Portfolio turnover rate(b)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Real Estate :: 195

ProFund VP Real Estate (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Real Estate^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 37.07%. For the same period, the Index had a total return of 38.99%¹ and a volatility of 14.54%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the real estate sector of the U.S. equity market. Component companies include real estate holding and development and real estate service companies; and real estate investment trusts ("REITs") that invest in industrial, office and retail properties. REITs are passive investment vehicles that invest primarily in income-producing real estate and real estate related loans or interests.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Real Estate from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Real Estate		37.07	%		10.66	%		9.94	%
Dow Jones U.S. Real EstateSM Index		38.99	%		12.34	%		11.71	%
S&P 500®		28.71	%		8.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Real Estate		1.76	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		96	%
Swap Agreements		3	%
Total Exposure		99	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
American Tower Corp.		7.9	%
Prologis, Inc.		7.4	%
Crown Castle International Corp.		5.4	%
Equinix, Inc.		4.5	%
Public Storage		3.4	%

Dow Jones U.S. Real Estate^SM Index – Composition

	% of Index
Equity Real Estate Investment Trusts (REITs)		91	%
Real Estate Management &  Development		5	%
Mortgage Real Estate Investment Trusts (REITs)		2	%
Professional Services		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

196 :: ProFund VP Real Estate :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (96.3%)

	Shares		Value
AGNC Investment Corp. (Mortgage Real Estate Investment Trusts)		4,346	$	65,364
Alexandria Real Estate Equities, Inc. (Equity Real Estate Investment Trusts)		1,168		260,417
American Campus Communities, Inc. (Equity Real Estate Investment Trusts)		1,153		66,055
American Homes 4 Rent—Class A (Equity Real Estate Investment Trusts)		2,349		102,440
American Tower Corp. (Equity Real Estate Investment Trusts)		3,770		1,102,725
Americold Realty Trust (Equity Real Estate Investment Trusts)		2,209		72,433
Annaly Capital Management, Inc. (Mortgage Real Estate Investment Trusts)		12,012		93,934
Apartment Income REIT Corp. (Equity Real Estate Investment Trusts)		1,299		71,016
AvalonBay Communities, Inc. (Equity Real Estate Investment Trusts)		1,156		291,994
Blackstone Mortgage Trust, Inc.—Class A (Mortgage Real Estate Investment Trusts)		1,383		42,347
Boston Properties, Inc. (Equity Real Estate Investment Trusts)		1,177		135,567
Brixmor Property Group, Inc. (Equity Real Estate Investment Trusts)		2,460		62,509
Camden Property Trust (Equity Real Estate Investment Trusts)		846		151,163
CBRE Group, Inc.*—Class A (Real Estate Management & Development)		2,770		300,572
Compass, Inc.*—Class A (Real Estate Management & Development)		236		2,145
Corporate Office Properties Trust (Equity Real Estate Investment Trusts)		930		26,012
CoStar Group, Inc.* (Professional Services)		3,270		258,428
Cousins Properties, Inc. (Equity Real Estate Investment Trusts)		1,232		49,625
Crown Castle International Corp. (Equity Real Estate Investment Trusts)		3,579		747,080
CubeSmart (Equity Real Estate Investment Trusts)		1,795		102,153
CyrusOne, Inc. (Equity Real Estate Investment Trusts)		1,051		94,296
Digital Realty Trust, Inc. (Equity Real Estate Investment Trusts)		2,349		415,468
Douglas Emmett, Inc. (Equity Real Estate Investment Trusts)		1,453		48,676
Duke Realty Corp. (Equity Real Estate Investment Trusts)		3,153		206,963
EastGroup Properties, Inc. (Equity Real Estate Investment Trusts)		336		76,558
Equinix, Inc. (Equity Real Estate Investment Trusts)		746		630,997
Equity Commonwealth* (Equity Real Estate Investment Trusts)		1,003		25,971
Equity LifeStyle Properties, Inc. (Equity Real Estate Investment Trusts)		1,415		124,039
Equity Residential (Equity Real Estate Investment Trusts)		2,826		255,753
Essex Property Trust, Inc. (Equity Real Estate Investment Trusts)		539		189,852
Extra Space Storage, Inc. (Equity Real Estate Investment Trusts)		1,108		251,217
Federal Realty Investment Trust (Equity Real Estate Investment Trusts)		579		78,929
First Industrial Realty Trust, Inc. (Equity Real Estate Investment Trusts)		1,079		71,430
Gaming & Leisure Properties, Inc. (Equity Real Estate Investment Trusts)		1,876		91,286
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		1,222		38,664
Healthcare Trust of America, Inc.—Class A (Equity Real Estate Investment Trusts)		1,828		61,037
Healthpeak Properties, Inc. (Equity Real Estate Investment Trusts)		4,463		161,070
Highwoods Properties, Inc. (Equity Real Estate Investment Trusts)		865		38,570
Host Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		5,912		102,810
Hudson Pacific Properties, Inc. (Equity Real Estate Investment Trusts)		1,262		31,184
Invitation Homes, Inc. (Equity Real Estate Investment Trusts)		4,941		224,025
Iron Mountain, Inc. (Equity Real Estate Investment Trusts)		2,397		125,435
JBG Smith Properties (Equity Real Estate Investment Trusts)		945		27,131
Jones Lang LaSalle, Inc.* (Real Estate Management & Development)		418		112,584
Kilroy Realty Corp. (Equity Real Estate Investment Trusts)		867		57,621
Kimco Realty Corp. (Equity Real Estate Investment Trusts)		5,104		125,814
Lamar Advertising Co.—Class A (Equity Real Estate Investment Trusts)		719		87,215
Lexington Realty Trust (Equity Real Estate Investment Trusts)		2,341		36,566
Life Storage, Inc. (Equity Real Estate Investment Trusts)		679		104,009
Medical Properties Trust, Inc. (Equity Real Estate Investment Trusts)		4,937		116,661
Mid-America Apartment Communities, Inc. (Equity Real Estate Investment Trusts)		953		218,656
National Health Investors, Inc. (Equity Real Estate Investment Trusts)		380		21,839
National Retail Properties, Inc. (Equity Real Estate Investment Trusts)		1,453		69,846
National Storage Affiliates Trust (Equity Real Estate Investment Trusts)		678		46,918
New Residential Investment Corp. (Mortgage Real Estate Investment Trusts)		3,863		41,373
Omega Healthcare Investors, Inc. (Equity Real Estate Investment Trusts)		1,978		58,529
Opendoor Technologies, Inc.* (Real Estate Management & Development)		3,196		46,694
Orion Office REIT, Inc.* (Equity Real Estate Investment Trusts)		449		8,383
Physicians Realty Trust (Equity Real Estate Investment Trusts)		1,824		34,346
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		555		33,422
Prologis, Inc. (Equity Real Estate Investment Trusts)		6,120		1,030,363
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		166		30,572
Public Storage (Equity Real Estate Investment Trusts)		1,263		473,069
Rayonier, Inc. (Equity Real Estate Investment Trusts)		1,186		47,867
Realty Income Corp. (Equity Real Estate Investment Trusts)		4,684		335,328

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Real Estate :: 197

Common Stocks, continued

	Shares		Value
Redfin Corp.* (Real Estate Management & Development)		874	$	33,553
Regency Centers Corp. (Equity Real Estate Investment Trusts)		1,277		96,222
Rexford Industrial Realty, Inc. (Equity Real Estate Investment Trusts)		1,254		101,712
Sabra Health Care REIT, Inc. (Equity Real Estate Investment Trusts)		1,893		25,631
SBA Communications Corp. (Equity Real Estate Investment Trusts)		900		350,118
Simon Property Group, Inc. (Equity Real Estate Investment Trusts)		2,721		434,734
SL Green Realty Corp. (Equity Real Estate Investment Trusts)		552		39,578
Spirit Realty Capital, Inc. (Equity Real Estate Investment Trusts)		1,021		49,202
STAG Industrial, Inc. (Equity Real Estate Investment Trusts)		1,449		69,494
Starwood Property Trust, Inc. (Mortgage Real Estate Investment Trusts)		2,521		61,260
STORE Capital Corp. (Equity Real Estate Investment Trusts)		2,032		69,901
Sun Communities, Inc. (Equity Real Estate Investment Trusts)		960		201,571
The Howard Hughes Corp.* (Real Estate Management & Development)		343		34,911
UDR, Inc. (Equity Real Estate Investment Trusts)		2,406		144,336
Ventas, Inc. (Equity Real Estate Investment Trusts)		3,306		169,003
VICI Properties, Inc. (Equity Real Estate Investment Trusts)		5,207		156,783
Vornado Realty Trust (Equity Real Estate Investment Trusts)		1,318		55,171
Welltower, Inc. (Equity Real Estate Investment Trusts)		3,604		309,115
Weyerhaeuser Co. (Equity Real Estate Investment Trusts)		6,201		255,357
WP Carey, Inc. (Equity Real Estate Investment Trusts)		1,543		126,603
Zillow Group, Inc.* — Class A (Interactive Media & Services)		305		18,977
Zillow Group, Inc.* — Class C (Interactive Media & Services)		1,410		90,029
TOTAL COMMON STOCKS (Cost $5,174,543)				13,406,276

Repurchase Agreements^(a) (2.8%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $395,000	$	395,000	$	395,000
TOTAL REPURCHASE AGREEMENTS (Cost $395,000)				395,000
TOTAL INVESTMENT SECURITIES (Cost $5,569,543) — 99.1%				13,801,276
Net other assets (liabilities) — 0.9%				125,965
NET ASSETS — 100.0%			$	13,927,241

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Real Estate Index	Goldman Sachs International	1/24/22		0.68	%	$	455,284	$	10,836

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Real Estate invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Equity Real Estate Investment Trusts	$	12,204,105		87.6	%
Interactive Media & Services		109,006		0.8	%
Mortgage Real Estate Investment Trusts		304,278		2.2	%
Professional Services		258,428		1.9	%
Real Estate Management & Development		530,459		3.8	%
Other**		520,965		3.7	%
Total	$	13,927,241		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

198 :: ProFund VP Real Estate :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	5,569,543
Securities, at value		13,406,276
Repurchase agreements, at value		395,000
Total Investment Securities, at value		13,801,276
Cash		2,720
Dividends receivable		40,640
Unrealized appreciation on swap agreements		10,836
Receivable for capital shares issued		104,572
Prepaid expenses		305
TOTAL ASSETS		13,960,349
LIABILITIES:
Payable for capital shares redeemed		1,143
Advisory fees payable		10,370
Management services fees payable		1,383
Administration fees payable		740
Administrative services fees payable		5,629
Distribution fees payable		5,918
Transfer agency fees payable		1,305
Fund accounting fees payable		434
Compliance services fees payable		64
Other accrued expenses		6,122
TOTAL LIABILITIES		33,108
NET ASSETS	$	13,927,241
NET ASSETS CONSIST OF:
Capital	$	6,105,305
Total distributable earnings (loss)		7,821,936
NET ASSETS	$	13,927,241
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		174,774
Net Asset Value (offering and redemption price per share)	$	79.69

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	262,183
Interest		3
Net income from securities lending		5
TOTAL INVESTMENT INCOME		262,191
EXPENSES:
Advisory fees		100,751
Management services fees		13,433
Administration fees		9,721
Transfer agency fees		8,029
Administrative services fees		38,012
Distribution fees		33,584
Custody fees		2,002
Fund accounting fees		5,661
Trustee fees		209
Compliance services fees		94
Other fees		12,337
Recoupment of prior expenses reduced by the Advisor		2,890
Total Gross Expenses before reductions		226,723
Expenses reduced and reimbursed by the Advisor		(1,039	)
TOTAL NET EXPENSES		225,684
NET INVESTMENT INCOME (LOSS)		36,507
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		903,603
Net realized gains (losses) on swap agreements		67,078
Change in net unrealized appreciation/depreciation on investment securities		2,809,392
Change in net unrealized appreciation/depreciation on swap agreements		9,326
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		3,789,399
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	3,825,906

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Real Estate :: 199

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	36,507		$	72,876
Net realized gains (losses) on investments		970,681			175,859
Change in net unrealized appreciation/depreciation on investments		2,818,718			(2,299,385	)
Change in net assets resulting from operations		3,825,906			(2,050,650	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(3,298	)		(404,416	)
Return of capital		—			(28,104	)
Change in net assets resulting from distributions		(3,298	)		(432,520	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		28,548,171			19,545,765
Distributions reinvested		3,298			432,520
Value of shares redeemed		(28,175,883	)		(23,711,191	)
Change in net assets resulting from capital transactions		375,586			(3,732,906	)
Change in net assets		4,198,194			(6,216,076	)
NET ASSETS:
Beginning of period		9,729,047			15,945,123
End of period	$	13,927,241		$	9,729,047
SHARE TRANSACTIONS:
Issued		413,871			338,735
Reinvested		41			7,778
Redeemed		(406,457	)		(424,323	)
Change in shares		7,455			(77,810	)

See accompanying notes to financial statements.

200 :: ProFund VP Real Estate :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	58.15		$	65.05		$	54.51		$	66.65		$	65.02
Investment Activities:
Net investment income (loss)(a)		0.19			0.42			0.75			1.09			1.02
Net realized and unrealized gains (losses) on investments		21.37			(4.66	)		13.65			(4.66	)		4.13
Total income (loss) from investment activities		21.56			(4.24	)		14.40			(3.57	)		5.15
Distributions to Shareholders From:
Net investment income		(0.02	)		(0.78	)		(1.06	)		(1.36	)		(0.66	)
Net realized gains on investments		—			(1.71	)		(2.80	)		(7.21	)		(2.86	)
Return of capital		—			(0.17	)		—			—			—
Total distributions		(0.02	)		(2.66	)		(3.86	)		(8.57	)		(3.52	)
Net Asset Value, End of Period	$	79.69		$	58.15		$	65.05		$	54.51		$	66.65
Total Return		37.07	%		(6.29	)%(b)		26.76	%		(5.70	)%		8.05	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.76	%		1.71	%		1.69	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		0.27	%		0.72	%		1.18	%		1.82	%		1.52	%
Supplemental Data:
Net assets, end of period (000's)	$	13,927		$	9,729		$	15,945		$	10,384		$	11,419
Portfolio turnover rate(c)		147	%		150	%		126	%		82	%		135	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) During the year ended December 31, 2020, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.29%.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Rising Rates Opportunity :: 201

ProFund VP Rising Rates Opportunity (the "Fund") seeks daily investment results, before fees and expenses, that correspond to one and one-quarter times the inverse (-1.25x) of the movement of the most recently issued 30-Year U.S. Treasury Bond (the "Long Bond") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day very likely differ in amount, and possibly even direction, from the Fund's stated multiple (-1.25x) times the return of the Long Bond for the same period. For periods longer than a single day, the Fund will lose money if the Long Bond's performance is flat, and it is possible that the Fund will lose money even if the level of the Long Bond falls. For the year ended December 31, 2021, the Fund had a total return of -0.07%. For the same period, the Long Bond, as measured by the Ryan Labs Returns Treasury Yield Curve 30 Year Index¹, had a total return of -4.37%² and a volatility of 16.66%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to one and one-quarter times the inverse of the daily price movement of the Long Bond.³

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as one and one-quarter times the inverse of the daily price movement of the Long Bond. The Long Bond is the longest term outstanding 30-year bond issued by the U.S. Treasury. As of December 31, 2021, the most recent Long Bond carried a maturity date of 11/15/51 and a 1.875% coupon.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for shorting bonds in order to gain inverse leveraged exposure to the Long Bond. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Rising Rates Opportunity from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Rising Rates Opportunity		-0.07	%		-11.11	%		-8.95	%
Ryan Labs Returns Treasury Yield Curve 30 Year Index		-4.37	%		7.13	%		4.49	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Rising Rates Opportunity		1.73	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(123	)%
Total Exposure		(123	)%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Rising Rates Opportunity primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The Ryan Labs Returns Treasury Yield Curve 30 Year Index is an index that consists of public obligations of the U.S. Treasury consisting of a single security, the latest issued on-the-run 30 Year Treasury bond. This Index reflects both price return and yield. It does not reflect the impact of transaction costs nor the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. It is not possible to invest directly in an index.

² The Long Bond reflects a yield component. It does not reflect the impact of transaction and financing costs, nor the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. The Fund's performance reflects a yield component, the impact of transaction and financing costs and the deduction of fees and expenses.

³ 1.00 equals perfect correlation. This calculation is based on the daily total return of the Long Bond and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

202 :: ProFund VP Rising Rates Opportunity :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (98.3%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $5,787,000	$	5,787,000	$	5,787,000
TOTAL REPURCHASE AGREEMENTS (Cost $5,787,000)				5,787,000
TOTAL INVESTMENT SECURITIES (Cost $5,787,000)—98.3%				5,787,000
Net other assets (liabilities)—1.7%				102,632
NET ASSETS—100.0%			$	5,889,632

^(a)  A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $88,000.

^(b)  The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Short

Underlying Instrument	Counterparty	Termination Date(1)		Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
30-Year U.S. Treasury Bond, 1.875% due on 11/15/51	Citibank North America		1/17/22		0.20	%	$	(5,922,830	)	$	10,658
30-Year U.S. Treasury Bond, 1.875% due on 11/15/51	Societe' Generale		1/17/22		0.22	%		(1,296,242	)		3,660
							$	(7,219,072	)	$	14,318

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

 Financial Statements :: ProFund Rising Rates Opportunity :: 203

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	5,787,000
Repurchase agreements, at value		5,787,000
Total Investment Securities, at value		5,787,000
Segregated cash balances for swap agreements with custodian		90
Unrealized appreciation on swap agreements		14,318
Receivable for capital shares issued		104,459
Prepaid expenses		39
TOTAL ASSETS		5,905,906
LIABILITIES:
Cash overdraft		441
Payable for capital shares redeemed		823
Advisory fees payable		3,950
Management services fees payable		527
Administration fees payable		350
Administrative services fees payable		2,470
Distribution fees payable		3,299
Transfer agency fees payable		600
Fund accounting fees payable		193
Compliance services fees payable		24
Other accrued expenses		3,597
TOTAL LIABILITIES		16,274
NET ASSETS	$	5,889,632
NET ASSETS CONSIST OF:
Capital	$	34,553,279
Total distributable earnings (loss)		(28,663,647	)
NET ASSETS	$	5,889,632
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		212,179
Net Asset Value (offering and redemption price per share)	$	27.76

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	71
EXPENSES:
Advisory fees		45,168
Management services fees		6,022
Administration fees		4,432
Transfer agency fees		3,649
Administrative services fees		13,002
Distribution fees		15,056
Custody fees		908
Fund accounting fees		2,447
Trustee fees		93
Compliance services fees		38
Other fees		5,898
Recoupment of prior expenses reduced by the Advisor		2,065
TOTAL NET EXPENSES		98,778
NET INVESTMENT INCOME (LOSS)		(98,707	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on futures contracts		(8,224	)
Net realized gains (losses) on swap agreements		(202,026	)
Change in net unrealized appreciation/depreciation on swap agreements		34,092
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(176,158	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(274,865	)

See accompanying notes to financial statements.

204 :: ProFund VP Rising Rates Opportunity :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(98,707	)	$	(58,251	)
Net realized gains (losses) on investments		(210,250	)		(1,441,415	)
Change in net unrealized appreciation/depreciation on investments		34,092			(129,318	)
Change in net assets resulting from operations		(274,865	)		(1,628,984	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(37,790	)
Change in net assets resulting from distributions		—			(37,790	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		14,045,664			12,193,038
Distributions reinvested		—			37,790
Value of shares redeemed		(12,321,786	)		(12,085,309	)
Change in net assets resulting from capital transactions		1,723,878			145,519
Change in net assets		1,449,013			(1,521,255	)
NET ASSETS:
Beginning of period		4,440,619			5,961,874
End of period	$	5,889,632		$	4,440,619
SHARE TRANSACTIONS:
Issued		450,241			423,425
Reinvested		—			1,443
Redeemed		(397,906	)		(421,054	)
Change in shares		52,335			3,814

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Rising Rates Opportunity :: 205

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	27.78		$	38.21		$	48.56		$	46.61		$	52.91
Investment Activities:
Net investment income (loss)(a)		(0.50	)		(0.37	)		0.21			0.06			(0.46	)
Net realized and unrealized gains (losses) on investments		0.48	(b)		(9.84	)		(8.70	)		1.89			(5.84	)
Total income (loss) from investment activities		(0.02	)		(10.21	)		(8.49	)		1.95			(6.30	)
Distributions to Shareholders From:
Net investment income		—			(0.22	)		(0.08	)		—			—
Net realized gains on investments		—			—			(1.78	)		—			—
Total distributions		—			(0.22	)		(1.86	)		—			—
Net Asset Value, End of Period	$	27.76		$	27.78		$	38.21		$	48.56		$	46.61
Total Return		(0.07	)%		(26.70	)%		(17.41	)%		4.16	%		(11.90	)%
Ratios to Average Net Assets:
Gross expenses		1.64	%		1.73	%		1.70	%		1.64	%		1.70	%
Net expenses		1.64	%		1.68	%		1.67	%		1.64	%		1.68	%
Net investment income (loss)		(1.64	)%		(1.30	)%		0.50	%		0.12	%		(0.91	)%
Supplemental Data:
Net assets, end of period (000's)	$	5,890		$	4,441		$	5,962		$	9,941		$	7,626
Portfolio turnover rate(c)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.

^(c) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

206 :: ProFund VP Semiconductor :: Management Discussion of Fund Performance

ProFund VP Semiconductor (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Semiconductors^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 48.49%. For the same period, the Index had a return of 50.87%¹ and a volatility of 30.89%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the semiconductor sector of the U.S. equity market. Component companies are engaged in the production of semiconductors and other integrated chips, as well as other related products such as semiconductor capital equipment and motherboards.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Semiconductor from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Semiconductor		48.49	%		31.42	%		23.67	%
Dow Jones U.S. SemiconductorsSM Index		50.87	%		33.72	%		25.95	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Semiconductor		1.72	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		82	%
Swap Agreements		18	%
Total Exposure		100	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
NVIDIA Corp.		21.8	%
Broadcom, Inc.		8.1	%
Intel Corp.		6.2	%
Qualcomm, Inc.		6.1	%
Texas Instruments, Inc.		5.2	%

Dow Jones U.S. Semiconductors^SM
Index – Composition

	% of Index
Semiconductors & Semiconductor Equipment		100	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1	The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.
2	1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.
3	The S&P 500® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Semiconductor :: 207

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (82.0%)

	Shares		Value
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		7,619	$	1,096,374
Allegro MicroSystems, Inc.* (Semiconductors & Semiconductor Equipment)		346		12,518
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		632		15,667
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		3,391		596,036
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		5,696		896,323
Azenta, Inc. (Semiconductors & Semiconductor Equipment)		469		48,359
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		2,597		1,728,069
Cirrus Logic, Inc.* (Semiconductors & Semiconductor Equipment)		360		33,127
Enphase Energy, Inc.* (Semiconductors & Semiconductor Equipment)		851		155,682
Entegris, Inc. (Semiconductors & Semiconductor Equipment)		855		118,486
GLOBALFOUNDRIES, Inc.* (Semiconductors & Semiconductor)		338		21,960
Intel Corp. (Semiconductors & Semiconductor Equipment)		25,658		1,321,387
KLA Corp. (Semiconductors & Semiconductor Equipment)		956		411,185
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		887		637,886
Lattice Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		863		66,503
Marvell Technology, Inc. (Semiconductors & Semiconductor Equipment)		5,197		454,686
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		3,501		304,797
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		7,058		657,453
MKS Instruments, Inc. (Semiconductors & Semiconductor Equipment)		350		60,960
Monolithic Power Systems, Inc. (Semiconductors & Semiconductor Equipment)		273		134,679
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		15,772		4,638,702
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		1,677		381,987
ON Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		2,718		184,607
Power Integrations, Inc. (Semiconductors & Semiconductor Equipment)		381		35,391
Qorvo, Inc.* (Semiconductors & Semiconductor Equipment)		696		108,847
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		7,066		1,292,159
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		406		36,106
Silicon Laboratories, Inc.* (Semiconductors & Semiconductor Equipment)		254		52,431
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		1,042		161,656
SolarEdge Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		332		93,149
Teradyne, Inc. (Semiconductors & Semiconductor Equipment)		1,028		168,109
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		5,827		1,098,215
Universal Display Corp. (Semiconductors & Semiconductor Equipment)		274		45,218
Wolfspeed, Inc.* (Semiconductors & Semiconductor Equipment)		731		81,704
Xilinx, Inc. (Semiconductors &Semiconductor Equipment)		1,564		331,615
TOTAL COMMON STOCKS (Cost $4,980,512)				17,482,033

Repurchase Agreements^(a) (1.4%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $298,000	$	298,000	$	298,000
TOTAL REPURCHASE AGREEMENTS (Cost $298,000)				298,000
TOTAL INVESTMENT SECURITIES (Cost $5,278,512) — 83.4%				17,780,033
Net other assets (liabilities) — 16.6%				3,529,864
NET ASSETS — 100.0%			$	21,309,897

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

See accompanying notes to financial statements.

208 :: ProFund VP Semiconductor :: Financial Statements

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Semiconductors Index	Goldman Sachs International	1/24/22		0.68	%	$	3,794,266	$	(7,163	)

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Semiconductor invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Semiconductors & Semiconductor Equipment	$	17,482,033		82.0	%
Other**		3,827,864		18.0	%
Total	$	21,309,897		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Semiconductor :: 209

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	5,278,512
Securities, at value		17,482,033
Repurchase agreements, at value		298,000
Total Investment Securities, at value		17,780,033
Cash		181
Segregated cash balances for swap agreements with custodian		60,000
Dividends receivable		3,676
Receivable for capital shares issued		1,019,696
Receivable for investments sold		2,497,362
Prepaid expenses		204
TOTAL ASSETS		21,361,152
LIABILITIES:
Payable for capital shares redeemed		644
Unrealized depreciation on swap agreements		7,163
Advisory fees payable		12,829
Management services fees payable		1,711
Administration fees payable		1,210
Administrative services fees payable		8,364
Distribution fees payable		9,450
Transfer agency fees payable		1,962
Fund accounting fees payable		678
Compliance services fees payable		78
Other accrued expenses		7,166
TOTAL LIABILITIES		51,255
NET ASSETS	$	21,309,897
NET ASSETS CONSIST OF:
Capital	$	8,885,996
Total distributable earnings (loss)		12,423,901
NET ASSETS	$	21,309,897
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		191,056
Net Asset Value (offering and redemption price per share)	$	111.54

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	168,478
Interest		7
Foreign tax withholding		(565	)
TOTAL INVESTMENT INCOME		167,920
EXPENSES:
Advisory fees		115,702
Management services fees		15,427
Administration fees		11,051
Transfer agency fees		9,198
Administrative services fees		37,925
Distribution fees		38,567
Custody fees		2,272
Fund accounting fees		6,261
Trustee fees		251
Compliance services fees		113
Other fees		14,950
Recoupment of prior expenses reduced by the Advisor		1,280
TOTAL NET EXPENSES		252,997
NET INVESTMENT INCOME (LOSS)		(85,077	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		186,677
Net realized gains (losses) on swap agreements		222,552
Change in net unrealized appreciation/depreciation on investment securities		5,573,183
Change in net unrealized appreciation/depreciation on swap agreements		(15,993	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		5,966,419
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	5,881,342

See accompanying notes to financial statements.

210 :: ProFund VP Semiconductor :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(85,077	)	$	(9,012	)
Net realized gains (losses) on investments		409,229			1,160,724
Change in net unrealized appreciation/depreciation on investments		5,557,190			2,168,996
Change in net assets resulting from operations		5,881,342			3,320,708
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(1,055,565	)		(696,166	)
Change in net assets resulting from distributions		(1,055,565	)		(696,166	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		37,060,548			28,294,483
Distributions reinvested		1,055,565			696,166
Value of shares redeemed		(34,738,070	)		(28,026,511	)
Change in net assets resulting from capital transactions		3,378,043			964,138
Change in net assets		8,203,820			3,588,680
NET ASSETS:
Beginning of period		13,106,077			9,517,397
End of period	$	21,309,897		$	13,106,077
SHARE TRANSACTIONS:
Issued		395,856			444,871
Reinvested		14,005			9,454
Redeemed		(377,619	)		(452,544	)
Change in shares		32,242			1,781

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Semiconductor :: 211

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	82.52		$	60.61		$	44.36		$	52.82		$	39.06
Investment Activities:
Net investment income (loss)(a)		(0.51	)		(0.06	)		0.22			0.17			(0.06	)
Net realized and unrealized gains (losses) on investments		36.96			26.68			20.66			(4.81	)		13.95
Total income (loss) from investment activities		36.45			26.62			20.88			(4.64	)		13.89
Distributions to Shareholders From:
Net investment income		—			(0.23	)		(0.15	)		—			(0.13	)
Net realized gains on investments		(7.43	)		(4.48	)		(4.48	)		(3.82	)		—
Total distributions		(7.43	)		(4.71	)		(4.63	)		(3.82	)		(0.13	)
Net Asset Value, End of Period	$	111.54		$	82.52		$	60.61		$	44.36		$	52.82
Total Return		48.49	%		44.85	%		49.77	%		(10.23	)%		35.55	%
Ratios to Average Net Assets:
Gross expenses		1.64	%		1.72	%		1.67	%		1.65	%		1.68	%
Net expenses		1.64	%		1.70	%(b)		1.66	%		1.65	%		1.68	%
Net investment income (loss)		(0.55	)%		(0.09	)%		0.41	%		0.31	%		(0.12	)%
Supplemental Data:
Net assets, end of period (000's)	$	21,310		$	13,106		$	9,517		$	5,364		$	11,060
Portfolio turnover rate(c)		230	%		348	%		561	%		249	%		297	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.
(c)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including sap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

212 :: ProFund VP Short Dow 30 :: Management Discussion of Fund Performance

ProFund VP Short Dow 30 (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the Dow Jones Industrial Average^® (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -19.12%. For the same period, the Index had a total return of 20.95%¹ and a volatility of 12.42%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index is a price-weighted index. The Index includes 30 large-cap, "blue-chip" U.S. stocks, excluding utility and transportation companies. Components are selected through a discretionary process with no pre-determined criteria except that components should be established U.S. companies that are leaders in their industries, have an excellent reputation, demonstrate sustained growth, are of interest to a large number of investors, and accurately represents the sectors covered by the average. The Index is not limited to traditionally defined industrial stocks. Instead, the Index serves as a measure of the entire U.S. market, covering such diverse industries as financial services, technology, retail, entertainment, and consumer goods. Composition changes are rare, and generally occur only after corporate acquisitions or other dramatic shifts in a component's core business. When such an event necessitates that one component be replaced, the entire Index is reviewed.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Short Dow 30 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Short Dow 30		-19.12	%		-16.23	%		-15.73	%
Dow Jones Industrial Average®		20.95	%		15.51	%		14.21	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Short Dow 30		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(99	)%
Total Exposure		(99	)%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Short Dow 30 primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Dow Jones Industrial Average^® – Composition

	% of Index
Information Technology		22	%
Health Care		18	%
Financials		16	%
Consumer Discretionary		15	%
Industrials		14	%
Consumer Staples		8	%
Communication Services		4	%
Energy		2	%
Materials		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Short Dow 30 :: 213

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (88.9%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $6,000	$	6,000	$	6,000
TOTAL REPURCHASE AGREEMENTS (Cost $6,000)				6,000
TOTAL INVESTMENT SECURITIES (Cost $6,000) — 88.9%				6,000
Net other assets (liabilities)—11.1%				750
NET ASSETS — 100.0%			$	6,750

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $4,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
Dow Jones Industrial Average	Goldman Sachs International	1/27/22		(0.43	)%	$	(1,031	)	$	(1	)
Dow Jones Industrial Average	UBS AG	1/27/22		(0.28	)%		(5,664	)		(6	)
						$	(6,695	)	$	(7	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

214 :: ProFund VP Short Dow 30 :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	6,000
Repurchase agreements, at value		6,000
Total Investment Securities, at value		6,000
Cash		786
Prepaid expenses		—	(a)
TOTAL ASSETS		6,786
LIABILITIES:
Unrealized depreciation on swap agreements		7
Advisory fees payable		18
Management services fees payable		2
Administration fees payable		—	(a)
Administrative services fees payable		1
Distribution fees payable		2
Transfer agency fees payable		1
Fund accounting fees payable		—	(a)
Compliance services fees payable		—	(a)
Other accrued expenses		5
TOTAL LIABILITIES		36
NET ASSETS	$	6,750
NET ASSETS CONSIST OF:
Capital	$	126,117
Total distributable earnings (loss)		(119,367	)
NET ASSETS	$	6,750
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		302
Net Asset Value (offering and redemption price per share)	$	22.35

^(a) Amount is less than $0.50.

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	—	(a)
EXPENSES:
Advisory fees		58
Management services fees		8
Administration fees		6
Transfer agency fees		5
Administrative services fees		5
Distribution fees		20
Custody fees		—	(a)
Fund accounting fees		3
Trustee fees		—	(a)
Compliance services fees		—	(a)
Other fees		3
Recoupment of prior expenses reduced by the Advisor		21
TOTAL NET EXPENSES		129
NET INVESTMENT INCOME (LOSS)		(129	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Gain received from non-recurring class action settlement		50
Net realized gains (losses) on swap agreements		(1,733	)
Change in net unrealized appreciation/depreciation on swap agreements		100
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(1,583	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(1,712	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Short Dow 30 :: 215

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(129	)	$	(1,509	)
Net realized gains (losses) on investments		(1,683	)		(62,897	)
Change in net unrealized appreciation/depreciation on investments		100			(152	)
Change in net assets resulting from operations		(1,712	)		(64,558	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(43	)
Change in net assets resulting from distributions		—			(43	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		—			1,047,279
Distributions reinvested		—			43
Value of shares redeemed		(7,564	)		(978,223	)
Change in net assets resulting from capital transactions		(7,564	)		69,099
Change in net assets		(9,276	)		4,498
NET ASSETS:
Beginning of period		16,026			11,528
End of period	$	6,750		$	16,026
SHARE TRANSACTIONS:
Issued		—			30,329
Reinvested		—			1
Redeemed		(278	)		(30,079	)
Change in shares		(278	)		251

See accompanying notes to financial statements.

216 :: ProFund VP Short Dow 30 :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	27.63		$	35.04		$	43.37		$	42.35		$	54.31
Investment Activities:
Net investment income (loss)(b)		(0.41	)		(0.56	)		0.13			—	(c)		(0.44	)
Net realized and unrealized gains (losses) on investments		(4.87	)		(6.78	)		(8.44	)		1.02			(11.52	)
Total income (loss) from investment activities		(5.28	)		(7.34	)		(8.31	)		1.02			(11.96	)
Distributions to Shareholders From:
Net investment income		—			(0.07	)		(0.02	)		—			—
Net Asset Value, End of Period	$	22.35		$	27.63		$	35.04		$	43.37		$	42.35
Total Return		(19.12	)%(d)		(20.89	)%		(19.25	)%		2.36	%		(22.02	)%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.75	%		1.76	%		1.81	%		2.87	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.68	)%		(1.63	)%		0.34	%		0.03	%		(0.90	)%
Supplemental Data:
Net assets, end of period (000's)	$	7		$	16		$	12		$	14		$	14
Portfolio turnover rate(e)		—			—			—			—			—

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on November 18, 2019.

^(b) Per share net investment income (loss) has been calculated using the average daily shares method.

^(c) Amount is less than $0.005.

^(d) During the year ended December 31, 2021, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.60%.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Short Emerging Markets :: 217

ProFund VP Short Emerging Markets (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the S&P/BNY Mellon Emerging 50 ADR Index (USD) (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of 9.96%. For the same period, the Index had a total return of -16.59%¹ and a volatility of 24.49%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index is a free-float adjusted, market capitalization-weighted index. The Index is designed to track the performance of a basket of companies who have their primary equity listing on a stock exchange of an emerging market country and who also have depositary receipts that trade on a U.S. exchange or on Nasdaq. As of December 31, 2021, the Index consists of companies from the following emerging market countries: Brazil, Chile, China, Colombia, India, Indonesia, Mexico, South Africa, South Korea and Taiwan. The Index is expressed in U.S. dollar terms and as such should generally reflect the relative movement of the U.S. dollar against the basket of foreign currencies represented by the constituent companies in the Index.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Short Emerging Markets from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Short Emerging Markets		9.96	%		-13.59	%		-9.25	%
S&P/BNY Mellon Emerging 50 ADR Index (USD)		-16.59	%		9.44	%		4.17	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Short Emerging Markets		1.72	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(100	)%
Total Exposure		(100	)%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Short Emerging Markets primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

S&P/BNY Mellon Emerging 50 ADR Index (USD) – Composition

Industry Breakdown	% of Index
Information Technology		29	%
Consumer Discretionary		25	%
Financials		15	%
Communication Services		11	%
Materials		10	%
Energy		4	%
Consumer Staples		2	%
Health Care		2	%
Industrials		1	%
Real Estate		1	%

Country Composition
China	36	%
Taiwan	24	%
India	17	%
Brazil	11	%
Other	12	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

218 :: ProFund VP Short Emerging Markets :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (159.8%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $1,137,000	$	1,137,000	$	1,137,000
TOTAL REPURCHASE AGREEMENTS (Cost $1,137,000)				1,137,000
TOTAL INVESTMENT SECURITIES (Cost $1,137,000) — 159.8%				1,137,000
Net other assets (liabilities) — (59.8)%				(425,520	)
NET ASSETS — 100.0%			$	711,480

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $302,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
S&P/BNY Mellon Emerging 50 ADR Index (USD)	Goldman Sachs International	1/27/22		0.27	%	$	(15,794	)	$	(2,299	)
S&P/BNY Mellon Emerging 50 ADR Index (USD)	UBS AG	1/27/22		0.42	%		(692,311	)		(9,283	)
						$	(708,105	)	$	(11,582	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Short Emerging Markets :: 219

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	1,137,000
Repurchase agreements, at value		1,137,000
Total Investment Securities, at value		1,137,000
Cash		770
Receivable for capital shares issued		49
Prepaid expenses		40
TOTAL ASSETS		1,137,859
LIABILITIES:
Payable for capital shares redeemed		412,004
Unrealized depreciation on swap agreements		11,582
Advisory fees payable		1,019
Management services fees payable		136
Administration fees payable		65
Administrative services fees payable		550
Distribution fees payable		582
Transfer agency fees payable		96
Fund accounting fees payable		39
Compliance services fees payable		5
Other accrued expenses		301
TOTAL LIABILITIES		426,379
NET ASSETS	$	711,480
NET ASSETS CONSIST OF:
Capital	$	3,336,125
Total distributable earnings (loss)		(2,624,645	)
NET ASSETS	$	711,480
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		27,883
Net Asset Value (offering and redemption price per share)	$	25.52

Statement of Operations For the Year Ended
December 31, 2021

INVESTMENT INCOME:
Interest		$	10
EXPENSES:
Advisory fees			5,026
Management services fees			670
Administration fees			449
Transfer agency fees			396
Administrative services fees			1,542
Distribution fees	��		1,675
Custody fees			113
Fund accounting fees			265
Trustee fees			10
Compliance services fees			5
Other fees			649
Recoupment of prior expenses reduced by the Advisor			456
TOTAL NET EXPENSES			11,256
NET INVESTMENT INCOME (LOSS)			(11,246	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on swap agreements			4,707
Change in net unrealized appreciation/depreciation on swap agreements			2,060
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS			6,767
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS		$	(4,479	)

See accompanying notes to financial statements.

220 :: ProFund VP Short Emerging Markets :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(11,246	)	$	(18,615	)
Net realized gains (losses) on investments		4,707			(573,184	)
Change in net unrealized appreciation/depreciation on investments		2,060			(20,260	)
Change in net assets resulting from operations		(4,479	)		(612,059	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(5,130	)
Change in net assets resulting from distributions		—			(5,130	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		19,451,966			15,139,462
Distributions reinvested		—			5,130
Value of shares redeemed		(19,101,772	)		(15,006,836	)
Change in net assets resulting from capital transactions		350,194			137,756
Change in net assets		345,715			(479,433	)
NET ASSETS:
Beginning of period		365,765			845,198
End of period	$	711,480		$	365,765
SHARE TRANSACTIONS:
Issued		823,716			434,598
Reinvested		—			185
Redeemed		(811,599	)		(443,623	)
Change in shares		12,117			(8,840	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Short Emerging Markets :: 221

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	23.20		$	34.35		$	47.77		$	42.43		$	58.80
Investment Activities:
Net investment income (loss)(b)		(0.39	)		(0.51	)		0.20			0.15			(0.44	)
Net realized and unrealized gains (losses) on investments		2.71			(10.35	)		(9.52	)		5.19			(15.93	)
Total income (loss) from investment activities		2.32			(10.86	)		(9.32	)		5.34			(16.37	)
Distributions to Shareholders From:
Net investment income		—			(0.29	)		(0.23	)		—			—
Net realized gains on investments		—			—			(3.87	)		—			—
Total distributions		—			(0.29	)		(4.10	)		—			—
Net Asset Value, End of Period	$	25.52		$	23.20		$	34.35		$	47.77		$	42.43
Total Return		9.96	%		(31.76	)%		(20.99	)%		12.59	%(c)		(27.84	)%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.72	%		1.67	%		1.59	%		1.69	%
Net expenses		1.68	%		1.69	%(d)		1.67	%		1.52	%(c)		1.68	%
Net investment income (loss)		(1.68	)%		(1.43	)%		0.48	%		0.34	%(c)		(0.91	)%
Supplemental Data:
Net assets, end of period (000's)	$	711		$	366		$	845		$	1,988		$	959
Portfolio turnover rate(e)		—			—			—			—			—

^(a) As described in Note 8, share amounts have been adjusted for 1:5 reverse share split that occurred on December 11, 2017.

^(b) Per share net investment income (loss) has been calculated using the average daily shares method.

^(c) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.59% and 0.27%, respectively, and the total return would have been 12.51%.

^(d) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

222 :: ProFund VP Short International :: Management Discussion of Fund Performance

ProFund VP Short International (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the Morgan Stanley Capital International Europe, Australasia and Far East ("MSCI EAFE") Index^® (the "Index") for a single day, not for any other period. Since the foreign markets are not open when this Fund values its shares, it determines its success in meeting this daily investment objective by comparing its daily return on a given day with the inverse of the daily performance of related futures contracts traded in the United States. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will likely differ in amount, and possibly even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -13.40%. For the same period, the Index had a total return of 11.26%¹ and a volatility of 11.62%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the U.S.-traded MSCI EAFE futures contract.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index includes 85% of free-float adjusted, market capitalization in each industry group in developed market countries equity performance, excluding the U.S. and Canada. As of December 31, 2021, the Index has constituent companies from the following 21 developed market countries: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United Kingdom. The Index levels and the price of the related futures contracts are expressed in U.S. dollar terms and as such they should generally reflect the relative movement of the U.S. dollar against the basket of foreign currencies represented by the constituent companies in the Index.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Short International from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Short International		-13.40	%		-11.45	%		-10.78	%
MSCI EAFE Index®		11.26	%		9.55	%		8.03	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Short International		1.70	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(100	)%
Total Exposure		(100	)%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Short International primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

MSCI EAFE Index – Composition

Industry Breakdown	% of Index
Financials		16	%
Industrials		16	%
Health Care		13	%
Consumer Discretionary		13	%
Consumer Staples		10	%
Information Technology		10	%
Materials		8	%
Communication Services		5	%
Utilities		3	%
Energy		3	%
Real Estate		3	%

Country Composition
Japan	23	%
United Kingdom	15	%
France	12	%
Switzerland	10	%
Germany	9	%
Other	31	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the U.S.-traded MSCI EAFE futures contract and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Short International :: 223

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (99.9%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $536,000	$	536,000	$	536,000
TOTAL REPURCHASE AGREEMENTS (Cost $536,000)				536,000
TOTAL INVESTMENT SECURITIES (Cost $536,000) — 99.9%				536,000
Net other assets (liabilities) — 0.1%				763
NET ASSETS — 100.0%			$	536,763

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $220,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
MSCI EAFE Index	Goldman Sachs International	1/27/22		0.12	%	$	(123,999	)	$	544
MSCI EAFE Index	UBS AG	1/27/22		0.22	%		(410,770	)		1,764
						$	(534,769	)	$	2,308

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

224 :: ProFund VP Short International :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	536,000
Repurchase agreements, at value		536,000
Total Investment Securities, at value		536,000
Cash		258
Unrealized appreciation on swap agreements		2,308
Receivable for capital shares issued		28
Prepaid expenses		3
TOTAL ASSETS		538,597
LIABILITIES:
Payable for capital shares redeemed		136
Advisory fees payable		472
Management services fees payable		63
Administration fees payable		41
Administrative services fees payable		363
Distribution fees payable		401
Transfer agency fees payable		64
Fund accounting fees payable		25
Compliance services fees payable		3
Other accrued expenses		266
TOTAL LIABILITIES		1,834
NET ASSETS	$	536,763
NET ASSETS CONSIST OF:
Capital	$	2,887,730
Total distributable earnings (loss)		(2,350,967	)
NET ASSETS	$	536,763
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		21,349
Net Asset Value (offering and redemption price per share)	$	25.14

Statement of Operations For the Year Ended
December 31, 2021

INVESTMENT INCOME:
Interest	$	10
EXPENSES:
Advisory fees		4,274
Management services fees		570
Administration fees		392
Transfer agency fees		345
Administrative services fees		1,302
Distribution fees		1,425
Custody fees		85
Fund accounting fees		231
Trustee fees		10
Compliance services fees		3
Other fees		399
Recoupment of prior expenses reduced by the Advisor		268
TOTAL NET EXPENSES		9,304
NET INVESTMENT INCOME (LOSS)		(9,294	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on swap agreements		(111,588	)
Change in net unrealized appreciation/depreciation on swap agreements		1,482
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(110,106	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(119,400	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Short International :: 225

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(9,294	)	$	(14,177	)
Net realized gains (losses) on investments		(111,588	)		(304,709	)
Change in net unrealized appreciation/depreciation on investments		1,482			(1,131	)
Change in net assets resulting from operations		(119,400	)		(320,017	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(3,789	)
Change in net assets resulting from distributions		—			(3,789	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		2,980,066			8,938,153
Distributions reinvested		—			3,789
Value of shares redeemed		(3,008,511	)		(8,529,787	)
Change in net assets resulting from capital transactions		(28,445	)		412,155
Change in net assets		(147,845	)		88,349
NET ASSETS:
Beginning of period		684,608			596,259
End of period	$	536,763		$	684,608
SHARE TRANSACTIONS:
Issued		112,771			229,595
Reinvested		—			115
Redeemed		(115,005	)		(223,082	)
Change in shares		(2,234	)		6,628

See accompanying notes to financial statements.

226 :: ProFund VP Short International :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	29.03		$	35.17		$	43.87		$	37.99		$	47.87
Investment Activities:
Net investment income (loss)(b)		(0.43	)		(0.53	)		0.19			0.16			(0.36	)
Net realized and unrealized gains (losses) on investments		(3.46	)		(5.40	)		(7.70	)		5.72			(9.52	)
Total income (loss) from investment activities		(3.89	)		(5.93	)		(7.51	)		5.88			(9.88	)
Distributions to Shareholders From:
Net investment income		—			(0.21	)		(0.20	)		—			—
Net realized gains on investments		—			—			(0.99	)		—			—
Total distributions		—			(0.21	)		(1.19	)		—			—
Net Asset Value, End of Period	$	25.14		$	29.03		$	35.17		$	43.87		$	37.99
Total Return		(13.40	)%		(16.94	)%		(17.42	)%		15.47	%(c)		(20.63	)%
Ratios to Average Net Assets:
Gross expenses		1.63	%		1.70	%		1.69	%		1.54	%		1.69	%
Net expenses		1.63	%		1.68	%		1.68	%		1.46	%(c)		1.68	%
Net investment income (loss)		(1.63	)%		(1.43	)%		0.48	%		0.41	%(c)		(0.90	)%
Supplemental Data:
Net assets, end of period (000's)	$	537		$	685		$	596		$	2,183		$	611
Portfolio turnover rate(d)		—			—			—			—			—

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on November 18, 2019.

^(b) Per share net investment income (loss) has been calculated using the average daily shares method.

^(c) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.54% and 0.33%, respectively, and the total return would have been 15.39%.

^(d) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Short Mid-Cap :: 227

ProFund VP Short Mid-Cap (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the S&P MidCap 400^® Index (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -23.87%. For the same period, the Index had a total return of 24.76%¹ and a volatility of 17.93%. For the year, the Fund achieved an average daily statistical correlation of 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index is a measure of mid-size company U.S. stock market performance. It is a float-adjusted, market capitalization-weighted index of 400 U.S. operating companies and real estate investment trusts selected through a process that factors in criteria such as liquidity, price, market capitalization, and financial viability. Reconstitution occurs both on a quarterly and ongoing basis.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Short Mid-Cap from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Short Mid-Cap		-23.87	%		-16.09	%		-16.37	%
S&P MidCap 400®		24.76	%		13.09	%		14.20	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Short Mid-Cap		1.76	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(100	)%
Total Exposure		(100	)%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Short Mid-Cap primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

S&P MidCap 400^® Index – Composition

	% of Index
Industrials		20	%
Consumer Discretionary		15	%
Information Technology		14	%
Financials		14	%
Real Estate		10	%
Health Care		10	%
Materials		7	%
Consumer Staples		3	%
Utilities		3	%
Energy		2	%
Communication Services		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

228 :: ProFund VP Short Mid-Cap :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (123.5%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $55,000	$	55,000	$	55,000
TOTAL REPURCHASE AGREEMENTS (Cost $55,000)				55,000
TOTAL INVESTMENT SECURITIES (Cost $55,000) — 123.5%				55,000
Net other assets (liabilities) — (23.5)%				(10,464	)
NET ASSETS — 100.0%			$	44,536

(a)	A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $5,000.
(b)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Short

Underlying Instrument	Counterparty	Termination Date(1)		Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
S&P MidCap 400	Goldman Sachs International		1/27/22		(0.18	)%	$	(30,545	)	$	(81	)
S&P MidCap 400	UBS AG		1/27/22		(0.08	)%		(13,878	)		(86	)
							$	(44,423	)	$	(167	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Short Mid-Cap :: 229

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	55,000
Repurchase agreements, at value		55,000
Total Investment Securities, at value		55,000
Cash		319
Prepaid expenses		6
TOTAL ASSETS		55,325
LIABILITIES:
Payable for capital shares redeemed		10,467
Unrealized depreciation on swap agreements		167
Advisory fees payable		65
Management services fees payable		9
Administration fees payable		3
Administrative services fees payable		14
Distribution fees payable		15
Transfer agency fees payable		4
Fund accounting fees payable		2
Compliance services fees payable		—	(a)
Other accrued expenses		43
TOTAL LIABILITIES		10,789
NET ASSETS	$	44,536
NET ASSETS CONSIST OF:
Capital	$	2,588,796
Total distributable earnings (loss)		(2,544,260	)
NET ASSETS	$	44,536
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		5,860
Net Asset Value (offering and redemption price per share)	$	7.60
(a) Amount is less than $0.50.

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	1
EXPENSES:
Advisory fees		547
Management services fees		73
Administration fees		56
Transfer agency fees		47
Administrative services fees		189
Distribution fees		182
Custody fees		14
Fund accounting fees		31
Trustee fees		2
Compliance services fees		—	(a)
Other fees		49
Recoupment of prior expenses reduced by the Advisor		40
Total Gross Expenses before reductions		1,230
Expenses reduced and reimbursed by the Advisor		(5	)
TOTAL NET EXPENSES		1,225
NET INVESTMENT INCOME (LOSS)		(1,224	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Gain received from non-recurring class action settlement		94
Net realized gains (losses) on swap agreements		(37,779	)
Change in net unrealized appreciation/depreciation on swap agreements		(87	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(37,772	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(38,996	)

See accompanying notes to financial statements.

230 :: ProFund VP Short Mid-Cap :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(1,224	)	$	(4,648	)
Net realized gains (losses) on investments		(37,685	)		123,744
Change in net unrealized appreciation/depreciation on investments		(87	)		(6	)
Change in net assets resulting from operations		(38,996	)		119,090
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(139,495	)		(1,287	)
Change in net assets resulting from distributions		(139,495	)		(1,287	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		4,378,802			19,396,710
Distributions reinvested		24,595			1,287
Value of shares redeemed		(4,248,482	)		(19,589,287	)
Change in net assets resulting from capital transactions		154,915			(191,290	)
Change in net assets		(23,576	)		(73,487	)
NET ASSETS:
Beginning of period		68,112			141,599
End of period	$	44,536		$	68,112
SHARE TRANSACTIONS:
Issued		386,203			650,184
Reinvested		3,022			53
Redeemed		(386,749	)		(651,955	)
Change in shares		2,476			(1,718	)

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Short Mid-Cap :: 231

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	20.13		$	27.75		$	35.30		$	33.94		$	40.17
Investment Activities:
Net investment income (loss)(a)		(0.18	)		(0.44	)		0.18			0.05			(0.30	)
Net realized and unrealized gains (losses) on investments		(4.08	)		(6.91	)(b)		(7.64	)		3.33			(5.66	)
Total income (loss) from investment activities		(4.26	)		(7.35	)		(7.46	)		3.38			(5.96	)
Distributions to Shareholders From:
Net investment income		—			(0.27	)		(0.09	)		—			—
Net realized gains on investments		(8.27	)		—			—			(2.02	)		(0.27	)
Total distributions		(8.27	)		(0.27	)		(0.09	)		(2.02	)		(0.27	)
Net Asset Value, End of Period	$	7.60		$	20.13		$	27.75		$	35.30		$	33.94
Total Return		(23.87	)%(c)		(26.65	)%		(21.17	)%		10.97	%		(14.85	)%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.76	%		1.66	%		1.67	%		1.68	%
Net expenses		1.68	%		1.69	%(d)		1.66	%		1.67	%		1.68	%
Net investment income (loss)		(1.68	)%		(1.49	)%		0.59	%		0.17	%		(0.81	)%
Supplemental Data:
Net assets, end of period (000's)	$	45		$	68		$	142		$	657		$	165
Portfolio turnover rate(e)		—			—			—			—			—

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.

^(c) During the year ended December 31, 2021, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.16%.

^(d) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

232 :: ProFund VP Short Nasdaq-100 :: Management Discussion of Fund Performance

ProFund VP Short Nasdaq-100 (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the Nasdaq-100^® Index (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -25.13%. For the same period, the Index had a total return of 27.51%¹ and a volatility of 18.57%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index, a modified market capitalization-weighted index, includes 100 of the largest non-financial domestic and international issues listed on Nasdaq.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Short Nasdaq-100 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Short Nasdaq-100		-25.13	%		-25.87	%		-22.23	%
Nasdaq-100® Index		27.51	%		28.63	%		23.15	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Short Nasdaq-100		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(99	)%
Total Exposure		(99	)%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Short Nasdaq-100 primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Nasdaq-100^® Index – Composition

	% of Index
Information Technology		51	%
Communication Services		18	%
Consumer Discretionary		16	%
Health Care		6	%
Consumer Staples		5	%
Industrials		3	%
Utilities		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Short Nasdaq-100 :: 233

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (106.7%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $1,944,000	$	1,944,000	$	1,944,000
TOTAL REPURCHASE AGREEMENTS (Cost $1,944,000)				1,944,000
TOTAL INVESTMENT SECURITIES (Cost $1,944,000) — 106.7%				1,944,000
Net other assets (liabilities) — (6.7)%				(121,372	)
NET ASSETS — 100.0%			$	1,822,628

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $274,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements — Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
Nasdaq-100 Index	Goldman Sachs International	1/27/22		(0.43	)%	$	(1,419,847	)	$	19,907
Nasdaq-100 Index	UBS AG	1/27/22		(0.23	)%		(391,682	)		7,652
						$	(1,811,529	)	$	27,559

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

234 :: ProFund VP Short Nasdaq-100 :: Financial Statements

Statement of Assets and Liabilities

December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	1,944,000
Repurchase agreements, at value		1,944,000
Total Investment Securities, at value		1,944,000
Segregated cash balances for swap agreements with custodian		625
Unrealized appreciation on swap agreements		27,559
Receivable for capital shares issued		6,729
Prepaid expenses		27
TOTAL ASSETS		1,978,940
LIABILITIES:
Cash overdraft		76
Payable for capital shares redeemed		145,863
Advisory fees payable		2,959
Management services fees payable		395
Administration fees payable		249
Administrative services fees payable		2,120
Distribution fees payable		2,322
Transfer agency fees payable		453
Fund accounting fees payable		138
Compliance services fees payable		13
Other accrued expenses		1,724
TOTAL LIABILITIES		156,312
NET ASSETS	$	1,822,628
NET ASSETS CONSIST OF:
Capital	$	15,785,483
Total distributable earnings (loss)		(13,962,855	)
NET ASSETS	$	1,822,628
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		135,118
Net Asset Value (offering and redemption price per share)	$	13.49

Statement of Operations

For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	124
EXPENSES:
Advisory fees		25,999
Management services fees		3,467
Administration fees		2,627
Transfer agency fees		2,076
Administrative services fees		8,408
Distribution fees		8,666
Custody fees		472
Fund accounting fees		1,398
Trustee fees		69
Compliance services fees		13
Other fees		2,983
Recoupment of prior expenses reduced by the Advisor		2,061
TOTAL NET EXPENSES		58,239
NET INVESTMENT INCOME (LOSS)		(58,115	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on futures contracts		(173,395	)
Net realized gains (losses) on swap agreements		(155,929	)
Change in net unrealized appreciation/depreciation on futures contracts		62,482
Change in net unrealized appreciation/depreciation on swap agreements		41,331
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(225,511	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(283,626	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Short Nasdaq-100 :: 235

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(58,115	)	$	(92,549	)
Net realized gains (losses) on investments		(329,324	)		(706,056	)
Change in net unrealized appreciation/depreciation on investments		103,813			(103,227	)
Change in net assets resulting from operations		(283,626	)		(901,832	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(224,885	)		(11,485	)
Change in net assets resulting from distributions		(224,885	)		(11,485	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		279,257,492			321,915,101
Distributions reinvested		224,885			11,485
Value of shares redeemed		(282,271,549	)		(323,245,706	)
Change in net assets resulting from capital transactions		(2,789,172	)		(1,319,120	)
Change in net assets		(3,297,683	)		(2,232,437	)
NET ASSETS:
Beginning of period		5,120,311			7,352,748
End of period	$	1,822,628		$	5,120,311
SHARE TRANSACTIONS:
Issued		17,721,531			13,086,902
Reinvested		12,939			587
Redeemed		(17,880,396	)		(13,036,912	)
Change in shares		(145,926	)		50,577

See accompanying notes to financial statements.

236 :: ProFund VP Short Nasdaq-100 :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	18.22		$	31.90		$	44.38		$	45.72		$	61.17
Investment Activities:
Net investment income (loss)(b)		(0.27	)		(0.32	)		0.12			0.04			(0.44	)
Net realized and unrealized gains (losses) on investments		(4.26	)		(13.32	)		(12.55	)		(1.38	)		(15.01	)
Total income (loss) from investment activities		(4.53	)		(13.64	)		(12.43	)		(1.34	)		(15.45	)
Distributions to Shareholders From:
Net investment income		—			(0.04	)		(0.05	)		—			—
Net realized gains on investments		(0.20	)		—			—			—			—
Total distributions		(0.20	)		(0.04	)		(0.05	)		—			—
Net Asset Value, End of Period	$	13.49		$	18.22		$	31.90		$	44.38		$	45.72
Total Return		(25.13	)%		(42.77	)%		(28.05	)%		(2.89	)%(c)		(25.25	)%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.75	%		1.73	%		1.76	%		1.72	%
Net expenses		1.68	%		1.68	%		1.69	%(d)		1.66	%(c)		1.68	%
Net investment income (loss)		(1.68	)%		(1.33	)%		0.32	%		0.08	%(c)		(0.85	)%
Supplemental Data:
Net assets, end of period (000's)	$	1,823		$	5,120		$	7,353		$	4,667		$	3,593
Portfolio turnover rate(e)		—			—			—			—			—

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on November 18, 2019.

^(b) Per share net investment income (loss) has been calculated using the average daily shares method.

^(c) During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. Had this reimbursement not occurred, the net expense ratio and net investment income (loss) ratio would have been 1.67% and 0.07%, respectively, and the total return would have been (2.90)%.

^(d) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Short Small-Cap :: 237

ProFund VP Short Small-Cap (the "Fund") seeks daily investment results, before fees and expenses, that correspond to the inverse (-1x) of the return of the Russell 2000^® Index (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-1x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -19.05%. For the same period, the Index had a total return of 14.82%¹ and a volatility of 21.98%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as the inverse of the daily return of the Index. The Index is a measure of small-cap U.S. stock market performance. It is a float-adjusted, market capitalization-weighted index containing approximately 2,000 of the smallest companies in the Russell 3000^® Index or approximately 8% of the total market capitalization of the Russell 3000^® Index, which in turn represents approximately 98% of the investable U.S. equity market.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for shorting stocks in order to gain inverse exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Short Small-Cap from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Short Small-Cap		-19.05	%		-16.20	%		-16.62	%
Russell 2000® Index		14.82	%		12.02	%		13.23	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Short Small-Cap		1.83	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Futures Contracts		(11	)%
Swap Agreements		(88	)%
Total Exposure		(99	)%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP Short Small-Cap primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Russell 2000^® Index – Composition

	% of Index
Health Care		19	%
Financials		16	%
Industrials		15	%
Information Technology		15	%
Consumer Discretionary		11	%
Real Estate		7	%
Energy		4	%
Materials		4	%
Consumer Staples		3	%
Communication Services		3	%
Utilities		3	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

238 :: ProFund VP Short Small-Cap :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (116.6%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $1,161,000	$	1,161,000	$	1,161,000
TOTAL REPURCHASE AGREEMENTS (Cost $1,161,000)				1,161,000
TOTAL INVESTMENT SECURITIES (Cost $1,161,000)—116.6%				1,161,000
Net other assets (liabilities)—(16.6)%				(165,348	)
NET ASSETS—100.0%			$	995,652

^(a) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $246,000.

^(b) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Futures Contracts Sold

	Number of Contracts		Expiration Date	Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
E-Mini Russell 2000 Index Futures Contracts		1	3/21/22	$	(112,140	)	$	(1,694	)

Total Return Swap Agreements—Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
Russell 2000 Index	Goldman Sachs International	1/27/22		(0.08	)%	$	(370,476	)	$	501
Russell 2000 Index	UBS AG	1/27/22		0.42	%		(507,440	)		4,585
						$	(877,916	)	$	5,086

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Short Small-Cap :: 239

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	1,161,000
Repurchase agreements, at value		1,161,000
Total Investment Securities, at value		1,161,000
Cash		181
Segregated cash balances for futures contracts with brokers		6,600
Unrealized appreciation on swap agreements		5,086
Receivable for capital shares issued		181
Variation margin on futures contracts		205
Prepaid expenses		5
TOTAL ASSETS		1,173,258
LIABILITIES:
Payable for capital shares redeemed		174,256
Advisory fees payable		1,019
Management services fees payable		136
Administration fees payable		79
Administrative services fees payable		583
Distribution fees payable		593
Transfer agency fees payable		107
Fund accounting fees payable		45
Compliance services fees payable		5
Other accrued expenses		783
TOTAL LIABILITIES		177,606
NET ASSETS	$	995,652
NET ASSETS CONSIST OF:
Capital	$	6,919,650
Total distributable earnings (loss)		(5,923,998	)
NET ASSETS	$	995,652
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		44,557
Net Asset Value (offering and redemption price per share)	$	22.35

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	17
EXPENSES:
Advisory fees		8,324
Management services fees		1,110
Administration fees		853
Transfer agency fees		692
Administrative services fees		2,770
Distribution fees		2,775
Custody fees		172
Fund accounting fees		471
Trustee fees		19
Compliance services fees		6
Other fees		1,314
Recoupment of prior expenses reduced by the Advisor		200
Total Gross Expenses before reductions		18,706
Expenses reduced and reimbursed by the Advisor		(59	)
TOTAL NET EXPENSES		18,647
NET INVESTMENT INCOME (LOSS)		(18,630	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on futures contracts		(16,123	)
Net realized gains (losses) on swap agreements		(234,252	)
Change in net unrealized appreciation/depreciation on futures contracts		1,970
Change in net unrealized appreciation/depreciation on swap agreements		(1,010	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(249,415	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(268,045	)

See accompanying notes to financial statements.

240 :: ProFund VP Short Small-Cap :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(18,630	)	$	(28,165	)
Net realized gains (losses) on investments		(250,375	)		(252,652	)
Change in net unrealized appreciation/depreciation on investments		960			7,905
Change in net assets resulting from operations		(268,045	)		(272,912	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(9,164	)
Change in net assets resulting from distributions		—			(9,164	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		25,830,717			45,008,330
Distributions reinvested		—			9,164
Value of shares redeemed		(25,651,108	)		(45,506,199	)
Change in net assets resulting from capital transactions		179,609			(488,705	)
Change in net assets		(88,436	)		(770,781	)
NET ASSETS:
Beginning of period		1,084,088			1,854,869
End of period	$	995,652		$	1,084,088
SHARE TRANSACTIONS:
Issued		1,108,415			1,018,688	(a)
Reinvested		—			259	(a)
Redeemed		(1,103,127	)		(1,025,160	)(a)
Change in shares		5,288			(6,213	)

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on December 14, 2020.

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Short Small-Cap :: 241

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020(a)			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	27.61		$	40.78		$	57.35		$	51.94		$	60.57
Investment Activities:
Net investment income (loss)(b)		(0.39	)		(0.56	)		0.20			0.04			(0.48	)
Net realized and unrealized gains (losses) on investments		(4.87	)		(12.42	)		(11.57	)		5.37			(8.15	)
Total income (loss) from investment activities		(5.26	)		(12.98	)		(11.37	)		5.41			(8.63	)
Distributions to Shareholders From:
Net investment income		—			(0.19	)		(0.04	)		—			—
Net realized gains on investments		—			—			(5.16	)		—			—
Total distributions		—			(0.19	)		(5.20	)		—			—
Net Asset Value, End of Period	$	22.35		$	27.61		$	40.78		$	57.35		$	51.94
Total Return		(19.05	)%		(31.96	)%		(20.78	)%		10.39	%(c)		(14.20	)%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.83	%		1.77	%		1.78	%		1.70	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%(c)		1.68	%
Net investment income (loss)		(1.68	)%		(1.36	)%		0.42	%		0.10	%(c)		(0.87	)%
Supplemental Data:
Net assets, end of period (000's)	$	996		$	1,084		$	1,855		$	2,931		$	1,882
Portfolio turnover rate(d)		—			—			—			—			—

(a)	As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on December 14, 2020.
(b)	Per share net investment income (loss) has been calculated using the average daily shares method.
(c)	During 2018, the Fund received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. The effect to the net expense ratio, net investment income (loss) ratio, and total return were each less than 0.005%.
(d)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

242 :: ProFund VP Small-Cap :: Management Discussion of Fund Performance

ProFund VP Small-Cap (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Russell 2000^® Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 12.88%. For the same period, the Index had a total return of 14.82%¹ and a volatility of 21.98%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is a measure of small-cap U.S. stock market performance. It is a float-adjusted market capitalization-weighted index containing approximately 2,000 of the smallest companies in the Russell 3000^® Index or approximately 8% of the total market capitalization of the Russell 3000^® Index, which in turn represents approximately 98% of the investable U.S. equity market.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Small-Cap from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Small-Cap		12.88	%		9.85	%		11.22	%
Russell 2000® Index		14.82	%		12.02	%		13.23	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Small-Cap		1.82	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		71	%
Swap Agreements		29	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
AMC Entertainment Holdings, Inc.		0.3	%
Synaptics, Inc.		0.3	%
Lattice Semiconductor Corp.		0.2	%
EastGroup Properties, Inc.		0.2	%
BJ's Wholesale Club Holdings, Inc.		0.2	%

Russell 2000^® Index – Composition

	% of Index
Health Care		19	%
Financials		16	%
Industrials		15	%
Information Technology		15	%
Consumer Discretionary		11	%
Real Estate		7	%
Energy		4	%
Materials		4	%
Consumer Staples		3	%
Communication Services		3	%
Utilities		3	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Small-Cap :: 243

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (70.8%)

	Shares		Value
1-800-Flowers.com, Inc.*—Class A (Internet & Direct Marketing Retail)		93	$	2,173
1Life Healthcare, Inc.* (Health Care Providers & Services)		405		7,116
1st Source Corp. (Banks)		59		2,926
1stdibs.com, Inc.* (Internet & Direct Marketing Retail)		23		288
22nd Century Group, Inc.* (Tobacco)		559		1,727
2seventy bio, Inc.* (Biotechnology)		78		1,999
2U, Inc.* (Diversified Consumer Services)		252		5,058
3D Systems Corp.* (Technology Hardware, Storage & Peripherals)		431		9,283
4D Molecular Therapeutics, Inc.* (Biotechnology)		97		2,128
89bio, Inc.* (Biotechnology)		34		444
8x8, Inc.* (Software)		392		6,570
9 Meters Biopharma, Inc.* (Pharmaceuticals)		786		769
908 Devices, Inc.* (Electronic Equipment, Instruments & Components)		65		1,682
A10 Networks, Inc. (Software)		209		3,465
AAON, Inc. (Building Products)		146		11,597
AAR Corp.* (Aerospace & Defense)		118		4,606
Aaron's Co., Inc. (The) (Specialty Retail)		109		2,687
Abercrombie & Fitch Co.*—Class A (Specialty Retail)		203		7,070
ABM Industries, Inc. (Commercial Services & Supplies)		234		9,559
Absci Corp.* (Life Sciences Tools & Services)		48		394
Acacia Research Corp.* (Professional Services)		170		872
Academy Sports & Outdoors, Inc.* (Leisure Products)		270		11,853
ACADIA Pharmaceuticals, Inc.* (Biotechnology)		416		9,709
Acadia Realty Trust (Equity Real Estate Investment Trusts)		302		6,593
Accel Entertainment, Inc.* (Hotels, Restaurants & Leisure)		196		2,552
Accelerate Diagnostics, Inc.* (Life Sciences Tools & Services)		115		600
ACCO Brands Corp. (Commercial Services & Supplies)		324		2,676
Accolade, Inc.* (Health Care Technology)		175		4,613
Accuray, Inc.* (Health Care Equipment & Supplies)		313		1,493
ACI Worldwide, Inc.* (Software)		410		14,227
Aclaris Therapeutics, Inc.* (Pharmaceuticals)		177		2,574
Acumen Pharmaceuticals, Inc.* (Biotechnology)		35		237
Acushnet Holdings Corp. (Leisure Products)		119		6,317
Acutus Medical, Inc.* (Health Care Equipment & Supplies)		66		225
Adagio Therapeutics, Inc.* (Biotechnology)		73		530
AdaptHealth Corp.* (Health Care Providers & Services)		249		6,091
Addus Homecare Corp.* (Health Care Providers & Services)		53		4,956
Adicet Bio, Inc.* (Pharmaceuticals)		73		1,277
Adient PLC* (Auto Components)		330		15,800
Adtalem Global Education, Inc.* (Diversified Consumer Services)		172		5,084
ADTRAN, Inc. (Communications Equipment)		167		3,813
Advanced Energy Industries, Inc. (Semiconductors & Semiconductor Equipment)		131		11,929
AdvanSix, Inc. (Chemicals)		95		4,489
Advantage Solutions, Inc.* (Media)		265		2,125
Advent Technologies Holdings, Inc.* (Electrical Equipment)		55		386
Adverum Biotechnologies, Inc.* (Biotechnology)		302		532
Aeglea BioTherapeutics, Inc.* (Biotechnology)		141		670
Aemetis, Inc.* (Oil, Gas & Consumable Fuels)		94		1,156
Aerie Pharmaceuticals, Inc.* (Pharmaceuticals)		147		1,032
Aerojet Rocketdyne Holdings, Inc. (Aerospace & Defense)		260		12,158
Aerovate Therapeutics, Inc.* (Biotechnology)		35		413
AeroVironment, Inc.* (Aerospace & Defense)		78		4,838
AerSale Corp.* (Aerospace & Defense)		33		585
Aeva Technologies, Inc.* (Electronic Equipment, Instruments & Components)		367		2,775
AFC Gamma, Inc. (Mortgage Real Estate Investment Trusts)		43		979
Affimed N.V.* (Biotechnology)		403		2,225
AgEagle Aerial Systems, Inc.* (Machinery)		236		371
Agenus, Inc.* (Biotechnology)		761		2,450
Agiliti, Inc.* (Health Care Providers & Services)		82		1,899
Agilysys, Inc.* (Software)		74		3,290
Agios Pharmaceuticals, Inc.* (Biotechnology)		189		6,212
Agree Realty Corp. (Equity Real Estate Investment Trusts)		239		17,055
Air Transport Services Group, Inc.* (Air Freight & Logistics)		205		6,023
AirSculpt Technologies, Inc.* (Health Care Providers & Services)		23		395
aka Brands Holding Corp.* (Internet & Direct Marketing Retail)		33		305
Akebia Therapeutics, Inc.* (Biotechnology)		606		1,370
Akero Therapeutics, Inc.* (Biotechnology)		89		1,882
Akouos, Inc.* (Biotechnology)		83		706
Akoustis Technologies, Inc.* (Electronic Equipment, Instruments & Components)		170		1,136
Akoya Biosciences, Inc.* (Life Sciences Tools & Services)		47		720
Alamo Group, Inc. (Machinery)		35		5,151
Alarm.com Holdings, Inc.* (Software)		164		13,909
Albany International Corp.—Class A (Machinery)		107		9,464
Albireo Pharma, Inc.* (Biotechnology)		59		1,374
Aldeyra Therapeutics, Inc.* (Biotechnology)		169		676
Alector, Inc.* (Biotechnology)		203		4,192
Alerus Financial Corp. (Diversified Financial Services)		52		1,523
Alexander & Baldwin, Inc. (Equity Real Estate Investment Trusts)		252		6,323
Alexander's, Inc. (Equity Real Estate Investment Trusts)		7		1,822
Alignment Healthcare, Inc.* (Health Care Providers & Services)		276		3,881
Aligos Therapeutics, Inc.* (Biotechnology)		73		867
Alkami Technology, Inc.* (Software)		99		1,986
Alkermes PLC* (Biotechnology)		557		12,956
Allakos, Inc.* (Biotechnology)		123		1,204
Allegheny Technologies, Inc.* (Metals & Mining)		442		7,041

See accompanying notes to financial statements.

244 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Allegiance Bancshares, Inc. (Banks)		66	$	2,786
Allegiant Travel Co.* (Airlines)		53		9,913
ALLETE, Inc. (Electric Utilities)		182		12,076
Allied Motion Technologies, Inc. (Electrical Equipment)		40		1,460
Allogene Therapeutics, Inc.* (Biotechnology)		236		3,521
Allovir, Inc.* (Biotechnology)		102		1,320
Allscripts Healthcare Solutions, Inc.* (Health Care Technology)		422		7,786
Alpha & Omega Semiconductor, Ltd.* (Semiconductors & Semiconductor Equipment)		74		4,481
Alpha Teknova, Inc.* (Biotechnology)		24		492
Alphatec Holdings, Inc.* (Health Care Equipment & Supplies)		246		2,812
Alpine Immune Sciences, Inc.* (Biotechnology)		40		554
Alta Equipment Group, Inc.* (Trading Companies & Distributors)		66		966
Altair Engineering, Inc.*—Class A (Software)		161		12,449
Altimmune, Inc.* (Biotechnology)		138		1,264
Alto Ingredients, Inc.* (Oil, Gas & Consumable Fuels)		248		1,193
Altra Industrial Motion Corp. (Machinery)		225		11,603
Altus Midstream Co.—Class A (Oil, Gas & Consumable Fuels)		11		674
ALX Oncology Holdings, Inc.* (Biotechnology)		62		1,332
Amalgamated Financial Corp. (Banks)		47		788
A-Mark Precious Metals, Inc. (Diversified Financial Services)		31		1,894
Ambac Financial Group, Inc.* (Insurance)		158		2,536
Ambarella, Inc.* (Semiconductors & Semiconductor Equipment)		123		24,956
AMC Entertainment Holdings, Inc.*(a)(Entertainment)		1,794		48,797
AMC Networks, Inc.*—Class A (Media)		101		3,478
Amerant Bancorp, Inc. (Banks)		94		3,248
Ameresco, Inc.*—Class A (Construction & Engineering)		107		8,714
American Assets Trust, Inc. (Equity Real Estate Investment Trusts)		173		6,493
American Axle & Manufacturing Holdings, Inc.* (Auto Components)		392		3,657
American Eagle Outfitters, Inc. (Specialty Retail)		529		13,394
American Equity Investment Life Holding Co. (Insurance)		287		11,170
American Finance Trust, Inc. (Equity Real Estate Investment Trusts)		431		3,935
American National Bankshares, Inc. (Banks)		36		1,356
American National Group, Inc. (Insurance)		26		4,910
American Outdoor Brands, Inc.* (Leisure Products)		49		977
American Public Education, Inc.* (Diversified Consumer Services)		65		1,446
American Software, Inc.—Class A (Software)		109		2,853
American States Water Co. (Water Utilities)		128		13,241
American Superconductor Corp.* (Electrical Equipment)		96		1,044
American Vanguard Corp. (Chemicals)		102		1,672
American Well Corp.*—Class A (Health Care Technology)		635		3,835
American Woodmark Corp.* (Building Products)		57		3,716
America's Car-Mart, Inc.* (Specialty Retail)		21		2,150
Ameris Bancorp (Banks)		231		11,476
AMERISAFE, Inc. (Insurance)		67		3,607
Amicus Therapeutics, Inc.* (Biotechnology)		913		10,545
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		355		8,800
AMMO, Inc.* (Leisure Products)		303		1,651
AMN Healthcare Services, Inc.* (Health Care Providers & Services)		164		20,063
Amneal Pharmaceuticals, Inc.* (Pharmaceuticals)		346		1,657
Amphastar Pharmaceuticals, Inc.* (Pharmaceuticals)		129		3,004
Ampio Pharmaceuticals, Inc.* (Pharmaceuticals)		677		386
Amyris, Inc.* (Oil, Gas & Consumable Fuels)		614		3,322
AnaptysBio, Inc.* (Biotechnology)		67		2,328
Anavex Life Sciences Corp.* (Biotechnology)		233		4,040
Angel Oak Mortgage, Inc. (Mortgage Real Estate Investment Trusts)		25		410
AngioDynamics, Inc.* (Health Care Equipment & Supplies)		130		3,585
Angion Biomedica Corp.* (Pharmaceuticals)		76		220
ANI Pharmaceuticals, Inc.* (Pharmaceuticals)		38		1,751
Anika Therapeutics, Inc.* (Health Care Equipment & Supplies)		50		1,792
Annexon, Inc.* (Biotechnology)		108		1,241
Antares Pharma, Inc.* (Health Care Equipment & Supplies)		580		2,071
Anterix, Inc.* (Diversified Telecommunication Services)		40		2,350
Antero Resources Corp.* (Oil, Gas & Consumable Fuels)		994		17,395
Apartment Investment and Management Co.* (Equity Real Estate Investment Trusts)		525		4,053
Apellis Pharmaceuticals, Inc.* (Biotechnology)		248		11,725
API Group Corp.* (Construction & Engineering)		701		18,065
Apogee Enterprises, Inc. (Building Products)		86		4,141
Apollo Commercial Real Estate Finance, Inc. (Mortgage Real Estate Investment Trusts)		487		6,409
Apollo Medical Holdings, Inc.* (Health Care Providers & Services)		131		9,626
Appfolio, Inc.* (Software)		66		7,990
AppHarvest, Inc.* (Food Products)		242		941
Appian Corp.* (Software)		137		8,934
Apple Hospitality REIT, Inc. (Equity Real Estate Investment Trusts)		745		12,032
Applied Industrial Technologies, Inc. (Trading Companies & Distributors)		133		13,659
Applied Molecular Transport, Inc.* (Biotechnology)		87		1,216
Applied Therapeutics, Inc.* (Biotechnology)		62		555
Apria, Inc.* (Health Care Providers & Services)		68		2,217
Apyx Medical Corp.* (Health Care Equipment & Supplies)		108		1,385
AquaBounty Technologies, Inc.* (Biotechnology)		182		382
Arbor Realty Trust, Inc. (Mortgage Real Estate Investment Trusts)		500		9,160
Arbutus Biopharma Corp.* (Biotechnology)		279		1,085
ArcBest Corp. (Road & Rail)		88		10,547
Arch Resources, Inc. (Oil, Gas & Consumable Fuels)		53		4,840
Archrock, Inc. (Energy Equipment & Services)		468		3,501
Arcimoto, Inc.* (Automobiles)		99		770
Arconic Corp.* (Metals & Mining)		371		12,246
Arcosa, Inc. (Construction & Engineering)		168		8,854
Arcturus Therapeutics Holdings, Inc.* (Biotechnology)		73		2,702

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 245

Common Stocks, continued

	Shares		Value
Arcus Biosciences, Inc.* (Biotechnology)		156	$	6,313
Arcutis Biotherapeutics, Inc.* (Biotechnology)		96		1,991
Ardelyx, Inc.* (Biotechnology)		336		370
Arena Pharmaceuticals, Inc.* (Biotechnology)		215		19,982
Ares Commercial Real Estate Corp. (Mortgage Real Estate Investment Trusts)		152		2,210
Argan, Inc. (Construction & Engineering)		52		2,012
Argo Group International Holdings, Ltd. (Insurance)		110		6,392
Aris Water Solution, Inc.*—Class A (Commercial Services & Supplies)		68		881
Arko Corp.* (Specialty Retail)		419		3,675
Arlo Technologies, Inc.* (Electronic Equipment, Instruments & Components)		293		3,074
Armada Hoffler Properties, Inc. (Equity Real Estate Investment Trusts)		210		3,196
ARMOUR Residential REIT, Inc. (Mortgage Real Estate Investment Trusts)		310		3,041
Array Technologies, Inc.* (Electrical Equipment)		444		6,966
Arrow Financial Corp. (Banks)		48		1,691
Arrowhead Pharmaceuticals, Inc.* (Biotechnology)		352		23,339
Arteris, Inc.* (Software)		18		380
Artesian Resources Corp.—Class A (Water Utilities)		28		1,297
Artisan Partners Asset Management, Inc. (Capital Markets)		203		9,671
Arvinas, Inc.* (Pharmaceuticals)		164		13,470
Asana, Inc.*—Class A (Software)		247		18,414
Asbury Automotive Group, Inc.* (Specialty Retail)		80		13,818
Asensus Surgical, Inc.* (Health Care Equipment & Supplies)		813		902
ASGN, Inc.* (Professional Services)		177		21,842
Ashford Hospitality Trust, Inc.* (Equity Real Estate Investment Trusts)		59		566
Aspen Aerogels, Inc.* (Energy Equipment & Services)		77		3,834
Aspira Women's Health, Inc.* (Health Care Equipment & Supplies)		252		446
Assetmark Financial Holdings, Inc.* (Capital Markets)		63		1,651
Associated Banc-Corp. (Banks)		516		11,656
Associated Capital Group, Inc.—Class A (Capital Markets)		6		258
Astec Industries, Inc. (Machinery)		79		5,472
Astronics Corp.* (Aerospace & Defense)		87		1,044
Atara Biotherapeutics, Inc.* (Biotechnology)		302		4,760
Atea Pharmaceuticals, Inc.* (Biotechnology)		224		2,003
Aterian, Inc.* (Household Durables)		90		370
Athenex, Inc.* (Biotechnology)		300		408
Athersys, Inc.* (Biotechnology)		711		642
Athira Pharma, Inc.* (Pharmaceuticals)		112		1,459
Atkore, Inc.* (Electrical Equipment)		160		17,789
Atlantic Capital Bancshares, Inc.* (Banks)		68		1,956
Atlantic Union Bankshares (Banks)		262		9,770
Atlanticus Holdings Corp.* (Consumer Finance)		17		1,212
Atlas Air Worldwide Holdings, Inc.* (Air Freight & Logistics)		100		9,412
Atlas Technical Consultants, Inc.* (Professional Services)		50		421
ATN International, Inc. (Diversified Telecommunication Services)		39		1,558
Atomera, Inc.* (Semiconductors & Semiconductor Equipment)		71		1,429
Atossa Therapeutics, Inc.* (Health Care Equipment & Supplies)		406		650
Atreca, Inc.*—Class A (Biotechnology)		90		273
AtriCure, Inc.* (Health Care Equipment & Supplies)		156		10,847
Atrion Corp. (Health Care Equipment & Supplies)		5		3,525
Aura Biosciences, Inc.* (Biotechnology)		19		323
Avalo Therapeutics, Inc.* (Pharmaceuticals)		216		367
Avanos Medical, Inc.* (Health Care Equipment & Supplies)		167		5,790
Avaya Holdings Corp.*—Class C (Software)		287		5,683
Aveanna Healthcare Holdings, Inc.* (Health Care Providers & Services)		137		1,014
Aviat Networks, Inc.* (Communications Equipment)		38		1,219
Avid Bioservices, Inc.* (Biotechnology)		210		6,128
Avid Technology, Inc.* (Technology Hardware, Storage & Peripherals)		126		4,104
Avidity Biosciences, Inc.* (Biotechnology)		131		3,114
AvidXchange Holdings, Inc.* (Software)		88		1,325
Avient Corp. (Chemicals)		316		17,679
Avis Budget Group, Inc.* (Road & Rail)		144		29,861
Avista Corp. (Multi-Utilities)		246		10,453
Avita Medical, Inc.* (Biotechnology)		84		1,006
Avrobio, Inc.* (Biotechnology)		132		508
Axcelis Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		116		8,649
AxoGen, Inc.* (Health Care Equipment & Supplies)		134		1,256
Axonics, Inc.* (Health Care Equipment & Supplies)		159		8,904
Axos Financial, Inc.*—Class I (Thrifts & Mortgage Finance)		198		11,070
Axsome Therapeutics, Inc.* (Pharmaceuticals)		96		3,627
AXT, Inc.* (Semiconductors & Semiconductor Equipment)		141		1,242
AZZ, Inc. (Electrical Equipment)		86		4,755
B Riley Financial, Inc. (Capital Markets)		70		6,220
B&G Foods, Inc.(a)—Class A (Food Products)		222		6,822
Babcock & Wilcox Enterprises, Inc.* (Electrical Equipment)		193		1,741
Badger Meter, Inc. (Electronic Equipment, Instruments & Components)		101		10,763
Balchem Corp. (Chemicals)		112		18,882
Bally's Corp.* (Hotels, Restaurants & Leisure)		113		4,301
Banc of California, Inc. (Banks)		190		3,728
BancFirst Corp. (Banks)		60		4,234
Banco Latinoamericano de Comercio Exterior S.A.—Class E (Diversified Financial Services)		108		1,793
Bandwidth, Inc.* (Diversified Telecommunication Services)		80		5,741
Bank First Corp. (Banks)		23		1,662
Bank of Marin Bancorp (Banks)		54		2,010
BankUnited, Inc. (Banks)		309		13,074
Banner Corp. (Banks)		119		7,220
Bar Harbor Bankshares (Banks)		51		1,475
Barnes & Noble Education, Inc.* (Specialty Retail)		157		1,069
Barnes Group, Inc. (Machinery)		164		7,641
Barrett Business Services, Inc. (Professional Services)		26		1,796
Bassett Furniture Industries, Inc. (Household Durables)		32		537

See accompanying notes to financial statements.

246 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Beacon Roofing Supply, Inc.* (Trading Companies & Distributors)		194	$	11,126
Beam Global* (Electrical Equipment)		31		577
Beam Therapeutics, Inc.* (Biotechnology)		178		14,185
Beauty Health Co. (The)* (Personal Products)		299		7,224
Beazer Homes USA, Inc.* (Household Durables)		102		2,368
Bed Bath & Beyond, Inc.* (Specialty Retail)		353		5,147
Belden, Inc. (Electronic Equipment, Instruments & Components)		154		10,122
BellRing Brands, Inc.*—Class A (Personal Products)		138		3,937
Benchmark Electronics, Inc. (Electronic Equipment, Instruments & Components)		122		3,306
Benefitfocus, Inc.* (Software)		87		927
Berkeley Lights, Inc.* (Life Sciences Tools & Services)		169		3,072
Berkshire Hills Bancorp, Inc. (Banks)		170		4,833
Berry Corp. (Oil, Gas & Consumable Fuels)		234		1,970
Beyondspring, Inc.* (Biotechnology)		78		353
BGC Partners, Inc.—Class A (Capital Markets)		1,099		5,110
Big 5 Sporting Goods Corp. (Specialty Retail)		72		1,369
Big Lots, Inc. (Multiline Retail)		112		5,046
BigCommerce Holdings, Inc.*—Class 1 (IT Services)		168		5,942
Biglari Holdings, Inc.*—Class B (Hotels, Restaurants & Leisure)		3		428
BioAtla, Inc.* (Biotechnology)		54		1,060
BioCryst Pharmaceuticals, Inc.* (Biotechnology)		625		8,656
BioDelivery Sciences International, Inc.* (Pharmaceuticals)		323		1,001
Biodesix, Inc.* (Health Care Providers & Services)		43		227
Biohaven Pharmaceutical Holding Co., Ltd.* (Biotechnology)		193		26,598
BioLife Solutions, Inc.* (Health Care Equipment & Supplies)		36		1,342
Biomea Fusion, Inc.* (Biotechnology)		75		559
Bionano Genomics, Inc.* (Life Sciences Tools & Services)		1,013		3,029
Bioventus, Inc.*—Class A (Health Care Equipment & Supplies)		97		1,406
Bioxcel Therapeutics, Inc.* (Biotechnology)		60		1,220
BJ's Restaurants, Inc.* (Hotels, Restaurants & Leisure)		78		2,695
BJ's Wholesale Club Holdings, Inc.* (Food & Staples Retailing)		476		31,877
Black Diamond Therapeutics, Inc.* (Biotechnology)		79		421
Black Hills Corp. (Multi-Utilities)		222		15,667
Blackbaud, Inc.* (Software)		166		13,111
Blackline, Inc.* (Software)		188		19,465
Blackstone Mortgage Trust, Inc.—Class A (Mortgage Real Estate Investment Trusts)		546		16,718
Blink Charging Co.* (Specialty Retail)		127		3,367
Bloom Energy Corp.* (Electrical Equipment)		494		10,833
Bloomin' Brands, Inc.* (Hotels, Restaurants & Leisure)		308		6,462
Blucora, Inc.* (Capital Markets)		169		2,927
Blue Bird Corp.* (Machinery)		55		860
Blue Foundry Bancorp* (Thrifts & Mortgage Finance)		97		1,419
Blue Ridge Bankshares, Inc. (Banks)		60		1,074
Bluebird Bio, Inc.* (Biotechnology)		235		2,348
Bluegreen Vacations Holding Corp.* (Hotels, Restaurants & Leisure)		50		1,755
BlueLinx Holdings, Inc.* (Trading Companies & Distributors)		32		3,064
Blueprint Medicines Corp.* (Biotechnology)		203		21,743
BM Technologies, Inc.* (IT Services)		17		157
Boise Cascade Co. (Trading Companies & Distributors)		137		9,754
Bolt Biotherapeutics, Inc.* (Biotechnology)		79		387
Boot Barn Holdings, Inc.* (Specialty Retail)		102		12,551
Boston Omaha Corp.*—Class A (Media)		71		2,040
Bottomline Technologies, Inc.* (Software)		156		8,809
Box, Inc.*—Class A (Software)		485		12,702
Brady Corp.—Class A (Commercial Services & Supplies)		164		8,840
Braemar Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		198		1,010
Brandywine Realty Trust (Equity Real Estate Investment Trusts)		589		7,904
Bridgebio Pharma, Inc.* (Biotechnology)		368		6,138
Bridgewater Bancshares, Inc.* (Thrifts & Mortgage Finance)		73		1,291
Brigham Minerals, Inc. (Oil, Gas & Consumable Fuels)		152		3,206
Bright Health Group, Inc.* (Insurance)		184		633
Brightcove, Inc.* (IT Services)		141		1,441
Brightsphere Investment Group, Inc. (Capital Markets)		201		5,146
BrightSpire Capital, Inc. (Mortgage Real Estate Investment Trusts)		293		3,006
BrightView Holdings, Inc.* (Commercial Services & Supplies)		142		1,999
Brinker International, Inc.* (Hotels, Restaurants & Leisure)		158		5,781
Bristow Group, Inc.* (Energy Equipment & Services)		82		2,597
Broadmark Realty Capital, Inc. (Mortgage Real Estate Investment Trusts)		446		4,206
Broadstone Net Lease, Inc. (Equity Real Estate Investment Trusts)		547		13,577
Brookdale Senior Living, Inc.* (Health Care Providers & Services)		643		3,318
Brookfield Infrastructure Corp.—Class A (Gas Utilities)		214		14,607
Brookline Bancorp, Inc. (Banks)		267		4,323
Brooklyn ImmunoTherapeutics, Inc.* (Entertainment)		103		430
BRP Group, Inc.*—Class A (Insurance)		165		5,958
BRT Apartments Corp. (Equity Real Estate Investment Trusts)		40		960
BTRS Holdings, Inc.* (Software)		229		1,791
Business First Bancshares, Inc. (Banks)		66		1,868
Butterfly Network, Inc.* (Health Care Equipment & Supplies)		434		2,903
Byline Bancorp, Inc. (Banks)		87		2,379
Byrna Technologies, Inc.* (Aerospace & Defense)		64		854
C4 Therapeutics, Inc.* (Biotechnology)		134		4,315
Cabot Corp. (Chemicals)		195		10,958
Cactus, Inc.—Class A (Energy Equipment & Services)		193		7,359
Cadence Bank (Banks)		653		19,454
Cadiz, Inc.* (Water Utilities)		74		286
Cadre Holdings, Inc. (Aerospace & Defense)		22		559
Caesarstone, Ltd. (Building Products)		79		896
CalAmp Corp.* (Communications Equipment)		123		868
Calavo Growers, Inc. (Food Products)		59		2,502
Caleres, Inc. (Specialty Retail)		128		2,903

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 247

Common Stocks, continued

	Shares		Value
California Resources Corp. (Oil, Gas & Consumable Fuels)		282	$	12,044
California Water Service Group (Water Utilities)		183		13,150
Calix, Inc.* (Communications Equipment)		192		15,353
Callaway Golf Co.* (Leisure Products)		402		11,031
Callon Petroleum Co.* (Oil, Gas & Consumable Fuels)		165		7,796
Cal-Maine Foods, Inc. (Food Products)		142		5,253
Cambium Networks Corp.* (Communications Equipment)		37		948
Cambridge Bancorp (Banks)		24		2,246
Camden National Corp. (Banks)		51		2,456
Camping World Holdings, Inc.—Class A (Specialty Retail)		145		5,858
Cannae Holdings, Inc.* (Diversified Financial Services)		294		10,333
Canoo, Inc.* (Automobiles)		370		2,856
Cantaloupe, Inc.* (IT Services)		202		1,794
Capital Bancorp, Inc. (Banks)		27		707
Capital City Bank Group, Inc. (Banks)		47		1,241
Capitol Federal Financial, Inc. (Thrifts & Mortgage Finance)		451		5,110
Capstar Financial Holdings, Inc. (Banks)		71		1,493
Cara Therapeutics, Inc.* (Biotechnology)		154		1,876
Cardiff Oncology, Inc.* (Biotechnology)		132		793
Cardiovascular Systems, Inc.* (Health Care Equipment & Supplies)		138		2,592
Cardlytics, Inc.* (Media)		112		7,402
CareDx, Inc.* (Biotechnology)		176		8,004
CareTrust REIT, Inc. (Equity Real Estate Investment Trusts)		335		7,648
Cargurus, Inc.* (Interactive Media & Services)		332		11,168
Caribou Biosciences, Inc.* (Biotechnology)		70		1,056
CarLotz, Inc.* (Specialty Retail)		249		565
CarParts.com, Inc.* (Internet & Direct Marketing Retail)		170		1,904
Carpenter Technology Corp. (Metals & Mining)		165		4,816
Carriage Services, Inc. (Diversified Consumer Services)		53		3,415
Carrols Restaurant Group, Inc. (Hotels, Restaurants & Leisure)		116		343
Cars.com, Inc.* (Interactive Media & Services)		238		3,829
Carter Bankshares, Inc.* (Banks)		90		1,385
Casa Systems, Inc.* (Communications Equipment)		110		624
Casella Waste Systems, Inc.*—Class A (Commercial Services & Supplies)		171		14,607
Casper Sleep, Inc.* (Household Durables)		101		675
Cass Information Systems, Inc. (IT Services)		48		1,887
Cassava Sciences, Inc.*(a) (Pharmaceuticals)		133		5,812
Castle Biosciences, Inc.* (Biotechnology)		74		3,172
Castlight Health, Inc.*—Class B (Health Care Technology)		428		659
Catalyst Pharmaceuticals, Inc.* (Biotechnology)		337		2,281
CatchMark Timber Trust, Inc.—Class A (Equity Real Estate Investment Trusts)		170		1,481
Cathay General Bancorp (Banks)		258		11,091
Cavco Industries, Inc.* (Household Durables)		32		10,165
CBIZ, Inc.* (Professional Services)		170		6,650
CBTX, Inc. (Banks)		64		1,856
CECO Environmental Corp.* (Commercial Services & Supplies)		108		673
Celcuity, Inc.* (Biotechnology)		34		448
Celldex Therapeutics, Inc.* (Biotechnology)		160		6,182
CEL-SCI Corp.* (Biotechnology)		125		888
Celsius Holdings, Inc.* (Beverages)		187		13,944
Centennial Resource Development, Inc.*—Class A (Oil, Gas & Consumable Fuels)		640		3,827
Centerspace (Equity Real Estate Investment Trusts)		50		5,545
Central Garden & Pet Co.* (Household Products)		34		1,789
Central Garden & Pet Co.*—Class A (Household Products)		141		6,747
Central Pacific Financial Corp. (Banks)		95		2,676
Centrus Energy Corp.*—Class A (Oil, Gas & Consumable Fuels)		34		1,697
Century Aluminum Co.* (Metals & Mining)		178		2,948
Century Casinos, Inc.* (Hotels, Restaurants & Leisure)		95		1,157
Century Communities, Inc. (Household Durables)		104		8,506
Century Therapeutics, Inc.* (Biotechnology)		41		650
Cerence, Inc.* (Software)		131		10,040
Cerevel Therapeutics Holdings, Inc.* (Biotechnology)		141		4,571
Cerus Corp.* (Health Care Equipment & Supplies)		584		3,977
CEVA, Inc.* (Semiconductors & Semiconductor Equipment)		78		3,373
ChampionX Corp.* (Energy Equipment & Services)		704		14,227
ChannelAdvisor Corp.* (Software)		102		2,517
Chart Industries, Inc.* (Machinery)		127		20,255
Chase Corp. (Chemicals)		26		2,589
Chatham Lodging Trust* (Equity Real Estate Investment Trusts)		166		2,278
Chefs' Warehouse, Inc.* (Food & Staples Retailing)		109		3,630
ChemoCentryx, Inc.* (Biotechnology)		188		6,845
Chesapeake Energy Corp. (Oil, Gas & Consumable Fuels)		365		23,550
Chesapeake Utilities Corp. (Gas Utilities)		60		8,749
Chicken Soup For The Soul Entertainment, Inc.* (Entertainment)		25		346
Chico's FAS, Inc.* (Specialty Retail)		418		2,249
Chimera Investment Corp. (Mortgage Real Estate Investment Trusts)		818		12,335
Chimerix, Inc.* (Biotechnology)		254		1,633
Chinook Therapeutics, Inc.* (Biotechnology)		136		2,218
ChromaDex Corp.* (Life Sciences Tools & Services)		163		610
Chuy's Holdings, Inc.* (Hotels, Restaurants & Leisure)		69		2,078
Cimpress PLC* (Commercial Services & Supplies)		61		4,368
Cinemark Holdings, Inc.* (Entertainment)		375		6,045
CIRCOR International, Inc.* (Machinery)		64		1,740
CIT Group, Inc. (Banks)		345		17,713
Citi Trends, Inc.* (Specialty Retail)		30		2,843
Citius Pharmaceuticals, Inc.* (Pharmaceuticals)		394		607
Citizens & Northern Corp. (Banks)		53		1,384
Citizens, Inc.* (Insurance)		173		919
City Holding Co. (Banks)		52		4,253
City Office REIT, Inc. (Equity Real Estate Investment Trusts)		148		2,919
Civista Bancshares, Inc. (Banks)		52		1,269
Civitas Resources, Inc. (Oil, Gas & Consumable Fuels)		151		7,394
Clarus Corp. (Leisure Products)		92		2,550

See accompanying notes to financial statements.

248 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Clean Energy Fuels Corp.* (Oil, Gas & Consumable Fuels)		539	$	3,304
Cleanspark, Inc.* (Software)		119		1,133
Clear Channel Outdoor Holdings, Inc.* (Media)		1,261		4,174
Clearfield, Inc.* (Communications Equipment)		40		3,377
ClearPoint Neuro, Inc.* (Health Care Equipment & Supplies)		66		741
Clearwater Paper Corp.* (Paper & Forest Products)		57		2,090
Clearway Energy, Inc.—Class A (Independent Power and Renewable Electricity Producers)		121		4,051
Clearway Energy, Inc.—Class C (Independent Power and Renewable Electricity Producers)		285		10,269
Clene, Inc.* (Biotechnology)		71		291
Clipper Realty, Inc. (Equity Real Estate Investment Trusts)		42		417
Clovis Oncology, Inc.* (Biotechnology)		392		1,062
CMC Materials, Inc. (Semiconductors & Semiconductor Equipment)		99		18,977
CNB Financial Corp. (Banks)		56		1,484
CNO Financial Group, Inc. (Insurance)		428		10,204
CNX Resources Corp.* (Oil, Gas & Consumable Fuels)		729		10,024
Coastal Financial Corp.* (Banks)		33		1,670
Coca-Cola Consolidated, Inc. (Beverages)		16		9,907
Codex DNA, Inc.* (Life Sciences Tools & Services)		27		292
Codexis, Inc.* (Life Sciences Tools & Services)		209		6,535
Codiak Biosciences, Inc.* (Biotechnology)		55		613
Coeur Mining, Inc.* (Metals & Mining)		889		4,481
Cogent Biosciences, Inc.* (Biotechnology)		129		1,107
Cogent Communications Holdings, Inc. (Diversified Telecommunication Services)		148		10,831
Cohen & Steers, Inc. (Capital Markets)		86		7,956
Coherus Biosciences, Inc.* (Biotechnology)		226		3,607
Cohu, Inc.* (Semiconductors & Semiconductor Equipment)		166		6,323
Collegium Pharmaceutical, Inc.* (Pharmaceuticals)		120		2,242
Columbia Banking System, Inc. (Banks)		272		8,900
Columbia Financial, Inc.* (Thrifts & Mortgage Finance)		137		2,858
Columbus McKinnon Corp. (Machinery)		97		4,487
Comfort Systems USA, Inc. (Construction & Engineering)		124		12,269
Commercial Metals Co. (Metals & Mining)		417		15,132
Commercial Vehicle Group, Inc.* (Machinery)		111		895
Community Bank System, Inc. (Banks)		186		13,853
Community Health Systems, Inc.* (Health Care Providers & Services)		432		5,750
Community Healthcare Trust, Inc. (Equity Real Estate Investment Trusts)		83		3,923
Community Trust Bancorp, Inc. (Banks)		54		2,355
CommVault Systems, Inc.* (Software)		159		10,958
Compass Minerals International, Inc. (Metals & Mining)		119		6,079
Computer Programs & Systems, Inc.* (Health Care Technology)		49		1,436
CompX International, Inc. (Commercial Services & Supplies)		6		135
comScore, Inc.* (Media)		243		812
Comstock Resources, Inc.* (Oil, Gas & Consumable Fuels)		318		2,573
Comtech Telecommunications Corp. (Communications Equipment)		90		2,132
Concrete Pumping Holdings, Inc.* (Construction & Engineering)		90		738
Conduent, Inc.* (IT Services)		582		3,108
CONMED Corp. (Health Care Equipment & Supplies)		101		14,318
ConnectOne Bancorp, Inc. (Banks)		130		4,252
Conn's, Inc.* (Specialty Retail)		62		1,458
Consensus Cloud Solutions, Inc.* (Software)		56		3,241
CONSOL Energy, Inc.* (Oil, Gas & Consumable Fuels)		119		2,702
Consolidated Communications Holdings, Inc.* (Diversified Telecommunication Services)		253		1,892
Constellium SE* (Metals & Mining)		432		7,737
Construction Partners, Inc.*—Class A (Construction & Engineering)		101		2,970
Convey Health Solutions Holdings, Inc.* (Health Care Technology)		47		393
Cooper-Standard Holding, Inc.* (Auto Components)		58		1,300
Corcept Therapeutics, Inc.* (Pharmaceuticals)		332		6,574
CoreCard Corp.* (Software)		25		970
CoreCivic, Inc.* (Equity Real Estate Investment Trusts)		417		4,157
CorePoint Lodging, Inc.* (Equity Real Estate Investment Trusts)		137		2,151
CorMedix, Inc.* (Pharmaceuticals)		132		601
Cornerstone Building Brands, Inc.* (Building Products)		190		3,314
Corporate Office Properties Trust (Equity Real Estate Investment Trusts)		392		10,964
Corsair Gaming, Inc.*(a) (Technology Hardware, Storage & Peripherals)		95		1,996
Cortexyme, Inc.* (Biotechnology)		69		871
CorVel Corp.* (Health Care Providers & Services)		31		6,448
Costamare, Inc. (Marine)		183		2,315
Couchbase, Inc.* (Software)		34		849
Coursera, Inc.* (Diversified Consumer Services)		254		6,208
Covenant Logistics Group, Inc.*—Class A (Road & Rail)		42		1,110
Covetrus, Inc.* (Health Care Providers & Services)		359		7,169
Cowen, Inc.—Class A (Capital Markets)		92		3,321
CRA International, Inc. (Professional Services)		25		2,334
Cracker Barrel Old Country Store, Inc. (Hotels, Restaurants & Leisure)		82		10,548
Crawford & Co.—Class A (Insurance)		57		427
Crescent Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		102		1,293
Crinetics Pharmaceuticals, Inc.* (Biotechnology)		160		4,546
Crocs, Inc.* (Textiles, Apparel & Luxury Goods)		202		25,900
Cross Country Healthcare, Inc.* (Health Care Providers & Services)		125		3,470
CrossFirst Bankshares, Inc.* (Banks)		162		2,529
CryoLife, Inc.* (Health Care Equipment & Supplies)		132		2,686
CryoPort, Inc.* (Health Care Equipment & Supplies)		141		8,343
CS Disco, Inc.* (Software)		27		965
CSG Systems International, Inc. (IT Services)		113		6,511
CSW Industrials, Inc. (Building Products)		52		6,285
CTO Realty Growth, Inc. (Equity Real Estate Investment Trusts)		20		1,228
CTS Corp. (Electronic Equipment, Instruments & Components)		111		4,076

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 249

Common Stocks, continued

	Shares		Value
Cue BioPharma, Inc.* (Biotechnology)		107	$	1,210
Cue Health, Inc.* (Health Care Equipment & Supplies)		51		684
Cullinan Oncology, Inc.* (Biotechnology)		90		1,389
CuriosityStream, Inc.* (Entertainment)		90		534
Curis, Inc.* (Biotechnology)		301		1,433
Curo Group Holdings Corp. (Consumer Finance)		71		1,137
Cushman & Wakefield PLC* (Real Estate Management & Development)		482		10,720
Custom Truck One Source, Inc.* (Trading Companies & Distributors)		161		1,288
Customers Bancorp, Inc. (Banks)		104		6,798
Cutera, Inc.* (Health Care Equipment & Supplies)		61		2,521
CVB Financial Corp. (Banks)		449		9,613
CVR Energy, Inc. (Oil, Gas & Consumable Fuels)		103		1,731
CVRx, Inc.* (Health Care Equipment & Supplies)		28		342
Cymabay Therapeutics, Inc.* (Pharmaceuticals)		241		815
Cyteir Therapeutics, Inc.* (Pharmaceuticals)		29		330
Cytek Biosciences, Inc.* (Life Sciences Tools & Services)		56		914
Cytokinetics, Inc.* (Biotechnology)		275		12,535
CytomX Therapeutics, Inc.* (Biotechnology)		225		974
CytoSorbents Corp.* (Health Care Equipment & Supplies)		143		599
Daily Journal Corp.* (Media)		4		1,427
Daktronics, Inc.* (Electronic Equipment, Instruments & Components)		128		646
Dana, Inc. (Auto Components)		505		11,524
Danimer Scientific, Inc.* (Chemicals)		315		2,684
DarioHealth Corp.* (Health Care Equipment & Supplies)		47		610
Daseke, Inc.* (Road & Rail)		139		1,396
Dave & Buster's Entertainment, Inc.* (Hotels, Restaurants & Leisure)		150		5,760
Day One Biopharmaceuticals, Inc.* (Biotechnology)		38		640
Deciphera Pharmaceuticals, Inc.* (Biotechnology)		137		1,338
Del Taco Restaurants, Inc. (Hotels, Restaurants & Leisure)		104		1,295
Delek US Holdings, Inc.* (Oil, Gas & Consumable Fuels)		228		3,418
Deluxe Corp. (Commercial Services & Supplies)		146		4,688
Denali Therapeutics, Inc.* (Biotechnology)		316		14,094
Denbury, Inc.* (Oil, Gas & Consumable Fuels)		175		13,403
Denny's Corp.* (Hotels, Restaurants & Leisure)		215		3,440
DermTech, Inc.* (Biotechnology)		84		1,327
Design Therapeutics, Inc.* (Biotechnology)		92		1,970
Designer Brands, Inc.* (Specialty Retail)		209		2,970
Desktop Metal, Inc.*—Class A (Machinery)		650		3,218
DHT Holdings, Inc. (Oil, Gas & Consumable Fuels)		492		2,553
Diamond Hill Investment Group, Inc. (Capital Markets)		11		2,137
DiamondRock Hospitality Co.* (Equity Real Estate Investment Trusts)		726		6,977
DICE Therapeutics, Inc.* (Pharmaceuticals)		48		1,215
Diebold Nixdorf, Inc.* (Technology Hardware, Storage & Peripherals)		250		2,263
Digi International, Inc.* (Communications Equipment)		117		2,875
Digimarc Corp.* (Software)		44		1,737
Digital Media Solutions, Inc.*—Class A (Media)		11		53
Digital Turbine, Inc.* (Software)		315		19,212
DigitalBridge Group, Inc.* (Equity Real Estate Investment Trusts)		1,685		14,036
DigitalOcean Holdings, Inc.* (IT Services)		176		14,138
Dillard's, Inc.—Class A (Multiline Retail)		20		4,900
Dime Community Bancshares, Inc. (Banks)		120		4,219
Dine Brands Global, Inc. (Hotels, Restaurants & Leisure)		57		4,321
Diodes, Inc.* (Semiconductors & Semiconductor Equipment)		151		16,581
Diversified Healthcare Trust (Equity Real Estate Investment Trusts)		824		2,546
DMC Global, Inc.* (Energy Equipment & Services)		65		2,575
Domo, Inc.* (Software)		97		4,811
Donegal Group, Inc.—Class A (Insurance)		51		729
Donnelley Financial Solutions, Inc.* (Capital Markets)		102		4,808
Dorian LPG, Ltd. (Oil, Gas & Consumable Fuels)		108		1,371
Dorman Products, Inc.* (Auto Components)		92		10,397
Douglas Dynamics, Inc. (Machinery)		78		3,047
Douglas Elliman, Inc.* (Real Estate Management & Development)		250		2,869
Dril-Quip, Inc.* (Energy Equipment & Services)		122		2,401
Drive Shack, Inc.* (Hotels, Restaurants & Leisure)		287		410
Duckhorn Portfolio, Inc. (The)* (Beverages)		125		2,918
Ducommun, Inc.* (Aerospace & Defense)		38		1,777
Duluth Holdings, Inc.*—Class B (Internet & Direct Marketing Retail)		42		638
Durect Corp.* (Pharmaceuticals)		786		775
DXP Enterprises, Inc.* (Trading Companies & Distributors)		60		1,540
Dycom Industries, Inc.* (Construction & Engineering)		102		9,564
Dynavax Technologies Corp.* (Biotechnology)		374		5,262
Dyne Therapeutics, Inc.* (Biotechnology)		104		1,237
Dynex Capital, Inc. (Mortgage Real Estate Investment Trusts)		125		2,089
DZS, Inc.* (Communications Equipment)		59		957
E2open Parent Holdings, Inc.* (Software)		691		7,781
Eagle Bancorp, Inc. (Banks)		110		6,417
Eagle Bulk Shipping, Inc. (Marine)		31		1,411
Eagle Pharmaceuticals, Inc.* (Biotechnology)		40		2,037
Eargo, Inc.* (Health Care Equipment & Supplies)		105		536
Earthstone Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		88		963
Easterly Government Properties, Inc. (Equity Real Estate Investment Trusts)		301		6,899
Eastern Bankshares, Inc. (Banks)		597		12,041
EastGroup Properties, Inc. (Equity Real Estate Investment Trusts)		140		31,899
Eastman Kodak Co.* (Technology Hardware, Storage & Peripherals)		156		730
Ebix, Inc. (Software)		92		2,797
EchoStar Corp.*—Class A (Communications Equipment)		130		3,426
Ecovyst, Inc. (Chemicals)		178		1,823
Edgewell Personal Care Co. (Personal Products)		189		8,639
Edgewise Therapeutics, Inc.* (Pharmaceuticals)		134		2,048
Editas Medicine, Inc.* (Biotechnology)		238		6,319
eGain Corp.* (Software)		72		719
eHealth, Inc.* (Insurance)		86		2,193
Eiger Biopharmaceuticals, Inc.* (Biotechnology)		111		576

See accompanying notes to financial statements.

250 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
El Pollo Loco Holdings, Inc.* (Hotels, Restaurants & Leisure)		66	$	937
elf Beauty, Inc.* (Personal Products)		167		5,546
Eliem Therapeutics, Inc.* (Biotechnology)		25		262
Ellington Financial, Inc. (Mortgage Real Estate Investment Trusts)		187		3,196
EMCOR Group, Inc. (Construction & Engineering)		185		23,567
EMCORE Corp.* (Communications Equipment)		127		886
Emerald Holding, Inc.* (Media)		82		326
Emergent BioSolutions, Inc.* (Biotechnology)		170		7,390
Empire State Realty Trust, Inc. (Equity Real Estate Investment Trusts)		497		4,423
Employers Holdings, Inc. (Insurance)		97		4,014
Enact Holdings, Inc. (Thrifts & Mortgage Finance)		51		1,054
Enanta Pharmaceuticals, Inc.* (Biotechnology)		67		5,010
Encore Capital Group, Inc.* (Consumer Finance)		101		6,273
Encore Wire Corp. (Electrical Equipment)		69		9,874
Endo International PLC* (Pharmaceuticals)		796		2,993
Energizer Holdings, Inc. (Household Products)		236		9,464
Energy Fuels, Inc.* (Oil, Gas & Consumable Fuels)		537		4,097
Energy Recovery, Inc.* (Machinery)		144		3,095
Enerpac Tool Group Corp. (Machinery)		210		4,259
EnerSys (Electrical Equipment)		149		11,779
Enfusion, Inc.*—Class A (Software)		76		1,591
EngageSmart, Inc.* (Software)		56		1,351
Ennis, Inc. (Commercial Services & Supplies)		89		1,738
Enova International, Inc.* (Consumer Finance)		126		5,161
EnPro Industries, Inc. (Machinery)		72		7,925
Enstar Group, Ltd.* (Insurance)		43		10,646
Entercom Communications Corp.* (Media)		410		1,054
Enterprise Bancorp, Inc. (Banks)		32		1,437
Enterprise Financial Services Corp. (Banks)		123		5,792
Entrada Therapeutics, Inc.* (Biotechnology)		32		548
Entravision Communications Corp.—Class A (Media)		209		1,417
Envestnet, Inc.* (Software)		189		14,995
Eos Energy Enterprises, Inc.* (Electrical Equipment)		155		1,166
Epizyme, Inc.* (Biotechnology)		318		795
ePlus, Inc.* (Electronic Equipment, Instruments & Components)		92		4,957
Equitrans Midstream Corp. (Oil, Gas & Consumable Fuels)		1,421		14,693
Equity Bancshares, Inc.—Class A (Banks)		47		1,595
Equity Commonwealth* (Equity Real Estate Investment Trusts)		407		10,541
Erasca, Inc.* (Biotechnology)		73		1,137
Eros STX Global Corp.* (Entertainment)		1,103		264
Escalade, Inc. (Leisure Products)		34		537
ESCO Technologies, Inc. (Machinery)		89		8,009
Esperion Therapeutics, Inc.* (Biotechnology)		94		470
Esports Technologies, Inc.* (Hotels, Restaurants & Leisure)		38		781
Essent Group, Ltd. (Thrifts & Mortgage Finance)		376		17,120
Essential Properties Realty Trust, Inc. (Real Estate Management & Development)		421		12,137
Ethan Allen Interiors, Inc. (Household Durables)		78		2,051
European Wax Center, Inc.*—Class A (Diversified Consumer Services)		46		1,396
Evelo Biosciences, Inc.* (Biotechnology)		105		637
Eventbrite, Inc.* (Interactive Media & Services)		266		4,639
EverCommerce, Inc.* (Software)		58		914
Everi Holdings, Inc.* (Hotels, Restaurants & Leisure)		297		6,341
EverQuote, Inc.*—Class A (Interactive Media & Services)		68		1,065
EVERTEC, Inc. (IT Services)		210		10,496
EVI Industries, Inc.* (Trading Companies & Distributors)		20		625
Evo Payments, Inc.* (IT Services)		165		4,224
Evolent Health, Inc.* (Health Care Technology)		277		7,665
Evolus, Inc.* (Pharmaceuticals)		115		749
Evoqua Water Technologies Corp.* (Machinery)		402		18,794
Exagen, Inc.* (Health Care Providers & Services)		36		419
ExlService Holdings, Inc.* (IT Services)		114		16,503
eXp World Holdings, Inc. (Real Estate Management & Development)		218		7,344
Exponent, Inc. (Professional Services)		180		21,011
Expro Group Holdings N.V.* (Energy Equipment & Services)		161		2,310
Extreme Networks, Inc.* (Communications Equipment)		441		6,924
EyePoint Pharmaceuticals, Inc.* (Pharmaceuticals)		73		894
EZCORP, Inc.*—Class A (Consumer Finance)		171		1,260
F45 Training Holdings, Inc.* (Hotels, Restaurants & Leisure)		71		773
Fabrinet* (Electronic Equipment, Instruments & Components)		128		15,164
Falcon Minerals Corp. (Oil, Gas & Consumable Fuels)		137		667
Farmers National Bancorp (Banks)		107		1,985
Farmland Partners, Inc. (Equity Real Estate Investment Trusts)		99		1,183
FARO Technologies, Inc.* (Electronic Equipment, Instruments & Components)		63		4,411
Fate Therapeutics, Inc.* (Biotechnology)		282		16,500
Fathom Holdings, Inc.* (Real Estate Management & Development)		21		430
FB Financial Corp. (Banks)		116		5,083
Federal Agricultural Mortgage Corp. (Thrifts & Mortgage Finance)		32		3,966
Federal Signal Corp. (Machinery)		209		9,058
Federated Hermes, Inc.—Class B (Capital Markets)		323		12,138
Ferro Corp.* (Chemicals)		285		6,222
FibroGen, Inc.* (Biotechnology)		299		4,216
Fidelity D&D Bancorp, Inc. (Banks)		14		826
Fiesta Restaurant Group, Inc.* (Hotels, Restaurants & Leisure)		61		672
Finance Of America Cos., Inc.*—Class A (Thrifts & Mortgage Finance)		64		254
Financial Institutions, Inc. (Banks)		54		1,717
Finch Therapeutics Group, Inc.* (Biotechnology)		26		259
First Advantage Corp.* (Professional Services)		191		3,637
First Bancorp (Banks)		119		5,441
First Bancorp (Banks)		704		9,701
First Bancshares, Inc. (Banks)		70		2,703
First Bank/Hamilton NJ (Banks)		54		784
First Busey Corp. (Banks)		175		4,746
First Commonwealth Financial Corp. (Banks)		327		5,261
First Community Bancshares, Inc. (Banks)		58		1,938
First Financial Bancorp (Banks)		322		7,850
First Financial Bankshares, Inc. (Banks)		451		22,930
First Financial Corp. (Banks)		40		1,812
First Foundation, Inc. (Banks)		138		3,431
First Internet Bancorp (Banks)		32		1,505

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 251

Common Stocks, continued

	Shares		Value
First Interstate BancSystem—Class A (Banks)		142	$	5,775
First Merchants Corp. (Banks)		198		8,294
First Mid Bancshares, Inc. (Banks)		58		2,482
First Midwest Bancorp, Inc. (Banks)		396		8,110
First of Long Island Corp. (Banks)		80		1,727
First Watch Restaurant Group, Inc.* (Hotels, Restaurants & Leisure)		38		637
FirstCash Holdings, Inc. (Consumer Finance)		138		10,324
Fisker, Inc.*(a) (Automobiles)		567		8,919
Five Star Bancorp (Banks)		43		1,290
Flagstar Bancorp, Inc. (Thrifts & Mortgage Finance)		181		8,677
Flexsteel Industries, Inc. (Household Durables)		23		618
Fluent, Inc.* (Media)		151		300
Fluidigm Corp.* (Life Sciences Tools & Services)		265		1,039
Fluor Corp.* (Construction & Engineering)		493		12,212
Flushing Financial Corp. (Banks)		102		2,479
Flywire Corp.* (IT Services)		219		8,335
Focus Financial Partners, Inc.* (Capital Markets)		207		12,362
Foghorn Therapeutics, Inc.* (Pharmaceuticals)		68		1,555
Forestar Group, Inc.* (Real Estate Management & Development)		59		1,283
Forian, Inc.* (Health Care Technology)		65		586
Forma Therapeutics Holdings, Inc.* (Biotechnology)		118		1,678
FormFactor, Inc.* (Semiconductors & Semiconductor Equipment)		270		12,344
Forrester Research, Inc.* (Professional Services)		39		2,290
Forte Biosciences, Inc.* (Biotechnology)		39		83
Forterra, Inc.* (Construction Materials)		101		2,402
Fortress Biotech, Inc.* (Biotechnology)		258		645
Forward Air Corp. (Air Freight & Logistics)		93		11,261
Fossil Group, Inc.* (Textiles, Apparel & Luxury Goods)		166		1,708
Four Corners Property Trust, Inc. (Equity Real Estate Investment Trusts)		268		7,882
Fox Factory Holding Corp.* (Auto Components)		147		25,005
Franchise Group, Inc. (Diversified Consumer Services)		98		5,112
Franklin BSP Realty Trust, Inc. (Mortgage Real Estate Investment Trusts)		125		1,868
Franklin Covey Co.* (Professional Services)		44		2,040
Franklin Electric Co., Inc. (Machinery)		161		15,224
Franklin Street Properties Corp. (Equity Real Estate Investment Trusts)		353		2,100
Frequency Therapeutics, Inc.* (Biotechnology)		111		569
Fresh Del Monte Produce, Inc. (Food Products)		117		3,229
Frontier Group Holdings, Inc.* (Airlines)		121		1,642
Frontline, Ltd.* (Oil, Gas & Consumable Fuels)		415		2,934
FRP Holdings, Inc.* (Real Estate Management & Development)		23		1,329
FS Bancorp, Inc. (Thrifts & Mortgage Finance)		25		841
FTC Solar, Inc.* (Electrical Equipment)		66		499
FTS International, Inc.*—Class A (Energy Equipment & Services)		31		814
fuboTV, Inc.* (Software)		470		7,294
FuelCell Energy, Inc.* (Electrical Equipment)		1,284		6,677
Fulcrum Therapeutics, Inc.* (Pharmaceuticals)		95		1,681
Fulgent Genetics, Inc.* (Health Care Providers & Services)		72		7,242
Full House Resorts, Inc.* (Hotels, Restaurants & Leisure)		114		1,381
Fulton Financial Corp. (Banks)		552		9,384
Funko, Inc.* (Distributors)		93		1,748
FutureFuel Corp. (Chemicals)		90		688
G1 Therapeutics, Inc.* (Biotechnology)		138		1,409
GAMCO Investors, Inc.—Class A (Capital Markets)		18		450
GAN, Ltd.* (Hotels, Restaurants & Leisure)		139		1,277
Gannett Co., Inc.* (Media)		489		2,606
Gatos Silver, Inc.* (Metals & Mining)		161		1,671
GATX Corp. (Trading Companies & Distributors)		123		12,815
GCM Grosvenor, Inc.—Class A (Capital Markets)		154		1,617
GCP Applied Technologies, Inc.* (Chemicals)		171		5,414
Gemini Therapeutics, Inc.* (Biotechnology)		76		221
Genco Shipping & Trading, Ltd. (Marine)		112		1,792
Generation Bio Co.* (Biotechnology)		152		1,076
Genesco, Inc.* (Specialty Retail)		51		3,273
Genius Brands International, Inc.*(a) (Leisure Products)		980		1,029
Gentherm, Inc.* (Auto Components)		116		10,080
Genworth Financial, Inc.* (Insurance)		1,761		7,132
German American Bancorp, Inc. (Banks)		86		3,352
Geron Corp.* (Biotechnology)		1,058		1,291
Getty Realty Corp. (Equity Real Estate Investment Trusts)		141		4,525
Gevo, Inc.* (Oil, Gas & Consumable Fuels)		691		2,957
Gibraltar Industries, Inc.* (Building Products)		114		7,602
G-III Apparel Group, Ltd.* (Textiles, Apparel & Luxury Goods)		153		4,229
Glacier Bancorp, Inc. (Banks)		383		21,717
Gladstone Commercial Corp. (Equity Real Estate Investment Trusts)		128		3,299
Gladstone Land Corp. (Equity Real Estate Investment Trusts)		109		3,680
Glatfelter Corp. (Paper & Forest Products)		152		2,614
Glaukos Corp.* (Health Care Equipment & Supplies)		158		7,022
Global Blood Therapeutics, Inc.* (Biotechnology)		215		6,293
Global Industrial Co. (Trading Companies & Distributors)		44		1,800
Global Medical REIT, Inc. (Equity Real Estate Investment Trusts)		208		3,692
Global Net Lease, Inc. (Equity Real Estate Investment Trusts)		362		5,531
Global Water Resources, Inc. (Water Utilities)		44		752
Globalstar, Inc.* (Diversified Telecommunication Services)		2,109		2,446
GMS, Inc.* (Trading Companies & Distributors)		148		8,896
Gogo, Inc.* (Wireless Telecommunication Services)		205		2,774
Golar LNG, Ltd.* (Oil, Gas & Consumable Fuels)		351		4,349
Golden Entertainment, Inc.* (Hotels, Restaurants & Leisure)		60		3,032
Golden Nugget Online Gaming, Inc.* (Hotels, Restaurants & Leisure)		139		1,383
Goosehead Insurance, Inc. (Insurance)		63		8,195
GoPro, Inc.*—Class A (Household Durables)		447		4,609
Gorman-Rupp Co. (Machinery)		79		3,519
Gossamer Bio, Inc.* (Biotechnology)		216		2,443
GrafTech International, Ltd. (Electrical Equipment)		696		8,234
Graham Holdings Co.—Class B (Diversified Consumer Services)		13		8,187
Granite Construction, Inc. (Construction & Engineering)		159		6,153
Granite Point Mortgage Trust, Inc. (Mortgage Real Estate Investment Trusts)		186		2,178
Graphite Bio, Inc.* (Biotechnology)		56		696

See accompanying notes to financial statements.

252 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Gray Television, Inc. (Media)		297	$	5,988
Great Ajax Corp. (Mortgage Real Estate Investment Trusts)		75		987
Great Lakes Dredge & Dock Corp.* (Construction & Engineering)		225		3,537
Great Southern Bancorp, Inc. (Banks)		36		2,133
Great Western Bancorp, Inc. (Banks)		192		6,520
Green Brick Partners, Inc.* (Household Durables)		107		3,245
Green Dot Corp.*—Class A (Consumer Finance)		186		6,741
Green Plains, Inc.* (Oil, Gas & Consumable Fuels)		166		5,770
GreenBox POS* (IT Services)		63		265
Greenhill & Co., Inc. (Capital Markets)		48		861
Greenlane Holdings, Inc.*—Class A (Distributors)		57		55
Greenlight Capital Re, Ltd.*—Class A (Insurance)		91		713
Greenwich Lifesciences, Inc.* (Biotechnology)		14		341
Greif, Inc.—Class A (Containers & Packaging)		90		5,434
Greif, Inc.—Class B (Containers & Packaging)		21		1,255
Grid Dynamics Holdings, Inc.* (IT Services)		158		5,999
Griffon Corp. (Building Products)		161		4,585
Gritstone bio, Inc.* (Biotechnology)		148		1,903
Group 1 Automotive, Inc. (Specialty Retail)		61		11,908
Groupon, Inc.* (Internet & Direct Marketing Retail)		82		1,899
GrowGeneration Corp.* (Specialty Retail)		192		2,506
GT Biopharma, Inc.* (Biotechnology)		62		189
GTY Technology Holdings, Inc.* (Software)		112		750
Guaranty Bancshares, Inc. (Banks)		28		1,052
Guess?, Inc. (Specialty Retail)		140		3,315
H&E Equipment Services, Inc. (Trading Companies & Distributors)		112		4,958
H.B. Fuller Co. (Chemicals)		181		14,660
Haemonetics Corp.* (Health Care Equipment & Supplies)		175		9,282
Hall of Fame Resort & Entertainment Co.* (Hotels, Restaurants & Leisure)		193		293
Halozyme Therapeutics, Inc.* (Biotechnology)		481		19,341
Hamilton Beach Brands Holding Co.—Class A (Household Durables)		26		373
Hamilton Lane, Inc. (Capital Markets)		121		12,538
Hancock Whitney Corp. (Banks)		301		15,056
Hanger, Inc.* (Health Care Providers & Services)		130		2,357
Hanmi Financial Corp. (Banks)		106		2,510
Hannon Armstrong Sustainable Infrastructure Capital, Inc.—Class I (Mortgage Real Estate Investment Trusts)		266		14,129
HarborOne Bancorp, Inc. (Banks)		166		2,463
Harmonic, Inc.* (Communications Equipment)		315		3,704
Harmony Biosciences Holdings, Inc.* (Pharmaceuticals)		80		3,411
Harpoon Therapeutics, Inc.* (Biotechnology)		65		491
Harsco Corp.* (Machinery)		272		4,545
Harvard Bioscience, Inc.* (Life Sciences Tools & Services)		136		959
Haverty Furniture Cos., Inc. (Specialty Retail)		57		1,742
Hawaiian Holdings, Inc.* (Airlines)		176		3,233
Hawkins, Inc. (Chemicals)		67		2,643
Haynes International, Inc. (Metals & Mining)		43		1,734
HBT Financial, Inc. (Banks)		35		656
HCI Group, Inc. (Insurance)		20		1,671
Health Catalyst, Inc.* (Health Care Technology)		182		7,211
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		513		16,231
Healthcare Services Group, Inc. (Commercial Services & Supplies)		260		4,625
HealthEquity, Inc.* (Health Care Providers & Services)		284		12,564
HealthStream, Inc.* (Health Care Technology)		88		2,320
Heartland Express, Inc. (Road & Rail)		164		2,758
Heartland Financial USA, Inc. (Banks)		140		7,085
Hecla Mining Co. (Metals & Mining)		1,846		9,636
Heidrick & Struggles International, Inc. (Professional Services)		67		2,930
Helen of Troy, Ltd.* (Household Durables)		84		20,536
Helios Technologies, Inc. (Machinery)		112		11,779
Helix Energy Solutions Group, Inc.* (Energy Equipment & Services)		497		1,551
Helmerich & Payne, Inc. (Energy Equipment & Services)		366		8,673
Hemisphere Media Group, Inc.* (Media)		56		407
Herc Holdings, Inc. (Trading Companies & Distributors)		87		13,620
Heritage Commerce Corp. (Banks)		203		2,424
Heritage Financial Corp. (Banks)		120		2,933
Heritage Insurance Holdings, Inc. (Insurance)		90		529
Heritage-Crystal Clean, Inc.* (Commercial Services & Supplies)		54		1,729
Heron Therapeutics, Inc.* (Biotechnology)		321		2,931
Hersha Hospitality Trust* (Equity Real Estate Investment Trusts)		112		1,027
Heska Corp.* (Health Care Equipment & Supplies)		34		6,205
HF Foods Group, Inc.* (Food & Staples Retailing)		126		1,066
Hibbett, Inc. (Specialty Retail)		52		3,740
HighPeak Energy, Inc. (Oil, Gas & Consumable Fuels)		18		264
Hillenbrand, Inc. (Machinery)		253		13,153
Hilltop Holdings, Inc. (Banks)		215		7,555
Hilton Grand Vacations, Inc.* (Hotels, Restaurants & Leisure)		297		15,477
Hingham Institution For Savings The (Thrifts & Mortgage Finance)		5		2,099
HireQuest, Inc. (Professional Services)		18		363
HireRight Holdings Corp.* (Professional Services)		78		1,248
HNI Corp. (Commercial Services & Supplies)		151		6,350
Home Bancorp, Inc. (Thrifts & Mortgage Finance)		26		1,079
Home BancShares, Inc. (Banks)		530		12,906
Home Point Capital, Inc. (Thrifts & Mortgage Finance)		25		113
HomeStreet, Inc. (Thrifts & Mortgage Finance)		69		3,588
HomeTrust Bancshares, Inc. (Banks)		52		1,611
Homology Medicines, Inc.* (Biotechnology)		146		531
Honest Co., Inc. (The)* (Personal Products)		295		2,387
Hooker Furnishings Corp. (Household Durables)		41		954
Hookipa Pharma, Inc.* (Biotechnology)		67		156
Hope Bancorp, Inc. (Banks)		402		5,913
Horace Mann Educators Corp. (Insurance)		145		5,612
Horizon Bancorp, Inc. (Banks)		149		3,107
Hostess Brands, Inc.* (Food Products)		480		9,802
Houghton Mifflin Harcourt Co.* (Diversified Consumer Services)		442		7,116
Houlihan Lokey, Inc. (Capital Markets)		177		18,323

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 253

Common Stocks, continued

	Shares		Value
Hovnanian Enterprises, Inc.*—Class A (Household Durables)		18	$	2,291
Howard Bancorp, Inc.* (Banks)		46		1,002
Hub Group, Inc.*—Class A (Air Freight & Logistics)		115		9,688
Humanigen, Inc.* (Biotechnology)		169		629
Huron Consulting Group, Inc.* (Professional Services)		75		3,743
Hydrofarm Holdings Group, Inc.* (Machinery)		135		3,819
Hyliion Holdings Corp.* (Machinery)		407		2,523
HyreCar, Inc.* (Diversified Consumer Services)		62		292
Hyster-Yale Materials Handling, Inc. (Machinery)		35		1,439
I3 Verticals, Inc.*—Class A (IT Services)		74		1,686
IBEX, Ltd.* (Commercial Services & Supplies)		20		258
iBio, Inc.* (Biotechnology)		751		412
iCAD, Inc.* (Health Care Technology)		76		547
ICF International, Inc. (Professional Services)		64		6,563
Ichor Holdings, Ltd.* (Semiconductors & Semiconductor Equipment)		97		4,465
Icosavax, Inc.* (Biotechnology)		46		1,052
Ideanomics, Inc.* (Software)		1,527		1,832
Ideaya Biosciences, Inc.* (Biotechnology)		114		2,695
Identiv, Inc.* (Electronic Equipment, Instruments & Components)		75		2,111
IDT Corp.*—Class B (Diversified Telecommunication Services)		70		3,091
IES Holdings, Inc.* (Construction & Engineering)		30		1,519
IGM Biosciences, Inc.* (Biotechnology)		28		821
iHeartMedia, Inc.*—Class A (Media)		389		8,185
II-VI, Inc.* (Electronic Equipment, Instruments & Components)		368		25,144
Ikena Oncology, Inc.* (Biotechnology)		96		1,204
Imago Biosciences, Inc.* (Biotechnology)		34		806
IMAX Corp.* (Entertainment)		173		3,086
Immuneering Corp.*—Class A (Biotechnology)		29		469
Immunic, Inc.* (Biotechnology)		65		622
ImmunityBio, Inc.* (Biotechnology)		237		1,441
ImmunoGen, Inc.* (Biotechnology)		687		5,098
Immunovant, Inc.* (Biotechnology)		139		1,184
Impel Neuropharma, Inc.* (Biotechnology)		19		164
Impinj, Inc.* (Semiconductors & Semiconductor Equipment)		66		5,854
Inari Medical, Inc.* (Health Care Equipment & Supplies)		120		10,952
Independence Holding Co. (Insurance)		15		850
Independence Realty Trust, Inc. (Equity Real Estate Investment Trusts)		366		9,454
Independent Bank Corp. (Banks)		71		1,695
Independent Bank Corp. (Banks)		159		12,963
Independent Bank Group, Inc. (Banks)		131		9,452
Indus Realty Trust, Inc. (Real Estate Management & Development)		20		1,621
Industrial Logistics Properties Trust (Equity Real Estate Investment Trusts)		226		5,661
Infinera Corp.* (Communications Equipment)		635		6,090
Infinity Pharmaceuticals, Inc.* (Biotechnology)		304		684
Infrastructure and Energy Alternatives, Inc.* (Construction & Engineering)		95		874
InfuSystem Holdings, Inc.* (Health Care Providers & Services)		63		1,073
Ingevity Corp.* (Chemicals)		138		9,895
Ingles Markets, Inc. (Food & Staples Retailing)		49		4,231
Inhibrx, Inc.* (Biotechnology)		97		4,236
Innospec, Inc. (Chemicals)		85		7,679
Innovage Holding Corp.* (Health Care Providers & Services)		64		320
INNOVATE Corp.* (Construction & Engineering)		164		607
Innovative Industrial Properties, Inc. (Equity Real Estate Investment Trusts)		82		21,559
Innoviva, Inc.* (Pharmaceuticals)		151		2,605
Inogen, Inc.* (Health Care Equipment & Supplies)		69		2,346
Inotiv, Inc.* (Life Sciences Tools & Services)		51		2,146
Inovio Pharmaceuticals, Inc.* (Biotechnology)		718		3,583
Inozyme Pharma, Inc.* (Biotechnology)		50		341
Inseego Corp.* (Communications Equipment)		296		1,726
Insight Enterprises, Inc.* (Electronic Equipment, Instruments & Components)		120		12,792
Insmed, Inc.* (Biotechnology)		410		11,168
Insperity, Inc. (Professional Services)		126		14,882
Inspire Medical Systems, Inc.* (Health Care Technology)		93		21,396
Installed Building Products, Inc. (Household Durables)		82		11,457
Insteel Industries, Inc. (Building Products)		65		2,588
Instil Bio, Inc.* (Biotechnology)		188		3,217
Instructure Holdings, Inc.* (Software)		42		1,007
Intapp, Inc.* (Software)		36		906
Integer Holdings Corp.* (Health Care Equipment & Supplies)		114		9,757
Integral Ad Science Holding Corp.* (Technology Hardware, Storage & Peripherals)		60		1,333
Intellia Therapeutics, Inc.* (Biotechnology)		242		28,615
Inter Parfums, Inc. (Personal Products)		62		6,628
Intercept Pharmaceuticals, Inc.* (Biotechnology)		87		1,417
InterDigital, Inc. (Communications Equipment)		107		7,664
Interface, Inc. (Commercial Services & Supplies)		202		3,222
International Bancshares Corp. (Banks)		187		7,927
International Game Technology PLC (Hotels, Restaurants & Leisure)		347		10,032
International Money Express, Inc.* (IT Services)		112		1,788
International Seaways, Inc. (Oil, Gas & Consumable Fuels)		160		2,349
Intersect ENT, Inc.* (Pharmaceuticals)		116		3,168
Intra-Cellular Therapies, Inc.* (Pharmaceuticals)		245		12,823
Intrepid Potash, Inc.* (Chemicals)		35		1,496
Invacare Corp.* (Health Care Equipment & Supplies)		117		318
Invesco Mortgage Capital, Inc. (Mortgage Real Estate Investment Trusts)		1,091		3,033
Investors Bancorp, Inc. (Banks)		795		12,044
Investors Title Co. (Insurance)		5		986
Invitae Corp.* (Biotechnology)		696		10,628
iRadimed Corp.* (Health Care Equipment & Supplies)		22		1,017
iRhythm Technologies, Inc.* (Health Care Equipment & Supplies)		102		12,004
Iridium Communications, Inc.* (Diversified Telecommunication Services)		410		16,930
iRobot Corp.* (Household Durables)		93		6,127
Ironwood Pharmaceuticals, Inc.* (Biotechnology)		510		5,947
IsoPlexis Corp.* (Life Sciences Tools & Services)		29		267
iStar, Inc. (Equity Real Estate Investment Trusts)		233		6,018
iTeos Therapeutics, Inc.* (Biotechnology)		70		3,259
Iteris, Inc.* (Electronic Equipment, Instruments & Components)		147		588

See accompanying notes to financial statements.

254 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Itron, Inc.* (Electronic Equipment, Instruments & Components)		157	$	10,758
IVERIC bio, Inc.* (Biotechnology)		400		6,688
J & J Snack Foods Corp. (Food Products)		51		8,056
Jack in the Box, Inc. (Hotels, Restaurants & Leisure)		76		6,648
James River Group Holdings, Ltd. (Insurance)		127		3,659
Janux Therapeutics, Inc.* (Biotechnology)		46		908
JELD-WEN Holding, Inc.* (Building Products)		318		8,382
JFrog, Ltd.* (Software)		184		5,465
JOANN, Inc. (Specialty Retail)		40		415
John B Sanfilippo & Son, Inc. (Food Products)		31		2,795
John Bean Technologies Corp. (Machinery)		109		16,738
John Wiley & Sons, Inc.—Class A (Media)		150		8,591
Johnson Outdoors, Inc.—Class A (Leisure Products)		18		1,686
Jounce Therapeutics, Inc.* (Biotechnology)		114		952
Kadant, Inc. (Machinery)		40		9,219
Kaiser Aluminum Corp. (Metals & Mining)		55		5,167
Kala Pharmaceuticals, Inc.* (Pharmaceuticals)		168		203
Kaleido Biosciences, Inc.* (Pharmaceuticals)		67		160
Kaltura, Inc.* (Software)		60		202
KalVista Pharmaceuticals, Inc.* (Biotechnology)		78		1,032
Kaman Corp.—Class A (Trading Companies & Distributors)		96		4,142
KAR Auction Services, Inc.* (Commercial Services & Supplies)		420		6,560
Karat Packaging, Inc.* (Trading Companies & Distributors)		16		323
Karuna Therapeutics, Inc.* (Biotechnology)		77		10,087
Karyopharm Therapeutics, Inc.* (Biotechnology)		250		1,608
KB Home (Household Durables)		276		12,345
KBR, Inc. (Professional Services)		491		23,381
Kearny Financial Corp. (Thrifts & Mortgage Finance)		236		3,127
Kelly Services, Inc.—Class A (Professional Services)		122		2,046
KemPharm, Inc.* (Pharmaceuticals)		103		897
Kennametal, Inc. (Machinery)		290		10,414
Kennedy-Wilson Holdings, Inc. (Real Estate Management & Development)		413		9,862
Keros Therapeutics, Inc.* (Biotechnology)		54		3,160
Kezar Life Sciences, Inc.* (Biotechnology)		121		2,023
Kforce, Inc. (Professional Services)		70		5,265
Kimball Electronics, Inc.* (Electronic Equipment, Instruments & Components)		84		1,828
Kimball International, Inc.—Class B (Commercial Services & Supplies)		125		1,279
Kiniksa Pharmaceuticals, Ltd.*—Class A (Biotechnology)		101		1,189
Kinnate Biopharma, Inc.* (Biotechnology)		89		1,577
Kinsale Capital Group, Inc. (Insurance)		75		17,841
Kirkland's, Inc.* (Specialty Retail)		46		687
Kite Realty Group Trust (Equity Real Estate Investment Trusts)		754		16,422
KKR Real Estate Finance Trust, Inc. (Mortgage Real Estate Investment Trusts)		123		2,562
Knowles Corp.* (Electronic Equipment, Instruments & Components)		309		7,215
Kodiak Sciences, Inc.* (Biotechnology)		116		9,834
Kontoor Brands, Inc. (Textiles, Apparel & Luxury Goods)		180		9,225
Kopin Corp.* (Semiconductors & Semiconductor Equipment)		270		1,104
Koppers Holdings, Inc.* (Chemicals)		72		2,254
Korn Ferry (Professional Services)		187		14,162
Kosmos Energy, Ltd.* (Oil, Gas & Consumable Fuels)		1,556		5,384
Kraton Corp.* (Chemicals)		109		5,049
Kratos Defense & Security Solutions, Inc.* (Aerospace & Defense)		426		8,264
Krispy Kreme, Inc.(a) (Hotels, Restaurants & Leisure)		78		1,476
Kronos Bio, Inc.* (Chemicals)		135		1,835
Kronos Worldwide, Inc. (Chemicals)		77		1,156
Krystal Biotech, Inc.* (Biotechnology)		62		4,337
Kulicke & Soffa Industries, Inc. (Semiconductors & Semiconductor Equipment)		213		12,895
Kura Oncology, Inc.* (Biotechnology)		221		3,094
Kura Sushi USA, Inc.*—Class A (Hotels, Restaurants & Leisure)		14		1,132
KVH Industries, Inc.* (Communications Equipment)		53		487
Kymera Therapeutics, Inc.* (Biotechnology)		119		7,555
Ladder Capital Corp. (Mortgage Real Estate Investment Trusts)		395		4,736
Laird Superfood, Inc.* (Food Products)		22		287
Lakeland Bancorp, Inc. (Banks)		170		3,228
Lakeland Financial Corp. (Banks)		85		6,812
Lancaster Colony Corp. (Food Products)		66		10,930
Landec Corp.* (Food Products)		91		1,010
Landos Biopharma, Inc.* (Pharmaceuticals)		16		77
Lands' End, Inc.* (Internet & Direct Marketing Retail)		50		982
Landsea Homes Corp.* (Household Durables)		37		271
Lantheus Holdings, Inc.* (Health Care Equipment & Supplies)		234		6,760
Laredo Petroleum, Inc.* (Oil, Gas & Consumable Fuels)		44		2,646
Latham Group, Inc.* (Leisure Products)		111		2,778
Lattice Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		471		36,296
Laureate Education, Inc.—Class A (Diversified Consumer Services)		345		4,223
Lawson Products, Inc.* (Trading Companies & Distributors)		17		931
La-Z-Boy, Inc. (Household Durables)		153		5,555
Lazydays Holdings, Inc.* (Specialty Retail)		27		582
LCI Industries (Auto Components)		86		13,405
Legacy Housing Corp.* (Household Durables)		28		741
Lemaitre Vascular, Inc. (Health Care Equipment & Supplies)		66		3,315
LendingClub Corp.* (Consumer Finance)		344		8,318
LendingTree, Inc.* (Thrifts & Mortgage Finance)		40		4,904
Lexicon Pharmaceuticals, Inc.* (Biotechnology)		243		957
Lexington Realty Trust (Equity Real Estate Investment Trusts)		971		15,167
LGI Homes, Inc.* (Household Durables)		75		11,586
LHC Group, Inc.* (Health Care Providers & Services)		106		14,546
Liberty Latin America, Ltd.*—Class A (Media)		141		1,644
Liberty Latin America, Ltd.*—Class C (Media)		537		6,122
Liberty Media Corp-Liberty Braves*—Class A (Entertainment)		35		1,006
Liberty Media Corp-Liberty Braves*—Class C (Entertainment)		127		3,569
Liberty Oilfield Services, Inc.* (Energy Equipment & Services)		316		3,065

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 255

Common Stocks, continued

	Shares		Value
Liberty TripAdvisor Holdings, Inc.*—Class A (Interactive Media & Services)		253	$	549
Life Time Group Holdings, Inc.* (Hotels, Restaurants & Leisure)		135		2,323
LifeStance Health Group, Inc.* (Health Care Providers & Services)		159		1,514
Lifetime Brands, Inc. (Household Durables)		44		703
Ligand Pharmaceuticals, Inc.* (Biotechnology)		52		8,032
Limelight Networks, Inc.* (IT Services)		434		1,489
Limoneira Co. (Food Products)		54		810
Lindblad Expeditions Holdings, Inc.* (Hotels, Restaurants & Leisure)		107		1,669
Lindsay Corp. (Machinery)		38		5,776
Lineage Cell Therapeutics, Inc.* (Biotechnology)		436		1,068
Lions Gate Entertainment Corp.*—Class A (Entertainment)		202		3,361
Lions Gate Entertainment Corp.*—Class B (Entertainment)		410		6,310
Liquidity Services, Inc.* (Internet & Direct Marketing Retail)		92		2,031
LivaNova PLC* (Health Care Equipment & Supplies)		186		16,261
Live Oak Bancshares, Inc. (Banks)		111		9,689
Livent Corp.* (Chemicals)		563		13,725
LiveOne, Inc.* (Entertainment)		205		262
LivePerson, Inc.* (Software)		228		8,144
LiveRamp Holdings, Inc.* (IT Services)		229		10,981
Lordstown Motors Corp.*—Class A (Automobiles)		539		1,860
LTC Properties, Inc. (Equity Real Estate Investment Trusts)		135		4,609
Lucid Diagnostics, Inc.* (Health Care Equipment & Supplies)		18		97
Lulu's Fashion Lounge Holdings, Inc.* (Internet & Direct Marketing Retail)		20		205
Lumber Liquidators Holdings, Inc.* (Specialty Retail)		100		1,707
Luna Innovations, Inc.* (Electronic Equipment, Instruments & Components)		107		903
Luther Burbank Corp. (Thrifts & Mortgage Finance)		54		758
Luxfer Holdings PLC (Machinery)		96		1,854
Lyell Immunopharma, Inc.* (Biotechnology)		82		635
M.D.C Holdings, Inc. (Household Durables)		199		11,110
M/I Homes, Inc.* (Household Durables)		99		6,156
Macatawa Bank Corp. (Banks)		91		803
MACOM Technology Solutions Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		169		13,233
MacroGenics, Inc.* (Biotechnology)		209		3,354
Macy's, Inc. (Multiline Retail)		1,091		28,562
Madison Square Garden Entertainment Corp.* (Entertainment)		91		6,401
Madrigal Pharmaceuticals, Inc.* (Biotechnology)		41		3,474
Magellan Health, Inc.* (Health Care Providers & Services)		82		7,789
Magenta Therapeutics, Inc.* (Biotechnology)		104		461
Magnite, Inc.* (Media)		451		7,893
Magnolia Oil & Gas Corp. (Oil, Gas & Consumable Fuels)		501		9,454
Maiden Holdings, Ltd.* (Insurance)		241		737
Malibu Boats, Inc.* (Leisure Products)		72		4,949
MannKind Corp.* (Biotechnology)		858		3,749
ManTech International Corp.—Class A (Professional Services)		95		6,928
Marathon Digital Holdings, Inc.* (IT Services)		332		10,910
Marcus & Millichap, Inc.* (Real Estate Management & Development)		82		4,220
Marine Products Corp. (Leisure Products)		28		350
MarineMax, Inc.* (Specialty Retail)		73		4,310
Marinus Pharmaceuticals, Inc.* (Pharmaceuticals)		128		1,521
Marlin Business Services Corp. (Diversified Financial Services)		28		652
Marrone Bio Innovations, Inc.* (Chemicals)		352		254
Marten Transport, Ltd. (Road & Rail)		207		3,552
Masonite International Corp.* (Building Products)		83		9,790
MasterCraft Boat Holdings, Inc.* (Leisure Products)		65		1,841
Matador Resources Co. (Oil, Gas & Consumable Fuels)		385		14,214
Materion Corp. (Metals & Mining)		71		6,528
Matrix Service Co.* (Construction & Engineering)		90		677
Matson, Inc. (Marine)		144		12,964
Matthews International Corp.—Class A (Commercial Services & Supplies)		107		3,924
MAX Holdings, Inc. (Real Estate Management & Development)		64		1,951
Maxar Technologies, Inc. (Aerospace & Defense)		252		7,442
MaxCyte, Inc.* (Biotechnology)		333		3,393
MAXIMUS, Inc. (IT Services)		213		16,969
MaxLinear, Inc.*—Class A (Semiconductors & Semiconductor Equipment)		246		18,546
Mayville Engineering Co., Inc.* (Machinery)		31		462
MBIA, Inc.* (Insurance)		167		2,637
McGrath RentCorp (Commercial Services & Supplies)		84		6,742
MedAvail Holdings, Inc.* (Food & Staples Retailing)		42		59
MediaAlpha, Inc.*—Class A (Interactive Media & Services)		74		1,143
Medifast, Inc. (Personal Products)		40		8,377
MEDNAX, Inc.* (Health Care Providers & Services)		264		7,183
Medpace Holdings, Inc.* (Life Sciences Tools & Services)		101		21,981
MEI Pharma, Inc.* (Biotechnology)		376		1,004
MeiraGTx Holdings PLC* (Biotechnology)		103		2,445
Mercantile Bank Corp. (Banks)		53		1,857
Merchants Bancorp (Thrifts & Mortgage Finance)		34		1,609
Meridian Bioscience, Inc.* (Health Care Equipment & Supplies)		148		3,019
MeridianLink, Inc.* (Software)		44		950
Merit Medical Systems, Inc.* (Health Care Equipment & Supplies)		178		11,089
Meritage Homes Corp.* (Household Durables)		128		15,625
Meritor, Inc.* (Machinery)		236		5,848
Mersana Therapeutics, Inc.* (Biotechnology)		249		1,549
Mesa Air Group, Inc.* (Airlines)		119		666
Mesa Laboratories, Inc. (Health Care Equipment & Supplies)		17		5,578
Meta Financial Group, Inc. (Thrifts & Mortgage Finance)		109		6,503

See accompanying notes to financial statements.

256 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Meta Materials, Inc.* (Oil, Gas & Consumable Fuels)		704	$	1,732
Methode Electronics, Inc. (Electronic Equipment, Instruments & Components)		133		6,540
Metrocity Bankshares, Inc. (Banks)		66		1,817
MetroMile, Inc.* (Insurance)		334		731
Metropolitan Bank Holding Corp.* (Banks)		34		3,622
MFA Financial, Inc. (Mortgage Real Estate Investment Trusts)		1,538		7,013
MGE Energy, Inc. (Electric Utilities)		127		10,446
MGP Ingredients, Inc. (Beverages)		49		4,165
MicroStrategy, Inc.* (Software)		29		15,790
MicroVision, Inc.* (Electronic Equipment, Instruments & Components)		571		2,861
Mid Penn Bancorp, Inc. (Banks)		49		1,555
Middlesex Water Co. (Water Utilities)		60		7,218
Midland States Bancorp, Inc. (Banks)		74		1,834
MidwestOne Financial Group, Inc. (Banks)		49		1,586
Miller Industries, Inc. (Machinery)		39		1,303
MillerKnoll, Inc. (Commercial Services & Supplies)		258		10,111
Mimecast, Ltd.* (Software)		212		16,869
MiMedx Group, Inc.* (Biotechnology)		386		2,331
Mind Medicine MindMed, Inc.* (Pharmaceuticals)		1,208		1,667
Minerals Technologies, Inc. (Chemicals)		115		8,412
MiNK Therapeutics, Inc.* (Biotechnology)		7		31
Mirum Pharmaceuticals, Inc.* (Biotechnology)		13		207
Mission Produce, Inc.* (Food Products)		129		2,025
Mistras Group, Inc.* (Professional Services)		69		513
Mitek System, Inc.* (Software)		149		2,645
Model N, Inc.* (Software)		123		3,694
Modine Manufacturing Co.* (Auto Components)		174		1,756
ModivCare, Inc.* (Health Care Providers & Services)		43		6,376
Moelis & Co. (Capital Markets)		212		13,252
Molecular Templates, Inc.* (Biotechnology)		128		502
Momentive Global, Inc.* (Software)		451		9,539
Monarch Casino & Resort, Inc.* (Hotels, Restaurants & Leisure)		46		3,402
MoneyGram International, Inc.* (IT Services)		311		2,454
Monmouth Real Estate Investment Corp.—Class A (Equity Real Estate Investment Trusts)		331		6,954
Monro, Inc. (Specialty Retail)		115		6,701
Monte Rosa Therapeutics, Inc.* (Biotechnology)		42		858
Montrose Environmental Group, Inc.* (Commercial Services & Supplies)		91		6,416
Moog, Inc.—Class A (Aerospace & Defense)		101		8,178
Morphic Holding, Inc.* (Biotechnology)		73		3,459
Motorcar Parts of America, Inc.* (Auto Components)		65		1,110
Movado Group, Inc. (Textiles, Apparel & Luxury Goods)		54		2,259
MP Materials Corp.* (Metals & Mining)		263		11,944
Mr. Cooper Group, Inc.* (Thrifts & Mortgage Finance)		215		8,946
MRC Global, Inc.* (Trading Companies & Distributors)		280		1,926
Mueller Industries, Inc. (Machinery)		195		11,575
Mueller Water Products, Inc.—Class A (Machinery)		547		7,877
Multiplan Corp.* (Health Care Technology)		1,323		5,861
Murphy Oil Corp. (Oil, Gas & Consumable Fuels)		509		13,290
Murphy USA, Inc. (Specialty Retail)		84		16,735
Mustang Bio, Inc.* (Biotechnology)		253		420
MVB Financial Corp. (Banks)		35		1,453
Myers Industries, Inc. (Containers & Packaging)		125		2,501
MYR Group, Inc.* (Construction & Engineering)		57		6,301
Myriad Genetics, Inc.* (Biotechnology)		276		7,618
Nabors Industries, Ltd.* (Energy Equipment & Services)		25		2,027
NanoString Technologies, Inc.* (Life Sciences Tools & Services)		158		6,672
Nanthealth, Inc.* (Health Care Technology)		93		98
Napco Security Technologies, Inc.* (Electronic Equipment, Instruments & Components)		50		2,499
Nathan's Famous, Inc. (Hotels, Restaurants & Leisure)		10		584
National Bank Holdings Corp. (Banks)		101		4,438
National Beverage Corp. (Beverages)		82		3,717
National CineMedia, Inc. (Media)		209		587
National Energy Services Reunited Corp.* (Energy Equipment & Services)		132		1,247
National Health Investors, Inc. (Equity Real Estate Investment Trusts)		152		8,735
National Healthcare Corp. (Health Care Providers & Services)		44		2,989
National Presto Industries, Inc. (Aerospace & Defense)		18		1,477
National Research Corp. (Health Care Providers & Services)		49		2,034
National Storage Affiliates Trust (Equity Real Estate Investment Trusts)		282		19,514
National Vision Holdings, Inc.* (Specialty Retail)		284		13,629
National Western Life Group, Inc.—Class A (Insurance)		9		1,930
Natural Grocers by Vitamin Cottage, Inc. (Food & Staples Retailing)		32		456
Nature's Sunshine Products, Inc. (Personal Products)		41		759
Natus Medical, Inc.* (Health Care Equipment & Supplies)		117		2,776
Nautilus, Inc.* (Leisure Products)		105		644
Navient Corp. (Consumer Finance)		550		11,671
NBT Bancorp, Inc. (Banks)		147		5,662
Neenah, Inc. (Paper & Forest Products)		59		2,731
Nelnet, Inc.—Class A (Consumer Finance)		59		5,763
NEOGAMES SA* (Hotels, Restaurants & Leisure)		36		1,000
Neogen Corp.* (Health Care Equipment & Supplies)		374		16,982
NeoGenomics, Inc.* (Life Sciences Tools & Services)		394		13,442
Neoleukin Therapeutics, Inc.* (Biotechnology)		122		588
NeoPhotonics Corp.* (Semiconductors & Semiconductor Equipment)		178		2,736
NETGEAR, Inc.* (Communications Equipment)		101		2,950
NetScout Systems, Inc.* (Communications Equipment)		244		8,072
NETSTREIT Corp. (Equity Real Estate Investment Trusts)		138		3,160
Neuronetics, Inc.* (Health Care Equipment & Supplies)		89		397
NeuroPace, Inc.* (Health Care Equipment & Supplies)		25		252

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 257

Common Stocks, continued

	Shares		Value
Nevro Corp.* (Health Care Equipment & Supplies)		120	$	9,728
New Jersey Resources Corp. (Gas Utilities)		336		13,796
New York Mortgage Trust, Inc. (Mortgage Real Estate Investment Trusts)		1,319		4,907
NewAge, Inc.* (Beverages)		467		481
Newmark Group, Inc. (Real Estate Management & Development)		518		9,687
Newpark Resources, Inc.* (Energy Equipment & Services)		315		926
NexImmune, Inc.* (Biotechnology)		61		281
Nexpoint Residential Trust, Inc. (Equity Real Estate Investment Trusts)		77		6,455
NextGen Healthcare, Inc.* (Health Care Technology)		199		3,540
NexTier Oilfield Solutions, Inc.* (Energy Equipment & Services)		601		2,134
NGM Biopharmaceuticals, Inc.* (Pharmaceuticals)		109		1,930
NI Holdings, Inc.* (Insurance)		30		567
Nicolet Bankshares, Inc.* (Banks)		43		3,687
Nikola Corp.*(a) (Machinery)		794		7,837
Nkarta, Inc.* (Biotechnology)		49		752
NL Industries, Inc. (Commercial Services & Supplies)		29		215
nLight, Inc.* (Electronic Equipment, Instruments & Components)		152		3,640
NMI Holdings, Inc.*—Class A (Thrifts & Mortgage Finance)		292		6,380
NN, Inc.* (Machinery)		148		607
Noodles & Co.* (Hotels, Restaurants & Leisure)		141		1,279
Nordic American Tankers, Ltd. (Oil, Gas & Consumable Fuels)		584		987
Northern Oil And Gas, Inc. (Oil, Gas & Consumable Fuels)		182		3,746
Northfield Bancorp, Inc. (Thrifts & Mortgage Finance)		153		2,472
Northrim Bancorp, Inc. (Banks)		21		913
Northwest Bancshares, Inc. (Thrifts & Mortgage Finance)		425		6,018
Northwest Natural Holding Co. (Gas Utilities)		106		5,171
Northwest Pipe Co.* (Construction & Engineering)		34		1,081
NorthWestern Corp. (Multi-Utilities)		184		10,517
Novagold Resources, Inc.* (Metals & Mining)		824		5,653
Novanta, Inc.* (Electronic Equipment, Instruments & Components)		123		21,688
NOW, Inc.* (Trading Companies & Distributors)		383		3,271
Nu Skin Enterprises, Inc.—Class A (Personal Products)		173		8,779
Nurix Therapeutics, Inc.* (Biotechnology)		109		3,156
Nuvalent, Inc.*—Class A (Biotechnology)		37		704
NuVasive, Inc.* (Health Care Equipment & Supplies)		180		9,446
Nuvation Bio, Inc.* (Pharmaceuticals)		552		4,692
NV5 Global, Inc.* (Construction & Engineering)		46		6,354
NVE Corp. (Semiconductors & Semiconductor Equipment)		17		1,161
Oasis Petroleum, Inc. (Oil, Gas & Consumable Fuels)		69		8,693
Oceaneering International, Inc.* (Energy Equipment & Services)		346		3,913
Oceanfirst Financial Corp. (Thrifts & Mortgage Finance)		202		4,484
Ocugen, Inc.* (Biotechnology)		641		2,917
Ocular Therapeutix, Inc.* (Pharmaceuticals)		266		1,854
Ocwen Financial Corp.* (Thrifts & Mortgage Finance)		28		1,119
Office Properties Income Trust (Equity Real Estate Investment Trusts)		166		4,123
OFG Bancorp (Banks)		170		4,515
O-I Glass, Inc.* (Containers & Packaging)		549		6,605
Oil States International, Inc.* (Energy Equipment & Services)		210		1,044
Oil-Dri Corp. of America (Household Products)		18		589
Old National Bancorp (Banks)		574		10,401
Old Second Bancorp, Inc. (Banks)		96		1,209
Olema Pharmaceuticals, Inc.* (Biotechnology)		87		814
Olympic Steel, Inc. (Metals & Mining)		33		776
Omega Flex, Inc. (Machinery)		11		1,396
Omega Therapeutics, Inc.* (Biotechnology)		26		295
Omeros Corp.* (Pharmaceuticals)		209		1,344
Omnicell, Inc.* (Health Care Technology)		152		27,426
ON24, Inc.* (Software)		93		1,614
Oncocyte Corp.* (Biotechnology)		209		454
Oncorus, Inc.* (Biotechnology)		71		374
Oncternal Therapeutics, Inc.* (Biotechnology)		154		350
ONE Gas, Inc. (Gas Utilities)		183		14,199
ONE Group Hospitality, Inc. (The)* (Hotels, Restaurants & Leisure)		72		908
One Liberty Properties, Inc. (Equity Real Estate Investment Trusts)		56		1,976
OneSpan, Inc.* (Software)		122		2,065
OneSpaWorld Holdings, Ltd.* (Diversified Consumer Services)		186		1,864
Onewater Marine, Inc. (Specialty Retail)		36		2,195
Onto Innovation, Inc.* (Semiconductors & Semiconductor Equipment)		169		17,108
Ontrak, Inc.* (Health Care Providers & Services)		32		201
Ooma, Inc.* (Diversified Telecommunication Services)		76		1,553
Open Lending Corp.*—Class A (Capital Markets)		362		8,138
OPKO Health, Inc.* (Biotechnology)		1,388		6,676
Oportun Financial Corp.* (Consumer Finance)		73		1,478
Oppenheimer Holdings, Inc.—Class A (Capital Markets)		32		1,484
OptimizeRx Corp.* (Health Care Technology)		60		3,727
Option Care Health, Inc.* (Health Care Providers & Services)		552		15,700
Oramed Pharmaceuticals, Inc.* (Pharmaceuticals)		105		1,499
OraSure Technologies, Inc.* (Health Care Equipment & Supplies)		248		2,155
Orchid Island Capital, Inc. (Mortgage Real Estate Investment Trusts)		472		2,124
Organogenesis Holdings, Inc.* (Biotechnology)		132		1,220
ORIC Pharmaceuticals, Inc.* (Biotechnology)		110		1,617
Origin Bancorp, Inc. (Banks)		77		3,305
Orion Engineered Carbons SA* (Chemicals)		210		3,856
Ormat Technologies, Inc. (Independent Power and Renewable Electricity Producers)		157		12,450
Orrstown Financial Services, Inc. (Banks)		38		958
Ortho Clinical Diagnostics Holdings PLC* (Health Care Equipment & Supplies)		418		8,941
Orthofix Medical, Inc.* (Health Care Equipment & Supplies)		66		2,052
OrthoPediatrics Corp.* (Health Care Equipment & Supplies)		48		2,873
OSI Systems, Inc.* (Electronic Equipment, Instruments & Components)		59		5,499

See accompanying notes to financial statements.

258 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Otter Tail Corp. (Electric Utilities)		143	$	10,213
Ouster, Inc.* (Electronic Equipment, Instruments & Components)		544		2,829
Outbrain, Inc.* (Interactive Media & Services)		29		406
Outfront Media, Inc. (Equity Real Estate Investment Trusts)		506		13,571
Outlook Therapeutics, Inc.* (Biotechnology)		309		420
Outset Medical, Inc.* (Health Care Equipment & Supplies)		163		7,513
Overstock.com, Inc.* (Internet & Direct Marketing Retail)		149		8,792
Ovintiv, Inc. (Oil, Gas & Consumable Fuels)		910		30,666
Owens & Minor, Inc. (Health Care Providers & Services)		252		10,962
Oxford Industries, Inc. (Textiles, Apparel & Luxury Goods)		56		5,685
Oyster Point Pharma, Inc.* (Biotechnology)		39		712
Pacific Biosciences of California, Inc.* (Life Sciences Tools & Services)		675		13,810
Pacific Premier Bancorp, Inc. (Banks)		326		13,050
Pacira BioSciences, Inc.* (Pharmaceuticals)		153		9,206
Pactiv Evergreen, Inc. (Containers & Packaging)		149		1,889
PAE, Inc.* (Aerospace & Defense)		241		2,393
PagerDuty, Inc.* (Software)		285		9,904
Palomar Holdings, Inc.* (Insurance)		85		5,505
PAM Transportation Services, Inc.* (Road & Rail)		12		852
Papa John's International, Inc. (Hotels, Restaurants & Leisure)		115		15,349
Par Pacific Holdings, Inc.* (Oil, Gas & Consumable Fuels)		155		2,556
PAR Technology Corp.* (Electronic Equipment, Instruments & Components)		88		4,644
Paragon 28, Inc.* (Health Care Equipment & Supplies)		31		548
Paramount Group, Inc. (Equity Real Estate Investment Trusts)		648		5,404
Paratek Pharmaceuticals, Inc.* (Pharmaceuticals)		170		763
Park Aerospace Corp. (Aerospace & Defense)		68		898
Park National Corp. (Banks)		50		6,866
Park-Ohio Holdings Corp. (Machinery)		30		635
Parsons Corp.* (Aerospace & Defense)		91		3,062
Party City Holdco, Inc.* (Specialty Retail)		384		2,139
Passage Bio, Inc.* (Biotechnology)		129		819
Patrick Industries, Inc. (Auto Components)		79		6,375
Patterson Cos., Inc. (Health Care Providers & Services)		298		8,746
Patterson-UTI Energy, Inc. (Energy Equipment & Services)		648		5,476
PAVmed, Inc.* (Health Care Equipment & Supplies)		252		620
Paya Holdings, Inc.* (IT Services)		298		1,889
PBF Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		335		4,345
PC Connection, Inc. (Electronic Equipment, Instruments & Components)		39		1,682
PCSB Financial Corp. (Thrifts & Mortgage Finance)		45		857
PDC Energy, Inc. (Oil, Gas & Consumable Fuels)		339		16,536
PDF Solutions, Inc.* (Semiconductors & Semiconductor Equipment)		104		3,306
Peabody Energy Corp.* (Oil, Gas & Consumable Fuels)		309		3,112
Peapack Gladstone Financial Corp. (Banks)		62		2,195
Pebblebrook Hotel Trust (Equity Real Estate Investment Trusts)		452		10,111
Pennymac Financial Services, Inc. (Thrifts & Mortgage Finance)		109		7,606
PennyMac Mortgage Investment Trust (Mortgage Real Estate Investment Trusts)		340		5,892
Peoples Bancorp, Inc. (Banks)		88		2,799
Peoples Financial Services Corp. (Banks)		24		1,265
Perdoceo Education Corp.* (Diversified Consumer Services)		244		2,869
Perficient, Inc.* (IT Services)		113		14,609
Performance Food Group Co.* (Food & Staples Retailing)		527		24,184
Perpetua Resources Corp.* (Metals & Mining)		113		537
Personalis, Inc.* (Life Sciences Tools & Services)		125		1,784
Petiq, Inc.* (Health Care Providers & Services)		94		2,135
PetMed Express, Inc. (Internet & Direct Marketing Retail)		71		1,793
PGT Innovations, Inc.* (Building Products)		200		4,498
Phathom Pharmaceuticals, Inc.* (Pharmaceuticals)		70		1,377
Phibro Animal Health Corp.—Class A (Pharmaceuticals)		71		1,450
Phillips Edison & Co., Inc. (Equity Real Estate Investment Trusts)		65		2,148
Photronics, Inc.* (Semiconductors & Semiconductor Equipment)		207		3,902
Phreesia, Inc.* (Health Care Technology)		173		7,207
Physicians Realty Trust (Equity Real Estate Investment Trusts)		766		14,424
Piedmont Office Realty Trust, Inc.—Class A (Equity Real Estate Investment Trusts)		431		7,922
Ping Identity Holding Corp.* (Software)		211		4,828
Pioneer Bancorp, Inc.* (Thrifts & Mortgage Finance)		40		453
Piper Sandler Cos. (Capital Markets)		61		10,889
Pitney Bowes, Inc. (Commercial Services & Supplies)		611		4,051
PJT Partners, Inc.—Class A (Capital Markets)		82		6,075
Plantronics, Inc.* (Communications Equipment)		147		4,313
PlayAGS, Inc.* (Hotels, Restaurants & Leisure)		95		645
PLBY Group, Inc.* (Textiles, Apparel & Luxury Goods)		100		2,664
Plexus Corp.* (Electronic Equipment, Instruments & Components)		97		9,301
Pliant Therapeutics, Inc.* (Pharmaceuticals)		84		1,134
Plymouth Industrial REIT, Inc. (Equity Real Estate Investment Trusts)		109		3,488
PMV Pharmaceuticals, Inc.* (Pharmaceuticals)		91		2,102
PNM Resources, Inc. (Electric Utilities)		297		13,546
PolyMet Mining Corp.* (Metals & Mining)		100		250
Porch Group, Inc.* (Internet & Direct Marketing Retail)		268		4,178
Portage Biotech, Inc.* (Biotechnology)		17		182
Portillo's, Inc.*—Class A (Hotels, Restaurants & Leisure)		82		3,078
Portland General Electric Co. (Electric Utilities)		313		16,564
Poseida Therapeutics, Inc.* (Biotechnology)		100		681
Postal Realty Trust, Inc.—Class A (Equity Real Estate Investment Trusts)		43		851
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		229		13,790
Powell Industries, Inc. (Electrical Equipment)		32		944
Power Integrations, Inc. (Semiconductors & Semiconductor Equipment)		210		19,507
PowerSchool Holdings, Inc.* (Diversified Consumer Services)		187		3,080

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 259

Common Stocks, continued

	Shares		Value
PRA Group, Inc.* (Consumer Finance)		150	$	7,532
Praxis Precision Medicines, Inc.* (Biotechnology)		116		2,285
Precigen, Inc.* (Biotechnology)		330		1,224
Precision BioSciences, Inc.* (Biotechnology)		176		1,302
Preferred Apartment Communities, Inc.—Class A (Equity Real Estate Investment Trusts)		181		3,269
Preferred Bank (Banks)		48		3,446
Preformed Line Products Co. (Electrical Equipment)		10		647
Prelude Therapeutics, Inc.* (Biotechnology)		38		473
Premier Financial Corp. (Thrifts & Mortgage Finance)		129		3,987
Prestige Consumer Healthcare, Inc.* (Pharmaceuticals)		174		10,553
PriceSmart, Inc. (Food & Staples Retailing)		81		5,927
Primis Financial Corp. (Banks)		84		1,263
Primo Water Corp. (Beverages)		546		9,626
Primoris Services Corp. (Construction & Engineering)		186		4,460
Priority Technology Holdings, Inc.* (IT Services)		35		248
Privia Health Group, Inc.* (Health Care Providers & Services)		56		1,449
ProAssurance Corp. (Insurance)		187		4,731
PROCEPT BioRobotics Corp.* (Health Care Equipment & Supplies)		25		625
PROG Holdings, Inc.* (Consumer Finance)		226		10,195
Progress Software Corp. (Software)		153		7,385
Progyny, Inc.* (Health Care Providers & Services)		224		11,278
Prometheus Biosciences, Inc.* (Biotechnology)		104		4,112
ProPetro Holding Corp.* (Energy Equipment & Services)		300		2,430
PROS Holdings, Inc.* (Software)		139		4,794
Protagonist Therapeutics, Inc.* (Biotechnology)		156		5,335
Prothena Corp. PLC* (Biotechnology)		126		6,224
Proto Labs, Inc.* (Machinery)		97		4,981
Provention Bio, Inc.* (Pharmaceuticals)		193		1,085
Provident BanCorp, Inc. (Thrifts & Mortgage Finance)		53		986
Provident Financial Services, Inc. (Thrifts & Mortgage Finance)		264		6,394
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		70		12,892
PTC Therapeutics, Inc.* (Biotechnology)		241		9,599
Pulmonx Corp.* (Health Care Equipment & Supplies)		91		2,918
Pulse Biosciences, Inc.* (Health Care Equipment & Supplies)		48		711
Puma Biotechnology, Inc.* (Biotechnology)		112		340
Pure Cycle Corp.* (Water Utilities)		67		978
PureCycle Technologies, Inc.* (Chemicals)		185		1,770
Purple Innovation, Inc.* (Household Durables)		200		2,654
Pyxis Oncology, Inc.* (Biotechnology)		37		406
Pzena Investment Management, Inc.—Class A (Capital Markets)		58		549
Q2 Holdings, Inc.* (Software)		190		15,094
QCR Holdings, Inc. (Banks)		53		2,968
Quaker Chemical Corp. (Chemicals)		47		10,847
Qualys, Inc.* (Software)		118		16,192
Quanex Building Products Corp. (Building Products)		116		2,874
Quanterix Corp.* (Life Sciences Tools & Services)		107		4,537
Quantum Corp.* (Technology Hardware, Storage & Peripherals)		203		1,121
QuinStreet, Inc.* (Interactive Media & Services)		174		3,165
Quotient Technology, Inc.* (Internet & Direct Marketing Retail)		312		2,315
Quotient, Ltd.* (Health Care Equipment & Supplies)		273		707
R. R. Donnelley & Sons Co.* (Commercial Services & Supplies)		246		2,770
R1 RCM, Inc.* (Health Care Providers & Services)		413		10,527
Rackspace Technology, Inc.* (IT Services)		189		2,546
Radian Group, Inc. (Thrifts & Mortgage Finance)		626		13,227
Radiant Logistics, Inc.* (Air Freight & Logistics)		136		991
Radius Global Infrastructure, Inc.*—Class A (Diversified Telecommunication Services)		205		3,301
Radius Health, Inc.* (Biotechnology)		163		1,128
RadNet, Inc.* (Health Care Providers & Services)		158		4,757
Rafael Holdings, Inc.*—Class B (Real Estate Management & Development)		34		173
Rain Therapeutics, Inc.* (Biotechnology)		55		708
Rallybio Corp.* (Biotechnology)		25		239
Rambus, Inc.* (Semiconductors & Semiconductor Equipment)		377		11,080
Range Resources Corp.* (Oil, Gas & Consumable Fuels)		830		14,799
Ranger Oil Corp.* (Oil, Gas & Consumable Fuels)		74		1,992
Ranpak Holdings Corp.* (Containers & Packaging)		131		4,923
Rapid Micro Biosystems, Inc.*—Class A (Life Sciences Tools & Services)		29		309
Rapid7, Inc.* (Software)		195		22,949
RAPT Therapeutics, Inc.* (Biotechnology)		74		2,718
Rayonier Advanced Materials, Inc.* (Chemicals)		215		1,228
RBB Bancorp (Banks)		49		1,284
RBC Bearings, Inc.* (Machinery)		97		19,591
RCI Hospitality Holdings, Inc. (Hotels, Restaurants & Leisure)		29		2,259
Ready Capital Corp. (Mortgage Real Estate Investment Trusts)		208		3,251
Realogy Holdings Corp.* (Real Estate Management & Development)		400		6,724
Reata Pharmaceuticals, Inc.*—Class A (Pharmaceuticals)		95		2,505
Recursion Pharmaceuticals, Inc.*—Class A (Biotechnology)		400		6,852
Red River Bancshares, Inc. (Banks)		16		856
Red Robin Gourmet Burgers, Inc.* (Hotels, Restaurants & Leisure)		54		893
Red Rock Resorts, Inc.—Class A (Hotels, Restaurants & Leisure)		207		11,387
Redfin Corp.* (Real Estate Management & Development)		358		13,745
Redwood Trust, Inc. (Mortgage Real Estate Investment Trusts)		398		5,250
REGENXBIO, Inc.* (Biotechnology)		137		4,480
Regional Management Corp. (Consumer Finance)		27		1,551
Regis Corp.* (Diversified Consumer Services)		148		258
Rekor Systems, Inc.* (Professional Services)		117		766
Relay Therapeutics, Inc.* (Biotechnology)		243		7,463
Relmada Therapeutics, Inc.* (Pharmaceuticals)		54		1,217

See accompanying notes to financial statements.

260 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Remitly Global, Inc.* (IT Services)		43	$	887
Renasant Corp. (Banks)		190		7,211
Reneo Pharmaceuticals, Inc.* (Biotechnology)		30		257
Renewable Energy Group, Inc.* (Oil, Gas & Consumable Fuels)		156		6,621
Rent The Runway, Inc.*—Class A (Internet & Direct Marketing Retail)		60		489
Rent-A-Center, Inc. (Specialty Retail)		229		11,001
Repay Holdings Corp.* (IT Services)		301		5,499
Replimune Group, Inc.* (Biotechnology)		103		2,791
Republic Bancorp, Inc.—Class A (Banks)		32		1,627
Republic First Bancorp, Inc.* (Banks)		155		577
Resideo Technologies, Inc.* (Building Products)		502		13,067
Resources Connection, Inc. (Professional Services)		111		1,980
Retail Opportunity Investments Corp. (Equity Real Estate Investment Trusts)		413		8,095
Retail Value, Inc. (Equity Real Estate Investment Trusts)		61		392
Retractable Technologies, Inc.* (Health Care Equipment & Supplies)		60		416
REV Group, Inc. (Machinery)		99		1,401
Revance Therapeutics, Inc.* (Pharmaceuticals)		244		3,982
Revlon, Inc.*—Class A (Personal Products)		25		284
REVOLUTION Medicines, Inc.* (Biotechnology)		206		5,185
Revolve Group, Inc.* (Internet & Direct Marketing Retail)		125		7,005
REX American Resources Corp.* (Oil, Gas & Consumable Fuels)		18		1,728
Rhythm Pharmaceuticals, Inc.* (Biotechnology)		153		1,527
Ribbon Communications, Inc.* (Communications Equipment)		244		1,476
Rigel Pharmaceuticals, Inc.* (Biotechnology)		593		1,571
Riley Exploration Permian, Inc. (Oil, Gas & Consumable Fuels)		9		174
Rimini Street, Inc.* (Software)		155		925
Riot Blockchain, Inc.*(a) (Software)		309		6,900
Rite Aid Corp.* (Food & Staples Retailing)		193		2,835
RLI Corp. (Insurance)		139		15,582
RLJ Lodging Trust (Equity Real Estate Investment Trusts)		575		8,010
Rocket Pharmaceuticals, Inc.* (Biotechnology)		143		3,122
Rocky Brands, Inc. (Textiles, Apparel & Luxury Goods)		24		955
Rogers Corp.* (Electronic Equipment, Instruments & Components)		65		17,744
Romeo Power, Inc.* (Electrical Equipment)		449		1,639
RPC, Inc.* (Energy Equipment & Services)		235		1,067
RPT Realty (Equity Real Estate Investment Trusts)		291		3,894
Rubius Therapeutics, Inc.* (Biotechnology)		160		1,549
Rush Enterprises, Inc.—Class A (Trading Companies & Distributors)		147		8,179
Rush Enterprises, Inc.—Class B (Trading Companies & Distributors)		22		1,187
Rush Street Interactive, Inc.* (Hotels, Restaurants & Leisure)		183		3,020
Ruth's Hospitality Group, Inc.* (Hotels, Restaurants & Leisure)		115		2,289
RxSight, Inc.* (Health Care Equipment & Supplies)		29		326
Ryerson Holding Corp. (Metals & Mining)		57		1,485
Ryman Hospitality Properties, Inc.*—Class I (Equity Real Estate Investment Trusts)		187		17,197
S&T Bancorp, Inc. (Banks)		135		4,255
Sabra Health Care REIT, Inc. (Equity Real Estate Investment Trusts)		793		10,737
Safe Bulkers, Inc.* (Marine)		220		829
Safehold, Inc. (Equity Real Estate Investment Trusts)		72		5,749
Safety Insurance Group, Inc. (Insurance)		50		4,252
Saia, Inc.* (Road & Rail)		92		31,008
Sailpoint Technologies Holding, Inc.* (Software)		318		15,372
Sally Beauty Holdings, Inc.* (Specialty Retail)		391		7,218
Sana Biotechnology, Inc.* (Biotechnology)		300		4,644
Sanderson Farms, Inc. (Food Products)		71		13,566
Sandy Spring Bancorp, Inc. (Banks)		155		7,452
Sangamo Therapeutics, Inc.* (Biotechnology)		412		3,090
Sanmina Corp.* (Electronic Equipment, Instruments & Components)		221		9,163
Sapiens International Corp. N.V. (Software)		107		3,686
Saul Centers, Inc. (Equity Real Estate Investment Trusts)		41		2,174
ScanSource, Inc.* (Electronic Equipment, Instruments & Components)		87		3,052
Schnitzer Steel Industries, Inc.—Class A (Metals & Mining)		90		4,673
Scholar Rock Holding Corp.* (Biotechnology)		98		2,434
Scholastic Corp. (Media)		92		3,676
Schrodinger, Inc.* (Health Care Technology)		157		5,468
Schweitzer-Mauduit International, Inc. (Paper & Forest Products)		109		3,259
Scientific Games Corp.* (Hotels, Restaurants & Leisure)		334		22,320
Scorpio Tankers, Inc. (Oil, Gas & Consumable Fuels)		169		2,165
Sculptor Capital Management, Inc. (Capital Markets)		77		1,644
Seacoast Banking Corporation of Florida (Banks)		181		6,406
SeaSpine Holdings Corp.* (Health Care Equipment & Supplies)		110		1,498
SeaWorld Entertainment, Inc.* (Hotels, Restaurants & Leisure)		179		11,610
SecureWorks Corp.*—Class A (Software)		35		559
Seelos Therapeutics, Inc.* (Pharmaceuticals)		341		556
Seer, Inc.* (Life Sciences Tools & Services)		145		3,307
Select Energy Services, Inc.* (Energy Equipment & Services)		217		1,352
Select Medical Holdings Corp. (Health Care Providers & Services)		384		11,290
Selecta Biosciences, Inc.* (Biotechnology)		320		1,043
Selective Insurance Group, Inc. (Insurance)		206		16,880
Selectquote, Inc.* (Insurance)		465		4,213
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		225		20,009
Seneca Foods Corp.*—Class A (Food Products)		21		1,007
Sensei Biotherapeutics, Inc.* (Biotechnology)		73		423
Senseonics Holdings, Inc.* (Health Care Equipment & Supplies)		1,501		4,008
Sensient Technologies Corp. (Chemicals)		147		14,708
Sera Prognostics, Inc.*—Class A (Biotechnology)		16		110
Seres Therapeutics, Inc.* (Biotechnology)		242		2,016
Seritage Growth Properties*—Class A (Equity Real Estate Investment Trusts)		130		1,725
Service Properties Trust (Equity Real Estate Investment Trusts)		570		5,010

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 261

Common Stocks, continued

	Shares		Value
ServisFirst Bancshares, Inc. (Banks)		173	$	14,695
Sesen Bio, Inc.*(a) (Biotechnology)		699		570
SFL Corp., Ltd. (Oil, Gas & Consumable Fuels)		431		3,513
Shake Shack, Inc.*—Class A (Hotels, Restaurants & Leisure)		130		9,381
Sharps Compliance Corp.* (Health Care Providers & Services)		64		456
Shattuck Labs, Inc.* (Biotechnology)		92		783
Shenandoah Telecommunications Co. (Wireless Telecommunication Services)		168		4,284
Shift Technologies, Inc.* (Specialty Retail)		216		737
Shockwave Medical, Inc.* (Health Care Equipment & Supplies)		117		20,864
Shoe Carnival, Inc. (Specialty Retail)		61		2,384
ShotSpotter, Inc.* (Software)		29		856
Shutterstock, Inc. (Internet & Direct Marketing Retail)		81		8,982
SI-BONE, Inc.* (Health Care Equipment & Supplies)		113		2,510
Sientra, Inc.* (Health Care Equipment & Supplies)		202		741
Sierra Bancorp (Banks)		49		1,330
SIGA Technologies, Inc.* (Pharmaceuticals)		168		1,263
Sight Sciences, Inc.* (Health Care Equipment & Supplies)		39		685
Sigilon Therapeutics, Inc.* (Biotechnology)		53		146
Signet Jewelers, Ltd. (Specialty Retail)		184		16,014
Silicon Laboratories, Inc.* (Semiconductors & Semiconductor Equipment)		139		28,693
Silk Road Medical, Inc.* (Health Care Equipment & Supplies)		119		5,071
Silverback Therapeutics, Inc.* (Biotechnology)		71		473
Silvergate Capital Corp.*—Class A (Banks)		96		14,227
Simmons First National Corp.—Class A (Banks)		395		11,684
Simpson Manufacturing Co., Inc. (Building Products)		151		20,999
Simulations Plus, Inc. (Health Care Technology)		53		2,507
Sinclair Broadcast Group, Inc.—Class A (Media)		160		4,229
Singular Genomics Systems, Inc.* (Life Sciences Tools & Services)		42		486
SiriusPoint, Ltd.* (Insurance)		307		2,496
SITE Centers Corp. (Equity Real Estate Investment Trusts)		602		9,530
SiTime Corp.* (Semiconductors & Semiconductor Equipment)		55		16,090
SJW Corp. (Water Utilities)		96		7,027
Skyline Champion Corp.* (Household Durables)		182		14,374
SkyWater Technology, Inc.* (Semiconductors & Semiconductor Equipment)		28		454
SkyWest, Inc.* (Airlines)		173		6,799
Sleep Number Corp.* (Specialty Retail)		77		5,898
SM Energy Co. (Oil, Gas & Consumable Fuels)		417		12,293
SMART Global Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		61		4,330
SmartFinancial, Inc. (Banks)		48		1,313
Smith & Wesson Brands, Inc. (Leisure Products)		166		2,955
Smith Micro Software, Inc.* (Software)		160		787
Snap One Holdings Corp.* (Household Durables)		47		991
SOC Telemed, Inc.* (Health Care Providers & Services)		211		270
Society Pass, Inc.* (Interactive Media & Services)		11		115
Solaris Oilfield Infrastructure, Inc. (Energy Equipment & Services)		109		714
Solid Biosciences, Inc.* (Biotechnology)		207		362
Solo Brands, Inc.*—Class A (Leisure Products)		41		641
Sonic Automotive, Inc.—Class A (Specialty Retail)		75		3,709
Sonos, Inc.* (Household Durables)		418		12,456
Sorrento Therapeutics, Inc.* (Biotechnology)		1,037		4,822
South Jersey Industries, Inc. (Gas Utilities)		358		9,351
South Plains Financial, Inc. (Banks)		36		1,001
Southern First Bancshares, Inc.* (Banks)		26		1,625
Southern Missouri Bancorp, Inc. (Thrifts & Mortgage Finance)		27		1,409
Southside Bancshares, Inc. (Banks)		108		4,517
SouthState Corp. (Banks)		243		19,468
Southwest Gas Holdings, Inc. (Gas Utilities)		210		14,710
Southwestern Energy Co.* (Oil, Gas & Consumable Fuels)		3,530		16,450
Sovos Brands, Inc.* (Food Products)		89		1,339
SP Plus Corp.* (Commercial Services & Supplies)		80		2,258
SpartanNash Co. (Food & Staples Retailing)		124		3,194
Spectrum Pharmaceuticals, Inc.* (Biotechnology)		566		719
Spero Therapeutics, Inc.* (Biotechnology)		84		1,345
Spire, Inc. (Gas Utilities)		176		11,479
Spirit Airlines, Inc.* (Airlines)		342		7,473
Spirit of Texas Bancshares, Inc. (Banks)		44		1,266
Sportsman's Warehouse Holdings, Inc.* (Specialty Retail)		151		1,782
SpringWorks Therapeutics, Inc.* (Biotechnology)		101		6,260
Sprout Social, Inc.*—Class A (Software)		157		14,238
Sprouts Farmers Market, Inc.* (Food & Staples Retailing)		392		11,635
Spruce Biosciences, Inc.* (Biotechnology)		30		134
SPS Commerce, Inc.* (Software)		125		17,794
SPX Corp.* (Machinery)		152		9,071
SPX FLOW, Inc. (Machinery)		144		12,453
SQZ Biotechnologies Co.* (Biotechnology)		79		705
STAAR Surgical Co.* (Health Care Equipment & Supplies)		165		15,065
STAG Industrial, Inc. (Equity Real Estate Investment Trusts)		613		29,399
Stagwell, Inc.* (Media)		214		1,855
Standard Motor Products, Inc. (Auto Components)		73		3,824
Standex International Corp. (Machinery)		42		4,648
Startek, Inc.* (IT Services)		58		303
State Auto Financial Corp. (Insurance)		62		3,205
Steelcase, Inc.—Class A (Commercial Services & Supplies)		302		3,539
Stem, Inc.* (Electrical Equipment)		396		7,512
Stepan Co. (Chemicals)		75		9,322
StepStone Group, Inc.—Class A (Capital Markets)		140		5,820
Stereotaxis, Inc.* (Health Care Equipment & Supplies)		172		1,066
Sterling Check Corp.* (Professional Services)		58		1,190
Sterling Construction Co., Inc.* (Construction & Engineering)		97		2,551
Steven Madden, Ltd. (Textiles, Apparel & Luxury Goods)		280		13,012
Stewart Information Services Corp. (Insurance)		93		7,415
Stitch Fix, Inc.*—Class A (Internet & Direct Marketing Retail)		283		5,354

See accompanying notes to financial statements.

262 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Stock Yards Bancorp, Inc. (Banks)		84	$	5,366
Stoke Therapeutics, Inc.* (Biotechnology)		66		1,583
StoneMor, Inc.* (Diversified Consumer Services)		112		255
Stoneridge, Inc.* (Auto Components)		91		1,796
StoneX Group, Inc.* (Capital Markets)		58		3,553
Strategic Education, Inc. (Diversified Consumer Services)		85		4,916
Stride, Inc.* (Diversified Consumer Services)		144		4,800
Stronghold Digital Mining, Inc.*—Class A (Software)		26		334
Sturm Ruger & Co., Inc. (Leisure Products)		60		4,081
Summit Financial Group, Inc. (Banks)		39		1,071
Summit Hotel Properties, Inc.* (Equity Real Estate Investment Trusts)		360		3,514
Summit Materials, Inc.*—Class A (Construction Materials)		412		16,538
Summit Therapeutics, Inc.* (Biotechnology)		92		247
Sumo Logic, Inc.* (Software)		305		4,136
Sun Country Airlines Holdings, Inc.* (Airlines)		112		3,052
SunCoke Energy, Inc. (Metals & Mining)		289		1,905
Sunnova Energy International, Inc.* (Independent Power and Renewable Electricity Producers)		299		8,348
SunPower Corp.* (Semiconductors & Semiconductor Equipment)		278		5,802
Sunstone Hotel Investors, Inc.* (Equity Real Estate Investment Trusts)		756		8,868
Super Micro Computer, Inc.* (Technology Hardware, Storage & Peripherals)		152		6,679
Superior Group of Cos., Inc. (Textiles, Apparel & Luxury Goods)		41		900
Supernus Pharmaceuticals, Inc.* (Pharmaceuticals)		171		4,986
Surface Oncology, Inc.* (Biotechnology)		123		588
Surgery Partners, Inc.* (Health Care Providers & Services)		118		6,302
Surmodics, Inc.* (Health Care Equipment & Supplies)		47		2,263
Sutro BioPharma, Inc.* (Biotechnology)		151		2,247
Synaptics, Inc.* (Semiconductors & Semiconductor Equipment)		136		39,374
Syndax Pharmaceuticals, Inc.* (Biotechnology)		156		3,415
Syros Pharmaceuticals, Inc.* (Biotechnology)		200		652
Tabula Rasa HealthCare, Inc.* (Health Care Technology)		78		1,170
Tactile Systems Technology, Inc.* (Health Care Equipment & Supplies)		67		1,275
Talaris Therapeutics, Inc.* (Biotechnology)		74		1,131
Talis Biomedical Corp.* (Health Care Equipment & Supplies)		50		201
Talos Energy, Inc.* (Oil, Gas & Consumable Fuels)		128		1,254
Tanger Factory Outlet Centers, Inc. (Equity Real Estate Investment Trusts)		355		6,844
Target Hospitality Corp.* (Hotels, Restaurants & Leisure)		87		310
Tarsus Pharmaceuticals, Inc.* (Pharmaceuticals)		29		653
Tattooed Chef, Inc.*(a) (Food Products)		164		2,549
Taylor Morrison Home Corp.* (Household Durables)		416		14,543
Taysha Gene Therapies, Inc.* (Biotechnology)		79		920
TCR2 Therapeutics, Inc.* (Biotechnology)		106		494
Team, Inc.* (Commercial Services & Supplies)		92		100
TechTarget, Inc.* (Media)		91		8,704
Teekay Corp.* (Oil, Gas & Consumable Fuels)		241		757
Teekay Tankers, Ltd.*—Class A (Oil, Gas & Consumable Fuels)		83		905
TEGNA, Inc. (Media)		768		14,253
Tejon Ranch Co.* (Real Estate Management & Development)		72		1,374
Telephone and Data Systems, Inc. (Wireless Telecommunication Services)		351		7,072
Telesat Corp.* (Diversified Telecommunication Services)		45		1,290
Tellurian, Inc.* (Oil, Gas & Consumable Fuels)		1,283		3,952
Telos Corp.* (Software)		139		2,143
Tenable Holdings, Inc.* (Software)		321		17,677
Tenaya Therapeutics, Inc.* (Biotechnology)		48		910
Tenet Healthcare Corp.* (Health Care Providers & Services)		369		30,145
Tennant Co. (Machinery)		64		5,187
Tenneco, Inc.* (Auto Components)		236		2,667
Terex Corp. (Machinery)		238		10,460
Terns Pharmaceuticals, Inc.* (Pharmaceuticals)		48		339
Terreno Realty Corp. (Equity Real Estate Investment Trusts)		256		21,834
Tetra Tech, Inc. (Commercial Services & Supplies)		187		31,753
TETRA Technologies, Inc.* (Energy Equipment & Services)		426		1,210
Texas Capital Bancshares, Inc.* (Banks)		176		10,604
Texas Roadhouse, Inc.—Class A (Hotels, Restaurants & Leisure)		243		21,695
Textainer Group Holdings, Ltd. (Trading Companies & Distributors)		164		5,856
TG Therapeutics, Inc.* (Biotechnology)		450		8,550
The Andersons, Inc. (Food & Staples Retailing)		109		4,219
The Bancorp, Inc.* (Banks)		182		4,606
The Bank of Nt Butterfield & Son, Ltd. (Banks)		174		6,631
The Brink's Co. (Commercial Services & Supplies)		167		10,950
The Buckle, Inc. (Specialty Retail)		103		4,358
The Cato Corp.—Class A (Specialty Retail)		69		1,184
The Cheesecake Factory, Inc.* (Hotels, Restaurants & Leisure)		160		6,264
The Children's Place, Inc.* (Specialty Retail)		49		3,885
The Container Store Group, Inc.* (Specialty Retail)		110		1,098
The E.W. Scripps Co.*—Class A (Media)		199		3,851
The Ensign Group, Inc. (Health Care Providers & Services)		183		15,365
The First Bancorp, Inc. (Banks)		36		1,130
The GEO Group, Inc. (Equity Real Estate Investment Trusts)		409		3,170
The Goodyear Tire & Rubber Co.* (Auto Components)		961		20,489
The Greenbrier Cos., Inc. (Machinery)		111		5,094
The Hackett Group, Inc. (IT Services)		85		1,745
The Joint Corp.* (Health Care Providers & Services)		48		3,153
The Lovesac Co.* (Household Durables)		44		2,915
The Macerich Co. (Equity Real Estate Investment Trusts)		743		12,839
The Manitowoc Co., Inc.* (Machinery)		119		2,212
The Marcus Corp.* (Entertainment)		79		1,411
The ODP Corp.* (Specialty Retail)		160		6,285
The Pennant Group, Inc.* (Health Care Providers & Services)		89		2,054

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 263

Common Stocks, continued

	Shares		Value
The RealReal, Inc.* (Internet & Direct Marketing Retail)		278	$	3,228
The RMR Group, Inc.—Class A (Real Estate Management & Development)		53		1,838
The Shyft Group, Inc. (Machinery)		120		5,896
The Simply Good Foods Co.* (Food Products)		296		12,305
The St Joe Co. (Real Estate Management & Development)		116		6,038
The Vita Coco Co., Inc.* (Beverages)		38		424
TherapeuticsMD, Inc.* (Pharmaceuticals)		1,354		481
Theravance Biopharma, Inc.* (Pharmaceuticals)		208		2,298
Thermon Group Holdings, Inc.* (Electrical Equipment)		114		1,930
Theseus Pharmaceuticals, Inc.* (Pharmaceuticals)		40		507
Third Coast Bancshares, Inc.* (Banks)		12		312
Thorne HealthTech, Inc.* (Personal Products)		23		143
Thryv Holdings, Inc.* (Media)		27		1,111
Tidewater, Inc.* (Energy Equipment & Services)		143		1,532
Tilly's, Inc.—Class A (Specialty Retail)		79		1,273
TimkenSteel Corp.* (Metals & Mining)		160		2,640
Tiptree, Inc. (Insurance)		82		1,134
Titan International, Inc.* (Machinery)		177		1,940
Titan Machinery, Inc.* (Trading Companies & Distributors)		67		2,257
Tivity Health, Inc.* (Health Care Providers & Services)		153		4,045
Tompkins Financial Corp. (Banks)		49		4,095
Tonix Pharmaceuticals Holding Corp.* (Biotechnology)		1,540		551
Tootsie Roll Industries, Inc. (Food Products)		53		1,920
Torrid Holdings, Inc.* (Specialty Retail)		44		435
TowneBank (Banks)		233		7,360
TPG RE Finance Trust, Inc.—Class T (Mortgage Real Estate Investment Trusts)		209		2,575
TPI Composites, Inc.* (Electrical Equipment)		126		1,885
Traeger, Inc.* (Household Durables)		78		948
Transcat, Inc.* (Trading Companies & Distributors)		25		2,311
TransMedics Group, Inc.* (Health Care Equipment & Supplies)		90		1,724
TravelCenters of America, Inc.* (Specialty Retail)		43		2,220
Travere Therapeutics, Inc.* (Biotechnology)		205		6,363
Treace Medical Concepts, Inc.* (Health Care Equipment & Supplies)		104		1,939
Trean Insurance Group, Inc.* (Insurance)		61		544
Tredegar Corp. (Chemicals)		91		1,076
TreeHouse Foods, Inc.* (Food Products)		181		7,336
Trevena, Inc.* (Biotechnology)		568		331
Tri Pointe Homes, Inc.* (Household Durables)		388		10,821
TriCo Bancshares (Banks)		96		4,124
TriMas Corp. (Machinery)		150		5,550
TriNet Group, Inc.* (Professional Services)		141		13,432
Trinity Industries, Inc. (Machinery)		268		8,094
Trinseo PLC* (Chemicals)		135		7,082
Triple-S Management Corp.* (Health Care Providers & Services)		79		2,819
TriState Capital Holdings, Inc.* (Banks)		101		3,056
Triton International, Ltd. (Trading Companies & Distributors)		232		13,974
Triumph Bancorp, Inc.* (Banks)		82		9,765
Triumph Group, Inc.* (Aerospace & Defense)		221		4,095
Tronox Holdings PLC—Class A (Chemicals)		398		9,564
TrueBlue, Inc.* (Professional Services)		121		3,348
TrueCar, Inc.* (Interactive Media & Services)		331		1,125
Trupanion, Inc.* (Insurance)		133		17,559
TrustCo Bank Corp. (Thrifts & Mortgage Finance)		66		2,198
Trustmark Corp. (Banks)		216		7,011
TTEC Holdings, Inc. (IT Services)		64		5,795
TTM Technologies, Inc.* (Electronic Equipment, Instruments & Components)		362		5,394
Tucows, Inc.* (IT Services)		34		2,850
Tupperware Brands Corp.* (Household Durables)		170		2,599
Turning Point Brands, Inc. (Tobacco)		51		1,927
Turning Point Therapeutics, Inc.* (Biotechnology)		160		7,632
Turtle Beach Corp.* (Technology Hardware, Storage & Peripherals)		53		1,180
Tutor Perini Corp.* (Construction & Engineering)		143		1,769
Twist Bioscience Corp.* (Biotechnology)		164		12,692
Two Harbors Investment Corp. (Mortgage Real Estate Investment Trusts)		1,195		6,895
Tyra Biosciences, Inc.* (Biotechnology)		42		591
U.S. Cellular Corp.* (Wireless Telecommunication Services)		53		1,671
U.S. Ecology, Inc.* (Commercial Services & Supplies)		109		3,481
U.S. Lime & Minerals, Inc. (Construction Materials)		7		903
U.S. Physical Therapy, Inc. (Health Care Providers & Services)		44		4,204
U.S. Silica Holdings, Inc.* (Energy Equipment & Services)		255		2,397
Udemy, Inc.* (Diversified Consumer Services)		48		938
UFP Industries, Inc. (Building Products)		209		19,230
UFP Technologies, Inc.* (Containers & Packaging)		24		1,686
Ultra Clean Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		154		8,833
UMB Financial Corp. (Banks)		152		16,129
UMH Properties, Inc. (Equity Real Estate Investment Trusts)		147		4,018
Unifi, Inc.* (Textiles, Apparel & Luxury Goods)		48		1,111
UniFirst Corp. (Commercial Services & Supplies)		52		10,941
Unisys Corp.* (IT Services)		228		4,690
United Bankshares, Inc. (Banks)		458		16,617
United Community Banks, Inc. (Banks)		364		13,082
United Fire Group, Inc. (Insurance)		73		1,693
United Insurance Holdings Corp. (Insurance)		71		308
United Natural Foods, Inc.* (Food & Staples Retailing)		194		9,522
Uniti Group, Inc. (Equity Real Estate Investment Trusts)		683		9,569
Unitil Corp. (Multi-Utilities)		54		2,483
Universal Corp. (Tobacco)		84		4,613
Universal Electronics, Inc.* (Household Durables)		44		1,793
Universal Health Realty Income Trust (Equity Real Estate Investment Trusts)		45		2,676
Universal Insurance Holdings, Inc. (Insurance)		94		1,598
Universal Logistics Holdings, Inc. (Road & Rail)		27		509
Univest Financial Corp. (Banks)		100		2,992
Upland Software, Inc.* (Software)		100		1,794
Upwork, Inc.* (Professional Services)		410		14,006
Uranium Energy Corp.* (Oil, Gas & Consumable Fuels)		890		2,982

See accompanying notes to financial statements.

264 :: ProFund VP Small-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Urban Edge Properties (Equity Real Estate Investment Trusts)		402	$	7,638
Urban Outfitters, Inc.* (Specialty Retail)		238		6,988
Ur-Energy, Inc.* (Oil, Gas & Consumable Fuels)		628		766
UroGen Pharma, Ltd.* (Biotechnology)		68		647
Urstadt Biddle Properties, Inc.—Class A (Equity Real Estate Investment Trusts)		103		2,194
US Xpress Enterprises, Inc.*—Class A (Road & Rail)		93		546
USANA Health Sciences, Inc.* (Personal Products)		42		4,250
Utah Medical Products, Inc. (Health Care Equipment & Supplies)		12		1,200
Utz Brands, Inc. (Food Products)		205		3,270
Valhi, Inc. (Chemicals)		8		230
Valley National Bancorp (Banks)		1,391		19,127
Value Line, Inc. (Capital Markets)		3		140
Vanda Pharmaceuticals, Inc.* (Biotechnology)		190		2,981
Vapotherm, Inc.* (Health Care Equipment & Supplies)		79		1,636
Varex Imaging Corp.* (Health Care Equipment & Supplies)		133		4,196
Varonis Systems, Inc.* (Software)		372		18,146
Vaxart, Inc.* (Biotechnology)		425		2,665
Vaxcyte, Inc.* (Pharmaceuticals)		140		3,331
VBI Vaccines, Inc.* (Biotechnology)		655		1,533
Vector Group, Ltd. (Tobacco)		499		5,729
Vectrus, Inc.* (Aerospace & Defense)		40		1,831
Veeco Instruments, Inc.* (Semiconductors & Semiconductor Equipment)		173		4,925
Velocity Financial, Inc.* (Thrifts & Mortgage Finance)		30		411
Velodyne Lidar, Inc.* (Electronic Equipment, Instruments & Components)		262		1,216
Ventyx Biosciences, Inc.* (Pharmaceuticals)		36		715
Vera Bradley, Inc.* (Textiles, Apparel & Luxury Goods)		90		766
Vera Therapeutics, Inc.* (Biotechnology)		34		908
Veracyte, Inc.* (Biotechnology)		234		9,641
Verastem, Inc.* (Biotechnology)		602		1,234
Vericel Corp.* (Biotechnology)		161		6,327
Verint Systems, Inc.* (Software)		224		11,762
Veris Residential, Inc.* (Equity Real Estate Investment Trusts)		305		5,606
Veritex Holdings, Inc. (Banks)		165		6,564
Veritiv Corp.* (Trading Companies & Distributors)		50		6,129
Veritone, Inc.* (Software)		99		2,226
Verra Mobility Corp.*—Class C (IT Services)		500		7,715
Verrica Pharmaceuticals, Inc.* (Pharmaceuticals)		45		412
Verso Corp.—Class A (Paper & Forest Products)		93		2,513
Veru, Inc.* (Personal Products)		224		1,319
Verve Therapeutics, Inc.* (Biotechnology)		55		2,028
Via Renewables, Inc. (Multi-Utilities)		42		480
Viad Corp.* (Commercial Services & Supplies)		71		3,038
Viant Technology, Inc.*—Class A (Software)		40		388
Viavi Solutions, Inc.* (Communications Equipment)		832		14,660
Vicor Corp.* (Electrical Equipment)		73		9,270
Viemed Healthcare, Inc.* (Health Care Providers & Services)		123		642
View, Inc.*(a) (Building Products)		485		1,896
ViewRay, Inc.* (Health Care Equipment & Supplies)		481		2,650
Viking Therapeutics, Inc.* (Biotechnology)		238		1,095
Village Super Market, Inc.—Class A (Food & Staples Retailing)		29		678
Vincerx Pharma, Inc.* (Biotechnology)		57		581
Vir Biotechnology, Inc.* (Biotechnology)		209		8,751
Viracta Therapeutics, Inc.* (Biotechnology)		126		460
VirnetX Holding Corp.* (Software)		220		572
Virtus Investment Partners, Inc. (Capital Markets)		25		7,428
Vishay Intertechnology, Inc. (Electronic Equipment, Instruments & Components)		463		10,126
Vishay Precision Group, Inc.* (Electronic Equipment, Instruments & Components)		43		1,596
Vista Outdoor, Inc.* (Leisure Products)		200		9,214
VistaGen Therapeutics, Inc.* (Biotechnology)		674		1,314
Visteon Corp.* (Auto Components)		96		10,669
Vital Farms, Inc.* (Food Products)		85		1,535
Vivint Smart Home, Inc.* (Diversified Consumer Services)		318		3,110
Vocera Communications, Inc.* (Health Care Technology)		120		7,781
Vonage Holdings Corp.* (Software)		840		17,464
Vor BioPharma, Inc.* (Biotechnology)		66		767
VOXX International Corp.* (Auto Components)		54		549
VSE Corp. (Commercial Services & Supplies)		37		2,255
Vuzix Corp.*(a) (Household Durables)		204		1,769
W&T Offshore, Inc.* (Oil, Gas & Consumable Fuels)		326		1,053
Wabash National Corp. (Machinery)		172		3,357
Walker & Dunlop, Inc. (Thrifts & Mortgage Finance)		101		15,240
Warrior Met Coal, Inc. (Metals & Mining)		179		4,602
Washington Federal, Inc. (Thrifts & Mortgage Finance)		226		7,544
Washington Real Estate Investment Trust (Equity Real Estate Investment Trusts)		294		7,600
Washington Trust Bancorp, Inc. (Banks)		59		3,326
Waterstone Financial, Inc. (Thrifts & Mortgage Finance)		74		1,618
Watts Water Technologies, Inc.—Class A (Machinery)		96		18,640
WaVe Life Sciences, Ltd.* (Pharmaceuticals)		154		484
WD-40 Co. (Household Products)		47		11,498
Weave Communications, Inc.* (Software)		16		243
Weber, Inc.—Class A (Household Durables)		62		802
Weis Markets, Inc. (Food & Staples Retailing)		57		3,755
Welbilt, Inc.* (Machinery)		454		10,792
Werewolf Therapeutics, Inc.* (Biotechnology)		92		1,096
Werner Enterprises, Inc. (Road & Rail)		214		10,199
WesBanco, Inc. (Banks)		213		7,453
WESCO International, Inc.* (Trading Companies & Distributors)		155		20,397
West Bancorp, Inc. (Banks)		56		1,740
Westamerica Bancorp (Banks)		90		5,196
Whitestone REIT (Equity Real Estate Investment Trusts)		160		1,621
Whiting Petroleum Corp.* (Oil, Gas & Consumable Fuels)		137		8,861
Whole Earth Brands, Inc.* (Food Products)		130		1,396
WideOpenWest, Inc.* (Media)		182		3,917
Willdan Group, Inc.* (Professional Services)		39		1,373
Willis Lease Finance Corp.* (Trading Companies & Distributors)		10		377

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 265

Common Stocks, continued

	Shares		Value
WillScot Mobile Mini Holdings Corp.* (Construction & Engineering)		735	$	30,016
Wingstop, Inc. (Hotels, Restaurants & Leisure)		104		17,971
Winmark Corp. (Specialty Retail)		12		2,979
Winnebago Industries, Inc. (Automobiles)		112		8,391
WisdomTree Investments, Inc. (Capital Markets)		468		2,864
Wolverine World Wide, Inc. (Textiles, Apparel & Luxury Goods)		282		8,124
Workhorse Group, Inc.* (Auto Components)		419		1,827
Workiva, Inc.* (Software)		149		19,443
World Acceptance Corp.* (Consumer Finance)		15		3,681
World Fuel Services Corp. (Oil, Gas & Consumable Fuels)		217		5,744
Worthington Industries, Inc. (Metals & Mining)		115		6,286
WSFS Financial Corp. (Thrifts & Mortgage Finance)		225		11,277
WW International, Inc.* (Diversified Consumer Services)		183		2,952
XBiotech, Inc. (Biotechnology)		53		590
Xencor, Inc.* (Biotechnology)		196		7,864
Xenia Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		396		7,172
Xilio Therapeutics, Inc.* (Biotechnology)		26		416
XL Fleet Corp.* (Auto Components)		121		401
XOMA Corp.* (Biotechnology)		21		438
Xometry, Inc.*—Class A (Internet & Direct Marketing Retail)		28		1,435
XPEL, Inc.* (Auto Components)		62		4,233
Xperi Holding Corp. (Software)		365		6,902
Xponential Fitness, Inc.*—Class A (Hotels, Restaurants & Leisure)		32		654
Yellow Corp.* (Road & Rail)		175		2,203
Yelp, Inc.* (Interactive Media & Services)		249		9,024
Yext, Inc.* (Software)		391		3,879
Y-mAbs Therapeutics, Inc.* (Biotechnology)		121		1,961
York Water Co. (Water Utilities)		45		2,240
Zentalis Pharmaceuticals, Inc.* (Biotechnology)		127		10,676
Zevia PBC*—Class A (Beverages)		36		254
Ziff Davis, Inc.* (Software)		151		16,740
ZIOPHARM Oncology, Inc.* (Biotechnology)		728		794
Zogenix, Inc.* (Pharmaceuticals)		195		3,169
Zumiez, Inc.* (Specialty Retail)		74		3,551
Zuora, Inc.*—Class A (Software)		387		7,229
Zurn Water Solutions Corp. (Building Products)		422		15,361
Zymergen, Inc.* (Chemicals)		278		1,860
Zynex, Inc.*(a) (Health Care Equipment & Supplies)		68		678
TOTAL COMMON STOCKS (Cost $7,545,505)				10,324,107

Trust (0.0%)

	Interest Units		Value
Ferroglobe Representation and Warranty Insurance*+ (Metals & Mining)		250	$	—
TOTAL TRUST (Cost $—)				—

Contingent Escrow Shares (0.0%)

	Shares		Value
Wright Medical Group, Inc.*+(b) (Health Care Equipment & Supplies)		385	$	—
TOTAL CONTINGENT ESCROW SHARES (Cost $—)				—

Repurchase Agreements^(c)(d) (30.0%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $4,372,000	$	4,372,000	$	4,372,000
TOTAL REPURCHASE AGREEMENTS (Cost $4,372,000)				4,372,000

Collateral for Securities Loaned^(e) (0.6%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(f)		91,428	$	91,428
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $91,428)				91,428
TOTAL INVESTMENT SECURITIES (Cost $12,008,933)—101.4%				14,787,535
Net other assets (liabilities)—(1.4)%				(200,276	)
NET ASSETS—100.0%			$	14,587,259

* Non-income producing security.

⁺ These securities were fair valued based on procedures approved by the Board of Trustees. As of December 31, 2021, these securities represented 0.00% of the net assets of the Fund.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $83,638.

^(b) On November 12, 2020, Stryker Corp. acquired Wright Medical Group. As part of the acquisition, $1.85 per acquired share was allocated 1:1 to Escrow Shares, contingent on whether the $1.85 per share is determined to be payable to the Dutch Government; otherwise, the value of the Escrow Shares will be remitted to pre-acquisition shareholders of Wright Medical Group. In January 2022, all Escrow Shares were sold at a value of $1.85 per share.

^(c) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $815,000.

^(d) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(e) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(f) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

See accompanying notes to financial statements.

266 :: ProFund VP Small-Cap :: Financial Statements

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Russell 2000 Index	Goldman Sachs International	1/27/22		0.48	%	$	260,456	$	(1,367	)
Russell 2000 Index	UBS AG	1/27/22		0.08	%		4,012,369		(32,206	)
						$	4,272,825	$	(33,573	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Small-Cap invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	64,061		0.4	%
Air Freight & Logistics		37,375		0.3	%
Airlines		32,778		0.2	%
Auto Components		146,864		1.0	%
Automobiles		22,796		0.2	%
Banks		870,389		5.9	%
Beverages		45,436		0.3	%
Biotechnology		867,715		6.0	%
Building Products		140,821		1.0	%
Capital Markets		169,330		1.2	%
Chemicals		203,701		1.4	%
Commercial Services & Supplies		176,731		1.2	%
Communications Equipment		94,544		0.6	%
Construction & Engineering		164,864		1.1	%
Construction Materials		19,843		0.1	%
Consumer Finance		82,297		0.6	%
Containers & Packaging		24,293		0.2	%
Distributors		1,803		NM
Diversified Consumer Services		72,579		0.5	%
Diversified Financial Services		16,195		0.1	%
Diversified Telecommunication Services		50,983		0.3	%
Electric Utilities		62,845		0.4	%
Electrical Equipment		107,607		0.7	%
Electronic Equipment, Instruments & Components		232,925		1.6	%
Energy Equipment & Services		80,376		0.6	%
Entertainment		81,822		0.6	%
Equity Real Estate Investment Trusts		679,453		4.7	%
Food & Staples Retailing		107,268		0.7	%
Food Products		100,685		0.7	%
Gas Utilities		92,062		0.7	%
Health Care Equipment & Supplies		333,561		2.4	%
Health Care Providers & Services		296,546		2.0	%
Health Care Technology		123,232		0.8	%
Hotels, Restaurants & Leisure		245,888		1.6	%
Household Durables		205,639		1.4	%
Household Products		30,087		0.2	%
Independent Power and Renewable Electricity Producers		35,118		0.2	%
Insurance		205,243		1.4	%
Interactive Media & Services		36,228		0.2	%
Internet & Direct Marketing Retail		53,996		0.4	%
IT Services		175,853		1.2	%
Leisure Products		65,084		0.4	%
Life Sciences Tools & Services		86,905		0.6	%
Machinery		392,253		2.8	%
Marine		19,311		0.1	%
Media		108,227		0.8	%
Metals & Mining		125,967		0.9	%
Mortgage Real Estate Investment Trusts		131,159		0.9	%
Multiline Retail		38,508		0.3	%
Multi-Utilities		39,600		0.3	%
Oil, Gas & Consumable Fuels		374,849		2.5	%
Paper & Forest Products		13,207		0.1	%
Personal Products		58,272		0.4	%
Pharmaceuticals		153,904		1.1	%
Professional Services		181,012		1.2	%
Real Estate Management & Development		93,345		0.6	%
Road & Rail		94,541		0.6	%
Semiconductors & Semiconductor Equipment		398,787		2.7	%
Software		596,968		4.2	%
Specialty Retail		243,726		1.7	%
Technology Hardware, Storage & Peripherals		28,689		0.2	%
Textiles, Apparel & Luxury Goods		76,538		0.5	%
Thrifts & Mortgage Finance		180,066		1.2	%
Tobacco		13,996		0.1	%
Trading Companies & Distributors		155,371		1.1	%
Water Utilities		46,189		0.3	%
Wireless Telecommunication Services		15,801		0.1	%
Other**		4,263,152		29.2	%
Total	$	14,587,259		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap :: 267

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	12,008,933
Securities, at value(a)		10,415,535
Repurchase agreements, at value		4,372,000
Total Investment Securities, at value		14,787,535
Cash		376
Segregated cash balances for swap agreements with custodian		55
Dividends receivable		8,229
Receivable for capital shares issued		26,925
Receivable for investments sold		4,986
Prepaid expenses		135
TOTAL ASSETS		14,828,241
LIABILITIES:
Payable for collateral for securities loaned		91,428
Payable for capital shares redeemed		64,271
Payable for investments purchased		5,013
Unrealized depreciation on swap agreements		33,573
Advisory fees payable		10,659
Management services fees payable		1,421
Administration fees payable		923
Administrative services fees payable		9,468
Distribution fees payable		10,689
Transfer agency fees payable		1,661
Fund accounting fees payable		1,104
Compliance services fees payable		67
Other accrued expenses		10,705
TOTAL LIABILITIES		240,982
NET ASSETS	$	14,587,259
NET ASSETS CONSIST OF:
Capital	$	10,315,908
Total distributable earnings (loss)		4,271,351
NET ASSETS	$	14,587,259
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		337,644
Net Asset Value (offering and redemption price per share)	$	43.20
(a) Includes securities on loan valued at:	$	83,638

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	104,352
Interest		177
Foreign tax withholding		(152	)
Net income from securities lending		1,335
TOTAL INVESTMENT INCOME		105,712
EXPENSES:
Advisory fees		144,070
Management services fees		19,209
Administration fees		14,292
Transfer agency fees		11,766
Administrative services fees		42,993
Distribution fees		48,023
Custody fees		2,983
Fund accounting fees		15,141
Trustee fees		304
Compliance services fees		136
Other fees		25,775
Recoupment of prior expenses reduced by the Advisor		1,000
Total Gross Expenses before reductions		325,692
Expenses reduced and reimbursed by the Advisor		(2,974	)
TOTAL NET EXPENSES		322,718
NET INVESTMENT INCOME (LOSS)		(217,006	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		638,320
Net realized gains (losses) on swap agreements		1,121,454
Change in net unrealized appreciation/depreciation on investment securities		313,206
Change in net unrealized appreciation/depreciation on swap agreements		93,159
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		2,166,139
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,949,133

See accompanying notes to financial statements.

268 :: ProFund VP Small-Cap :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(217,006	)	$	(88,561	)
Net realized gains (losses) on investments		1,759,774			857,468
Change in net unrealized appreciation/depreciation on investments		406,365			773,376
Change in net assets resulting from operations		1,949,133			1,542,283
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(767,607	)		(377,359	)
Change in net assets resulting from distributions		(767,607	)		(377,359	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		34,196,772			26,159,780
Distributions reinvested		767,607			377,359
Value of shares redeemed		(39,944,075	)		(25,391,616	)
Change in net assets resulting from capital transactions		(4,979,696	)		1,145,523
Change in net assets		(3,798,170	)		2,310,447
NET ASSETS:
Beginning of period		18,385,429			16,074,982
End of period	$	14,587,259		$	18,385,429
SHARE TRANSACTIONS:
Issued		772,224			799,907
Reinvested		18,600			11,716
Redeemed		(914,846	)		(804,043	)
Change in shares		(124,022	)		7,580

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Small-Cap :: 269

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	39.82		$	35.40		$	28.64		$	35.03		$	35.32
Investment Activities:
Net investment income (loss)(a)		(0.50	)		(0.28	)		0.01			(0.04	)		(0.29	)
Net realized and unrealized gains (losses) on investments		5.55			6.01			6.75			(3.99	)		4.63
Total income (loss) from investment activities		5.05			5.73			6.76			(4.03	)		4.34
Distributions to Shareholders From:
Net investment income		—			(0.02	)		—			—			—
Net realized gains on investments		(1.67	)		(1.29	)		—			(2.36	)		(4.63	)
Total distributions		(1.67	)		(1.31	)		—			(2.36	)		(4.63	)
Net Asset Value, End of Period	$	43.20		$	39.82		$	35.40		$	28.64		$	35.03
Total Return		12.88	%		17.06	%		23.60	%		(12.89	)%		12.43	%
Ratios to Average Net Assets:
Gross expenses		1.70	%		1.82	%		1.74	%		1.76	%		1.72	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.13	)%		(0.85	)%		0.03	%		(0.10	)%		(0.81	)%
Supplemental Data:
Net assets, end of period (000's)	$	14,587		$	18,385		$	16,075		$	10,303		$	14,191
Portfolio turnover rate(b)		24	%		26	%		22	%		18	%		12	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

270 :: ProFund VP Small-Cap Growth :: Management Discussion of Fund Performance

ProFund VP Small-Cap Growth (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P SmallCap 600^® Growth Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 20.64%. For the same period, the Index had a total return of 22.62%¹ and a volatility of 20.88%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is designed to provide a comprehensive measure of small-cap U.S. equity "growth" performance. It is an unmanaged, float-adjusted, market capitalization-weighted index comprising stocks representing approximately half the market capitalization of the S&P SmallCap 600^® that have been identified as being on the growth end of the growth-value spectrum. Securities are selected for inclusion in the Index by an S&P committee through a process that factors in criteria such as liquidity, price, market capitalization, financial viability, and public float.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Small-Cap Growth from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Small-Cap Growth		20.64	%		12.43	%		13.43	%
S&P Small Cap 600® Growth Index		22.62	%		14.37	%		15.35	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Small-Cap Growth		1.74	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Omnicell, Inc.		1.5	%
Innovative Industrial Properties, Inc.		1.2	%
Exponent, Inc.		1.1	%
AMN Healthcare Services, Inc.		1.1	%
UFP Industries, Inc.		1.0	%

S&P SmallCap 600^® Growth Index – Composition

	% of Index
Information Technology		20	%
Financials		16	%
Industrials		15	%
Health Care		15	%
Consumer Discretionary		12	%
Real Estate		7	%
Energy		5	%
Consumer Staples		5	%
Materials		3	%
Utilities		1	%
Communication Services		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Small-Cap Growth :: 271

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (99.8%)

	Shares		Value
3D Systems Corp.* (Technology Hardware, Storage & Peripherals)		5,891	$	126,892
8x8, Inc.* (Software)		5,256		88,091
AAON, Inc. (Building Products)		1,279		101,591
Abercrombie & Fitch Co.*—Class A (Specialty Retail)		1,280		44,582
Acadia Realty Trust (Equity Real Estate Investment Trusts)		1,795		39,185
Addus Homecare Corp.* (Health Care Providers & Services)		316		29,549
ADTRAN, Inc. (Communications Equipment)		2,246		51,276
Advanced Energy Industries, Inc. (Semiconductors & Semiconductor Equipment)		1,737		158,171
AdvanSix, Inc. (Chemicals)		700		33,075
Aerojet Rocketdyne Holdings, Inc. (Aerospace & Defense)		1,795		83,935
AeroVironment, Inc.* (Aerospace & Defense)		574		35,605
Agilysys, Inc.* (Software)		565		25,120
Agree Realty Corp. (Equity Real Estate Investment Trusts)		1,448		103,329
Alamo Group, Inc. (Machinery)		191		28,111
Alarm.com Holdings, Inc.* (Software)		2,125		180,221
Albany International Corp.—Class A (Machinery)		747		66,072
Allegheny Technologies, Inc.* (Metals & Mining)		2,642		42,087
Allscripts Healthcare Solutions, Inc.* (Health Care Technology)		2,204		40,664
American Assets Trust, Inc. (Equity Real Estate Investment Trusts)		1,043		39,144
American States Water Co. (Water Utilities)		1,124		116,266
Ameris Bancorp (Banks)		1,739		86,394
AMN Healthcare Services, Inc.* (Health Care Providers & Services)		2,180		266,680
Amphastar Pharmaceuticals, Inc.* (Pharmaceuticals)		1,155		26,900
AngioDynamics, Inc.* (Health Care Equipment & Supplies)		1,783		49,175
ANI Pharmaceuticals, Inc.* (Pharmaceuticals)		294		13,548
Anika Therapeutics, Inc.* (Health Care Equipment & Supplies)		353		12,648
Apollo Medical Holdings, Inc.* (Health Care Providers & Services)		1,742		128,002
Applied Industrial Technologies, Inc. (Trading Companies & Distributors)		763		78,360
ArcBest Corp. (Road & Rail)		1,178		141,183
Arlo Technologies, Inc.* (Electronic Equipment, Instruments & Components)		2,179		22,858
Armada Hoffler Properties, Inc. (Equity Real Estate Investment Trusts)		1,731		26,346
Asbury Automotive Group, Inc.* (Specialty Retail)		479		82,738
Assured Guaranty, Ltd. (Insurance)		1,352		67,870
Avid Bioservices, Inc.* (Biotechnology)		2,829		82,550
Axcelis Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		1,536		114,524
Axos Financial, Inc.*—Class I (Thrifts & Mortgage Finance)		2,469		138,041
B Riley Financial, Inc. (Capital Markets)		737		65,490
Badger Meter, Inc. (Electronic Equipment, Instruments & Components)		877		93,453
Balchem Corp. (Chemicals)		1,493		251,720
Banc of California, Inc. (Banks)		1,124		22,053
BancFirst Corp. (Banks)		462		32,599
Banner Corp. (Banks)		679		41,195
Barnes & Noble Education, Inc.* (Specialty Retail)		1,667		11,352
BioLife Solutions, Inc.* (Health Care Equipment & Supplies)		1,351		50,352
Blucora, Inc.* (Capital Markets)		989		17,129
Boise Cascade Co. (Trading Companies & Distributors)		870		61,944
Boot Barn Holdings, Inc.* (Specialty Retail)		1,366		168,087
Bottomline Technologies, Inc.* (Software)		963		54,381
Brady Corp.—Class A (Commercial Services & Supplies)		1,030		55,516
Brightsphere Investment Group, Inc. (Capital Markets)		1,656		42,394
Brookline Bancorp, Inc. (Banks)		1,576		25,515
California Water Service Group (Water Utilities)		1,431		102,832
Callon Petroleum Co.* (Oil, Gas & Consumable Fuels)		2,189		103,430
Cara Therapeutics, Inc.* (Biotechnology)		1,949		23,739
Cardiovascular Systems, Inc.* (Health Care Equipment & Supplies)		787		14,780
CareTrust REIT, Inc. (Equity Real Estate Investment Trusts)		2,103		48,011
Cars.com, Inc.* (Interactive Media & Services)		1,469		23,636
Cavco Industries, Inc.* (Household Durables)		394		125,154
Celsius Holdings, Inc.* (Beverages)		1,761		131,318
Centerspace (Equity Real Estate Investment Trusts)		422		46,800
Central Pacific Financial Corp. (Banks)		800		22,536
Century Aluminum Co.* (Metals & Mining)		1,048		17,355
Century Communities, Inc. (Household Durables)		1,371		112,134
CEVA, Inc.* (Semiconductors & Semiconductor Equipment)		1,059		45,791
Chart Industries, Inc.* (Machinery)		1,642		261,882
Chesapeake Utilities Corp. (Gas Utilities)		422		61,532
Cinemark Holdings, Inc.* (Entertainment)		2,554		41,170
City Holding Co. (Banks)		335		27,400
Civitas Resources, Inc. (Oil, Gas & Consumable Fuels)		3,324		162,776
Coca-Cola Consolidated, Inc. (Beverages)		214		132,507
Cogent Communications Holdings, Inc. (Diversified Telecommunication Services)		1,311		95,939
Coherus Biosciences, Inc.* (Biotechnology)		2,940		46,922
Cohu, Inc.* (Semiconductors & Semiconductor Equipment)		1,302		49,593
Collegium Pharmaceutical, Inc.* (Pharmaceuticals)		1,595		29,795

See accompanying notes to financial statements.

272 :: ProFund VP Small-Cap Growth :: Financial Statements

Common Stocks, continued

	Shares		Value
Comfort Systems USA, Inc. (Construction & Engineering)		1,663	$	164,537
Community Bank System, Inc. (Banks)		1,144		85,205
Community Health Systems, Inc.* (Health Care Providers & Services)		5,728		76,240
Community Healthcare Trust, Inc. (Equity Real Estate Investment Trusts)		640		30,253
CONMED Corp. (Health Care Equipment & Supplies)		863		122,338
Corcept Therapeutics, Inc.* (Pharmaceuticals)		2,673		52,925
Core Laboratories N.V. (Energy Equipment & Services)		897		20,012
CorVel Corp.* (Health Care Providers & Services)		433		90,064
Cross Country Healthcare, Inc.* (Health Care Providers & Services)		1,630		45,249
CSG Systems International, Inc. (IT Services)		888		51,167
CTS Corp. (Electronic Equipment, Instruments & Components)		758		27,834
Customers Bancorp, Inc. (Banks)		1,375		89,884
Cutera, Inc.* (Health Care Equipment & Supplies)		474		19,586
Cytokinetics, Inc.* (Biotechnology)		3,869		176,348
Dave & Buster's Entertainment, Inc.* (Hotels, Restaurants & Leisure)		801		30,758
Diebold Nixdorf, Inc.* (Technology Hardware, Storage & Peripherals)		3,361		30,417
Digi International, Inc.* (Communications Equipment)		740		18,182
Dime Community Bancshares, Inc. (Banks)		734		25,807
Dine Brands Global, Inc. (Hotels, Restaurants & Leisure)		428		32,447
Diodes, Inc.* (Semiconductors & Semiconductor Equipment)		2,077		228,075
Donnelley Financial Solutions, Inc.* (Capital Markets)		1,346		63,450
Dorian LPG, Ltd. (Oil, Gas & Consumable Fuels)		1,279		16,231
Dorman Products, Inc.* (Auto Components)		880		99,449
Douglas Elliman, Inc.* (Real Estate Management & Development)		3,019		34,713
Eagle Bancorp, Inc. (Banks)		869		50,697
Eagle Pharmaceuticals, Inc.* (Biotechnology)		256		13,036
elf Beauty, Inc.* (Personal Products)		2,208		73,328
Ellington Financial, Inc. (Mortgage Real Estate Investment Trusts)		1,108		18,936
Enanta Pharmaceuticals, Inc.* (Biotechnology)		498		37,240
Encore Capital Group, Inc.* (Consumer Finance)		548		34,036
Encore Wire Corp. (Electrical Equipment)		935		133,799
Endo International PLC* (Pharmaceuticals)		10,778		40,525
Enerpac Tool Group Corp. (Machinery)		1,335		27,074
Enova International, Inc.* (Consumer Finance)		1,680		68,814
Essential Properties Realty Trust, Inc. (Real Estate Management & Development)		2,914		84,010
EVERTEC, Inc. (IT Services)		1,846		92,263
ExlService Holdings, Inc.* (IT Services)		1,536		222,366
Exponent, Inc. (Professional Services)		2,403		280,503
Extreme Networks, Inc.* (Communications Equipment)		5,990		94,043
Fabrinet* (Electronic Equipment, Instruments & Components)		1,708		202,347
FARO Technologies, Inc.* (Electronic Equipment, Instruments & Components)		402		28,148
FB Financial Corp. (Banks)		791		34,662
Federal Signal Corp. (Machinery)		1,718		74,458
Ferro Corp.* (Chemicals)		1,793		39,141
First Bancorp (Banks)		9,485		130,703
First Bancorp (Banks)		796		36,393
First Commonwealth Financial Corp. (Banks)		2,408		38,745
Flagstar Bancorp, Inc. (Thrifts & Mortgage Finance)		2,438		116,878
FormFactor, Inc.* (Semiconductors & Semiconductor Equipment)		2,271		103,830
Forrester Research, Inc.* (Professional Services)		513		30,128
Forward Air Corp. (Air Freight & Logistics)		1,244		150,636
Four Corners Property Trust, Inc. (Equity Real Estate Investment Trusts)		1,748		51,409
Franklin Electric Co., Inc. (Machinery)		1,204		113,850
Fulgent Genetics, Inc.* (Health Care Providers & Services)		894		89,927
Gannett Co., Inc.* (Media)		2,495		13,298
Genesco, Inc.* (Specialty Retail)		314		20,149
Gentherm, Inc.* (Auto Components)		1,532		133,131
Getty Realty Corp. (Equity Real Estate Investment Trusts)		837		26,859
Gibraltar Industries, Inc.* (Building Products)		708		47,209
Glaukos Corp.* (Health Care Equipment & Supplies)		1,124		49,951
GMS, Inc.* (Trading Companies & Distributors)		1,114		66,963
Great Western Bancorp, Inc. (Banks)		2,542		86,326
Greenhill & Co., Inc. (Capital Markets)		640		11,475
H.B. Fuller Co. (Chemicals)		1,115		90,315
Hanmi Financial Corp. (Banks)		785		18,589
Harmonic, Inc.* (Communications Equipment)		4,732		55,648
Harmony Biosciences Holdings, Inc.* (Pharmaceuticals)		589		25,115
Hawkins, Inc. (Chemicals)		468		18,463
Haynes International, Inc. (Metals & Mining)		333		13,430
HCI Group, Inc. (Insurance)		369		30,826
HealthStream, Inc.* (Health Care Technology)		628		16,554
Heidrick & Struggles International, Inc. (Professional Services)		904		39,532
Heska Corp.* (Health Care Equipment & Supplies)		494		90,149
Hibbett, Inc. (Specialty Retail)		694		49,919
Hillenbrand, Inc. (Machinery)		1,819		94,570
Hilltop Holdings, Inc. (Banks)		1,430		50,250
HomeStreet, Inc. (Thrifts & Mortgage Finance)		943		49,036
Ichor Holdings, Ltd.* (Semiconductors & Semiconductor Equipment)		747		34,384
Independence Realty Trust, Inc. (Equity Real Estate Investment Trusts)		4,828		124,707
Independent Bank Corp. (Banks)		920		75,008
Industrial Logistics Properties Trust (Equity Real Estate Investment Trusts)		1,237		30,987
Innovative Industrial Properties, Inc. (Equity Real Estate Investment Trusts)		1,103		289,991
Innoviva, Inc.* (Pharmaceuticals)		2,885		49,766

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Growth :: 273

Common Stocks, continued

	Shares		Value
Installed Building Products, Inc. (Household Durables)		1,082	$	151,177
Insteel Industries, Inc. (Building Products)		894		35,590
Inter Parfums, Inc. (Personal Products)		820		87,658
InterDigital, Inc. (Communications Equipment)		736		52,720
Interface, Inc. (Commercial Services & Supplies)		1,227		19,571
Investors Bancorp, Inc. (Banks)		10,398		157,530
iRobot Corp.* (Household Durables)		684		45,062
iStar, Inc. (Equity Real Estate Investment Trusts)		1,794		46,339
J & J Snack Foods Corp. (Food Products)		303		47,862
John Bean Technologies Corp. (Machinery)		937		143,886
KKR Real Estate Finance Trust, Inc. (Mortgage Real Estate Investment Trusts)		799		16,643
Knowles Corp.* (Electronic Equipment, Instruments & Components)		1,704		39,788
Kontoor Brands, Inc. (Textiles, Apparel & Luxury Goods)		1,119		57,349
Korn Ferry (Professional Services)		2,514		190,385
Kulicke & Soffa Industries, Inc. (Semiconductors & Semiconductor Equipment)		2,857		172,963
Lakeland Financial Corp. (Banks)		1,167		93,523
Lantheus Holdings, Inc.* (Health Care Equipment & Supplies)		1,842		53,215
Laredo Petroleum, Inc.* (Oil, Gas & Consumable Fuels)		443		26,638
LCI Industries (Auto Components)		781		121,734
Lemaitre Vascular, Inc. (Health Care Equipment & Supplies)		886		44,504
Lexington Realty Trust (Equity Real Estate Investment Trusts)		6,523		101,889
LGI Homes, Inc.* (Household Durables)		985		152,162
Ligand Pharmaceuticals, Inc.* (Biotechnology)		771		119,089
Lindsay Corp. (Machinery)		297		45,144
Liquidity Services, Inc.* (Internet & Direct Marketing Retail)		1,227		27,092
Livent Corp.* (Chemicals)		7,451		181,655
LivePerson, Inc.* (Software)		1,882		67,225
Marcus & Millichap, Inc.* (Real Estate Management & Development)		645		33,192
MarineMax, Inc.* (Specialty Retail)		1,003		59,217
Matador Resources Co. (Oil, Gas & Consumable Fuels)		5,088		187,849
Materion Corp. (Metals & Mining)		546		50,199
Matson, Inc. (Marine)		1,939		174,568
MaxLinear, Inc.*—Class A (Semiconductors & Semiconductor Equipment)		3,255		245,394
Medifast, Inc. (Personal Products)		536		112,254
Meridian Bioscience, Inc.* (Health Care Equipment & Supplies)		1,280		26,112
Merit Medical Systems, Inc.* (Health Care Equipment & Supplies)		1,335		83,171
Meritage Homes Corp.* (Household Durables)		809		98,747
Mesa Laboratories, Inc. (Health Care Equipment & Supplies)		142		46,589
Meta Financial Group, Inc. (Thrifts & Mortgage Finance)		1,460		87,104
Methode Electronics, Inc. (Electronic Equipment, Instruments & Components)		775		38,107
MGP Ingredients, Inc. (Beverages)		577		49,039
Middlesex Water Co. (Water Utilities)		556		66,887
ModivCare, Inc.* (Health Care Providers & Services)		324		48,046
Monarch Casino & Resort, Inc.* (Hotels, Restaurants & Leisure)		604		44,666
Monro, Inc. (Specialty Retail)		666		38,808
Movado Group, Inc. (Textiles, Apparel & Luxury Goods)		761		31,833
Mueller Industries, Inc. (Machinery)		2,646		157,067
Myers Industries, Inc. (Containers & Packaging)		719		14,387
MYR Group, Inc.* (Construction & Engineering)		778		86,008
Myriad Genetics, Inc.* (Biotechnology)		1,915		52,854
National Bank Holdings Corp. (Banks)		811		35,635
National Beverage Corp. (Beverages)		614		27,833
Nektar Therapeutics* (Pharmaceuticals)		3,831		51,757
NeoGenomics, Inc.* (Life Sciences Tools & Services)		3,122		106,523
Nexpoint Residential Trust, Inc. (Equity Real Estate Investment Trusts)		1,047		87,770
Northfield Bancorp, Inc. (Thrifts & Mortgage Finance)		1,168		18,875
NV5 Global, Inc.* (Construction & Engineering)		546		75,414
OFG Bancorp (Banks)		1,149		30,517
Omnicell, Inc.* (Health Care Technology)		2,027		365,751
OneSpan, Inc.* (Software)		777		13,155
Onto Innovation, Inc.* (Semiconductors & Semiconductor Equipment)		2,272		229,995
OptimizeRx Corp.* (Health Care Technology)		820		50,930
Organogenesis Holdings, Inc.* (Biotechnology)		2,909		26,879
OSI Systems, Inc.* (Electronic Equipment, Instruments & Components)		331		30,849
Oxford Industries, Inc. (Textiles, Apparel & Luxury Goods)		469		47,613
Pacific Premier Bancorp, Inc. (Banks)		1,915		76,657
Pacira BioSciences, Inc.* (Pharmaceuticals)		1,252		75,333
Palomar Holdings, Inc.* (Insurance)		1,113		72,089
Park Aerospace Corp. (Aerospace & Defense)		395		5,214
Park National Corp. (Banks)		420		57,670
Patrick Industries, Inc. (Auto Components)		487		39,296
PDC Energy, Inc. (Oil, Gas & Consumable Fuels)		4,491		219,070
PDF Solutions, Inc.* (Semiconductors & Semiconductor Equipment)		867		27,562
Perficient, Inc.* (IT Services)		1,517		196,133
PGT Innovations, Inc.* (Building Products)		1,238		27,843
Piper Sandler Cos. (Capital Markets)		651		116,210
Plantronics, Inc.* (Communications Equipment)		945		27,726
Preferred Bank (Banks)		632		45,371
Prestige Consumer Healthcare, Inc.* (Pharmaceuticals)		1,225		74,296
Progress Software Corp. (Software)		2,022		97,602
Provident Financial Services, Inc. (Thrifts & Mortgage Finance)		1,639		39,697
Quaker Chemical Corp. (Chemicals)		359		82,850
RadNet, Inc.* (Health Care Providers & Services)		2,046		61,605
Rambus, Inc.* (Semiconductors & Semiconductor Equipment)		5,043		148,214

See accompanying notes to financial statements.

274 :: ProFund VP Small-Cap Growth :: Financial Statements

Common Stocks, continued

	Shares		Value
Range Resources Corp.* (Oil, Gas & Consumable Fuels)		7,949	$	141,731
Ranger Oil Corp.* (Oil, Gas & Consumable Fuels)		973		26,193
Redwood Trust, Inc. (Mortgage Real Estate Investment Trusts)		5,289		69,762
REGENXBIO, Inc.* (Biotechnology)		781		25,539
Rent-A-Center, Inc. (Specialty Retail)		1,338		64,278
Retail Opportunity Investments Corp. (Equity Real Estate Investment Trusts)		2,744		53,782
Rogers Corp.* (Electronic Equipment, Instruments & Components)		863		235,599
RPT Realty (Equity Real Estate Investment Trusts)		1,984		26,546
Safehold, Inc. (Equity Real Estate Investment Trusts)		652		52,062
Sally Beauty Holdings, Inc.* (Specialty Retail)		2,295		42,366
Saul Centers, Inc. (Equity Real Estate Investment Trusts)		415		22,003
Seacoast Banking Corporation of Florida (Banks)		1,399		49,511
Selectquote, Inc.* (Insurance)		2,817		25,522
ServisFirst Bancshares, Inc. (Banks)		2,250		191,115
Shake Shack, Inc.*—Class A (Hotels, Restaurants & Leisure)		995		71,799
Shoe Carnival, Inc. (Specialty Retail)		808		31,577
Shutterstock, Inc. (Internet & Direct Marketing Retail)		1,080		119,751
Signet Jewelers, Ltd. (Specialty Retail)		2,446		212,876
Simulations Plus, Inc. (Health Care Technology)		435		20,576
SITE Centers Corp. (Equity Real Estate Investment Trusts)		4,555		72,106
Sleep Number Corp.* (Specialty Retail)		1,044		79,970
SM Energy Co. (Oil, Gas & Consumable Fuels)		5,602		165,147
SMART Global Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		651		46,214
Southside Bancshares, Inc. (Banks)		937		39,185
Southwestern Energy Co.* (Oil, Gas & Consumable Fuels)		29,957		139,600
Spectrum Pharmaceuticals, Inc.* (Biotechnology)		4,313		5,478
SPS Commerce, Inc.* (Software)		1,659		236,159
SPX Corp.* (Machinery)		880		52,518
SPX FLOW, Inc. (Machinery)		1,180		102,046
Standex International Corp. (Machinery)		270		29,878
Steven Madden, Ltd. (Textiles, Apparel & Luxury Goods)		2,364		109,854
Stewart Information Services Corp. (Insurance)		607		48,396
Sturm Ruger & Co., Inc. (Leisure Products)		812		55,232
Supernus Pharmaceuticals, Inc.* (Pharmaceuticals)		2,452		71,500
Surmodics, Inc.* (Health Care Equipment & Supplies)		416		20,030
Tabula Rasa HealthCare, Inc.* (Health Care Technology)		547		8,205
Tanger Factory Outlet Centers, Inc. (Equity Real Estate Investment Trusts)		4,796		92,467
TechTarget, Inc.* (Media)		1,196		114,410
Tennant Co. (Machinery)		368		29,823
The Bancorp, Inc.* (Banks)		2,628		66,515
The Buckle, Inc. (Specialty Retail)		1,354		57,288
The Children's Place, Inc.* (Specialty Retail)		645		51,142
The E.W. Scripps Co.*—Class A (Media)		1,213		23,472
The Ensign Group, Inc. (Health Care Providers & Services)		1,307		109,736
The Joint Corp.* (Health Care Providers & Services)		665		43,684
The Pennant Group, Inc.* (Health Care Providers & Services)		637		14,702
The Simply Good Foods Co.* (Food Products)		3,890		161,707
The St Joe Co. (Real Estate Management & Development)		1,520		79,116
Thryv Holdings, Inc.* (Media)		783		32,205
Tivity Health, Inc.* (Health Care Providers & Services)		959		25,356
Tompkins Financial Corp. (Banks)		241		20,143
Tootsie Roll Industries, Inc. (Food Products)		399		14,456
Triumph Bancorp, Inc.* (Banks)		1,089		129,678
Triumph Group, Inc.* (Aerospace & Defense)		2,980		55,219
Trupanion, Inc.* (Insurance)		1,583		209,004
TTEC Holdings, Inc. (IT Services)		844		76,424
U.S. Physical Therapy, Inc. (Health Care Providers & Services)		268		25,607
UFP Industries, Inc. (Building Products)		2,854		262,597
Ultra Clean Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		2,071		118,793
uniQure N.V.* (Biotechnology)		1,662		34,470
Unisys Corp.* (IT Services)		1,487		30,588
United Community Banks, Inc. (Banks)		3,089		111,019
United Natural Foods, Inc.* (Food & Staples Retailing)		2,599		127,559
Uniti Group, Inc. (Equity Real Estate Investment Trusts)		6,315		88,473
Universal Health Realty Income Trust (Equity Real Estate Investment Trusts)		319		18,971
Urstadt Biddle Properties, Inc.—Class A (Equity Real Estate Investment Trusts)		749		15,954
USANA Health Sciences, Inc.* (Personal Products)		361		36,533
Vanda Pharmaceuticals, Inc.* (Biotechnology)		1,645		25,810
Varex Imaging Corp.* (Health Care Equipment & Supplies)		1,163		36,693
Vector Group, Ltd. (Tobacco)		6,036		69,293
Veeco Instruments, Inc.* (Semiconductors & Semiconductor Equipment)		2,329		66,307
Vericel Corp.* (Biotechnology)		2,159		84,849
Veritex Holdings, Inc. (Banks)		2,272		90,380
Viad Corp.* (Commercial Services & Supplies)		501		21,438
Viavi Solutions, Inc.* (Communications Equipment)		6,796		119,746
Virtus Investment Partners, Inc. (Capital Markets)		329		97,746
Vista Outdoor, Inc.* (Leisure Products)		2,642		121,717
Vonage Holdings Corp.* (Software)		11,643		242,057
Walker & Dunlop, Inc. (Thrifts & Mortgage Finance)		1,352		203,989
Washington Real Estate Investment Trust (Equity Real Estate Investment Trusts)		1,717		44,384
Watts Water Technologies, Inc.—Class A (Machinery)		1,271		246,790
WD-40 Co. (Household Products)		367		89,783

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Growth :: 275

Common Stocks, continued

	Shares		Value
Winnebago Industries, Inc. (Automobiles)		787	$	58,962
WisdomTree Investments, Inc. (Capital Markets)		3,115		19,064
Wolverine World Wide, Inc. (Textiles, Apparel & Luxury Goods)		1,747		50,331
World Acceptance Corp.* (Consumer Finance)		194		47,613
WSFS Financial Corp. (Thrifts & Mortgage Finance)		1,329		66,609
Xencor, Inc.* (Biotechnology)		2,697		108,204
Xperi Holding Corp. (Software)		2,507		47,407
Zynex, Inc.*(a) (Health Care Equipment & Supplies)		916		9,133
TOTAL COMMON STOCKS (Cost $15,908,340)				25,166,638

Repurchase Agreements^(b) (0.2%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $42,000	$	42,000	$	42,000
TOTAL REPURCHASE AGREEMENTS (Cost $42,000)				42,000

Collateral for Securities Loaned^(c)(NM)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(d)		8,264	$	8,264
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $8,264)				8,264
TOTAL INVESTMENT SECURITIES (Cost $15,958,604)—100.0%				25,216,902
Net other assets (liabilities)—NM				(2,309	)
NET ASSETS—100.0%			$	25,214,593

*	Non-income producing security.
(a)	All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $7,846.
(b)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.
(c)	Securities were purchased with cash collateral held from securities on loan at December 31, 2021.
(d)	Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.
NM	Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

276 :: ProFund VP Small-Cap Growth :: Financial Statements

ProFund VP Small-Cap Growth invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	179,973		0.7	%
Air Freight & Logistics		150,636		0.6	%
Auto Components		393,610		1.6	%
Automobiles		58,962		0.2	%
Banks		2,174,410		8.6	%
Beverages		340,697		1.3	%
Biotechnology		863,007		3.4	%
Building Products		474,830		1.9	%
Capital Markets		432,958		1.7	%
Chemicals		697,219		2.7	%
Commercial Services & Supplies		96,525		0.4	%
Communications Equipment		419,341		1.7	%
Construction & Engineering		325,959		1.3	%
Consumer Finance		150,463		0.6	%
Containers & Packaging		14,387		0.1	%
Diversified Telecommunication Services		95,939		0.4	%
Electrical Equipment		133,799		0.5	%
Electronic Equipment, Instruments & Components		718,983		2.9	%
Energy Equipment & Services		20,012		0.1	%
Entertainment		41,170		0.2	%
Equity Real Estate Investment Trusts		1,579,767		6.3	%
Food & Staples Retailing		127,559		0.5	%
Food Products		224,025		0.9	%
Gas Utilities		61,532		0.2	%
Health Care Equipment & Supplies		728,426		2.9	%
Health Care Providers & Services		1,054,447		4.2	%
Health Care Technology		502,680		2.0	%
Hotels, Restaurants & Leisure		179,670		0.7	%
Household Durables		684,436		2.7	%
Household Products		89,783		0.4	%
Insurance		453,707		1.8	%
Interactive Media & Services		23,636		0.1	%
Internet & Direct Marketing Retail		146,843		0.6	%
IT Services		668,941		2.7	%
Leisure Products		176,949		0.7	%
Life Sciences Tools & Services		106,523		0.4	%
Machinery		1,473,169		5.9	%
Marine		174,568		0.7	%
Media		183,385		0.7	%
Metals & Mining		123,071		0.5	%
Mortgage Real Estate Investment Trusts		105,341		0.4	%
Oil, Gas & Consumable Fuels		1,188,665		4.7	%
Personal Products		309,773		1.2	%
Pharmaceuticals		511,460		2.0	%
Professional Services		540,548		2.1	%
Real Estate Management & Development		231,031		0.9	%
Road & Rail		141,183		0.6	%
Semiconductors & Semiconductor Equipment		1,789,810		7.0	%
Software		1,051,418		4.1	%
Specialty Retail		1,014,349		4.0	%
Technology Hardware, Storage & Peripherals		157,309		0.6	%
Textiles, Apparel & Luxury Goods		296,980		1.2	%
Thrifts & Mortgage Finance		720,229		2.9	%
Tobacco		69,293		0.3	%
Trading Companies & Distributors		207,267		0.8	%
Water Utilities		285,985		1.2	%
Other**		47,955		0.2	%
Total	$	25,214,593		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Growth :: 277

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	15,958,604
Securities, at value(a)		25,174,902
Repurchase agreements, at value		42,000
Total Investment Securities, at value		25,216,902
Cash		1,629
Dividends receivable		15,535
Receivable for capital shares issued		110,633
Prepaid expenses		1,751
TOTAL ASSETS		25,346,450
LIABILITIES:
Payable for collateral for securities loaned		8,264
Payable for capital shares redeemed		30,905
Payable for investments purchased		35,984
Advisory fees payable		19,804
Management services fees payable		2,640
Administration fees payable		1,454
Administrative services fees payable		8,121
Distribution fees payable		8,647
Transfer agency fees payable		2,433
Fund accounting fees payable		902
Compliance services fees payable		108
Other accrued expenses		12,595
TOTAL LIABILITIES		131,857
NET ASSETS	$	25,214,593
NET ASSETS CONSIST OF:
Capital	$	14,439,538
Total distributable earnings (loss)		10,775,055
NET ASSETS	$	25,214,593
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		615,111
Net Asset Value (offering and redemption price per share)	$	40.99
(a) Includes securities on loan valued at:	$	7,846

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	219,245
Interest		1
Foreign tax withholding		(6	)
Net income from securities lending		2,819
TOTAL INVESTMENT INCOME		222,059
EXPENSES:
Advisory fees		194,150
Management services fees		25,886
Administration fees		19,308
Transfer agency fees		15,810
Administrative services fees		72,005
Distribution fees		64,717
Custody fees		4,431
Fund accounting fees		11,791
Trustee fees		410
Compliance services fees		179
Other fees		21,936
Recoupment of prior expenses reduced by the Advisor		5,000
Total Gross Expenses before reductions		435,623
Expenses reduced and reimbursed by the Advisor		(726	)
TOTAL NET EXPENSES		434,897
NET INVESTMENT INCOME (LOSS)		(212,838	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		3,179,664
Change in net unrealized appreciation/depreciation on investment securities		1,532,721
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		4,712,385
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	4,499,547

See accompanying notes to financial statements.

278 :: ProFund VP Small-Cap Growth :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(212,838	)	$	(117,692	)
Net realized gains (losses) on investments		3,179,664			1,051,766
Change in net unrealized appreciation/depreciation on investments		1,532,721			2,590,035
Change in net assets resulting from operations		4,499,547			3,524,109
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(1,751,943	)		(2,419,892	)
Change in net assets resulting from distributions		(1,751,943	)		(2,419,892	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		23,826,116			20,530,573
Distributions reinvested		1,751,943			2,419,892
Value of shares redeemed		(25,640,769	)		(19,595,112	)
Change in net assets resulting from capital transactions		(62,710	)		3,355,353
Change in net assets		2,684,894			4,459,570
NET ASSETS:
Beginning of period		22,529,699			18,070,129
End of period	$	25,214,593		$	22,529,699
SHARE TRANSACTIONS:
Issued		594,889			669,204
Reinvested		48,104			79,733
Redeemed		(644,056	)		(636,862	)
Change in shares		(1,063	)		112,075

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Small-Cap Growth :: 279

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	36.56		$	35.85		$	34.55		$	39.34		$	37.88
Investment Activities:
Net investment income (loss)(a)		(0.33	)		(0.22	)		(0.19	)		(0.32	)		(0.22	)
Net realized and unrealized gains (losses) on investments		7.53			5.52			6.37			(1.42	)		5.07
Total income (loss) from investment activities		7.20			5.30			6.18			(1.74	)		4.85
Distributions to Shareholders From:
Net realized gains on investments		(2.77	)		(4.59	)		(4.88	)		(3.05	)		(3.39	)
Net Asset Value, End of Period	$	40.99		$	36.56		$	35.85		$	34.55		$	39.34
Total Return		20.64	%		17.39	%		19.12	%		(5.75	)%		12.97	%
Ratios to Average Net Assets:
Gross expenses		1.68	%		1.74	%		1.73	%		1.69	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(0.82	)%		(0.69	)%		(0.51	)%		(0.78	)%		(0.56	)%
Supplemental Data:
Net assets, end of period (000's)	$	25,215		$	22,530		$	18,070		$	19,185		$	25,788
Portfolio turnover rate(b)		112	%		148	%		108	%		155	%		134	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

280 :: ProFund VP Small-Cap Value :: Management Discussion of Fund Performance

ProFund VP Small-Cap Value (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the S&P SmallCap 600^® Value Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 28.56%. For the same period, the Index had a return of 30.95%¹ and a volatility of 23.04%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index is designed to provide a comprehensive measure of small-cap U.S. equity "value" performance. It is an unmanaged, float-adjusted, market capitalization-weighted index comprising stocks representing approximately half the market capitalization of the S&P SmallCap 600^® that have been identified as being on the value end of the growth-value spectrum. Securities are selected for inclusion in the Index by an S&P committee through a process that factors in criteria such as liquidity, price, market capitalization, financial viability, and public float.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Small-Cap Value from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Small-Cap Value		28.56	%		8.43	%		11.60	%
S&P SmallCap 600® Value Index		30.95	%		10.25	%		13.52	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Small-Cap Value		1.78	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		100	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
BankUnited, Inc.		0.7	%
Resideo Technologies, Inc.		0.7	%
Insight Enterprises, Inc.		0.7	%
Group 1 Automotive, Inc.		0.7	%
First Hawaiian, Inc.		0.7	%

S&P SmallCap 600^® Value Index – Composition

	% of Index
Financials		22	%
Industrials		19	%
Consumer Discretionary		12	%
Health Care		10	%
Real Estate		9	%
Information Technology		8	%
Materials		7	%
Energy		5	%
Consumer Staples		4	%
Utilities		2	%
Communication Services		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Small-Cap Value :: 281

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (100.4%)

	Shares		Value
AAON, Inc. (Building Products)		700	$	55,601
AAR Corp.* (Aerospace & Defense)		1,709		66,702
Aaron's Co., Inc. (The) (Specialty Retail)		1,613		39,760
Abercrombie & Fitch Co.*—Class A (Specialty Retail)		1,605		55,902
ABM Industries, Inc. (Commercial Services & Supplies)		3,446		140,769
Acadia Realty Trust (Equity Real Estate Investment Trusts)		2,539		55,426
Addus Homecare Corp.* (Health Care Providers & Services)		465		43,482
Adtalem Global Education, Inc.* (Diversified Consumer Services)		2,551		75,407
AdvanSix, Inc. (Chemicals)		664		31,374
Aerojet Rocketdyne Holdings, Inc. (Aerospace & Defense)		1,842		86,132
AeroVironment, Inc.* (Aerospace & Defense)		544		33,744
Agilysys, Inc.* (Software)		369		16,406
Agree Realty Corp. (Equity Real Estate Investment Trusts)		1,967		140,366
Alamo Group, Inc. (Machinery)		294		43,271
Albany International Corp.—Class A (Machinery)		830		73,414
Alexander & Baldwin, Inc. (Equity Real Estate Investment Trusts)		3,717		93,260
Allegheny Technologies, Inc.* (Metals & Mining)		3,587		57,141
Allegiance Bancshares, Inc. (Banks)		965		40,733
Allegiant Travel Co.* (Airlines)		778		145,517
Allscripts Healthcare Solutions, Inc.* (Health Care Technology)		3,832		70,700
Ambac Financial Group, Inc.* (Insurance)		2,373		38,087
AMC Networks, Inc.*—Class A (Media)		1,498		51,591
American Assets Trust, Inc. (Equity Real Estate Investment Trusts)		1,537		57,684
American Axle & Manufacturing Holdings, Inc.* (Auto Components)		5,845		54,534
American Equity Investment Life Holding Co. (Insurance)		4,220		164,242
American Public Education, Inc.* (Diversified Consumer Services)		958		21,316
American States Water Co. (Water Utilities)		644		66,615
American Vanguard Corp. (Chemicals)		1,380		22,618
American Woodmark Corp.* (Building Products)		850		55,420
America's Car-Mart, Inc.* (Specialty Retail)		312		31,949
Ameris Bancorp (Banks)		1,458		72,433
AMERISAFE, Inc. (Insurance)		992		53,399
Amphastar Pharmaceuticals, Inc.* (Pharmaceuticals)		604		14,067
ANI Pharmaceuticals, Inc.* (Pharmaceuticals)		227		10,460
Anika Therapeutics, Inc.* (Health Care Equipment & Supplies)		348		12,469
Apogee Enterprises, Inc. (Building Products)		1,299		62,547
Apollo Commercial Real Estate Finance, Inc. (Mortgage Real Estate Investment Trusts)		6,739		88,685
Applied Industrial Technologies, Inc. (Trading Companies & Distributors)		1,124		115,435
Archrock, Inc. (Energy Equipment & Services)		6,868		51,373
Arconic Corp.* (Metals & Mining)		5,458		180,168
Arcosa, Inc. (Construction & Engineering)		2,477		130,538
Arlo Technologies, Inc.* (Electronic Equipment, Instruments & Components)		1,900		19,931
Armada Hoffler Properties, Inc. (Equity Real Estate Investment Trusts)		1,229		18,705
ARMOUR Residential REIT, Inc. (Mortgage Real Estate Investment Trusts)		4,601		45,136
Asbury Automotive Group, Inc.* (Specialty Retail)		652		112,621
Assured Guaranty, Ltd. (Insurance)		2,075		104,165
Astec Industries, Inc. (Machinery)		1,167		80,838
Atlas Air Worldwide Holdings, Inc.* (Air Freight & Logistics)		1,386		130,450
ATN International, Inc. (Diversified Telecommunication Services)		560		22,372
Avanos Medical, Inc.* (Health Care Equipment & Supplies)		2,470		85,635
Avista Corp. (Multi-Utilities)		3,627		154,111
AZZ, Inc. (Electrical Equipment)		1,273		70,385
B&G Foods, Inc.(a)—Class A (Food Products)		3,326		102,208
Badger Meter, Inc. (Electronic Equipment, Instruments & Components)		524		55,837
Banc of California, Inc. (Banks)		1,525		29,921
BancFirst Corp. (Banks)		455		32,105
BankUnited, Inc. (Banks)		4,566		193,188
Banner Corp. (Banks)		1,001		60,731
Barnes Group, Inc. (Machinery)		2,388		111,256
Bed Bath & Beyond, Inc.* (Specialty Retail)		5,180		75,524
Benchmark Electronics, Inc. (Electronic Equipment, Instruments & Components)		1,805		48,916
Berkshire Hills Bancorp, Inc. (Banks)		2,493		70,876
Big Lots, Inc. (Multiline Retail)		1,669		75,188
BJ's Restaurants, Inc.* (Hotels, Restaurants & Leisure)		1,195		41,287
Bloomin' Brands, Inc.* (Hotels, Restaurants & Leisure)		4,163		87,340
Blucora, Inc.* (Capital Markets)		1,398		24,213
Boise Cascade Co. (Trading Companies & Distributors)		1,048		74,618
Bottomline Technologies, Inc.* (Software)		912		51,500
Brady Corp.—Class A (Commercial Services & Supplies)		1,343		72,388
Brandywine Realty Trust (Equity Real Estate Investment Trusts)		8,770		117,693
Brinker International, Inc.* (Hotels, Restaurants & Leisure)		2,327		85,145
Bristow Group, Inc.* (Energy Equipment & Services)		1,188		37,624
Brookline Bancorp, Inc. (Banks)		2,228		36,071
CalAmp Corp.* (Communications Equipment)		1,838		12,976

See accompanying notes to financial statements.

282 :: ProFund VP Small-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Calavo Growers, Inc. (Food Products)		906	$	38,414
Caleres, Inc. (Specialty Retail)		1,961		44,475
California Water Service Group (Water Utilities)		1,106		79,478
Cal-Maine Foods, Inc. (Food Products)		1,920		71,021
Capitol Federal Financial, Inc. (Thrifts & Mortgage Finance)		6,616		74,959
Cardiovascular Systems, Inc.* (Health Care Equipment & Supplies)		1,206		22,649
CareTrust REIT, Inc. (Equity Real Estate Investment Trusts)		2,636		60,180
Carpenter Technology Corp. (Metals & Mining)		2,470		72,099
Cars.com, Inc.* (Interactive Media & Services)		1,698		27,321
Centerspace (Equity Real Estate Investment Trusts)		263		29,167
Central Garden & Pet Co.* (Household Products)		499		26,262
Central Garden & Pet Co.*—Class A (Household Products)		2,058		98,475
Central Pacific Financial Corp. (Banks)		545		15,353
Century Aluminum Co.* (Metals & Mining)		1,422		23,548
Chatham Lodging Trust* (Equity Real Estate Investment Trusts)		2,499		34,286
Chefs' Warehouse, Inc.* (Food & Staples Retailing)		1,670		55,611
Chesapeake Utilities Corp. (Gas Utilities)		433		63,136
Chico's FAS, Inc.* (Specialty Retail)		6,276		33,765
Chuy's Holdings, Inc.* (Hotels, Restaurants & Leisure)		1,015		30,572
Cinemark Holdings, Inc.* (Entertainment)		2,619		42,218
CIRCOR International, Inc.* (Machinery)		1,039		28,240
City Holding Co. (Banks)		403		32,961
Clearwater Paper Corp.* (Paper & Forest Products)		856		31,390
Cogent Communications Holdings, Inc. (Diversified Telecommunication Services)		718		52,543
Cohu, Inc.* (Semiconductors & Semiconductor Equipment)		1,048		39,918
Columbia Banking System, Inc. (Banks)		3,984		130,356
Community Bank System, Inc. (Banks)		1,492		111,124
Community Healthcare Trust, Inc. (Equity Real Estate Investment Trusts)		494		23,351
Computer Programs & Systems, Inc.* (Health Care Technology)		751		22,004
Comtech Telecommunications Corp. (Communications Equipment)		1,350		31,982
CONMED Corp. (Health Care Equipment & Supplies)		540		76,550
Conn's, Inc.* (Specialty Retail)		982		23,097
Consensus Cloud Solutions, Inc.* (Software)		823		47,627
CONSOL Energy, Inc.* (Oil, Gas & Consumable Fuels)		1,626		36,926
Consolidated Communications Holdings, Inc.* (Diversified Telecommunication Services)		3,694		27,631
Cooper-Standard Holding, Inc.* (Auto Components)		870		19,497
Corcept Therapeutics, Inc.* (Pharmaceuticals)		1,897		37,561
Core Laboratories N.V. (Energy Equipment & Services)		1,376		30,699
CoreCivic, Inc.* (Equity Real Estate Investment Trusts)		6,164		61,455
Covetrus, Inc.* (Health Care Providers & Services)		5,296		105,761
CryoLife, Inc.* (Health Care Equipment & Supplies)		2,016		41,026
CSG Systems International, Inc. (IT Services)		686		39,527
CTS Corp. (Electronic Equipment, Instruments & Components)		809		29,706
Cutera, Inc.* (Health Care Equipment & Supplies)		310		12,809
CVB Financial Corp. (Banks)		6,529		139,786
Dave & Buster's Entertainment, Inc.* (Hotels, Restaurants & Leisure)		1,088		41,779
Deluxe Corp. (Commercial Services & Supplies)		2,184		70,128
Designer Brands, Inc.* (Specialty Retail)		3,143		44,662
DiamondRock Hospitality Co.* (Equity Real Estate Investment Trusts)		10,781		103,605
Digi International, Inc.* (Communications Equipment)		927		22,776
Dime Community Bancshares, Inc. (Banks)		884		31,081
Dine Brands Global, Inc. (Hotels, Restaurants & Leisure)		406		30,779
Diversified Healthcare Trust (Equity Real Estate Investment Trusts)		12,248		37,846
DMC Global, Inc.* (Energy Equipment & Services)		959		37,986
Dorman Products, Inc.* (Auto Components)		482		54,471
Dril-Quip, Inc.* (Energy Equipment & Services)		1,814		35,700
DXP Enterprises, Inc.* (Trading Companies & Distributors)		875		22,461
Eagle Bancorp, Inc. (Banks)		672		39,204
Eagle Pharmaceuticals, Inc.* (Biotechnology)		297		15,123
Easterly Government Properties, Inc. (Equity Real Estate Investment Trusts)		4,415		101,192
Ebix, Inc. (Software)		1,221		37,118
Edgewell Personal Care Co. (Personal Products)		2,786		127,348
eHealth, Inc.* (Insurance)		1,218		31,059
El Pollo Loco Holdings, Inc.* (Hotels, Restaurants & Leisure)		993		14,091
Ellington Financial, Inc. (Mortgage Real Estate Investment Trusts)		1,566		26,763
Emergent BioSolutions, Inc.* (Biotechnology)		2,454		106,675
Employers Holdings, Inc. (Insurance)		1,433		59,298
Enanta Pharmaceuticals, Inc.* (Biotechnology)		369		27,594
Encore Capital Group, Inc.* (Consumer Finance)		661		41,055
Enerpac Tool Group Corp. (Machinery)		1,607		32,590
EnPro Industries, Inc. (Machinery)		1,056		116,233
ePlus, Inc.* (Electronic Equipment, Instruments & Components)		1,385		74,624
ESCO Technologies, Inc. (Machinery)		1,335		120,136
Essential Properties Realty Trust, Inc. (Real Estate Management & Development)		2,991		86,231
Ethan Allen Interiors, Inc. (Household Durables)		1,127		29,629
EVERTEC, Inc. (IT Services)		1,010		50,480
EZCORP, Inc.*—Class A (Consumer Finance)		2,720		20,046

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Value :: 283

Common Stocks, continued

	Shares		Value
FARO Technologies, Inc.* (Electronic Equipment, Instruments & Components)		486	$	34,030
FB Financial Corp. (Banks)		953		41,760
Federal Signal Corp. (Machinery)		1,221		52,918
Ferro Corp.* (Chemicals)		2,247		49,052
Fiesta Restaurant Group, Inc.* (Hotels, Restaurants & Leisure)		879		9,678
First Bancorp (Banks)		885		40,462
First Commonwealth Financial Corp. (Banks)		2,188		35,205
First Financial Bancorp (Banks)		4,805		117,146
First Hawaiian, Inc. (Banks)		6,602		180,433
First Midwest Bancorp, Inc. (Banks)		5,851		119,828
FormFactor, Inc.* (Semiconductors & Semiconductor Equipment)		1,483		67,803
Fossil Group, Inc.* (Textiles, Apparel & Luxury Goods)		2,432		25,025
Four Corners Property Trust, Inc. (Equity Real Estate Investment Trusts)		2,022		59,467
Franklin BSP Realty Trust, Inc. (Mortgage Real Estate Investment Trusts)		2,252		33,645
Franklin Electric Co., Inc. (Machinery)		660		62,410
Franklin Street Properties Corp. (Equity Real Estate Investment Trusts)		4,871		28,982
Fresh Del Monte Produce, Inc. (Food Products)		1,706		47,086
FutureFuel Corp. (Chemicals)		1,323		10,108
Gannett Co., Inc.* (Media)		4,522		24,102
GCP Applied Technologies, Inc.* (Chemicals)		2,751		87,097
Genesco, Inc.* (Specialty Retail)		379		24,320
Genworth Financial, Inc.* (Insurance)		26,003		105,312
Getty Realty Corp. (Equity Real Estate Investment Trusts)		1,092		35,042
Gibraltar Industries, Inc.* (Building Products)		888		59,212
G-III Apparel Group, Ltd.* (Textiles, Apparel & Luxury Goods)		2,240		61,914
Glatfelter Corp. (Paper & Forest Products)		2,282		39,250
Glaukos Corp.* (Health Care Equipment & Supplies)		1,153		51,239
Global Net Lease, Inc. (Equity Real Estate Investment Trusts)		5,310		81,137
GMS, Inc.* (Trading Companies & Distributors)		973		58,487
Granite Construction, Inc. (Construction & Engineering)		2,349		90,906
Granite Point Mortgage Trust, Inc. (Mortgage Real Estate Investment Trusts)		2,756		32,273
Green Dot Corp.*—Class A (Consumer Finance)		2,803		101,581
Green Plains, Inc.* (Oil, Gas & Consumable Fuels)		2,747		95,486
Griffon Corp. (Building Products)		2,440		69,491
Group 1 Automotive, Inc. (Specialty Retail)		928		181,165
Guess?, Inc. (Specialty Retail)		1,998		47,313
H.B. Fuller Co. (Chemicals)		1,455		117,855
Hanger, Inc.* (Health Care Providers & Services)		1,885		34,175
Hanmi Financial Corp. (Banks)		685		16,221
Harmony Biosciences Holdings, Inc.* (Pharmaceuticals)		514		21,917
Harsco Corp.* (Machinery)		4,059		67,826
Haverty Furniture Cos., Inc. (Specialty Retail)		763		23,325
Hawaiian Holdings, Inc.* (Airlines)		2,625		48,221
Hawkins, Inc. (Chemicals)		443		17,476
Haynes International, Inc. (Metals & Mining)		280		11,292
Healthcare Services Group, Inc. (Commercial Services & Supplies)		3,820		67,958
HealthStream, Inc.* (Health Care Technology)		595		15,684
Heartland Express, Inc. (Road & Rail)		2,386		40,133
Helix Energy Solutions Group, Inc.* (Energy Equipment & Services)		7,269		22,679
Helmerich & Payne, Inc. (Energy Equipment & Services)		5,530		131,060
Heritage Financial Corp. (Banks)		1,802		44,041
Hersha Hospitality Trust* (Equity Real Estate Investment Trusts)		1,692		15,516
Hillenbrand, Inc. (Machinery)		1,722		89,527
Hilltop Holdings, Inc. (Banks)		1,527		53,659
HNI Corp. (Commercial Services & Supplies)		2,232		93,856
Hope Bancorp, Inc. (Banks)		6,161		90,628
Horace Mann Educators Corp. (Insurance)		2,126		82,276
Hub Group, Inc.*—Class A (Air Freight & Logistics)		1,741		146,662
Ichor Holdings, Ltd.* (Semiconductors & Semiconductor Equipment)		626		28,815
Independent Bank Corp. (Banks)		1,412		115,120
Independent Bank Group, Inc. (Banks)		1,892		136,508
Industrial Logistics Properties Trust (Equity Real Estate Investment Trusts)		1,978		49,549
Innospec, Inc. (Chemicals)		1,263		114,099
Inogen, Inc.* (Health Care Equipment & Supplies)		1,048		35,632
Insight Enterprises, Inc.* (Electronic Equipment, Instruments & Components)		1,788		190,602
Integer Holdings Corp.* (Health Care Equipment & Supplies)		1,692		144,819
InterDigital, Inc. (Communications Equipment)		755		54,081
Interface, Inc. (Commercial Services & Supplies)		1,664		26,541
Invesco Mortgage Capital, Inc. (Mortgage Real Estate Investment Trusts)		15,976		44,413
iRobot Corp.* (Household Durables)		622		40,977
iStar, Inc. (Equity Real Estate Investment Trusts)		1,567		40,476
Itron, Inc.* (Electronic Equipment, Instruments & Components)		2,320		158,966
J & J Snack Foods Corp. (Food Products)		426		67,291
James River Group Holdings, Ltd. (Insurance)		1,911		55,056
John B Sanfilippo & Son, Inc. (Food Products)		455		41,023
John Bean Technologies Corp. (Machinery)		587		90,140
Kaiser Aluminum Corp. (Metals & Mining)		813		76,373
Kaman Corp.—Class A (Trading Companies & Distributors)		1,427		61,575
KAR Auction Services, Inc.* (Commercial Services & Supplies)		6,209		96,985
Kelly Services, Inc.—Class A (Professional Services)		1,847		30,974
KKR Real Estate Finance Trust, Inc. (Mortgage Real Estate Investment Trusts)		1,388		28,912

See accompanying notes to financial statements.

284 :: ProFund VP Small-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Knowles Corp.* (Electronic Equipment, Instruments & Components)		2,840	$	66,314
Kontoor Brands, Inc. (Textiles, Apparel & Luxury Goods)		1,195		61,244
Koppers Holdings, Inc.* (Chemicals)		1,092		34,180
Kraton Corp.* (Chemicals)		1,648		76,335
Lantheus Holdings, Inc.* (Health Care Equipment & Supplies)		1,422		41,082
Laredo Petroleum, Inc.* (Oil, Gas & Consumable Fuels)		242		14,551
La-Z-Boy, Inc. (Household Durables)		2,272		82,496
LCI Industries (Auto Components)		427		66,555
LendingTree, Inc.* (Thrifts & Mortgage Finance)		588		72,089
Lexington Realty Trust (Equity Real Estate Investment Trusts)		7,248		113,214
Lindsay Corp. (Machinery)		229		34,808
LivePerson, Inc.* (Software)		1,282		45,793
Loyalty Ventures, Inc.* (Media)		1,022		30,732
LTC Properties, Inc. (Equity Real Estate Investment Trusts)		2,018		68,895
Lumber Liquidators Holdings, Inc.* (Specialty Retail)		1,490		25,434
M.D.C Holdings, Inc. (Household Durables)		2,898		161,796
M/I Homes, Inc.* (Household Durables)		1,492		92,773
Magellan Health, Inc.* (Health Care Providers & Services)		1,193		113,323
ManTech International Corp.—Class A (Professional Services)		1,412		102,977
Marcus & Millichap, Inc.* (Real Estate Management & Development)		564		29,023
Marten Transport, Ltd. (Road & Rail)		3,061		52,526
Materion Corp. (Metals & Mining)		440		40,454
Matthews International Corp.—Class A (Commercial Services & Supplies)		1,620		59,405
MAX Holdings, Inc. (Real Estate Management & Development)		968		29,514
MEDNAX, Inc.* (Health Care Providers & Services)		4,431		120,568
Mercer International, Inc. (Paper & Forest Products)		2,064		24,747
Meridian Bioscience, Inc.* (Health Care Equipment & Supplies)		800		16,320
Merit Medical Systems, Inc.* (Health Care Equipment & Supplies)		1,120		69,776
Meritage Homes Corp.* (Household Durables)		1,014		123,769
Meritor, Inc.* (Machinery)		3,595		89,084
Mesa Laboratories, Inc. (Health Care Equipment & Supplies)		110		36,090
Methode Electronics, Inc. (Electronic Equipment, Instruments & Components)		1,096		53,890
Middlesex Water Co. (Water Utilities)		278		33,443
ModivCare, Inc.* (Health Care Providers & Services)		272		40,335
Monro, Inc. (Specialty Retail)		980		57,105
Moog, Inc.—Class A (Aerospace & Defense)		1,500		121,455
Motorcar Parts of America, Inc.* (Auto Components)		984		16,797
Mr. Cooper Group, Inc.* (Thrifts & Mortgage Finance)		3,850		160,199
Myers Industries, Inc. (Containers & Packaging)		1,058		21,171
Myriad Genetics, Inc.* (Biotechnology)		1,964		54,206
Nabors Industries, Ltd.* (Energy Equipment & Services)		397		32,193
National Bank Holdings Corp. (Banks)		652		28,649
National Beverage Corp. (Beverages)		514		23,300
National Presto Industries, Inc. (Aerospace & Defense)		260		21,328
Natus Medical, Inc.* (Health Care Equipment & Supplies)		1,751		41,551
NBT Bancorp, Inc. (Banks)		2,221		85,553
Neenah, Inc. (Paper & Forest Products)		859		39,755
Nektar Therapeutics* (Pharmaceuticals)		5,202		70,279
NeoGenomics, Inc.* (Life Sciences Tools & Services)		2,840		96,901
NETGEAR, Inc.* (Communications Equipment)		1,499		43,786
NetScout Systems, Inc.* (Communications Equipment)		3,786		125,240
New York Mortgage Trust, Inc. (Mortgage Real Estate Investment Trusts)		19,438		72,309
NextGen Healthcare, Inc.* (Health Care Technology)		2,944		52,374
NMI Holdings, Inc.*—Class A (Thrifts & Mortgage Finance)		4,394		96,009
Northfield Bancorp, Inc. (Thrifts & Mortgage Finance)		939		15,174
Northwest Bancshares, Inc. (Thrifts & Mortgage Finance)		6,486		91,842
Northwest Natural Holding Co. (Gas Utilities)		1,575		76,829
NOW, Inc.* (Trading Companies & Distributors)		5,662		48,353
Oceaneering International, Inc.* (Energy Equipment & Services)		5,114		57,839
Office Properties Income Trust (Equity Real Estate Investment Trusts)		2,482		61,653
OFG Bancorp (Banks)		1,277		33,917
O-I Glass, Inc.* (Containers & Packaging)		8,038		96,697
Oil States International, Inc.* (Energy Equipment & Services)		3,144		15,626
Old National Bancorp (Banks)		8,496		153,948
Olympic Steel, Inc. (Metals & Mining)		477		11,210
OneSpan, Inc.* (Software)		898		15,203
OraSure Technologies, Inc.* (Health Care Equipment & Supplies)		3,692		32,083
Orion Office REIT, Inc.* (Equity Real Estate Investment Trusts)		2,776		51,828
Orthofix Medical, Inc.* (Health Care Equipment & Supplies)		1,012		31,463
OSI Systems, Inc.* (Electronic Equipment, Instruments & Components)		488		45,482
Owens & Minor, Inc. (Health Care Providers & Services)		3,867		168,216
Oxford Industries, Inc. (Textiles, Apparel & Luxury Goods)		293		29,745
Pacific Premier Bancorp, Inc. (Banks)		2,708		108,401
Pacira BioSciences, Inc.* (Pharmaceuticals)		890		53,551

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Value :: 285

Common Stocks, continued

	Shares		Value
Par Pacific Holdings, Inc.* (Oil, Gas & Consumable Fuels)		2,344	$	38,653
Park Aerospace Corp. (Aerospace & Defense)		558		7,366
Park National Corp. (Banks)		274		37,623
Patrick Industries, Inc. (Auto Components)		610		49,221
Patterson-UTI Energy, Inc. (Energy Equipment & Services)		11,024		93,153
PBF Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		4,868		63,138
PC Connection, Inc. (Electronic Equipment, Instruments & Components)		564		24,325
PDF Solutions, Inc.* (Semiconductors & Semiconductor Equipment)		567		18,025
PennyMac Mortgage Investment Trust (Mortgage Real Estate Investment Trusts)		4,972		86,165
Perdoceo Education Corp.* (Diversified Consumer Services)		3,593		42,254
PetMed Express, Inc. (Internet & Direct Marketing Retail)		1,073		27,104
PGT Innovations, Inc.* (Building Products)		1,680		37,783
Phibro Animal Health Corp.—Class A (Pharmaceuticals)		1,042		21,278
Photronics, Inc.* (Semiconductors & Semiconductor Equipment)		3,134		59,076
Pitney Bowes, Inc. (Commercial Services & Supplies)		8,481		56,229
Plantronics, Inc.* (Communications Equipment)		1,138		33,389
Plexus Corp.* (Electronic Equipment, Instruments & Components)		1,448		138,849
Powell Industries, Inc. (Electrical Equipment)		462		13,624
PRA Group, Inc.* (Consumer Finance)		2,235		112,219
Prestige Consumer Healthcare, Inc.* (Pharmaceuticals)		1,207		73,204
PriceSmart, Inc. (Food & Staples Retailing)		1,233		90,218
ProAssurance Corp. (Insurance)		2,766		69,980
ProPetro Holding Corp.* (Energy Equipment & Services)		4,343		35,178
Proto Labs, Inc.* (Machinery)		1,414		72,609
Provident Financial Services, Inc. (Thrifts & Mortgage Finance)		2,136		51,734
Quaker Chemical Corp. (Chemicals)		289		66,695
Quanex Building Products Corp. (Building Products)		1,718		42,572
QuinStreet, Inc.* (Interactive Media & Services)		2,558		46,530
Range Resources Corp.* (Oil, Gas & Consumable Fuels)		3,969		70,767
Rayonier Advanced Materials, Inc.* (Chemicals)		3,266		18,649
Ready Capital Corp. (Mortgage Real Estate Investment Trusts)		3,017		47,156
Realogy Holdings Corp.* (Real Estate Management & Development)		5,975		100,440
Red Robin Gourmet Burgers, Inc.* (Hotels, Restaurants & Leisure)		805		13,307
REGENXBIO, Inc.* (Biotechnology)		1,061		34,695
Renasant Corp. (Banks)		2,857		108,423
Renewable Energy Group, Inc.* (Oil, Gas & Consumable Fuels)		2,577		109,369
Rent-A-Center, Inc. (Specialty Retail)		1,612		77,440
Resideo Technologies, Inc.* (Building Products)		7,400		192,622
Resources Connection, Inc. (Professional Services)		1,599		28,526
Retail Opportunity Investments Corp. (Equity Real Estate Investment Trusts)		3,174		62,210
REX American Resources Corp.* (Oil, Gas & Consumable Fuels)		269		25,824
RPC, Inc.* (Energy Equipment & Services)		3,656		16,598
RPT Realty (Equity Real Estate Investment Trusts)		2,116		28,312
Ruth's Hospitality Group, Inc.* (Hotels, Restaurants & Leisure)		1,631		32,457
S&T Bancorp, Inc. (Banks)		2,017		63,576
Safety Insurance Group, Inc. (Insurance)		730		62,072
Sally Beauty Holdings, Inc.* (Specialty Retail)		3,244		59,884
Sanmina Corp.* (Electronic Equipment, Instruments & Components)		3,300		136,818
Saul Centers, Inc. (Equity Real Estate Investment Trusts)		207		10,975
ScanSource, Inc.* (Electronic Equipment, Instruments & Components)		1,309		45,920
Scholastic Corp. (Media)		1,561		62,378
Schweitzer-Mauduit International, Inc. (Paper & Forest Products)		1,612		48,199
Seacoast Banking Corporation of Florida (Banks)		1,435		50,785
Select Medical Holdings Corp. (Health Care Providers & Services)		5,431		159,671
Selectquote, Inc.* (Insurance)		3,256		29,499
Seneca Foods Corp.*—Class A (Food Products)		321		15,392
Service Properties Trust (Equity Real Estate Investment Trusts)		8,461		74,372
Shake Shack, Inc.*—Class A (Hotels, Restaurants & Leisure)		903		65,160
Shenandoah Telecommunications Co. (Wireless Telecommunication Services)		2,561		65,306
Simmons First National Corp.—Class A (Banks)		5,885		174,078
Simulations Plus, Inc. (Health Care Technology)		322		15,231
SiriusPoint, Ltd.* (Insurance)		4,481		36,431
SITE Centers Corp. (Equity Real Estate Investment Trusts)		4,140		65,536
SkyWest, Inc.* (Airlines)		2,582		101,473
SMART Global Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		463		32,868
Sonic Automotive, Inc.—Class A (Specialty Retail)		1,063		52,565
South Jersey Industries, Inc. (Gas Utilities)		5,763		150,529
Southside Bancshares, Inc. (Banks)		612		25,594
Southwestern Energy Co.* (Oil, Gas & Consumable Fuels)		18,726		87,263
SpartanNash Co. (Food & Staples Retailing)		1,843		47,476
Spectrum Pharmaceuticals, Inc.* (Biotechnology)		3,613		4,589
SPX Corp.* (Machinery)		1,350		80,568
SPX FLOW, Inc. (Machinery)		839		72,557

See accompanying notes to financial statements.

286 :: ProFund VP Small-Cap Value :: Financial Statements

Common Stocks, continued

	Shares		Value
Standard Motor Products, Inc. (Auto Components)		981	$	51,395
Standex International Corp. (Machinery)		325		35,965
Stepan Co. (Chemicals)		1,091		135,601
Steven Madden, Ltd. (Textiles, Apparel & Luxury Goods)		1,294		60,132
Stewart Information Services Corp. (Insurance)		703		56,050
StoneX Group, Inc.* (Capital Markets)		863		52,859
Strategic Education, Inc. (Diversified Consumer Services)		1,160		67,094
Summit Hotel Properties, Inc.* (Equity Real Estate Investment Trusts)		5,455		53,241
SunCoke Energy, Inc. (Metals & Mining)		4,257		28,054
Surmodics, Inc.* (Health Care Equipment & Supplies)		249		11,989
Sylvamo Corp.* (Paper & Forest Products)		1,808		50,425
Tabula Rasa HealthCare, Inc.* (Health Care Technology)		606		9,090
Tactile Systems Technology, Inc.* (Health Care Equipment & Supplies)		1,016		19,334
Talos Energy, Inc.* (Oil, Gas & Consumable Fuels)		2,097		20,551
Telephone and Data Systems, Inc. (Wireless Telecommunication Services)		5,063		102,019
Tennant Co. (Machinery)		541		43,843
The Andersons, Inc. (Food & Staples Retailing)		1,586		61,394
The Cato Corp.—Class A (Specialty Retail)		1,001		17,177
The Cheesecake Factory, Inc.* (Hotels, Restaurants & Leisure)		2,487		97,365
The E.W. Scripps Co.*—Class A (Media)		1,582		30,612
The Ensign Group, Inc. (Health Care Providers & Services)		1,237		103,859
The GEO Group, Inc. (Equity Real Estate Investment Trusts)		6,280		48,670
The Greenbrier Cos., Inc. (Machinery)		1,667		76,499
The Marcus Corp.* (Entertainment)		1,121		20,021
The ODP Corp.* (Specialty Retail)		2,352		92,387
The Pennant Group, Inc.* (Health Care Providers & Services)		679		15,671
TimkenSteel Corp.* (Metals & Mining)		2,107		34,766
Titan International, Inc.* (Machinery)		2,621		28,726
Tivity Health, Inc.* (Health Care Providers & Services)		1,203		31,807
Tompkins Financial Corp. (Banks)		341		28,501
Tootsie Roll Industries, Inc. (Food Products)		443		16,050
Tredegar Corp. (Chemicals)		1,314		15,531
TreeHouse Foods, Inc.* (Food Products)		2,859		115,875
Trinseo PLC* (Chemicals)		1,990		104,395
TrueBlue, Inc.* (Professional Services)		1,819		50,332
TrustCo Bank Corp. (Thrifts & Mortgage Finance)		985		32,810
Trustmark Corp. (Banks)		3,206		104,067
TTM Technologies, Inc.* (Electronic Equipment, Instruments & Components)		5,349		79,700
Tupperware Brands Corp.* (Household Durables)		2,505		38,301
Two Harbors Investment Corp. (Mortgage Real Estate Investment Trusts)		17,625		101,696
U.S. Ecology, Inc.* (Commercial Services & Supplies)		1,615		51,583
U.S. Physical Therapy, Inc. (Health Care Providers & Services)		364		34,780
U.S. Silica Holdings, Inc.* (Energy Equipment & Services)		3,821		35,917
Unifi, Inc.* (Textiles, Apparel & Luxury Goods)		712		16,483
UniFirst Corp. (Commercial Services & Supplies)		780		164,111
Unisys Corp.* (IT Services)		1,789		36,800
United Community Banks, Inc. (Banks)		1,931		69,400
United Fire Group, Inc. (Insurance)		1,106		25,648
Uniti Group, Inc. (Equity Real Estate Investment Trusts)		5,082		71,199
Unitil Corp. (Multi-Utilities)		819		37,666
Universal Corp. (Tobacco)		1,261		69,254
Universal Electronics, Inc.* (Household Durables)		672		27,384
Universal Health Realty Income Trust (Equity Real Estate Investment Trusts)		303		18,019
Universal Insurance Holdings, Inc. (Insurance)		1,438		24,446
Urstadt Biddle Properties, Inc.—Class A (Equity Real Estate Investment Trusts)		709		15,102
USANA Health Sciences, Inc.* (Personal Products)		198		20,038
Vanda Pharmaceuticals, Inc.* (Biotechnology)		1,028		16,129
Varex Imaging Corp.* (Health Care Equipment & Supplies)		727		22,937
Vera Bradley, Inc.* (Textiles, Apparel & Luxury Goods)		1,307		11,123
Veris Residential, Inc.* (Equity Real Estate Investment Trusts)		4,102		75,395
Veritiv Corp.* (Trading Companies & Distributors)		710		87,025
Viad Corp.* (Commercial Services & Supplies)		495		21,181
Viavi Solutions, Inc.* (Communications Equipment)		4,629		81,563
Wabash National Corp. (Machinery)		2,536		49,503
Warrior Met Coal, Inc. (Metals & Mining)		2,635		67,746
Washington Real Estate Investment Trust (Equity Real Estate Investment Trusts)		2,429		62,790
WD-40 Co. (Household Products)		295		72,169
Westamerica Bancorp (Banks)		1,377		79,494
Whitestone REIT (Equity Real Estate Investment Trusts)		2,365		23,957
Winnebago Industries, Inc. (Automobiles)		841		63,008
WisdomTree Investments, Inc. (Capital Markets)		2,119		12,968
Wolverine World Wide, Inc. (Textiles, Apparel & Luxury Goods)		2,280		65,686
World Fuel Services Corp. (Oil, Gas & Consumable Fuels)		3,237		85,683
WSFS Financial Corp. (Thrifts & Mortgage Finance)		1,879		94,175
WW International, Inc.* (Diversified Consumer Services)		2,728		44,003
Xenia Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		5,853		105,998

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Value :: 287

Common Stocks, continued

	Shares		Value
Xperi Holding Corp. (Software)		2,572	$	48,637
Zumiez, Inc.* (Specialty Retail)		1,096		52,597
TOTAL COMMON STOCKS (Cost $21,016,036)				27,229,209

Repurchase Agreements^(b) (0.2%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $43,000	$	43,000	$	43,000
TOTAL REPURCHASE AGREEMENTS (Cost $43,000)				43,000

Collateral for Securities Loaned^(c) (0.3%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(d)		94,869	$	94,869
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $94,869)				94,869
TOTAL INVESTMENT SECURITIES (Cost $21,153,905)—100.9%				27,367,078
Net other assets (liabilities)—(0.9)%				(246,963	)
NET ASSETS—100.0%			$	27,120,115

*	Non-income producing security.
(a)	All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $91,821.
(b)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.
(c)	Securities were purchased with cash collateral held from securities on loan at December 31, 2021.
(d)	Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

See accompanying notes to financial statements.

288 :: ProFund VP Small-Cap Value :: Financial Statements

ProFund VP Small-Cap Value invested in the following industries as of December 31, 2021:

	Value			% of Net Assets
Aerospace & Defense	$	336,727			1.2	%
Air Freight & Logistics		277,112			1.0	%
Airlines		295,211			1.1	%
Auto Components		312,470			1.2	%
Automobiles		63,008			0.2	%
Banks		3,178,943			11.8	%
Beverages		23,300			0.1	%
Biotechnology		259,011			1.0	%
Building Products		575,248			2.1	%
Capital Markets		90,040			0.3	%
Chemicals		901,065			3.3	%
Commercial Services & Supplies		921,134			3.5	%
Communications Equipment		405,793			1.5	%
Construction & Engineering		221,444			0.8	%
Consumer Finance		274,901			1.0	%
Containers & Packaging		117,868			0.4	%
Diversified Consumer Services		250,074			0.9	%
Diversified Telecommunication Services		102,546			0.4	%
Electrical Equipment		84,009			0.3	%
Electronic Equipment, Instruments & Components		1,203,910			4.4	%
Energy Equipment & Services		633,625			2.3	%
Entertainment		62,239			0.2	%
Equity Real Estate Investment Trusts		2,255,751			8.3	%
Food & Staples Retailing		254,699			0.9	%
Food Products		514,360			1.9	%
Gas Utilities		290,494			1.0	%
Health Care Equipment & Supplies		805,453			3.0	%
Health Care Providers & Services		971,648			3.5	%
Health Care Technology		185,083			0.7	%
Hotels, Restaurants & Leisure		548,960			2.0	%
Household Durables		597,125			2.2	%
Household Products		196,906			0.7	%
Insurance		997,020			3.8	%
Interactive Media & Services		73,851			0.3	%
Internet & Direct Marketing Retail		27,104			0.1	%
IT Services		126,807			0.5	%
Life Sciences Tools & Services		96,901			0.4	%
Machinery		1,552,961			5.8	%
Media		199,415			0.7	%
Metals & Mining		602,851			2.2	%
Mortgage Real Estate Investment Trusts		607,153			2.2	%
Multiline Retail		75,188			0.3	%
Multi-Utilities		191,777			0.7	%
Oil, Gas & Consumable Fuels		648,211			2.4	%
Paper & Forest Products		233,766			0.9	%
Personal Products		147,386			0.5	%
Pharmaceuticals		302,317			1.1	%
Professional Services		212,809			0.8	%
Real Estate Management & Development		245,208			0.9	%
Road & Rail		92,659			0.3	%
Semiconductors & Semiconductor Equipment		246,505			0.9	%
Software		262,284			1.0	%
Specialty Retail		1,172,467			4.4	%
Textiles, Apparel & Luxury Goods		331,352			1.2	%
Thrifts & Mortgage Finance		688,991			2.5	%
Tobacco		69,254			0.3	%
Trading Companies & Distributors		467,954			1.7	%
Water Utilities		179,536			0.7	%
Wireless Telecommunication Services		167,325			0.6	%
Other**		(109,094	)		(0.4	)%
Total	$	27,120,115			100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Small-Cap Value :: 289

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	21,153,905
Securities, at value(a)		27,324,078
Repurchase agreements, at value		43,000
Total Investment Securities, at value		27,367,078
Cash		344
Dividends receivable		38,511
Receivable for capital shares issued		756
Prepaid expenses		2,122
TOTAL ASSETS		27,408,811
LIABILITIES:
Payable for collateral for securities loaned		94,869
Payable for capital shares redeemed		80,551
Payable for investments purchased		35,937
Advisory fees payable		25,633
Management services fees payable		3,418
Administration fees payable		1,629
Administrative services fees payable		12,477
Distribution fees payable		11,786
Transfer agency fees payable		2,750
Fund accounting fees payable		1,040
Compliance services fees payable		119
Other accrued expenses		18,487
TOTAL LIABILITIES		288,696
NET ASSETS	$	27,120,115
NET ASSETS CONSIST OF:
Capital	$	20,415,421
Total distributable earnings (loss)		6,704,694
NET ASSETS	$	27,120,115
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		497,692
Net Asset Value (offering and redemption price per share)	$	54.49
(a) Includes securities on loan valued at:	$	91,821

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	528,574
Foreign tax withholding		(96	)
Net income from securities lending		1,429
TOTAL INVESTMENT INCOME		529,907
EXPENSES:
Advisory fees		238,314
Management services fees		31,775
Administration fees		23,519
Transfer agency fees		19,509
Administrative services fees		86,498
Distribution fees		79,438
Custody fees		5,839
Fund accounting fees		14,806
Trustee fees		478
Compliance services fees		252
Other fees		28,171
Recoupment of prior expenses reduced by the Advisor		9,500
Total Gross Expenses before reductions		538,099
Expenses reduced and reimbursed by the Advisor		(4,275	)
TOTAL NET EXPENSES		533,824
NET INVESTMENT INCOME (LOSS)		(3,917	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		4,951,267
Change in net unrealized appreciation/depreciation on investment securities		1,542,762
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		6,494,029
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	6,490,112

See accompanying notes to financial statements.

290 :: ProFund VP Small-Cap Value :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(3,917	)	$	32,995
Net realized gains (losses) on investments		4,951,267			(1,687,326	)
Change in net unrealized appreciation/depreciation on investments		1,542,762			1,588,065
Change in net assets resulting from operations		6,490,112			(66,266	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(29,211	)		(1,810,228	)
Change in net assets resulting from distributions		(29,211	)		(1,810,228	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		44,566,319			23,838,861
Distributions reinvested		29,211			1,810,228
Value of shares redeemed		(45,725,453	)		(23,271,785	)
Change in net assets resulting from capital transactions		(1,129,923	)		2,377,304
Change in net assets		5,330,978			500,810
NET ASSETS:
Beginning of period		21,789,137			21,288,327
End of period	$	27,120,115		$	21,789,137
SHARE TRANSACTIONS:
Issued		862,205			629,684
Reinvested		558			52,288
Redeemed		(878,670	)		(605,754	)
Change in shares		(15,907	)		76,218

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP Small-Cap Value :: 291

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	42.42		$	48.67		$	39.71		$	50.27		$	46.23
Investment Activities:
Net investment income (loss)(a)		(0.01	)		0.09			0.03			(0.01	)		(0.15	)
Net realized and unrealized gains (losses) on investments		12.12			(0.82	)		8.93			(6.21	)		4.63
Total income (loss) from investment activities		12.11			(0.73	)		8.96			(6.22	)		4.48
Distributions to Shareholders From:
Net investment income		(0.04	)		(0.01	)		—			—			(0.01	)
Net realized gains on investments		—			(5.51	)		—			(4.34	)		(0.43	)
Total distributions		(0.04	)		(5.52	)		—			(4.34	)		(0.44	)
Net Asset Value, End of Period	$	54.49		$	42.42		$	48.67		$	39.71		$	50.27
Total Return		28.56	%		1.06	%		22.56	%		(14.21	)%		9.71	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.78	%		1.75	%		1.75	%		1.73	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(0.01	)%		0.23	%		0.07	%		(0.01	)%		(0.32	)%
Supplemental Data:
Net assets, end of period (000's)	$	27,120		$	21,789		$	21,288		$	16,346		$	24,856
Portfolio turnover rate(b)		147	%		192	%		147	%		141	%		91	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

292 :: ProFund VP Technology :: Management Discussion of Fund Performance

ProFund VP Technology (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Technology^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 34.96%. For the same period, the Index had a total return of 37.23%¹ and a volatility of 20.55%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the technology sector of the U.S. equity market. Component companies include, among others, those involved in computers and office equipment, software, communications technology, semiconductors, diversified technology services and Internet services.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Technology from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Technology		34.96	%		30.24	%		21.54	%
Dow Jones U.S. TechnologySM Index		37.23	%		32.39	%		23.51	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Technology		1.65	%		1.65	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		91	%
Swap Agreements		9	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Apple, Inc.		17.8	%
Microsoft Corp.		16.2	%
Alphabet, Inc.		10.8	%
Meta Platforms, Inc.		5.1	%
NVIDIA Corp.		4.7	%

Dow Jones U.S. Technology^SM Index – Composition

	% of Index
Software & Services		36	%
Technology Hardware & Equipment		24	%
Semiconductors & Semiconductor Equipment		20	%
Media & Entertainment		19	%
Retailing		1	%
Health Care Equipment & Services		0	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1	The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.
2	1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.
3	The S&P 500® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP Technology :: 293

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (90.9%)

	Shares		Value
ACI Worldwide, Inc.* (Software)		412	$	14,296
Adobe, Inc.* (Software)		1,667		945,289
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		4,231		608,841
Akamai Technologies, Inc.* (IT Services)		570		66,713
Allegro MicroSystems, Inc.* (Semiconductors & Semiconductor Equipment)		192		6,947
Alphabet, Inc.*—Class A (Interactive Media & Services)		1,054		3,053,480
Alphabet, Inc.*—Class C (Interactive Media & Services)		980		2,835,718
Alteryx, Inc.* (Software)		208		12,584
Amdocs, Ltd. (IT Services)		444		33,229
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		352		8,726
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		1,883		330,975
Anaplan, Inc.* (Software)		512		23,475
Angi, Inc.* (Interactive Media & Services)		264		2,431
ANSYS, Inc.* (Software)		306		122,743
Appian Corp.* (Software)		138		8,999
Apple, Inc. (Technology Hardware, Storage & Peripherals)		54,586		9,692,837
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		3,163		497,730
AppLovin Corp.*—Class A (Software)		95		8,955
Arista Networks, Inc.* (Communications Equipment)		786		112,988
Asana, Inc.*—Class A (Software)		283		21,098
Aspen Technology, Inc.* (Software)		235		35,767
Autodesk, Inc.* (Software)		770		216,516
Avalara, Inc.* (Software)		304		39,249
Azenta, Inc. (Semiconductors & Semiconductor Equipment)		260		26,809
Bentley Systems, Inc.—Class B (Software)		643		31,076
Bill.com Holdings, Inc.* (Software)		319		79,479
Black Knight, Inc.* (IT Services)		544		45,092
Blackbaud, Inc.* (Software)		144		11,373
Blackline, Inc.* (Software)		187		19,362
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		1,442		959,520
Bumble, Inc.*—Class A (Interactive Media & Services)		254		8,600
Cadence Design Systems, Inc.* (Software)		971		180,946
Cargurus, Inc.* (Interactive Media & Services)		306		10,294
CCC Intelligent Solutions Holdings, Inc.* (Software)		213		2,426
CDK Global, Inc. (Software)		415		17,322
CDW Corp. (Electronic Equipment, Instruments & Components)		475		97,271
Ceridian HCM Holding, Inc.* (Software)		476		49,723
Cerner Corp. (Health Care Technology)		1,030		95,656
Chewy, Inc.*—Class A (Internet & Direct Marketing Retail)		310		18,281
Ciena Corp.* (Communications Equipment)		542		41,718
Cirrus Logic, Inc.* (Semiconductors & Semiconductor Equipment)		199		18,312
Cisco Systems, Inc. (Communications Equipment)		14,775		936,291
Citrix Systems, Inc. (Software)		437		41,336
Clear Secure, Inc.*—Class A (Software)		47		1,474
Cloudflare, Inc.*—Class A (Software)		959		126,109
Cognizant Technology Solutions Corp.—Class A (IT Services)		1,840		163,245
Confluent, Inc.*—Class A (Software)		214		16,315
Consensus Cloud Solutions, Inc.* (Software)		56		3,241
Coupa Software, Inc.* (Software)		259		40,935
Crowdstrike Holdings, Inc.*—Class A (Software)		721		147,625
Datadog, Inc.*—Class A (Software)		901		160,477
Dell Technologies, Inc.*—Class C (Technology Hardware, Storage & Peripherals)		1,019		57,237
Digital Turbine, Inc.* (Software)		307		18,724
DocuSign, Inc.* (Software)		689		104,942
Dolby Laboratories, Inc.—Class A (Electronic Equipment, Instruments & Components)		228		21,710
DoorDash, Inc.*—Class A (Internet & Direct Marketing Retail)		568		84,575
Dropbox, Inc.* (Software)		989		24,270
Duck Creek Technologies, Inc.* (Software)		264		7,949
DXC Technology Co.* (IT Services)		883		28,424
Dynatrace, Inc.* (Software)		689		41,581
eBay, Inc. (Internet & Direct Marketing Retail)		2,193		145,835
Elastic NV* (Software)		252		31,019
Enphase Energy, Inc.* (Semiconductors & Semiconductor Equipment)		472		86,348
Entegris, Inc. (Semiconductors & Semiconductor Equipment)		475		65,826
EPAM Systems, Inc.* (IT Services)		199		133,022
Etsy, Inc.* (Internet & Direct Marketing Retail)		445		97,428
F5, Inc.* (Communications Equipment)		212		51,879
Fair Isaac Corp.* (Software)		96		41,632
Fastly, Inc.*—Class A (IT Services)		374		13,258
Five9, Inc.* (Software)		239		32,819
Fortinet, Inc.* (Software)		475		170,715
Garmin, Ltd. (Household Durables)		532		72,442
Gartner, Inc.* (IT Services)		288		96,284
GLOBALFOUNDRIES, Inc.* (Semiconductors & Semiconductor Equipment)		187		12,149
GoDaddy, Inc.*—Class A (IT Services)		582		49,389
Guidewire Software, Inc.* (Software)		292		33,151

See accompanying notes to financial statements.

294 :: ProFund VP Technology :: Financial Statements

Common Stocks, continued

	Shares		Value
Hewlett Packard Enterprises Co. (Technology Hardware, Storage & Peripherals)		4,583	$	72,274
HP, Inc. (Technology Hardware, Storage & Peripherals)		4,038		152,112
HubSpot, Inc.* (Software)		158		104,146
IAC/InterActive Corp.* (Interactive Media & Services)		294		38,429
Intel Corp. (Semiconductors & Semiconductor Equipment)		14,248		733,772
International Business Machines Corp. (IT Services)		3,142		419,959
Intuit, Inc. (Software)		992		638,074
Juniper Networks, Inc. (Communications Equipment)		1,139		40,674
KLA Corp. (Semiconductors & Semiconductor Equipment)		531		228,388
Kyndryl Holdings, Inc.* (IT Services)		628		11,367
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		493		354,541
Lattice Semiconductor Corp.*(Semiconductors & Semiconductor Equipment)		479		36,912
Liberty Global PLC*—Class A (Media)		620		17,199
Liberty Global PLC*—Class C (Media)		1,164		32,697
Lumen Technologies, Inc. (Diversified Telecommunication Services)		3,229		40,524
Lumentum Holdings, Inc.* (Communications Equipment)		253		26,760
Mandiant, Inc.* (Software)		842		14,769
Manhattan Associates, Inc.* (Software)		221		34,363
Marvell Technology, Inc. (Semiconductors & Semiconductor Equipment)		2,885		252,409
Match Group, Inc.* (Interactive Media & Services)		992		131,192
Matterport, Inc.* (Software)		645		13,313
McAfee Corp.—Class A (Software)		263		6,783
Meta Platforms, Inc.*—Class A (Interactive Media & Services)		8,291		2,788,678
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		1,943		169,158
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		3,918		364,962
Microsoft Corp. (Software)		26,303		8,846,225
MicroStrategy, Inc.* (Software)		29		15,790
MKS Instruments, Inc. (Semiconductors & Semiconductor Equipment)		194		33,789
MongoDB, Inc.* (IT Services)		232		122,809
Monolithic Power Systems, Inc. (Semiconductors & Semiconductor Equipment)		152		74,986
Motorola Solutions, Inc. (Communications Equipment)		592		160,846
nCino, Inc.* (Software)		198		10,862
NCR Corp.* (Technology Hardware, Storage & Peripherals)		462		18,572
NetApp, Inc. (Technology Hardware, Storage & Peripherals)		784		72,120
New Relic, Inc.* (Software)		206		22,652
NortonLifelock, Inc. (Software)		2,039		52,973
Nuance Communications, Inc.* (Software)		998		55,209
Nutanix, Inc.*—Class A (Software)		740		23,576
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		8,758		2,575,814
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		932		212,291
Okta, Inc.* (IT Services)		518		116,120
Omnicell, Inc.* (Health Care Technology)		154		27,788
ON Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		1,508		102,423
Oracle Corp. (Software)		5,649		492,649
Palantir Technologies, Inc.*—Class A (Software)		5,613		102,213
Palo Alto Networks, Inc.* (Software)		344		191,525
Paycom Software, Inc.* (Software)		169		70,167
Paylocity Holding Corp.* (Software)		138		32,590
Pegasystems, Inc. (Software)		143		15,990
Power Integrations, Inc. (Semiconductors & Semiconductor Equipment)		212		19,693
Procore Technologies, Inc.* (Software)		31		2,479
PTC, Inc.* (Software)		369		44,704
Pure Storage, Inc.*—Class A (Technology Hardware, Storage & Peripherals)		939		30,564
Q2 Holdings, Inc.* (Software)		198		15,729
Qorvo, Inc.* (Semiconductors & Semiconductor Equipment)		386		60,367
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		3,923		717,399
Qualtrics International, Inc.*—Class A (Software)		331		11,717
Rapid7, Inc.* (Software)		198		23,303
RingCentral, Inc.*—Class A (Software)		288		53,957
Salesforce.com, Inc.* (Software)		3,430		871,666
Seagate Technology Holdings PLC (Technology Hardware, Storage & Peripherals)		717		81,007
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		225		20,009
SentinelOne, Inc.*—Class A (Software)		145		7,321
ServiceNow, Inc.* (Software)		697		452,430
Silicon Laboratories, Inc.* (Semiconductors & Semiconductor Equipment)		140		28,899
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		578		89,671
Smartsheet, Inc.* (Software)		441		34,155
Snap, Inc.* (Interactive Media & Services)		3,751		176,410
Snowflake, Inc.*—Class A (IT Services)		811		274,726
SolarEdge Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		184		51,625
SolarWinds Corp. (IT Services)		157		2,228
Splunk, Inc.* (Software)		566		65,498
Squarespace, Inc.*—Class A (IT Services)		98		2,891
SS&C Technologies Holdings, Inc. (Software)		775		63,535

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Technology :: 295

Common Stocks, continued

	Shares		Value
SYNNEX Corp. (Electronic Equipment, Instruments & Components)		145	$	16,582
Synopsys, Inc.* (Software)		534		196,779
Teradyne, Inc. (Semiconductors & Semiconductor Equipment)		572		93,539
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		3,236		609,889
Trade Desk, Inc. (The)* (Software)		1,528		140,026
Twilio, Inc.* (IT Services)		590		155,371
Twitter, Inc.* (Interactive Media & Services)		2,801		121,059
Tyler Technologies, Inc.* (Software)		144		77,465
Ubiquiti, Inc. (Communications Equipment)		22		6,747
UiPath, Inc.*—Class A (Software)		906		39,076
Unity Software, Inc.* (Software)		561		80,217
Universal Display Corp. (Semiconductors & Semiconductor Equipment)		152		25,085
Varonis Systems, Inc.* (Software)		375		18,293
Veeva Systems, Inc.*—Class A (Health Care Technology)		486		124,163
Verint Systems, Inc.* (Software)		229		12,025
VeriSign, Inc.* (IT Services)		338		85,791
Viavi Solutions, Inc.* (Communications Equipment)		834		14,695
Vimeo, Inc.* (Interactive Media & Services)		547		9,824
VMware, Inc.—Class A (Software)		706		81,811
Western Digital Corp.* (Technology Hardware, Storage & Peripherals)		1,092		71,209
Wolfspeed, Inc.* (Semiconductors & Semiconductor Equipment)		407		45,490
Workday, Inc.*—Class A (Software)		670		183,031
Workiva, Inc.* (Software)		159		20,748
Xerox Holdings Corp. (Technology Hardware, Storage & Peripherals)		482		10,912
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)		868		184,042
Zendesk, Inc.* (Software)		423		44,115
Ziff Davis, Inc.* (Software)		170		18,846
Zoom Video Communications, Inc.*—Class A (Software)		758		139,404
Zscaler, Inc.* (Software)		277		89,008
TOTAL COMMON STOCKS (Cost $6,565,944)				49,663,161

Repurchase Agreements^(a) (2.7%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $1,451,000	$	1,451,000	$	1,451,000
TOTAL REPURCHASE AGREEMENTS (Cost $1,451,000)				1,451,000
TOTAL INVESTMENT SECURITIES (Cost $8,016,944)—93.6%				51,114,161
Net other assets (liabilities)—6.4%				3,473,245
NET ASSETS—100.0%			$	54,587,406

*	Non-income producing security.
(a)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Technology Index	Goldman Sachs International	1/24/22		0.68	%	$	4,892,327	$	(12,722	)

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP Technology invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Communications Equipment	$	1,392,598		2.6	%
Diversified Telecommunication Services		40,524		0.1	%
Electronic Equipment, Instruments & Components		135,563		0.2	%
Health Care Technology		247,607		0.5	%
Household Durables		72,442		0.1	%
Interactive Media & Services		9,176,115		16.7	%
Internet & Direct Marketing Retail		346,119		0.7	%
IT Services		1,819,918		3.3	%
Media		49,896		0.1	%
Semiconductors & Semiconductor Equipment		9,707,336		17.8	%
Software		16,416,199		30.0	%
Technology Hardware, Storage & Peripherals		10,258,844		18.8	%
Other**		4,924,245		9.1	%
Total	$	54,587,406		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

296 :: ProFund VP Technology :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	8,016,944
Securities, at value		49,663,161
Repurchase agreements, at value		1,451,000
Total Investment Securities, at value		51,114,161
Cash		233
Segregated cash balances for swap agreements with custodian		120,000
Dividends receivable		5,389
Receivable for capital shares issued		640
Receivable for investments sold		3,595,666
Prepaid expenses		697
TOTAL ASSETS		54,836,786
LIABILITIES:
Payable for capital shares redeemed		116,762
Unrealized depreciation on swap agreements		12,722
Advisory fees payable		34,980
Management services fees payable		4,664
Administration fees payable		3,301
Administrative services fees payable		17,332
Distribution fees payable		27,934
Transfer agency fees payable		5,358
Fund accounting fees payable		1,872
Compliance services fees payable		236
Other accrued expenses		24,219
TOTAL LIABILITIES		249,380
NET ASSETS	$	54,587,406
NET ASSETS CONSIST OF:
Capital	$	6,925,064
Total distributable earnings (loss)		47,662,342
NET ASSETS	$	54,587,406
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		587,591
Net Asset Value (offering and redemption price per share)	$	92.90

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	320,312
Interest		9
Foreign tax withholding		(350	)
Net income from securities lending		330
TOTAL INVESTMENT INCOME		320,301
EXPENSES:
Advisory fees		366,882
Management services fees		48,917
Administration fees		36,071
Transfer agency fees		29,509
Administrative services fees		93,561
Distribution fees		122,294
Custody fees		7,254
Fund accounting fees		20,325
Trustee fees		825
Compliance services fees		314
Other fees		47,024
TOTAL NET EXPENSES		772,976
NET INVESTMENT INCOME (LOSS)		(452,675	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		6,616,702
Net realized gains (losses) on swap agreements		316,095
Change in net unrealized appreciation/depreciation on investment securities		8,145,785
Change in net unrealized appreciation/depreciation on swap agreements		(17,709	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		15,060,873
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	14,608,198

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Technology :: 297

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(452,675	)	$	(251,380	)
Net realized gains (losses) on investments		6,932,797			3,769,847
Change in net unrealized appreciation/depreciation on investments		8,128,076			10,413,451
Change in net assets resulting from operations		14,608,198			13,931,918
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(3,594,551	)		(4,191,983	)
Change in net assets resulting from distributions		(3,594,551	)		(4,191,983	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		82,428,746			69,129,678
Distributions reinvested		3,594,551			4,191,983
Value of shares redeemed		(87,710,917	)		(71,750,735	)
Change in net assets resulting from capital transactions		(1,687,620	)		1,570,926
Change in net assets		9,326,027			11,310,861
NET ASSETS:
Beginning of period		45,261,379			33,950,518
End of period	$	54,587,406		$	45,261,379
SHARE TRANSACTIONS:
Issued		990,708			1,111,457
Reinvested		51,139			56,941
Redeemed		(1,054,956	)		(1,164,676	)
Change in shares		(13,109	)		3,722

See accompanying notes to financial statements.

298 :: ProFund VP Technology :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	75.35		$	56.87		$	40.10		$	42.06		$	31.12
Investment Activities:
Net investment income (loss)(a)		(0.76	)		(0.43	)		(0.20	)		(0.12	)		(0.09	)
Net realized and unrealized gains (losses) on investments		24.96			25.75			18.09			(0.66	)		11.05
Total income (loss) from investment activities		24.20			25.32			17.89			(0.78	)		10.96
Distributions to Shareholders From:
Net investment income		—			—			—			—			(0.02	)
Net realized gains on investments		(6.65	)		(6.84	)		(1.12	)		(1.18	)		—
Total distributions		(6.65	)		(6.84	)		(1.12	)		(1.18	)		(0.02	)
Net Asset Value, End of Period	$	92.90		$	75.35		$	56.87		$	40.10		$	42.06
Total Return		34.96	%		44.80	%		45.11	%		(2.25	)%		35.18	%
Ratios to Average Net Assets:
Gross expenses		1.58	%		1.65	%		1.62	%		1.58	%		1.56	%
Net expenses		1.58	%		1.65	%		1.62	%		1.58	%		1.56	%
Net investment income (loss)		(0.92	)%		(0.66	)%		(0.41	)%		(0.27	)%		(0.25	)%
Supplemental Data:
Net assets, end of period (000's)	$	54,587		$	45,261		$	33,951		$	26,279		$	33,731
Portfolio turnover rate(b)		163	%		187	%		75	%		58	%		86	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Telecommunications :: 299

ProFund VP Telecommunications (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Select Telecommunications^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 18.41%. For the same period, the Index had a total return of 20.42%¹ and a volatility of 12.99%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the telecommunications sector of the U.S. equity market. Component companies include, among others, regional and long-distance carriers; cellular, satellite and paging service providers; producers of equipment including satellites, mobile telephones, fiber optics, switching devices, teleconferencing equipment and connectivity devices for computers.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Telecommunications from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Telecommunications		18.41	%		3.10	%		6.57	%
Dow Jones U.S. Select TelecommunicationsSM Index		20.42	%		3.43	%		8.25	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Telecommunications		1.77	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		98	%
Swap Agreements		1	%
Total Exposure		99	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Cisco Systems, Inc.		23.1	%
Verizon Communications, Inc.		21.4	%
Arista Networks, Inc.		4.8	%
Motorola Solutions, Inc.		4.5	%
AT&T, Inc.		4.4	%

Dow Jones U.S. Select Telecommunications^SM
Index – Composition

	% of Index
Communications Equipment		52	%
Diversified Telecommunication Services		39	%
Wireless Telecommunication Services		5	%
Household Durables		4	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

300 :: ProFund VP Telecommunications :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (98.1%)

	Shares		Value
ADTRAN, Inc. (Communications Equipment)		975	$	22,259
Anterix, Inc.* (Diversified Telecommunication Services)		367		21,565
Arista Networks, Inc.* (Communications Equipment)		2,467		354,631
AT&T, Inc. (Diversified Telecommunication Services)		13,359		328,631
ATN International, Inc. (Diversified Telecommunication Services)		217		8,669
Ciena Corp.* (Communications Equipment)		3,106		239,069
Cisco Systems, Inc. (Communications Equipment)		27,141		1,719,925
CommScope Holding Co., Inc.* (Communications Equipment)		4,098		45,242
Comtech Telecommunications Corp. (Communications Equipment)		528		12,508
Consolidated Communications Holdings, Inc.* (Diversified Telecommunication Services)		1,442		10,786
EchoStar Corp.*—Class A (Communications Equipment)		780		20,553
Extreme Networks, Inc.* (Communications Equipment)		2,602		40,851
F5, Inc.* (Communications Equipment)		1,210		296,099
Frontier Communications Parent, Inc.* (Diversified Telecommunication Services)		4,165		122,826
Garmin, Ltd. (Household Durables)		2,227		303,251
Globalstar, Inc.* (Diversified Telecommunication Services)		13,300		15,428
Harmonic, Inc.* (Communications Equipment)		2,054		24,155
IDT Corp.*—Class B (Diversified Telecommunication Services)		349		15,412
Inseego Corp.* (Communications Equipment)		1,579		9,206
Iridium Communications, Inc.* (Diversified Telecommunication Services)		2,652		109,501
Juniper Networks, Inc. (Communications Equipment)		6,520		232,829
Liberty Global PLC*—Class A (Media)		3,545		98,338
Liberty Global PLC*—Class C (Media)		6,658		187,023
Liberty Latin America, Ltd.*—Class A (Media)		818		9,538
Liberty Latin America, Ltd.*—Class C (Media)		3,117		35,534
Lumen Technologies, Inc. (Diversified Telecommunication Services)		18,475		231,861
Lumentum Holdings, Inc.* (Communications Equipment)		1,450		153,367
Motorola Solutions, Inc. (Communications Equipment)		1,220		331,474
NETGEAR, Inc.* (Communications Equipment)		586		17,117
NetScout Systems, Inc.* (Communications Equipment)		1,481		48,991
Plantronics, Inc.* (Communications Equipment)		857		25,144
Radius Global Infrastructure, Inc.*—Class A (Diversified Telecommunication Services)		1,168		18,805
Ribbon Communications, Inc.* (Communications Equipment)		2,413		14,599
Shenandoah Telecommunications Co. (Wireless Telecommunication Services)		1,003		25,577
Telephone and Data Systems, Inc. (Wireless Telecommunication Services)		1,980		39,897
T-Mobile US, Inc.* (Wireless Telecommunication Services)		2,697		312,798
U.S. Cellular Corp.* (Wireless Telecommunication Services)		298		9,393
Ubiquiti, Inc. (Communications Equipment)		126		38,644
Verizon Communications, Inc. (Diversified Telecommunication Services)		30,657		1,592,938
ViaSat, Inc.* (Communications Equipment)		1,474		65,652
Viavi Solutions, Inc.* (Communications Equipment)		4,764		83,942
TOTAL COMMON STOCKS (Cost $5,006,675)				7,294,028

Repurchase Agreements^(a) (2.1%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $159,000	$	159,000	$	159,000
TOTAL REPURCHASE AGREEMENTS (Cost $159,000)				159,000
TOTAL INVESTMENT SECURITIES (Cost $5,165,675)—100.2%				7,453,028
Net other assets (liabilities)—(0.2)%				(15,463	)
NET ASSETS—100.0%			$	7,437,565

*	Non-income producing security.
(a)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Select Telecommunications Index	Goldman Sachs International	1/24/22		0.68	%	$	86,564	$	372

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Telecommunications :: 301

ProFund VP Telecommunications invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Communications Equipment	$	3,796,257		51.0	%
Diversified Telecommunication Services		2,476,422		33.4	%
Household Durables		303,251		4.1	%
Media		330,433		4.4	%
Wireless Telecommunication Services		387,665		5.2	%
Other**		143,537		1.9	%
Total	$	7,437,565		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

302 :: ProFund VP Telecommunications :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	5,165,675
Securities, at value		7,294,028
Repurchase agreements, at value		159,000
Total Investment Securities, at value		7,453,028
Cash		262
Dividends receivable		944
Unrealized appreciation on swap agreements		372
Receivable for capital shares issued		709
Prepaid expenses		95
TOTAL ASSETS		7,455,410
LIABILITIES:
Payable for capital shares redeemed		2,724
Advisory fees payable		4,346
Management services fees payable		579
Administration fees payable		394
Administrative services fees payable		2,807
Distribution fees payable		2,593
Transfer agency fees payable		639
Fund accounting fees payable		230
Compliance services fees payable		30
Other accrued expenses		3,503
TOTAL LIABILITIES		17,845
NET ASSETS	$	7,437,565
NET ASSETS CONSIST OF:
Capital	$	6,653,447
Total distributable earnings (loss)		784,118
NET ASSETS	$	7,437,565
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		196,922
Net Asset Value (offering and redemption price per share)	$	37.77

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	219,638
Interest		1
Net income from securities lending		42
TOTAL INVESTMENT INCOME		219,681
EXPENSES:
Advisory fees		51,871
Management services fees		6,916
Administration fees		5,221
Transfer agency fees		4,227
Administrative services fees		20,443
Distribution fees		17,290
Custody fees		1,172
Fund accounting fees		2,990
Trustee fees		116
Compliance services fees		43
Other fees		6,706
Recoupment of prior expenses reduced by the Advisor		200
Total Gross Expenses before reductions		117,195
Expenses reduced and reimbursed by the Advisor		(1,006	)
TOTAL NET EXPENSES		116,189
NET INVESTMENT INCOME (LOSS)		103,492
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		369,223
Net realized gains (losses) on swap agreements		15,124
Change in net unrealized appreciation/depreciation on investment securities		642,990
Change in net unrealized appreciation/depreciation on swap agreements		349
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		1,027,686
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	1,131,178

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Telecommunications :: 303

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	103,492		$	81,611
Net realized gains (losses) on investments		384,347			(269,701	)
Change in net unrealized appreciation/depreciation on investments		643,339			308,313
Change in net assets resulting from operations		1,131,178			120,223
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(81,611	)		(61,265	)
Change in net assets resulting from distributions		(81,611	)		(61,265	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		7,468,687			7,913,416
Distributions reinvested		81,611			61,265
Value of shares redeemed		(7,788,325	)		(7,574,704	)
Change in net assets resulting from capital transactions		(238,027	)		399,977
Change in net assets		811,540			458,935
NET ASSETS:
Beginning of period		6,626,025			6,167,090
End of period	$	7,437,565		$	6,626,025
SHARE TRANSACTIONS:
Issued		210,825			268,260
Reinvested		2,336			1,967
Redeemed		(221,721	)		(260,333	)
Change in shares		(8,560	)		9,894

See accompanying notes to financial statements.

304 :: ProFund VP Telecommunications :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	32.25		$	31.53		$	28.42		$	35.52		$	40.78
Investment Activities:
Net investment income (loss)(a)		0.53			0.41			0.28			0.94			1.29
Net realized and unrealized gains (losses) on investments		5.38			0.57			3.87			(6.22	)		(2.27	)
Total income (loss) from investment activities		5.91			0.98			4.15			(5.28	)		(0.98	)
Distributions to Shareholders From:
Net investment income		(0.39	)		(0.26	)		(1.04	)		(1.82	)		(1.92	)
Net realized gains on investments		—			—			—			—			(2.36	)
Total distributions		(0.39	)		(0.26	)		(1.04	)		(1.82	)		(4.28	)
Net Asset Value, End of Period	$	37.77		$	32.25		$	31.53		$	28.42		$	35.52
Total Return		18.41	%		3.15	%		14.77	%		(15.10	)%		(2.12	)%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.77	%		1.76	%		1.76	%		1.72	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		1.50	%		1.36	%		0.89	%		2.96	%		3.43	%
Supplemental Data:
Net assets, end of period (000's)	$	7,438		$	6,626		$	6,167		$	5,272		$	9,372
Portfolio turnover rate(b)		105	%		107	%		165	%		328	%		388	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP UltraBull :: 305

ProFund VP UltraBull (the "Fund") seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the S&P 500^® (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (2x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index rises. For the year ended December 31, 2021, the Fund had a total return of 58.14%. For the same period, the Index had a total return of 28.71%¹ and a volatility of 13.10%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to twice that of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as twice the daily return of the Index. The Index is a measure of 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 through a process that factors criteria such as liquidity, price, market capitalization, and financial viability. Reconstitution occurs both on a quarterly and an ongoing basis.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain leveraged exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP UltraBull from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP UltraBull		58.14	%		29.32	%		27.24	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP UltraBull		1.69	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		79	%
Futures Contracts		10	%
Swap Agreements		116	%
Total Exposure		205	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
Apple, Inc.		5.4	%
Microsoft Corp.		4.9	%
Alphabet, Inc.		3.3	%
Amazon.com, Inc.		2.8	%
Tesla, Inc.		1.7	%

S&P 500^® Index – Composition

	% of Index
Information Technology		28	%
Health Care		13	%
Consumer Discretionary		13	%
Financials		11	%
Communication Services		10	%
Industrials		8	%
Consumer Staples		6	%
Real Estate		3	%
Energy		3	%
Materials		3	%
Utilities		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

306 :: ProFund VP UltraBull :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (79.1%)

	Shares		Value
3M Co. (Industrial Conglomerates)		223	$	39,611
A.O. Smith Corp. (Building Products)		52		4,464
Abbott Laboratories (Health Care Equipment & Supplies)		686		96,549
AbbVie, Inc. (Biotechnology)		685		92,750
ABIOMED, Inc.* (Health Care Equipment & Supplies)		18		6,465
Accenture PLC—Class A (IT Services)		245		101,564
Activision Blizzard, Inc. (Entertainment)		302		20,092
Adobe, Inc.* (Software)		184		104,340
Advance Auto Parts, Inc. (Specialty Retail)		24		5,757
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		468		67,345
Aflac, Inc. (Insurance)		236		13,780
Agilent Technologies, Inc. (Life Sciences Tools & Services)		117		18,679
Air Products & Chemicals, Inc. (Chemicals)		86		26,166
Akamai Technologies, Inc.* (IT Services)		63		7,374
Alaska Air Group, Inc.* (Airlines)		49		2,553
Albemarle Corp. (Chemicals)		45		10,520
Alexandria Real Estate Equities, Inc. (Equity Real Estate Investment Trusts)		55		12,263
Align Technology, Inc.* (Health Care Equipment & Supplies)		28		18,401
Allegion PLC (Building Products)		35		4,635
Alliant Energy Corp. (Electric Utilities)		97		5,963
Alphabet, Inc.*—Class A (Interactive Media & Services)		117		338,953
Alphabet, Inc.*—Class C (Interactive Media & Services)		108		312,508
Altria Group, Inc. (Tobacco)		712		33,742
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		169		563,504
Amcor PLC (Containers & Packaging)		594		7,134
Ameren Corp. (Multi-Utilities)		100		8,901
American Airlines Group, Inc.* (Airlines)		251		4,508
American Electric Power Co., Inc. (Electric Utilities)		195		17,349
American Express Co. (Consumer Finance)		243		39,754
American International Group, Inc. (Insurance)		322		18,309
American Tower Corp. (Equity Real Estate Investment Trusts)		177		51,772
American Water Works Co., Inc. (Water Utilities)		70		13,220
Ameriprise Financial, Inc. (Capital Markets)		43		12,971
AmerisourceBergen Corp. (Health Care Providers & Services)		58		7,708
AMETEK, Inc. (Electrical Equipment)		90		13,234
Amgen, Inc. (Biotechnology)		218		49,044
Amphenol Corp.—Class A (Electronic Equipment, Instruments & Components)		232		20,291
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		208		36,560
ANSYS, Inc.* (Software)		34		13,638
Anthem, Inc. (Health Care Providers & Services)		94		43,573
Aon PLC (Insurance)		85		25,548
APA Corp. (Oil, Gas & Consumable Fuels)		141		3,791
Apple, Inc. (Technology Hardware, Storage & Peripherals)		6,042		1,072,879
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		350		55,076
Aptiv PLC* (Auto Components)		105		17,319
Archer-Daniels-Midland Co. (Food Products)		217		14,667
Arista Networks, Inc.* (Communications Equipment)		87		12,506
Arthur J. Gallagher & Co. (Insurance)		80		13,574
Assurant, Inc. (Insurance)		22		3,429
AT&T, Inc. (Diversified Telecommunication Services)		2,769		68,117
Atmos Energy Corp. (Gas Utilities)		51		5,343
Autodesk, Inc.* (Software)		85		23,901
Automatic Data Processing, Inc. (IT Services)		163		40,193
AutoZone, Inc.* (Specialty Retail)		8		16,771
AvalonBay Communities, Inc. (Equity Real Estate Investment Trusts)		54		13,640
Avery Dennison Corp. (Containers & Packaging)		32		6,930
Baker Hughes Co.—Class A (Energy Equipment & Services)		339		8,156
Ball Corp. (Containers & Packaging)		126		12,130
Bank of America Corp. (Banks)		2,792		124,216
Bath & Body Works, Inc. (Specialty Retail)		102		7,119
Baxter International, Inc. (Health Care Equipment & Supplies)		194		16,653
Becton, Dickinson & Co. (Health Care Equipment & Supplies)		111		27,914
Berkshire Hathaway, Inc.*—Class B (Diversified Financial Services)		710		212,290
Best Buy Co., Inc. (Specialty Retail)		86		8,738
Biogen, Inc.* (Biotechnology)		57		13,675
Bio-Rad Laboratories, Inc.*—Class A (Life Sciences Tools & Services)		8		6,045
Bio-Techne Corp. (Life Sciences Tools & Services)		15		7,760
BlackRock, Inc.—Class A (Capital Markets)		55		50,356
Booking Holdings, Inc.* (Hotels, Restaurants & Leisure)		16		38,388
BorgWarner, Inc. (Auto Components)		93		4,192
Boston Properties, Inc. (Equity Real Estate Investment Trusts)		55		6,335
Boston Scientific Corp.* (Health Care Equipment & Supplies)		552		23,449
Bristol-Myers Squibb Co. (Pharmaceuticals)		861		53,683
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		160		106,466
Broadridge Financial Solutions, Inc. (IT Services)		45		8,227
Brown & Brown, Inc. (Insurance)		91		6,395

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraBull :: 307

Common Stocks, continued

	Shares		Value
Brown-Forman Corp.—Class B (Beverages)		71	$	5,173
C.H. Robinson Worldwide, Inc. (Air Freight & Logistics)		50		5,382
Cadence Design Systems, Inc.* (Software)		107		19,939
Caesars Entertainment, Inc.* (Hotels, Restaurants & Leisure)		83		7,763
Campbell Soup Co. (Food Products)		78		3,390
Capital One Financial Corp. (Consumer Finance)		165		23,940
Cardinal Health, Inc. (Health Care Providers & Services)		109		5,612
CarMax, Inc.* (Specialty Retail)		63		8,204
Carnival Corp.*—Class A (Hotels, Restaurants & Leisure)		312		6,277
Carrier Global Corp. (Building Products)		336		18,225
Catalent, Inc.* (Pharmaceuticals)		66		8,450
Caterpillar, Inc. (Machinery)		210		43,415
Cboe Global Markets, Inc. (Capital Markets)		41		5,346
CBRE Group, Inc.*—Class A (Real Estate Management & Development)		130		14,106
CDW Corp. (Electronic Equipment, Instruments & Components)		53		10,853
Celanese Corp. (Chemicals)		42		7,059
Centene Corp.* (Health Care Providers & Services)		226		18,622
CenterPoint Energy, Inc. (Multi-Utilities)		244		6,810
Ceridian HCM Holding, Inc.* (Software)		53		5,536
Cerner Corp. (Health Care Technology)		114		10,587
CF Industries Holdings, Inc. (Chemicals)		83		5,875
Charles River Laboratories International, Inc.* (Life Sciences Tools & Services)		20		7,536
Charter Communications, Inc.*—Class A (Media)		48		31,295
Chevron Corp. (Oil, Gas & Consumable Fuels)		748		87,779
Chipotle Mexican Grill, Inc.* (Hotels, Restaurants & Leisure)		11		19,231
Chubb, Ltd. (Insurance)		167		32,282
Church & Dwight Co., Inc. (Household Products)		95		9,738
Cigna Corp. (Health Care Providers & Services)		128		29,393
Cincinnati Financial Corp. (Insurance)		58		6,608
Cintas Corp. (Commercial Services & Supplies)		34		15,068
Cisco Systems, Inc. (Communications Equipment)		1,635		103,610
Citigroup, Inc. (Banks)		769		46,440
Citizens Financial Group, Inc. (Banks)		165		7,796
Citrix Systems, Inc. (Software)		48		4,540
CME Group, Inc. (Capital Markets)		139		31,756
CMS Energy Corp. (Multi-Utilities)		112		7,286
Cognizant Technology Solutions Corp.—Class A (IT Services)		204		18,099
Colgate-Palmolive Co. (Household Products)		327		27,906
Comcast Corp.—Class A (Media)		1,768		88,982
Comerica, Inc. (Banks)		51		4,437
Conagra Brands, Inc. (Food Products)		186		6,352
ConocoPhillips (Oil, Gas & Consumable Fuels)		511		36,884
Consolidated Edison, Inc. (Multi-Utilities)		137		11,689
Constellation Brands, Inc.—Class A (Beverages)		64		16,062
Copart, Inc.* (Commercial Services & Supplies)		83		12,584
Corning, Inc. (Electronic Equipment, Instruments & Components)		298		11,095
Corteva, Inc. (Chemicals)		283		13,380
Costco Wholesale Corp. (Food & Staples Retailing)		171		97,078
Coterra Energy, Inc. (Oil, Gas & Consumable Fuels)		315		5,985
Crown Castle International Corp. (Equity Real Estate Investment Trusts)		168		35,068
CSX Corp. (Road & Rail)		860		32,336
Cummins, Inc. (Machinery)		55		11,998
CVS Health Corp. (Health Care Providers & Services)		512		52,818
Danaher Corp. (Health Care Equipment & Supplies)		247		81,265
Darden Restaurants, Inc. (Hotels, Restaurants & Leisure)		50		7,532
DaVita, Inc.* (Health Care Providers & Services)		25		2,844
Deere & Co. (Machinery)		109		37,375
Delta Air Lines, Inc.* (Airlines)		248		9,692
DENTSPLY SIRONA, Inc. (Health Care Equipment & Supplies)		85		4,742
Devon Energy Corp. (Oil, Gas & Consumable Fuels)		244		10,748
DexCom, Inc.* (Health Care Equipment & Supplies)		38		20,404
Diamondback Energy, Inc. (Oil, Gas & Consumable Fuels)		66		7,118
Digital Realty Trust, Inc. (Equity Real Estate Investment Trusts)		110		19,456
Discover Financial Services (Consumer Finance)		114		13,174
Discovery, Inc.*(a) (Media)		66		1,554
Discovery, Inc.*—Class C (Media)		118		2,702
DISH Network Corp.*—Class A (Media)		97		3,147
Dollar General Corp. (Multiline Retail)		90		21,225
Dollar Tree, Inc.* (Multiline Retail)		87		12,225
Dominion Energy, Inc. (Multi-Utilities)		314		24,667
Domino's Pizza, Inc. (Hotels, Restaurants & Leisure)		14		7,901
Dover Corp. (Machinery)		56		10,170
Dow, Inc. (Chemicals)		287		16,279
DR Horton, Inc. (Household Durables)		126		13,664
DTE Energy Co. (Multi-Utilities)		75		8,966
Duke Energy Corp. (Electric Utilities)		298		31,261
Duke Realty Corp. (Equity Real Estate Investment Trusts)		148		9,715
DuPont de Nemours, Inc. (Chemicals)		201		16,237
DXC Technology Co.* (IT Services)		98		3,155
Eastman Chemical Co. (Chemicals)		52		6,287
Eaton Corp. PLC (Electrical Equipment)		155		26,787
eBay, Inc. (Internet & Direct Marketing Retail)		243		16,160

See accompanying notes to financial statements.

308 :: ProFund VP UltraBull :: Financial Statements

Common Stocks, continued

	Shares			Value
Ecolab, Inc. (Chemicals)		97		$	22,755
Edison International (Electric Utilities)		147			10,033
Edwards Lifesciences Corp.* (Health Care Equipment & Supplies)		242			31,351
Electronic Arts, Inc. (Entertainment)		110			14,509
Eli Lilly & Co. (Pharmaceuticals)		308			85,076
Emerson Electric Co. (Electrical Equipment)		232			21,569
Enphase Energy, Inc.* (Semiconductors & Semiconductor Equipment)		52			9,513
Entergy Corp. (Electric Utilities)		78			8,787
EOG Resources, Inc. (Oil, Gas & Consumable Fuels)		227			20,164
EPAM Systems, Inc.* (IT Services)		22			14,706
Equifax, Inc. (Professional Services)		47			13,761
Equinix, Inc. (Equity Real Estate Investment Trusts)		35			29,604
Equity Residential (Equity Real Estate Investment Trusts)		132			11,946
Essex Property Trust, Inc. (Equity Real Estate Investment Trusts)		25			8,806
Etsy, Inc.* (Internet & Direct Marketing Retail)		49			10,728
Everest Re Group, Ltd. (Insurance)		15			4,109
Evergy, Inc. (Electric Utilities)		89			6,106
Eversource Energy (Electric Utilities)		133			12,100
Exelon Corp. (Electric Utilities)		379			21,891
Expedia Group, Inc.* (Hotels, Restaurants & Leisure)		57			10,301
Expeditors International of Washington, Inc. (Air Freight & Logistics)		66			8,863
Extra Space Storage, Inc. (Equity Real Estate Investment Trusts)		52			11,790
Exxon Mobil Corp. (Oil, Gas & Consumable Fuels)		1,641			100,414
F5, Inc.* (Communications Equipment)		23			5,628
FactSet Research Systems, Inc. (Capital Markets)		15			7,290
Fastenal Co. (Trading Companies & Distributors)		223			14,286
Federal Realty Investment Trust (Equity Real Estate Investment Trusts)		27			3,681
FedEx Corp. (Air Freight & Logistics)		95			24,571
Fidelity National Information Services, Inc. (IT Services)		236			25,759
Fifth Third Bancorp (Banks)		265			11,541
First Horizon Corp. (Banks)		—	(b)		5
First Republic Bank (Banks)		69			14,249
FirstEnergy Corp. (Electric Utilities)		211			8,775
Fiserv, Inc.* (IT Services)		230			23,872
FleetCor Technologies, Inc.* (IT Services)		31			6,939
FMC Corp. (Chemicals)		49			5,385
Ford Motor Co. (Automobiles)		1,522			31,612
Fortinet, Inc.* (Software)		53			19,048
Fortive Corp. (Machinery)		139			10,604
Fortune Brands Home & Security, Inc. (Building Products)		53			5,666
Fox Corp.—Class A (Media)		124			4,576
Fox Corp.—Class B (Media)		57			1,953
Franklin Resources, Inc. (Capital Markets)		109			3,650
Freeport-McMoRan, Inc. (Metals & Mining)		569			23,744
Garmin, Ltd. (Household Durables)		59			8,034
Gartner, Inc.* (IT Services)		32			10,698
Generac Holdings, Inc.* (Electrical Equipment)		24			8,446
General Dynamics Corp. (Aerospace & Defense)		90			18,762
General Electric Co. (Industrial Conglomerates)		426			40,244
General Mills, Inc. (Food Products)		235			15,834
General Motors Co.* (Automobiles)		563			33,009
Genuine Parts Co. (Distributors)		55			7,711
Gilead Sciences, Inc. (Biotechnology)		486			35,289
Global Payments, Inc. (IT Services)		112			15,140
Globe Life, Inc. (Insurance)		36			3,374
Halliburton Co. (Energy Equipment & Services)		347			7,936
Hartford Financial Services Group, Inc. (Insurance)		132			9,113
Hasbro, Inc. (Leisure Products)		50			5,089
HCA Healthcare, Inc. (Health Care Providers & Services)		93			23,894
Healthpeak Properties, Inc. (Equity Real Estate Investment Trusts)		209			7,543
Henry Schein, Inc.* (Health Care Providers & Services)		54			4,187
Hess Corp. (Oil, Gas & Consumable Fuels)		107			7,921
Hewlett Packard Enterprises Co. (Technology Hardware, Storage & Peripherals)		507			7,995
Hilton Worldwide Holdings, Inc.* (Hotels, Restaurants & Leisure)		108			16,847
Hologic, Inc.* (Health Care Equipment & Supplies)		98			7,503
Honeywell International, Inc. (Industrial Conglomerates)		267			55,673
Hormel Foods Corp. (Food Products)		109			5,320
Host Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		277			4,817
Howmet Aerospace, Inc. (Aerospace & Defense)		149			4,743
HP, Inc. (Technology Hardware, Storage & Peripherals)		447			16,839
Humana, Inc. (Health Care Providers & Services)		50			23,193
Huntington Bancshares, Inc. (Banks)		561			8,651
Huntington Ingalls Industries, Inc. (Aerospace & Defense)		16			2,988
IDEX Corp. (Machinery)		29			6,853
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		33			21,729
IHS Markit, Ltd. (Professional Services)		155			20,603
Illinois Tool Works, Inc. (Machinery)		111			27,395
Illumina, Inc.* (Life Sciences Tools & Services)		61			23,207
Incyte Corp.* (Biotechnology)		73			5,358
Ingersoll Rand, Inc. (Machinery)		158			9,775
Intel Corp. (Semiconductors & Semiconductor Equipment)		1,577			81,216

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraBull :: 309

Common Stocks, continued

	Shares		Value
Intercontinental Exchange, Inc. (Capital Markets)		218	$	29,816
International Business Machines Corp. (IT Services)		348		46,514
International Flavors & Fragrances, Inc. (Chemicals)		99		14,914
International Paper Co. (Containers & Packaging)		150		7,047
Intuit, Inc. (Software)		110		70,754
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		138		49,583
Invesco, Ltd. (Capital Markets)		132		3,039
IPG Photonics Corp.* (Electronic Equipment, Instruments & Components)		14		2,410
IQVIA Holdings, Inc.* (Life Sciences Tools & Services)		74		20,878
Iron Mountain, Inc. (Equity Real Estate Investment Trusts)		112		5,861
J.B. Hunt Transport Services, Inc. (Road & Rail)		33		6,745
Jack Henry & Associates, Inc. (IT Services)		29		4,843
Jacobs Engineering Group, Inc. (Professional Services)		51		7,101
Johnson & Johnson (Pharmaceuticals)		1,021		174,662
Johnson Controls International PLC (Building Products)		275		22,360
JPMorgan Chase & Co. (Banks)		1,145		181,311
Juniper Networks, Inc. (Communications Equipment)		126		4,499
Kellogg Co. (Food Products)		99		6,378
KeyCorp (Banks)		361		8,350
Keysight Technologies, Inc.* (Electronic Equipment, Instruments & Components)		71		14,662
Kimberly-Clark Corp. (Household Products)		131		18,723
Kimco Realty Corp. (Equity Real Estate Investment Trusts)		239		5,891
Kinder Morgan, Inc. (Oil, Gas & Consumable Fuels)		756		11,990
KLA Corp. (Semiconductors & Semiconductor Equipment)		59		25,376
L3Harris Technologies, Inc. (Aerospace & Defense)		76		16,206
Laboratory Corp. of America Holdings* (Health Care Providers & Services)		37		11,626
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		55		39,553
Lamb Weston Holding, Inc. (Food Products)		57		3,613
Las Vegas Sands Corp.* (Hotels, Restaurants & Leisure)		133		5,006
Leidos Holdings, Inc. (Professional Services)		54		4,801
Lennar Corp.—Class A (Household Durables)		105		12,197
Lincoln National Corp. (Insurance)		66		4,505
Linde PLC (Chemicals)		199		68,940
Live Nation Entertainment, Inc.* (Entertainment)		52		6,224
LKQ Corp. (Distributors)		104		6,243
Lockheed Martin Corp. (Aerospace & Defense)		95		33,764
Loews Corp. (Insurance)		78		4,505
Lowe's Cos., Inc. (Specialty Retail)		268		69,273
Lumen Technologies, Inc. (Diversified Telecommunication Services)		357		4,480
LyondellBasell Industries N.V.—Class A (Chemicals)		102		9,407
M&T Bank Corp. (Banks)		50		7,679
Marathon Oil Corp. (Oil, Gas & Consumable Fuels)		302		4,959
Marathon Petroleum Corp. (Oil, Gas & Consumable Fuels)		239		15,294
MarketAxess Holdings, Inc. (Capital Markets)		15		6,169
Marriott International, Inc.*—Class A (Hotels, Restaurants & Leisure)		106		17,558
Marsh & McLennan Cos., Inc. (Insurance)		196		34,068
Martin Marietta Materials, Inc. (Construction Materials)		24		10,572
Masco Corp. (Building Products)		95		6,671
Mastercard, Inc.—Class A (IT Services)		336		120,731
Match Group, Inc.* (Interactive Media & Services)		110		14,548
McCormick & Co., Inc. (Food Products)		97		9,371
McDonald's Corp. (Hotels, Restaurants & Leisure)		290		77,740
McKesson Corp. (Health Care Providers & Services)		59		14,666
Medtronic PLC (Health Care Equipment & Supplies)		522		54,001
Merck & Co., Inc. (Pharmaceuticals)		979		75,031
Meta Platforms, Inc.*—Class A (Interactive Media & Services)		918		308,769
MetLife, Inc. (Insurance)		277		17,310
Mettler-Toledo International, Inc.* (Life Sciences Tools & Services)		9		15,275
MGM Resorts International (Hotels, Restaurants & Leisure)		151		6,777
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		215		18,718
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		434		40,427
Microsoft Corp. (Software)		2,911		979,029
Mid-America Apartment Communities, Inc. (Equity Real Estate Investment Trusts)		45		10,325
Moderna, Inc.* (Biotechnology)		137		34,795
Mohawk Industries, Inc.* (Household Durables)		21		3,826
Molson Coors Beverage Co.—Class B (Beverages)		73		3,384
Mondelez International, Inc.—Class A (Food Products)		541		35,874
Monolithic Power Systems, Inc. (Semiconductors & Semiconductor Equipment)		17		8,387
Monster Beverage Corp.* (Beverages)		146		14,022
Moody's Corp. (Capital Markets)		63		24,607
Morgan Stanley (Capital Markets)		558		54,774
Motorola Solutions, Inc. (Communications Equipment)		65		17,661

See accompanying notes to financial statements.

310 :: ProFund VP UltraBull :: Financial Statements

Common Stocks, continued

	Shares		Value
MSCI, Inc.—Class A (Capital Markets)		32	$	19,606
Nasdaq, Inc. (Capital Markets)		45		9,450
NetApp, Inc. (Technology Hardware, Storage & Peripherals)		87		8,003
Netflix, Inc.* (Entertainment)		172		103,620
Newell Brands, Inc. (Household Durables)		147		3,210
Newmont Corp. (Metals & Mining)		309		19,164
News Corp.—Class A (Media)		152		3,391
News Corp.—Class B (Media)		47		1,058
NextEra Energy, Inc. (Electric Utilities)		761		71,048
Nielsen Holdings PLC (Professional Services)		139		2,851
NIKE, Inc.—Class B (Textiles, Apparel & Luxury Goods)		495		82,502
NiSource, Inc. (Multi-Utilities)		152		4,197
Norfolk Southern Corp. (Road & Rail)		94		27,985
Northern Trust Corp. (Capital Markets)		81		9,688
Northrop Grumman Corp. (Aerospace & Defense)		58		22,450
NortonLifelock, Inc. (Software)		226		5,871
Norwegian Cruise Line Holdings, Ltd.* (Hotels, Restaurants & Leisure)		143		2,966
NRG Energy, Inc. (Electric Utilities)		95		4,093
Nucor Corp. (Metals & Mining)		111		12,671
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		969		284,993
NVR, Inc.* (Household Durables)		1		5,909
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		103		23,461
Occidental Petroleum Corp. (Oil, Gas & Consumable Fuels)		344		9,973
Old Dominion Freight Line, Inc. (Road & Rail)		36		12,902
Omnicom Group, Inc. (Media)		82		6,008
ONEOK, Inc. (Oil, Gas & Consumable Fuels)		173		10,165
Oracle Corp. (Software)		625		54,506
O'Reilly Automotive, Inc.* (Specialty Retail)		26		18,362
Organon & Co. (Pharmaceuticals)		98		2,984
Otis Worldwide Corp. (Machinery)		165		14,367
PACCAR, Inc. (Machinery)		135		11,915
Packaging Corp. of America (Containers & Packaging)		37		5,038
Parker-Hannifin Corp. (Machinery)		50		15,906
Paychex, Inc. (IT Services)		124		16,926
Paycom Software, Inc.* (Software)		19		7,889
PayPal Holdings, Inc.* (IT Services)		455		85,804
Penn National Gaming, Inc.* (Hotels, Restaurants & Leisure)		64		3,318
Pentair PLC (Machinery)		64		4,674
People's United Financial, Inc. (Banks)		166		2,958
PepsiCo, Inc. (Beverages)		536		93,108
PerkinElmer, Inc. (Life Sciences Tools & Services)		49		9,852
Pfizer, Inc. (Pharmaceuticals)		2,176		128,493
Philip Morris International, Inc. (Tobacco)		604		57,380
Phillips 66 (Oil, Gas & Consumable Fuels)		170		12,318
Pinnacle West Capital Corp. (Electric Utilities)		44		3,106
Pioneer Natural Resources Co. (Oil, Gas & Consumable Fuels)		88		16,005
Pool Corp. (Distributors)		16		9,056
PPG Industries, Inc. (Chemicals)		92		15,864
PPL Corp. (Electric Utilities)		291		8,747
Principal Financial Group, Inc. (Insurance)		96		6,944
Prologis, Inc. (Equity Real Estate Investment Trusts)		287		48,319
Prudential Financial, Inc. (Insurance)		147		15,911
PTC, Inc.* (Software)		41		4,967
Public Service Enterprise Group, Inc. (Multi-Utilities)		196		13,079
Public Storage (Equity Real Estate Investment Trusts)		59		22,099
PulteGroup, Inc. (Household Durables)		98		5,602
PVH Corp. (Textiles, Apparel & Luxury Goods)		28		2,986
Qorvo, Inc.* (Semiconductors & Semiconductor Equipment)		43		6,725
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		434		79,366
Quanta Services, Inc. (Construction & Engineering)		55		6,306
Quest Diagnostics, Inc. (Health Care Providers & Services)		48		8,304
Ralph Lauren Corp. (Textiles, Apparel & Luxury Goods)		19		2,258
Raymond James Financial, Inc. (Capital Markets)		72		7,229
Raytheon Technologies Corp. (Aerospace & Defense)		580		49,915
Realty Income Corp. (Equity Real Estate Investment Trusts)		219		15,678
Regency Centers Corp. (Equity Real Estate Investment Trusts)		60		4,521
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		41		25,892
Regions Financial Corp. (Banks)		370		8,066
Republic Services, Inc.—Class A (Commercial Services & Supplies)		81		11,295
ResMed, Inc. (Health Care Equipment & Supplies)		56		14,587
Robert Half International, Inc. (Professional Services)		43		4,795
Rockwell Automation, Inc. (Electrical Equipment)		45		15,698
Rollins, Inc. (Commercial Services & Supplies)		88		3,010
Roper Technologies, Inc. (Industrial Conglomerates)		41		20,166
Ross Stores, Inc. (Specialty Retail)		138		15,771
Royal Caribbean Cruises, Ltd.* (Hotels, Restaurants & Leisure)		87		6,690
S&P Global, Inc. (Capital Markets)		93		43,889
Salesforce.com, Inc.* (Software)		380		96,569
SBA Communications Corp. (Equity Real Estate Investment Trusts)		42		16,339
Schlumberger, Ltd. (Energy Equipment & Services)		544		16,293
Seagate Technology Holdings PLC (Technology Hardware, Storage & Peripherals)		79		8,925

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraBull :: 311

Common Stocks, continued

	Shares		Value
Sealed Air Corp. (Containers & Packaging)		57	$	3,846
Sempra Energy (Multi-Utilities)		124		16,402
ServiceNow, Inc.* (Software)		77		49,981
Signature Bank (Banks)		24		7,763
Simon Property Group, Inc. (Equity Real Estate Investment Trusts)		127		20,291
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		64		9,929
Snap-on, Inc. (Machinery)		21		4,523
SolarEdge Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		20		5,611
Southwest Airlines Co.* (Airlines)		229		9,810
Stanley Black & Decker, Inc. (Machinery)		63		11,883
Starbucks Corp. (Hotels, Restaurants & Leisure)		457		53,455
State Street Corp. (Capital Markets)		142		13,206
STERIS PLC (Health Care Equipment & Supplies)		39		9,493
Stryker Corp. (Health Care Equipment & Supplies)		130		34,765
SVB Financial Group* (Banks)		23		15,600
Synchrony Financial (Consumer Finance)		212		9,835
Synopsys, Inc.* (Software)		59		21,742
Sysco Corp. (Food & Staples Retailing)		199		15,631
T. Rowe Price Group, Inc. (Capital Markets)		87		17,108
Take-Two Interactive Software, Inc.* (Entertainment)		45		7,997
Tapestry, Inc. (Textiles, Apparel & Luxury Goods)		107		4,344
Target Corp. (Multiline Retail)		189		43,742
TE Connectivity, Ltd. (Electronic Equipment, Instruments & Components)		127		20,491
Teledyne Technologies, Inc.* (Electronic Equipment, Instruments & Components)		18		7,864
Teleflex, Inc. (Health Care Equipment & Supplies)		18		5,913
Teradyne, Inc. (Semiconductors & Semiconductor Equipment)		63		10,302
Tesla, Inc.* (Automobiles)		315		332,886
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		358		67,472
Textron, Inc. (Aerospace & Defense)		85		6,562
The AES Corp. (Independent Power and Renewable Electricity Producers)		258		6,269
The Allstate Corp. (Insurance)		111		13,059
The Bank of New York Mellon Corp. (Capital Markets)		295		17,134
The Boeing Co.* (Aerospace & Defense)		214		43,082
The Charles Schwab Corp. (Capital Markets)		583		49,030
The Clorox Co. (Household Products)		48		8,369
The Coca-Cola Co. (Beverages)		1,507		89,229
The Cooper Cos., Inc. (Health Care Equipment & Supplies)		19		7,960
The Estee Lauder Co., Inc. (Personal Products)		90		33,318
The Gap, Inc. (Specialty Retail)		83		1,465
The Goldman Sachs Group, Inc. (Capital Markets)		132		50,497
The Hershey Co. (Food Products)		56		10,834
The Home Depot, Inc. (Specialty Retail)		409		169,738
The Interpublic Group of Cos., Inc. (Media)		153		5,730
The JM Smucker Co.—Class A (Food Products)		42		5,704
The Kraft Heinz Co. (Food Products)		275		9,873
The Kroger Co. (Food & Staples Retailing)		262		11,858
The Mosaic Co. (Chemicals)		144		5,658
The PNC Financial Services Group, Inc. (Banks)		164		32,885
The Procter & Gamble Co. (Household Products)		938		153,438
The Progressive Corp. (Insurance)		227		23,302
The Sherwin-Williams Co. (Chemicals)		94		33,103
The Southern Co. (Electric Utilities)		411		28,186
The TJX Cos., Inc. (Specialty Retail)		466		35,379
The Travelers Cos., Inc. (Insurance)		95		14,861
The Walt Disney Co.* (Entertainment)		704		109,043
The Williams Cos., Inc. (Oil, Gas & Consumable Fuels)		471		12,265
Thermo Fisher Scientific, Inc. (Life Sciences Tools & Services)		153		102,087
T-Mobile US, Inc.* (Wireless Telecommunication Services)		228		26,443
Tractor Supply Co. (Specialty Retail)		44		10,498
Trane Technologies PLC (Building Products)		92		18,587
TransDigm Group, Inc.* (Aerospace & Defense)		20		12,726
Trimble, Inc.* (Electronic Equipment, Instruments & Components)		97		8,457
Truist Financial Corp. (Banks)		517		30,270
Twitter, Inc.* (Interactive Media & Services)		310		13,398
Tyler Technologies, Inc.* (Software)		16		8,607
Tyson Foods, Inc.—Class A (Food Products)		114		9,936
U.S. Bancorp (Banks)		523		29,377
UDR, Inc. (Equity Real Estate Investment Trusts)		113		6,779
Ulta Beauty, Inc.* (Specialty Retail)		21		8,659
Under Armour, Inc.*—Class A (Textiles, Apparel & Luxury Goods)		73		1,547
Under Armour, Inc.*—Class C (Textiles, Apparel & Luxury Goods)		83		1,497
Union Pacific Corp. (Road & Rail)		249		62,730
United Airlines Holdings , Inc.* (Airlines)		126		5,516
United Parcel Service, Inc.—Class B (Air Freight & Logistics)		283		60,658
United Rentals, Inc.* (Trading Companies & Distributors)		28		9,304
UnitedHealth Group, Inc. (Health Care Providers & Services)		365		183,280
Universal Health Services, Inc.—Class B (Health Care Providers & Services)		28		3,630
Valero Energy Corp. (Oil, Gas & Consumable Fuels)		159		11,942
Ventas, Inc. (Equity Real Estate Investment Trusts)		155		7,924
VeriSign, Inc.* (IT Services)		37		9,391
Verisk Analytics, Inc. (Professional Services)		62		14,181
Verizon Communications, Inc. (Diversified Telecommunication Services)		1,605		83,397

See accompanying notes to financial statements.

312 :: ProFund VP UltraBull :: Financial Statements

Common Stocks, continued

		Shares		Value
Vertex Pharmaceuticals, Inc.* (Biotechnology)			99	$	21,740
VF Corp. (Textiles, Apparel & Luxury Goods)			126		9,226
ViacomCBS, Inc.—Class B (Media)			235		7,092
Viatris, Inc. (Pharmaceuticals)			469		6,346
Visa, Inc.—Class A (IT Services)			650		140,861
Vornado Realty Trust (Equity Real Estate Investment Trusts)			62		2,595
Vulcan Materials Co. (Construction Materials)			51		10,587
W.R. Berkley Corp. (Insurance)			54		4,449
W.W. Grainger, Inc. (Trading Companies & Distributors)			17		8,810
Walgreens Boots Alliance, Inc. (Food & Staples Retailing)			278		14,500
Walmart, Inc. (Food & Staples Retailing)			551		79,724
Waste Management, Inc. (Commercial Services & Supplies)			149		24,869
Waters Corp.* (Life Sciences Tools & Services)			24		8,942
WEC Energy Group, Inc. (Multi-Utilities)			122		11,843
Wells Fargo & Co. (Banks)			1,546		74,177
Welltower, Inc. (Equity Real Estate Investment Trusts)			169		14,495
West Pharmaceutical Services, Inc. (Health Care Equipment & Supplies)			29		13,601
Western Digital Corp.* (Technology Hardware, Storage & Peripherals)			121		7,890
Westinghouse Air Brake Technologies Corp. (Machinery)			72		6,632
WestRock Co. (Containers & Packaging)			104		4,613
Weyerhaeuser Co. (Equity Real Estate Investment Trusts)			290		11,942
Whirlpool Corp. (Household Durables)			24		5,632
Willis Towers Watson PLC (Insurance)			48		11,400
Wynn Resorts, Ltd.* (Hotels, Restaurants & Leisure)			41		3,487
Xcel Energy, Inc. (Electric Utilities)			209		14,149
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)			96		20,355
Xylem, Inc. (Machinery)			70		8,394
Yum! Brands, Inc. (Hotels, Restaurants & Leisure)			114		15,830
Zebra Technologies Corp.* (Electronic Equipment, Instruments & Components)			21		12,499
Zimmer Biomet Holdings, Inc. (Health Care Equipment & Supplies)	��		81		10,290
Zions Bancorp (Banks)			61		3,853
Zoetis, Inc. (Pharmaceuticals)			183		44,657
TOTAL COMMON STOCKS (Cost $6,990,164)					15,643,677

Repurchase Agreements^(c)(d) (21.3%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $4,222,000	$	4,222,000	$	4,222,000
TOTAL REPURCHASE AGREEMENTS (Cost $4,222,000)				4,222,000

Collateral for Securities Loaned^(e)(NM)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(f)		1,350	$	1,350
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $1,350)				1,350
TOTAL INVESTMENT SECURITIES (Cost $11,213,514)—100.4%				19,867,027
Net other assets (liabilities)—(0.4)%				(86,552	)
NET ASSETS—100.0%			$	19,780,475

*	Non-income producing security.
(a)	All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $1,271.
(b)	Number of shares is less than 0.50.
(c)	A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $3,056,000.
(d)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.
(e)	Securities were purchased with cash collateral held from securities on loan at December 31, 2021.
(f)	Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

Futures Contracts Purchased

	Number of Contracts		Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
E-Mini S&P 500 Futures Contracts		8	3/21/22	$	1,903,400	$	22,325

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraBull :: 313

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
S&P 500	Goldman Sachs International	1/27/22		0.68	%	$	7,778,406	$	(36,961	)
SPDR S&P 500 ETF	Goldman Sachs International	1/27/22		0.59	%		5,478,782		(26,893	)
						$	13,257,188	$	(63,854	)
S&P 500	UBS AG	1/27/22		0.58	%	$	7,573,460	$	(34,566	)
SPDR S&P 500 ETF	UBS AG	1/27/22		0.18	%		2,171,805		(10,562	)
						$	9,745,265	$	(45,128	)
						$	23,002,453	$	(108,982	)

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP UltraBull invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	211,198		1.1	%
Air Freight & Logistics		99,474		0.5	%
Airlines		32,079		0.2	%
Auto Components		21,511		0.1	%
Automobiles		397,507		2.0	%
Banks		619,624		3.1	%
Beverages		220,978		1.0	%
Biotechnology		278,543		1.4	%
Building Products		80,608		0.4	%
Capital Markets		466,611		2.4	%
Chemicals		277,829		1.4	%
Commercial Services & Supplies		66,826		0.3	%
Communications Equipment		143,904		0.7	%
Construction & Engineering		6,306		NM
Construction Materials		21,159		0.1	%
Consumer Finance		86,703		0.4	%
Containers & Packaging		46,738		0.2	%
Distributors		23,010		0.1	%
Diversified Financial Services		212,290		1.1	%
Diversified Telecommunication Services		155,994		0.8	%
Electric Utilities		251,594		1.3	%
Electrical Equipment		85,734		0.4	%
Electronic Equipment, Instruments & Components		108,622		0.5	%
Energy Equipment & Services		32,385		0.2	%
Entertainment		261,485		1.3	%
Equity Real Estate Investment Trusts		419,495		2.1	%
Food & Staples Retailing		218,791		1.1	%
Food Products		137,146		0.7	%
Gas Utilities		5,343		NM
Health Care Equipment & Supplies		556,618		2.8	%
Health Care Providers & Services		433,350		2.2	%
Health Care Technology		10,587		0.1	%
Hotels, Restaurants & Leisure		307,067		1.6	%
Household Durables		58,074		0.3	%
Household Products		218,174		1.1	%
Independent Power and Renewable Electricity Producers		6,269		NM
Industrial Conglomerates		155,694		0.8	%
Insurance		286,835		1.5	%
Interactive Media & Services		988,176		5.0	%
Internet & Direct Marketing Retail		590,392		3.0	%
IT Services		700,796		3.5	%
Leisure Products		5,089		NM
Life Sciences Tools & Services		220,261		1.1	%
Machinery		235,879		1.3	%
Media		157,488		0.8	%
Metals & Mining		55,579		0.3	%
Multiline Retail		77,192		0.4	%
Multi-Utilities		113,840		0.6	%
Oil, Gas & Consumable Fuels		385,715		1.9	%
Personal Products		33,318		0.2	%
Pharmaceuticals		579,382		2.9	%
Professional Services		68,093		0.3	%
Real Estate Management & Development		14,106		0.1	%
Road & Rail		142,698		0.7	%
Semiconductors & Semiconductor Equipment		996,851		5.0	%
Software		1,490,857		7.6	%
Specialty Retail		375,734		1.9	%
Technology Hardware, Storage & Peripherals		1,122,531		5.8	%
Textiles, Apparel & Luxury Goods		104,360		0.5	%
Tobacco		91,122		0.5	%
Trading Companies & Distributors		32,400		0.2	%
Water Utilities		13,220		0.1	%
Wireless Telecommunication Services		26,443		0.1	%
Other**		4,136,798		20.9	%
Total	$	19,780,475		100.0	%

**	Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.
NM	Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

314 :: ProFund VP UltraBull :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	11,213,514
Securities, at value(a)		15,645,027
Repurchase agreements, at value		4,222,000
Total Investment Securities, at value		19,867,027
Cash		616
Segregated cash balances for futures contracts with brokers		101,200
Dividends receivable		9,396
Receivable for capital shares issued		784,010
Prepaid expenses		1,369
TOTAL ASSETS		20,763,618
LIABILITIES:
Payable for collateral for securities loaned		1,350
Payable for capital shares redeemed		820,472
Unrealized depreciation on swap agreements		108,982
Variation margin on futures contracts		5,500
Advisory fees payable		14,042
Management services fees payable		1,872
Administration fees payable		1,278
Administrative services fees payable		7,795
Distribution fees payable		8,251
Transfer agency fees payable		2,195
Fund accounting fees payable		856
Compliance services fees payable		92
Other accrued expenses		10,458
TOTAL LIABILITIES		983,143
NET ASSETS	$	19,780,475
NET ASSETS CONSIST OF:
Capital	$	21,894,912
Total distributable earnings (loss)		(2,114,437	)
NET ASSETS	$	19,780,475
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		426,000
Net Asset Value (offering and redemption price per share)	$	46.43
(a) Includes securities on loan valued at:	$	1,271

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	175,295
Interest		30
Foreign tax withholding		(17	)
Net income from securities lending		120
TOTAL INVESTMENT INCOME		175,428
EXPENSES:
Advisory fees		144,187
Management services fees		19,225
Administration fees		13,899
Transfer agency fees		11,481
Administrative services fees		52,783
Distribution fees		48,062
Custody fees		2,910
Fund accounting fees		9,473
Trustee fees		317
Compliance services fees		134
Other fees		18,308
Recoupment of prior expenses reduced by the Advisor		605
Total Gross Expenses before reductions		321,384
Expenses reduced and reimbursed by the Advisor		(605	)
TOTAL NET EXPENSES		320,779
NET INVESTMENT INCOME (LOSS)		(145,351	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		1,280,937
Net realized gains (losses) on futures contracts		456,545
Net realized gains (losses) on swap agreements		5,403,218
Change in net unrealized appreciation/depreciation on investment securities		1,523,994
Change in net unrealized appreciation/depreciation on futures contracts		(7,272	)
Change in net unrealized appreciation/depreciation on swap agreements		(220,595	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		8,436,827
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	8,291,476

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraBull :: 315

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(145,351	)	$	(28,046	)
Net realized gains (losses) on investments		7,140,700			(8,922,300	)
Change in net unrealized appreciation/depreciation on investments		1,296,127			1,827,277
Change in net assets resulting from operations		8,291,476			(7,123,069	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(9,919,111	)
Change in net assets resulting from distributions		—			(9,919,111	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		132,380,968			336,763,515
Distributions reinvested		—			9,919,111
Value of shares redeemed		(137,964,214	)		(342,855,065	)
Change in net assets resulting from capital transactions		(5,583,246	)		3,827,561
Change in net assets		2,708,230			(13,214,619	)
NET ASSETS:
Beginning of period		17,072,245			30,286,864
End of period	$	19,780,475		$	17,072,245
SHARE TRANSACTIONS:
Issued		3,455,045			6,053,018	(a)
Reinvested		—			369,015	(a)
Redeemed		(3,610,503	)		(6,307,705	)(a)
Change in shares		(155,458	)		114,328

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on December 14, 2020.

See accompanying notes to financial statements.

316 :: ProFund VP UltraBull :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020(a)			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	29.36		$	64.84		$	40.60		$	59.07		$	53.91
Investment Activities:
Net investment income (loss)(b)		(0.28	)		(0.07	)		0.20			0.20			(0.08	)
Net realized and unrealized gains (losses) on investments		17.35			8.84	(c)		24.20			(7.07	)		20.72
Total income (loss) from investment activities		17.07			8.77			24.40			(6.87	)		20.64
Distributions to Shareholders From:
Net investment income		—			(0.49	)		(0.16	)		—			—
Net realized gains on investments		—			(43.76	)		—			(11.60	)		(15.48	)
Total distributions		—			(44.25	)		(0.16	)		(11.60	)		(15.48	)
Net Asset Value, End of Period	$	46.43		$	29.36		$	64.84		$	40.60		$	59.07
Total Return		58.14	%		19.83	%		60.17	%		(15.50	)%		41.02	%
Ratios to Average Net Assets:
Gross expenses		1.67	%		1.69	%		1.62	%		1.53	%		1.60	%
Net expenses		1.67	%		1.69	%(d)		1.62	%		1.53	%		1.60	%
Net investment income (loss)		(0.76	)%		(0.16	)%		0.41	%		0.37	%		(0.12	)%
Supplemental Data:
Net assets, end of period (000's)	$	19,780		$	17,072		$	30,287		$	23,465		$	34,995
Portfolio turnover rate(e)		443	%		1,415	%		2,393	%		3,297	%		2,993	%

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on December 14, 2020.

^(b) Per share net investment income (loss) has been calculated using the average daily shares method.

^(c) The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.

^(d) The expense ratio does not correlate to the applicable expense limits in place during the period given that the annual contractual expense limitation is applied for one year periods ended April 30th of each year, instead of coinciding with the December 31st year end. Details of the current expense limitation in effect can be found in Note 4 of the accompanying Notes to Financial Statements.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP UltraMid-Cap :: 317

ProFund VP UltraMid-Cap (the "Fund") seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the S&P MidCap 400^® (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (2x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index rises. For the year ended December 31, 2021, the Fund had a total return of 46.67%. For the same period, the Index had a total return of 24.76%¹ and a volatility of 17.93%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to twice that of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as twice the daily return of the Index. The Index is a measure of mid-size company U.S. stock market performance. It is a float-adjusted, market capitalization-weighted index of 400 U.S. operating companies and real estate investment trusts. Securities are selected for inclusion in the Index through a process that factors criteria such as liquidity, price, market capitalization, financial viability, and public float. Reconstitution occurs both on a quarterly and ongoing basis.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain leveraged exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP UltraMid-Cap from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP UltraMid-Cap		46.67	%		16.57	%		21.53	%
S&P MidCap 400®		24.76	%		13.09	%		14.20	%

Expense Ratios**

Fund	Gross			Net
ProFund VP UltraMid-Cap		1.79	%		1.68	%

**   Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		75	%
Swap Agreements		125	%
Total Exposure		200	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
Molina Healthcare, Inc.		0.6	%
Camden Property Trust		0.6	%
Builders FirstSource, Inc.		0.5	%
Trex Co., Inc.		0.5	%
Masimo Corp.		0.5	%

S&P MidCap 400^® Index – Composition

	% of Index
Industrials		20	%
Consumer Discretionary		15	%
Information Technology		14	%
Financials		14	%
Real Estate		10	%
Health Care		10	%
Materials		7	%
Consumer Staples		3	%
Utilities		3	%
Energy		2	%
Communication Services		2	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

318 :: ProFund VP UltraMid-Cap :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (75.3%)

	Shares		Value
Acadia Healthcare Co., Inc.* (Health Care Providers & Services)		491	$	29,804
ACI Worldwide, Inc.* (Software)		642		22,277
Acuity Brands, Inc. (Electrical Equipment)		191		40,439
Adient PLC* (Auto Components)		515		24,658
AECOM* (Construction & Engineering)		786		60,798
Affiliated Managers Group, Inc. (Capital Markets)		222		36,521
AGCO Corp. (Machinery)		335		38,867
Alcoa Corp. (Metals & Mining)		1,021		60,831
Alleghany Corp.* (Insurance)		75		50,069
ALLETE, Inc. (Electric Utilities)		287		19,042
Alliance Data Systems Corp. (IT Services)		272		18,107
Amedisys, Inc.* (Health Care Providers & Services)		178		28,815
American Campus Communities, Inc. (Equity Real Estate Investment Trusts)		760		43,540
American Eagle Outfitters, Inc. (Specialty Retail)		837		21,193
American Financial Group, Inc. (Insurance)		361		49,573
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		547		13,560
Antero Midstream Corp. (Oil, Gas & Consumable Fuels)		1,772		17,153
Apartment Income REIT Corp. (Equity Real Estate Investment Trusts)		857		46,852
AptarGroup, Inc. (Containers & Packaging)		359		43,970
Arrow Electronics, Inc.* (Electronic Equipment, Instruments & Components)		380		51,023
Arrowhead Pharmaceuticals, Inc.* (Biotechnology)		569		37,725
ASGN, Inc.* (Professional Services)		284		35,046
Ashland Global Holdings, Inc. (Chemicals)		308		33,159
Aspen Technology, Inc.* (Software)		365		55,554
Associated Banc-Corp. (Banks)		819		18,501
AutoNation, Inc.* (Specialty Retail)		218		25,473
Avient Corp. (Chemicals)		499		27,919
Avis Budget Group, Inc.* (Road & Rail)		219		45,414
Avnet, Inc. (Electronic Equipment, Instruments & Components)		542		22,347
Axon Enterprise, Inc.* (Aerospace & Defense)		359		56,363
Azenta, Inc. (Semiconductors & Semiconductor Equipment)		406		41,863
Bank of Hawaii Corp. (Banks)		221		18,511
Bank OZK (Banks)		660		30,710
Belden, Inc. (Electronic Equipment, Instruments & Components)		245		16,104
BJ's Wholesale Club Holdings, Inc.* (Food & Staples Retailing)		745		49,892
Black Hills Corp. (Multi-Utilities)		348		24,558
Blackbaud, Inc.* (Software)		226		17,849
Boyd Gaming Corp.* (Hotels, Restaurants & Leisure)		448		29,375
Brighthouse Financial, Inc.* (Insurance)		436		22,585
Brixmor Property Group, Inc. (Equity Real Estate Investment Trusts)		1,621		41,190
Bruker Corp. (Life Sciences Tools & Services)		555		46,570
Brunswick Corp. (Leisure Products)		421		42,406
Builders FirstSource, Inc.* (Building Products)		1,045		89,566
Cable One, Inc. (Media)		27		47,613
Cabot Corp. (Chemicals)		310		17,422
CACI International, Inc.*—Class A (Professional Services)		127		34,190
Cadence Bank (Banks)		1,069		31,846
Callaway Golf Co.* (Leisure Products)		640		17,562
Camden Property Trust (Equity Real Estate Investment Trusts)		558		99,702
Capri Holdings, Ltd.* (Textiles, Apparel & Luxury Goods)		821		53,291
Carlisle Cos., Inc. (Industrial Conglomerates)		285		70,714
Carter's, Inc. (Textiles, Apparel & Luxury Goods)		231		23,382
Casey's General Stores, Inc. (Food & Staples Retailing)		203		40,062
Cathay General Bancorp (Banks)		422		18,142
CDK Global, Inc. (Software)		646		26,964
Cerence, Inc.* (Software)		207		15,864
ChampionX Corp.* (Energy Equipment & Services)		1,103		22,292
Chemed Corp. (Health Care Providers & Services)		84		44,439
Choice Hotels International, Inc. (Hotels, Restaurants & Leisure)		179		27,922
Churchill Downs, Inc. (Hotels, Restaurants & Leisure)		188		45,289
Ciena Corp.* (Communications Equipment)		846		65,116
Cirrus Logic, Inc.* (Semiconductors & Semiconductor Equipment)		312		28,710
CIT Group, Inc. (Banks)		541		27,775
Clean Harbors, Inc.* (Commercial Services & Supplies)		273		27,237
Cleveland-Cliffs, Inc.* (Metals & Mining)		2,484		54,077
CMC Materials, Inc. (Semiconductors & Semiconductor Equipment)		155		29,712
CNO Financial Group, Inc. (Insurance)		673		16,044
CNX Resources Corp.* (Oil, Gas & Consumable Fuels)		1,153		15,854
Cognex Corp. (Electronic Equipment, Instruments & Components)		965		75,038
Coherent, Inc.* (Electronic Equipment, Instruments & Components)		134		35,716
Colfax Corp.* (Machinery)		735		33,788
Columbia Sportswear Co. (Textiles, Apparel & Luxury Goods)		189		18,416
Commerce Bancshares, Inc. (Banks)		606		41,656
Commercial Metals Co. (Metals & Mining)		658		23,879
CommVault Systems, Inc.* (Software)		248		17,092

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraMid-Cap :: 319

Common Stocks, continued

	Shares		Value
Compass Minerals International, Inc. (Metals & Mining)		186	$	9,501
Concentrix Corp. (IT Services)		234		41,797
Corporate Office Properties Trust (Equity Real Estate Investment Trusts)		613		17,146
Coty, Inc.*—Class A (Personal Products)		1,832		19,236
Cousins Properties, Inc. (Equity Real Estate Investment Trusts)		812		32,707
Cracker Barrel Old Country Store, Inc. (Hotels, Restaurants & Leisure)		128		16,466
Crane Co. (Machinery)		272		27,671
Crocs, Inc.* (Textiles, Apparel & Luxury Goods)		321		41,159
Cullen/Frost Bankers, Inc. (Banks)		310		39,082
Curtiss-Wright Corp. (Aerospace & Defense)		214		29,675
CyrusOne, Inc. (Equity Real Estate Investment Trusts)		693		62,176
Dana, Inc. (Auto Components)		787		17,959
Darling Ingredients, Inc.* (Food Products)		883		61,184
Deckers Outdoor Corp.* (Textiles, Apparel & Luxury Goods)		150		54,947
Dick's Sporting Goods, Inc. (Specialty Retail)		354		40,706
Digital Turbine, Inc.* (Software)		480		29,275
Donaldson Co., Inc. (Machinery)		675		40,001
Douglas Emmett, Inc. (Equity Real Estate Investment Trusts)		958		32,093
DT Midstream, Inc. (Oil, Gas & Consumable Fuels)		528		25,333
Dycom Industries, Inc.* (Construction & Engineering)		165		15,470
Eagle Materials, Inc. (Construction Materials)		222		36,954
East West Bancorp, Inc. (Banks)		775		60,978
EastGroup Properties, Inc. (Equity Real Estate Investment Trusts)		222		50,583
EMCOR Group, Inc. (Construction & Engineering)		291		37,071
Encompass Health Corp. (Health Care Providers & Services)		543		35,436
Energizer Holdings, Inc. (Household Products)		343		13,754
EnerSys (Electrical Equipment)		229		18,105
Envestnet, Inc.* (Software)		298		23,643
Envista Holdings Corp.* (Health Care Equipment & Supplies)		881		39,698
EPR Properties (Equity Real Estate Investment Trusts)		408		19,376
EQT Corp.* (Oil, Gas & Consumable Fuels)		1,650		35,987
Equitrans Midstream Corp. (Oil, Gas & Consumable Fuels)		2,219		22,944
Essent Group, Ltd. (Thrifts & Mortgage Finance)		603		27,455
Essential Utilities, Inc. (Water Utilities)		1,255		67,381
Evercore Partners, Inc.—Class A (Capital Markets)		213		28,936
Exelixis, Inc.* (Biotechnology)		1,727		31,570
F.N.B. Corp. (Banks)		1,741		21,118
Fair Isaac Corp.* (Software)		149		64,618
Federated Hermes, Inc.—Class B (Capital Markets)		529		19,880
First American Financial Corp. (Insurance)		599		46,860
First Financial Bankshares, Inc. (Banks)		700		35,588
First Horizon Corp. (Banks)		2,951		48,190
First Industrial Realty Trust, Inc. (Equity Real Estate Investment Trusts)		711		47,068
First Solar, Inc.* (Semiconductors & Semiconductor Equipment)		540		47,066
FirstCash Holdings, Inc. (Consumer Finance)		221		16,533
Five Below, Inc.* (Specialty Retail)		306		63,308
Flowers Foods, Inc. (Food Products)		1,085		29,805
Flowserve Corp. (Machinery)		711		21,757
Fluor Corp.* (Construction & Engineering)		772		19,122
Foot Locker, Inc. (Specialty Retail)		493		21,510
Fox Factory Holding Corp.* (Auto Components)		230		39,123
FTI Consulting, Inc.* (Professional Services)		187		28,690
Fulton Financial Corp. (Banks)		881		14,977
GameStop Corp.*—Class A (Specialty Retail)		338		50,156
GATX Corp. (Trading Companies & Distributors)		194		20,213
Genpact, Ltd. (IT Services)		944		50,108
Gentex Corp. (Auto Components)		1,291		44,991
Glacier Bancorp, Inc. (Banks)		592		33,566
Globus Medical, Inc.*—Class A (Health Care Equipment & Supplies)		431		31,118
Graco, Inc. (Machinery)		928		74,815
Graham Holdings Co.—Class B (Diversified Consumer Services)		22		13,856
Grand Canyon Education, Inc.* (Diversified Consumer Services)		219		18,770
Greif, Inc.—Class A (Containers & Packaging)		145		8,754
Grocery Outlet Holding Corp.* (Food & Staples Retailing)		477		13,490
GXO Logistics, Inc.* (Air Freight & Logistics)		538		48,866
H&R Block, Inc. (Diversified Consumer Services)		959		22,594
Haemonetics Corp.* (Health Care Equipment & Supplies)		279		14,798
Halozyme Therapeutics, Inc.* (Biotechnology)		769		30,921
Hancock Whitney Corp. (Banks)		474		23,709
Hanesbrands, Inc. (Textiles, Apparel & Luxury Goods)		1,906		31,868
Harley-Davidson, Inc. (Automobiles)		840		31,660
Hawaiian Electric Industries, Inc. (Electric Utilities)		597		24,776
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		805		25,470
HealthEquity, Inc.* (Health Care Providers & Services)		456		20,173
Helen of Troy, Ltd.* (Household Durables)		132		32,270
Hexcel Corp.* (Aerospace & Defense)		458		23,724
Highwoods Properties, Inc. (Equity Real Estate Investment Trusts)		570		25,416

See accompanying notes to financial statements.

320 :: ProFund VP UltraMid-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
HollyFrontier Corp. (Oil, Gas & Consumable Fuels)		816	$	26,748
Home BancShares, Inc. (Banks)		823		20,040
Hubbell, Inc. (Electrical Equipment)		297		61,856
Hudson Pacific Properties, Inc. (Equity Real Estate Investment Trusts)		832		20,559
IAA, Inc.* (Commercial Services & Supplies)		736		37,256
ICU Medical, Inc.* (Health Care Equipment & Supplies)		109		25,870
IDACORP, Inc. (Electric Utilities)		276		31,274
II-VI, Inc.* (Electronic Equipment, Instruments & Components)		579		39,563
Ingevity Corp.* (Chemicals)		214		15,344
Ingredion, Inc. (Food Products)		363		35,080
Insperity, Inc. (Professional Services)		195		23,031
Integra LifeSciences Holdings Corp.* (Health Care Equipment & Supplies)		398		26,662
Interactive Brokers Group, Inc. (Capital Markets)		477		37,883
International Bancshares Corp. (Banks)		291		12,335
Iridium Communications, Inc.* (Diversified Telecommunication Services)		722		29,811
ITT, Inc. (Machinery)		467		47,723
Jabil, Inc. (Electronic Equipment, Instruments & Components)		782		55,014
Jack in the Box, Inc. (Hotels, Restaurants & Leisure)		118		10,323
Janus Henderson Group PLC (Capital Markets)		931		39,046
Jazz Pharmaceuticals PLC* (Pharmaceuticals)		336		42,806
JBG Smith Properties (Equity Real Estate Investment Trusts)		623		17,886
Jefferies Financial Group, Inc. (Diversified Financial Services)		1,072		41,593
JetBlue Airways Corp.* (Airlines)		1,736		24,721
John Wiley & Sons, Inc.—Class A (Media)		238		13,630
Jones Lang LaSalle, Inc.* (Real Estate Management & Development)		275		74,069
KB Home (Household Durables)		468		20,934
KBR, Inc. (Professional Services)		766		36,476
Kemper Corp. (Insurance)		327		19,224
Kennametal, Inc. (Machinery)		457		16,411
Kilroy Realty Corp. (Equity Real Estate Investment Trusts)		572		38,015
Kinsale Capital Group, Inc. (Insurance)		117		27,833
Kirby Corp.* (Marine)		328		19,490
Kite Realty Group Trust (Equity Real Estate Investment Trusts)		1,196		26,049
Knight-Swift Transportation Holdings, Inc. (Road & Rail)		906		55,212
Kohl's Corp. (Multiline Retail)		822		40,599
Kyndryl Holdings, Inc.* (IT Services)		978		17,702
Lamar Advertising Co.—Class A (Equity Real Estate Investment Trusts)		474		57,496
Lancaster Colony Corp. (Food Products)		108		17,885
Landstar System, Inc. (Road & Rail)		208		37,236
Lattice Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		748		57,641
Lear Corp. (Auto Components)		325		59,460
Leggett & Platt, Inc. (Household Durables)		728		29,964
Lennox International, Inc. (Building Products)		184		59,682
LHC Group, Inc.* (Health Care Providers & Services)		173		23,741
Life Storage, Inc. (Equity Real Estate Investment Trusts)		448		68,625
Lincoln Electric Holdings, Inc. (Machinery)		322		44,909
Lithia Motors, Inc.—Class A (Specialty Retail)		165		48,997
Littelfuse, Inc. (Electronic Equipment, Instruments & Components)		134		42,167
LivaNova PLC* (Health Care Equipment & Supplies)		291		25,442
LiveRamp Holdings, Inc.* (IT Services)		372		17,837
Louisiana-Pacific Corp. (Paper & Forest Products)		480		37,608
Lumentum Holdings, Inc.* (Communications Equipment)		395		41,779
Macy's, Inc. (Multiline Retail)		1,691		44,270
Manhattan Associates, Inc.* (Software)		345		53,644
ManpowerGroup, Inc. (Professional Services)		296		28,810
Marriott Vacations Worldwide Corp. (Hotels, Restaurants & Leisure)		233		39,372
Masimo Corp.* (Health Care Equipment & Supplies)		277		81,101
MasTec, Inc.* (Construction & Engineering)		312		28,791
Mattel, Inc.* (Leisure Products)		1,912		41,223
MAXIMUS, Inc. (IT Services)		336		26,769
MDU Resources Group, Inc. (Multi-Utilities)		1,110		34,233
Medical Properties Trust, Inc. (Equity Real Estate Investment Trusts)		3,255		76,916
Medpace Holdings, Inc.* (Life Sciences Tools & Services)		157		34,169
Mercury General Corp. (Insurance)		145		7,694
Mercury Systems, Inc.* (Aerospace & Defense)		309		17,014
MGIC Investment Corp. (Thrifts & Mortgage Finance)		1,777		25,624
MillerKnoll, Inc. (Commercial Services & Supplies)		414		16,225
Mimecast, Ltd.* (Software)		337		26,815
Minerals Technologies, Inc. (Chemicals)		182		13,313
MKS Instruments, Inc. (Semiconductors & Semiconductor Equipment)		303		52,774
Molina Healthcare, Inc.* (Health Care Providers & Services)		319		101,467
MSA Safety, Inc. (Commercial Services & Supplies)		199		30,041
MSC Industrial Direct Co., Inc. (Trading Companies & Distributors)		256		21,519
Murphy Oil Corp. (Oil, Gas & Consumable Fuels)		793		20,705
Murphy USA, Inc. (Specialty Retail)		129		25,702
National Fuel Gas Co. (Gas Utilities)		498		31,842
National Instruments Corp. (Electronic Equipment, Instruments & Components)		720		31,442

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraMid-Cap :: 321

Common Stocks, continued

	Shares		Value
National Retail Properties, Inc. (Equity Real Estate Investment Trusts)		959	$	46,099
National Storage Affiliates Trust (Equity Real Estate Investment Trusts)		447		30,932
Navient Corp. (Consumer Finance)		880		18,674
NCR Corp.* (Technology Hardware, Storage & Peripherals)		721		28,984
Neogen Corp.* (Health Care Equipment & Supplies)		587		26,656
Neurocrine Biosciences, Inc.* (Biotechnology)		518		44,118
New Jersey Resources Corp. (Gas Utilities)		526		21,598
New York Community Bancorp, Inc. (Thrifts & Mortgage Finance)		2,538		30,989
NewMarket Corp. (Chemicals)		38		13,023
Nordson Corp. (Machinery)		295		75,305
Nordstrom, Inc.* (Multiline Retail)		607		13,730
NorthWestern Corp. (Multi-Utilities)		287		16,405
NOV, Inc. (Energy Equipment & Services)		2,132		28,888
Nu Skin Enterprises, Inc.—Class A (Personal Products)		272		13,804
NuVasive, Inc.* (Health Care Equipment & Supplies)		282		14,799
nVent Electric PLC (Electrical Equipment)		918		34,884
OGE Energy Corp. (Electric Utilities)		1,093		41,949
Old Republic International Corp. (Insurance)		1,559		38,320
Olin Corp. (Chemicals)		783		45,038
Ollie's Bargain Outlet Holdings, Inc.* (Multiline Retail)		330		16,893
Omega Healthcare Investors, Inc. (Equity Real Estate Investment Trusts)		1,304		38,585
ONE Gas, Inc. (Gas Utilities)		293		22,734
Option Care Health, Inc.* (Health Care Providers & Services)		756		21,501
Oshkosh Corp. (Machinery)		375		42,266
Owens Corning (Building Products)		549		49,685
PacWest Bancorp (Banks)		640		28,909
Papa John's International, Inc. (Hotels, Restaurants & Leisure)		177		23,624
Park Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		1,291		24,374
Patterson Cos., Inc. (Health Care Providers & Services)		473		13,883
Paylocity Holding Corp.* (Software)		216		51,011
Pebblebrook Hotel Trust (Equity Real Estate Investment Trusts)		717		16,039
Penumbra, Inc.* (Health Care Equipment & Supplies)		192		55,165
Performance Food Group Co.* (Food & Staples Retailing)		842		38,639
Perrigo Co. PLC (Pharmaceuticals)		730		28,397
Physicians Realty Trust (Equity Real Estate Investment Trusts)		1,202		22,634
Pilgrim's Pride Corp.* (Food Products)		266		7,501
Pinnacle Financial Partners, Inc. (Banks)		416		39,728
PNM Resources, Inc. (Electric Utilities)		469		21,391
Polaris, Inc. (Leisure Products)		311		34,182
Post Holdings, Inc.* (Food Products)		320		36,074
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		366		22,041
Power Integrations, Inc. (Semiconductors & Semiconductor Equipment)		329		30,561
Primerica, Inc. (Insurance)		216		33,106
PROG Holdings, Inc.* (Consumer Finance)		310		13,984
Progyny, Inc.* (Health Care Providers & Services)		380		19,133
Prosperity Bancshares, Inc. (Banks)		503		36,367
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		110		20,259
Qualys, Inc.* (Software)		182		24,974
Quidel Corp.* (Health Care Equipment & Supplies)		207		27,943
R1 RCM, Inc.* (Health Care Providers & Services)		727		18,531
Rayonier, Inc. (Equity Real Estate Investment Trusts)		781		31,521
Regal Rexnord Corp. (Electrical Equipment)		370		62,966
Reinsurance Group of America, Inc. (Insurance)		369		40,402
Reliance Steel & Aluminum Co. (Metals & Mining)		342		55,479
RenaissanceRe Holdings, Ltd. (Insurance)		251		42,502
Repligen Corp.* (Biotechnology)		281		74,420
Rexford Industrial Realty, Inc. (Equity Real Estate Investment Trusts)		827		67,078
RH* (Specialty Retail)		95		50,914
RLI Corp. (Insurance)		217		24,326
Royal Gold, Inc. (Metals & Mining)		358		37,665
RPM International, Inc. (Chemicals)		708		71,509
Ryder System, Inc. (Road & Rail)		293		24,152
Sabra Health Care REIT, Inc. (Equity Real Estate Investment Trusts)		1,248		16,898
Sabre Corp.* (IT Services)		1,766		15,170
Saia, Inc.* (Road & Rail)		144		48,532
Sailpoint Technologies Holding, Inc.* (Software)		509		24,605
Sanderson Farms, Inc. (Food Products)		116		22,165
Science Applications International Corp. (Professional Services)		314		26,247
Scientific Games Corp.* (Hotels, Restaurants & Leisure)		527		35,219
SEI Investments Co. (Capital Markets)		579		35,284
Selective Insurance Group, Inc. (Insurance)		328		26,876
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		352		31,303
Sensient Technologies Corp. (Chemicals)		229		22,914
Service Corp. International (Diversified Consumer Services)		900		63,892
Silgan Holdings, Inc. (Containers & Packaging)		458		19,621
Silicon Laboratories, Inc.* (Semiconductors & Semiconductor Equipment)		219		45,206
Simpson Manufacturing Co., Inc. (Building Products)		237		32,960
SiTime Corp.* (Semiconductors & Semiconductor Equipment)		82		23,988
Six Flags Entertainment Corp.* (Hotels, Restaurants & Leisure)		422		17,969

See accompanying notes to financial statements.

322 :: ProFund VP UltraMid-Cap :: Financial Statements

Common Stocks, continued

	Shares			Value
Skechers U.S.A., Inc.*—Class A (Textiles, Apparel & Luxury Goods)		736		$	31,942
SL Green Realty Corp. (Equity Real Estate Investment Trusts)		364			26,099
SLM Corp. (Consumer Finance)		1,600			31,472
Sonoco Products Co. (Containers & Packaging)		537			31,087
Southwest Gas Holdings, Inc. (Gas Utilities)		330			23,117
Spire, Inc. (Gas Utilities)		282			18,392
Spirit Realty Capital, Inc. (Equity Real Estate Investment Trusts)		673			32,432
Sprouts Farmers Market, Inc.* (Food & Staples Retailing)		613			18,194
STAAR Surgical Co.* (Health Care Equipment & Supplies)		260			23,738
Steel Dynamics, Inc. (Metals & Mining)		1,029			63,870
Stericycle, Inc.* (Commercial Services & Supplies)		501			29,880
Sterling Bancorp (Banks)		1,052			27,131
Stifel Financial Corp. (Capital Markets)		568			39,999
STORE Capital Corp. (Equity Real Estate Investment Trusts)		1,340			46,096
SunPower Corp.* (Semiconductors & Semiconductor Equipment)		453			9,454
Sunrun, Inc.* (Electrical Equipment)		1,130			38,759
Synaptics, Inc.* (Semiconductors & Semiconductor Equipment)		214			61,955
Syneos Health, Inc.* (Life Sciences Tools & Services)		566			58,117
SYNNEX Corp. (Electronic Equipment, Instruments & Components)		225			25,731
Synovus Financial Corp. (Banks)		794			38,009
Tandem Diabetes Care, Inc.* (Health Care Equipment & Supplies)		347			52,230
Targa Resources Corp. (Oil, Gas & Consumable Fuels)		1,250			65,301
Taylor Morrison Home Corp.* (Household Durables)		671			23,458
TEGNA, Inc. (Media)		1,208			22,420
Tempur Sealy International, Inc. (Household Durables)		1,051			49,429
Tenet Healthcare Corp.* (Health Care Providers & Services)		585			47,789
Teradata Corp.* (IT Services)		592	��		25,142
Terex Corp. (Machinery)		381			16,745
Tetra Tech, Inc. (Commercial Services & Supplies)		295			50,091
Texas Capital Bancshares, Inc.* (Banks)		276			16,629
Texas Roadhouse, Inc.—Class A (Hotels, Restaurants & Leisure)		380			33,926
The Boston Beer Co., Inc.*—Class A (Beverages)		51			25,760
The Brink's Co. (Commercial Services & Supplies)		268			17,573
The Chemours Co. (Chemicals)		890			29,868
The Goodyear Tire & Rubber Co.* (Auto Components)		1,535			32,726
The Hain Celestial Group, Inc.* (Food Products)		507			21,603
The Hanover Insurance Group, Inc. (Insurance)		194			25,426
The Macerich Co. (Equity Real Estate Investment Trusts)		1,163			20,097
The Middleby Corp.* (Machinery)		304			59,815
The New York Times Co.—Class A (Media)		912			44,050
The Scotts Miracle-Gro Co.—Class A (Chemicals)		222			35,742
The Timken Co. (Machinery)		377			26,122
The Toro Co. (Machinery)		581			58,048
The Wendy's Co. (Hotels, Restaurants & Leisure)		963			22,968
The Western Union Co. (IT Services)		2,194			39,141
Thor Industries, Inc. (Automobiles)		303			31,442
Toll Brothers, Inc. (Household Durables)		625			45,244
TopBuild Corp.* (Household Durables)		180			49,664
Travel + Leisure Co. (Hotels, Restaurants & Leisure)		471			26,032
Trex Co., Inc.* (Building Products)		628			84,799
Tri Pointe Homes, Inc.* (Household Durables)		607			16,929
Trinity Industries, Inc. (Machinery)		446			13,469
TripAdvisor, Inc.* (Interactive Media & Services)		541			14,748
UGI Corp. (Gas Utilities)		1,142			52,428
UMB Financial Corp. (Banks)		235			24,936
Umpqua Holdings Corp. (Banks)		1,182			22,742
United Bankshares, Inc. (Banks)		744			26,992
United States Steel Corp. (Metals & Mining)		1,475			35,120
United Therapeutics Corp.* (Biotechnology)		246			53,156
Univar Solutions, Inc.* (Trading Companies & Distributors)		933			26,451
Universal Display Corp. (Semiconductors & Semiconductor Equipment)		237			39,112
Unum Group (Insurance)		1,116			27,420
Urban Edge Properties (Equity Real Estate Investment Trusts)		601			11,419
Urban Outfitters, Inc.* (Specialty Retail)		360			10,570
Valley National Bancorp (Banks)		2,221			30,539
Valmont Industries, Inc. (Construction & Engineering)		116			29,058
Valvoline, Inc. (Chemicals)		987			36,805
ViaSat, Inc.* (Communications Equipment)		401			17,861
Vicor Corp.* (Electrical Equipment)		117			14,857
Victoria's Secret & Co.* (Specialty Retail)		395			21,938
Vishay Intertechnology, Inc. (Electronic Equipment, Instruments & Components)		724			15,834
Visteon Corp.* (Auto Components)		153			17,004
Vontier Corp. (Electronic Equipment, Instruments & Components)		923			28,364
Voya Financial, Inc. (Diversified Financial Services)		606			40,184
Washington Federal, Inc. (Thrifts & Mortgage Finance)		356			11,883
Watsco, Inc. (Trading Companies & Distributors)		180			56,318
Webster Financial Corp. (Banks)		494			27,585

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraMid-Cap :: 323

Common Stocks, continued

	Shares		Value
Werner Enterprises, Inc. (Road & Rail)		332	$	15,823
WEX, Inc.* (IT Services)		245		34,396
Williams-Sonoma, Inc. (Specialty Retail)		406		68,667
Wingstop, Inc. (Hotels, Restaurants & Leisure)		163		28,166
Wintrust Financial Corp. (Banks)		311		28,245
Wolfspeed, Inc.* (Semiconductors & Semiconductor Equipment)		633		70,751
Woodward, Inc. (Machinery)		344		37,654
World Wrestling Entertainment, Inc.—Class A (Entertainment)		244		12,039
Worthington Industries, Inc. (Metals & Mining)		177		9,675
Wyndham Hotels & Resorts, Inc. (Hotels, Restaurants & Leisure)		509		45,633
Xerox Holdings Corp. (Technology Hardware, Storage & Peripherals)		750		16,980
XPO Logistics, Inc.* (Air Freight & Logistics)		539		41,735
Yelp, Inc.* (Interactive Media & Services)		375		13,590
YETI Holdings, Inc.* (Leisure Products)		478		39,593
Ziff Davis, Inc.* (Software)		263		29,156
TOTAL COMMON STOCKS (Cost $8,565,075)				13,454,011

Repurchase Agreements^(a)(b) (23.7%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $4,241,000	$	4,241,000	$	4,241,000
TOTAL REPURCHASE AGREEMENTS (Cost $4,241,000)				4,241,000
TOTAL INVESTMENT SECURITIES (Cost $12,806,075)—99.0%				17,695,011
Net other assets (liabilities)—1.0%				174,808
NET ASSETS—100.0%			$	17,869,819

*	Non-income producing security.
(a)	A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $2,637,000.
(b)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
S&P MidCap 400	Goldman Sachs International	1/27/22		0.58	%	$	14,511,820	$	49,573
SPDR S&P MidCap 400 ETF	Goldman Sachs International	1/27/22		0.35	%		1,649,694		5,740
						$	16,161,514	$	55,313
S&P MidCap 400	UBS AG	1/27/22		0.43	%	$	2,586,220	$	9,943
SPDR S&P MidCap 400 ETF	UBS AG	1/27/22		0.38	%		3,623,101		12,593
						$	6,209,321	$	22,536
						$	22,370,835	$	77,849

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

324 :: ProFund VP UltraMid-Cap :: Financial Statements

ProFund VP UltraMid-Cap invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	126,776		0.7	%
Air Freight & Logistics		90,601		0.5	%
Airlines		24,721		0.1	%
Auto Components		235,921		1.3	%
Automobiles		63,102		0.4	%
Banks		844,536		4.7	%
Beverages		25,760		0.1	%
Biotechnology		271,910		1.5	%
Building Products		316,692		1.7	%
Capital Markets		237,549		1.3	%
Chemicals		362,056		2.0	%
Commercial Services & Supplies		208,303		1.2	%
Communications Equipment		124,756		0.7	%
Construction & Engineering		190,310		1.1	%
Construction Materials		36,954		0.2	%
Consumer Finance		80,663		0.5	%
Containers & Packaging		103,432		0.6	%
Diversified Consumer Services		119,112		0.7	%
Diversified Financial Services		81,777		0.5	%
Diversified Telecommunication Services		29,811		0.2	%
Electric Utilities		138,432		0.8	%
Electrical Equipment		271,866		1.5	%
Electronic Equipment, Instruments & Components		438,343		2.5	%
Energy Equipment & Services		51,180		0.3	%
Entertainment		12,039		0.1	%
Equity Real Estate Investment Trusts		1,321,468		7.4	%
Food & Staples Retailing		160,277		0.9	%
Food Products		231,297		1.3	%
Gas Utilities		170,111		0.9	%
Health Care Equipment & Supplies		445,220		2.5	%
Health Care Providers & Services		404,712		2.3	%
Hotels, Restaurants & Leisure		402,284		2.3	%
Household Durables		267,892		1.5	%
Household Products		13,754		0.1	%
Industrial Conglomerates		70,714		0.4	%
Insurance		498,260		2.8	%
Interactive Media & Services		28,338		0.2	%
IT Services		286,169		1.6	%
Leisure Products		174,966		1.0	%
Life Sciences Tools & Services		138,856		0.8	%
Machinery		675,366		3.7	%
Marine		19,490		0.1	%
Media		127,713		0.6	%
Metals & Mining		350,097		2.0	%
Multiline Retail		115,492		0.6	%
Multi-Utilities		75,196		0.4	%
Oil, Gas & Consumable Fuels		230,025		1.3	%
Paper & Forest Products		37,608		0.2	%
Personal Products		33,040		0.2	%
Pharmaceuticals		71,203		0.4	%
Professional Services		212,490		1.2	%
Real Estate Management & Development		74,069		0.4	%
Road & Rail		226,369		1.3	%
Semiconductors & Semiconductor Equipment		583,656		3.2	%
Software		483,341		2.7	%
Specialty Retail		449,134		2.5	%
Technology Hardware, Storage & Peripherals		45,964		0.3	%
Textiles, Apparel & Luxury Goods		255,005		1.4	%
Thrifts & Mortgage Finance		95,951		0.5	%
Trading Companies & Distributors		124,501		0.7	%
Water Utilities		67,381		0.4	%
Other**		4,415,808		24.7	%
Total	$	17,869,819		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraMid-Cap :: 325

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	12,806,075
Securities, at value		13,454,011
Repurchase agreements, at value		4,241,000
Total Investment Securities, at value		17,695,011
Cash		132,299
Dividends receivable		12,330
Unrealized appreciation on swap agreements		77,849
Prepaid expenses		1,351
TOTAL ASSETS		17,918,840
LIABILITIES:
Payable for capital shares redeemed		6,295
Advisory fees payable		13,768
Management services fees payable		1,836
Administration fees payable		1,052
Administrative services fees payable		7,376
Distribution fees payable		5,431
Transfer agency fees payable		1,800
Fund accounting fees payable		699
Compliance services fees payable		80
Other accrued expenses		10,684
TOTAL LIABILITIES		49,021
NET ASSETS	$	17,869,819
NET ASSETS CONSIST OF:
Capital	$	9,339,184
Total distributable earnings (loss)		8,530,635
NET ASSETS	$	17,869,819
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		241,659
Net Asset Value (offering and redemption price per share)	$	73.95

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	160,771
Interest		99
Net income from securities lending		65
TOTAL INVESTMENT INCOME		160,935
EXPENSES:
Advisory fees		142,509
Management services fees		19,001
Administration fees		13,949
Transfer agency fees		11,568
Administrative services fees		55,824
Distribution fees		47,503
Custody fees		2,893
Fund accounting fees		9,185
Trustee fees		292
Compliance services fees		143
Other fees		16,426
Recoupment of prior expenses reduced by the Advisor		3,000
Total Gross Expenses before reductions		322,293
Expenses reduced and reimbursed by the Advisor		(3,074	)
TOTAL NET EXPENSES		319,219
NET INVESTMENT INCOME (LOSS)		(158,284	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		909,584
Net realized gains (losses) on futures contracts		12,857
Net realized gains (losses) on swap agreements		4,180,017
Change in net unrealized appreciation/depreciation on investment securities		1,423,076
Change in net unrealized appreciation/depreciation on swap agreements		98,904
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		6,624,438
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	6,466,154

See accompanying notes to financial statements.

326 :: ProFund VP UltraMid-Cap :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(158,284	)	$	(49,610	)
Net realized gains (losses) on investments		5,102,458			(69,724	)
Change in net unrealized appreciation/depreciation on investments		1,521,980			(1,186,176	)
Change in net assets resulting from operations		6,466,154			(1,305,510	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		—			(2,119,595	)
Change in net assets resulting from distributions		—			(2,119,595	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		46,261,796			81,827,082
Distributions reinvested		—			2,119,595
Value of shares redeemed		(47,580,050	)		(82,675,100	)
Change in net assets resulting from capital transactions		(1,318,254	)		1,271,577
Change in net assets		5,147,900			(2,153,528	)
NET ASSETS:
Beginning of period		12,721,919			14,875,447
End of period	$	17,869,819		$	12,721,919
SHARE TRANSACTIONS:
Issued		733,490			1,577,682
Reinvested		—			57,147
Redeemed		(744,151	)		(1,624,356	)
Change in shares		(10,661	)		10,473

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP UltraMid-Cap :: 327

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	50.42		$	61.51		$	41.62		$	79.70		$	68.60
Investment Activities:
Net investment income (loss)(a)		(0.55	)		(0.21	)		0.06			(0.06	)		(0.32	)
Net realized and unrealized gains (losses) on investments		24.08			(0.36	)		19.83			(13.41	)		19.39
Total income (loss) from investment activities		23.53			(0.57	)		19.89			(13.47	)		19.07
Distributions to Shareholders From:
Net investment income		—			(0.12	)		—			—			—
Net realized gains on investments		—			(10.40	)		—			(24.61	)		(7.97	)
Total distributions		—			(10.52	)		—			(24.61	)		(7.97	)
Net Asset Value, End of Period	$	73.95		$	50.42		$	61.51		$	41.62		$	79.70
Total Return		46.67	%		5.22	%		47.79	%		(26.77	)%		28.86	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.79	%		1.71	%		1.68	%		1.68	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(0.83	)%		(0.48	)%		0.11	%		(0.10	)%		(0.43	)%
Supplemental Data:
Net assets, end of period (000's)	$	17,870		$	12,722		$	14,875		$	14,676		$	25,815
Portfolio turnover rate(b)		66	%		488	%		603	%		617	%		594	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

328 :: ProFund VP UltraNasdaq-100 :: Management Discussion of Fund Performance

ProFund VP UltraNasdaq-100 (the "Fund") seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Nasdaq-100^® Index (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation, not for longer periods. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for longer periods will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (2x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index rises. For the year ended December 31, 2021, the Fund had a total return of 52.51%. For the same period, the Index had a total return of 27.51%¹ and a volatility of 18.57%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to twice that of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as twice the daily return of the Index. The Index, a modified market capitalization-weighted index, includes 100 of the largest non-financial domestic and international issues listed on Nasdaq.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain leveraged exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP UltraNasdaq-100 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP UltraNasdaq-100		52.51	%		50.67	%		41.05	%
Nasdaq-100® Index		27.51	%		28.63	%		23.15	%

Expense Ratios**

Fund	Gross			Net
ProFund VP UltraNasdaq-100		1.74	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		68	%
Futures Contracts		—	(a)
Swap Agreements		133	%
Total Exposure		201	%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

^(a) Amount is less than 0.5%.

Largest Equity Holdings

Company	% of Net Assets
Apple, Inc.		7.9	%
Microsoft Corp.		6.8	%
Alphabet, Inc.		4.8	%
Amazon.com, Inc.		4.6	%
Meta Platforms, Inc.		3.2	%

Nasdaq-100^® Index – Composition

	% of Index
Information Technology		51	%
Communication Services		18	%
Consumer Discretionary		16	%
Health Care		6	%
Consumer Staples		5	%
Industrials		3	%
Utilities		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP UltraNasdaq-100 :: 329

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (67.5%)

	Shares		Value
Activision Blizzard, Inc. (Entertainment)		9,353	$	622,255
Adobe, Inc.* (Software)		5,714		3,240,181
Advanced Micro Devices, Inc.* (Semiconductors & Semiconductor Equipment)		14,501		2,086,694
Airbnb, Inc.*—Class A (Hotels, Restaurants & Leisure)		4,165		693,431
Align Technology, Inc.* (Health Care Equipment & Supplies)		947		622,349
Alphabet, Inc.*—Class A (Interactive Media & Services)		2,177		6,306,856
Alphabet, Inc.*—Class C (Interactive Media & Services)		2,300		6,655,257
Amazon.com, Inc.* (Internet & Direct Marketing Retail)		3,671		12,240,363
American Electric Power Co., Inc. (Electric Utilities)		6,048		538,091
Amgen, Inc. (Biotechnology)		6,768		1,522,596
Analog Devices, Inc. (Semiconductors & Semiconductor Equipment)		6,452		1,134,068
ANSYS, Inc.* (Software)		1,048		420,374
Apple, Inc. (Technology Hardware, Storage & Peripherals)		118,746		21,085,727
Applied Materials, Inc. (Semiconductors & Semiconductor Equipment)		10,843		1,706,254
ASML Holding N.V.NYS (Semiconductors & Semiconductor Equipment)		973		774,644
Atlassian Corp. PLC*—Class A (Software)		1,686		642,855
Autodesk, Inc.* (Software)		2,640		742,342
Automatic Data Processing, Inc. (IT Services)		5,060		1,247,695
Baidu, Inc.*ADR (Interactive Media & Services)		2,915		433,723
Biogen, Inc.* (Biotechnology)		1,764		423,219
Booking Holdings, Inc.* (Hotels, Restaurants & Leisure)		493		1,182,820
Broadcom, Inc. (Semiconductors & Semiconductor Equipment)		4,943		3,289,122
Cadence Design Systems, Inc.* (Software)		3,328		620,173
Charter Communications, Inc.*—Class A (Media)		2,153		1,403,691
Cintas Corp. (Commercial Services & Supplies)		1,242		550,417
Cisco Systems, Inc. (Communications Equipment)		50,648		3,209,564
Cognizant Technology Solutions Corp.—Class A (IT Services)		6,307		559,557
Comcast Corp.—Class A (Media)		54,753		2,755,719
Copart, Inc.* (Commercial Services & Supplies)		2,848		431,814
Costco Wholesale Corp. (Food & Staples Retailing)		5,306		3,012,216
Crowdstrike Holdings, Inc.*—Class A (Software)		2,472		506,142
CSX Corp. (Road & Rail)		26,635		1,001,476
Datadog, Inc.*—Class A (Software)		3,089		550,182
DexCom, Inc.* (Health Care Equipment & Supplies)		1,164		625,010
DocuSign, Inc.* (Software)		2,362		359,756
Dollar Tree, Inc.* (Multiline Retail)		2,701		379,545
eBay, Inc. (Internet & Direct Marketing Retail)		7,517		499,881
Electronic Arts, Inc. (Entertainment)		3,396		447,932
Exelon Corp. (Electric Utilities)		11,748		678,564
Fastenal Co. (Trading Companies & Distributors)		6,907		442,462
Fiserv, Inc.* (IT Services)		7,927		822,743
Fortinet, Inc.* (Software)		1,963		705,502
Gilead Sciences, Inc. (Biotechnology)		15,064		1,093,797
Honeywell International, Inc. (Industrial Conglomerates)		8,267		1,723,752
IDEXX Laboratories, Inc.* (Health Care Equipment & Supplies)		1,018		670,312
Illumina, Inc.* (Life Sciences Tools & Services)		1,877		714,086
Intel Corp. (Semiconductors & Semiconductor Equipment)		48,839		2,515,209
Intuit, Inc. (Software)		3,400		2,186,948
Intuitive Surgical, Inc.* (Health Care Equipment & Supplies)		4,292		1,542,116
JD.com, Inc.*ADR (Internet & Direct Marketing Retail)		8,905		623,973
Keurig Dr Pepper, Inc. (Beverages)		17,028		627,652
KLA Corp. (Semiconductors & Semiconductor Equipment)		1,821		783,230
Lam Research Corp. (Semiconductors & Semiconductor Equipment)		1,691		1,216,083
Lucid Group, Inc.*(a) (Automobiles)		19,771		752,287
Lululemon Athletica, Inc.* (Textiles, Apparel & Luxury Goods)		1,496		585,609
Marriott International, Inc.*—Class A (Hotels, Restaurants & Leisure)		3,911		646,254
Marvell Technology, Inc. (Semiconductors & Semiconductor Equipment)		9,891		865,364
Match Group, Inc.* (Interactive Media & Services)		3,399		449,518
Mercadolibre, Inc.* (Internet & Direct Marketing Retail)		606		817,130
Meta Platforms, Inc.*—Class A (Interactive Media & Services)		25,651		8,627,714
Microchip Technology, Inc. (Semiconductors & Semiconductor Equipment)		6,663		580,081
Micron Technology, Inc. (Semiconductors & Semiconductor Equipment)		13,432		1,251,191
Microsoft Corp. (Software)		54,344		18,276,974
Moderna, Inc.* (Biotechnology)		4,869		1,236,629
Mondelez International, Inc.—Class A (Food Products)		16,752		1,110,825
Monster Beverage Corp.* (Beverages)		6,354		610,238

See accompanying notes to financial statements.

330 :: ProFund VP UltraNasdaq-100 :: Financial Statements

Common Stocks, continued

	Shares		Value
NetEase, Inc.ADR (Entertainment)		3,402	$	346,256
Netflix, Inc.* (Entertainment)		5,319		3,204,378
NVIDIA Corp. (Semiconductors & Semiconductor Equipment)		25,470		7,490,981
NXP Semiconductors N.V. (Semiconductors & Semiconductor Equipment)		3,194		727,529
Okta, Inc.* (IT Services)		1,773		397,453
O'Reilly Automotive, Inc.* (Specialty Retail)		809		571,340
PACCAR, Inc. (Machinery)		4,170		368,044
Palo Alto Networks, Inc.* (Software)		1,185		659,761
Paychex, Inc. (IT Services)		4,330		591,045
PayPal Holdings, Inc.* (IT Services)		14,106		2,660,110
Peloton Interactive, Inc.*—Class A (Leisure Products)		3,616		129,308
PepsiCo, Inc. (Beverages)		16,601		2,883,760
Pinduoduo, Inc.*ADR (Internet & Direct Marketing Retail)		4,990		290,917
Qualcomm, Inc. (Semiconductors & Semiconductor Equipment)		13,450		2,459,602
Regeneron Pharmaceuticals, Inc.* (Biotechnology)		1,270		802,030
Ross Stores, Inc. (Specialty Retail)		4,267		487,633
Seagen, Inc.* (Biotechnology)		2,196		339,502
Sirius XM Holdings, Inc.(a) (Media)		48,029		304,984
Skyworks Solutions, Inc. (Semiconductors & Semiconductor Equipment)		1,986		308,108
Splunk, Inc.* (Software)		1,940		224,497
Starbucks Corp. (Hotels, Restaurants & Leisure)		14,089		1,647,990
Synopsys, Inc.* (Software)		1,831		674,724
Tesla, Inc.* (Automobiles)		7,269		7,681,733
Texas Instruments, Inc. (Semiconductors & Semiconductor Equipment)		11,090		2,090,132
The Kraft Heinz Co. (Food Products)		14,697		527,622
T-Mobile US, Inc.* (Wireless Telecommunication Services)		15,000		1,739,700
VeriSign, Inc.* (IT Services)		1,334		338,596
Verisk Analytics, Inc. (Professional Services)		1,935		442,593
Vertex Pharmaceuticals, Inc.* (Biotechnology)		3,053		670,439
Walgreens Boots Alliance, Inc. (Food & Staples Retailing)		10,393		542,099
Workday, Inc.*—Class A (Software)		2,318		633,231
Xcel Energy, Inc. (Electric Utilities)		6,469		437,951
Xilinx, Inc. (Semiconductors & Semiconductor Equipment)		2,977		631,213
Zoom Video Communications, Inc.*—Class A (Software)		2,909		534,994
Zscaler, Inc.* (Software)		1,682		540,477
TOTAL COMMON STOCKS (Cost $79,936,363)				181,060,966

Repurchase Agreements^(b)(c) (38.4%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $103,044,000	$	103,044,000	$	103,044,000
TOTAL REPURCHASE AGREEMENTS (Cost $103,044,000)				103,044,000

Collateral for Securities Loaned^(d) (0.4%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(e)		1,009,620	$	1,009,620
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $1,009,620)				1,009,620
TOTAL INVESTMENT SECURITIES (Cost $183,989,983)—106.3%				285,114,586
Net other assets (liabilities)—(6.3)%				(16,880,496	)
NET ASSETS—100.0%			$	268,234,090

* Non-income producing security.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $951,287.

^(b) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $58,420,000.

^(c) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(d) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(e) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

^ADR  American Depositary Receipt

^NYS  New York Shares

Futures Contracts Purchased

	Number of Contracts		Expiration Date	Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
E-Mini Nasdaq 100 Futures Contracts		1	3/21/22	$	326,415	$	(206	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraNasdaq-100 :: 331

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Invesco QQQ Trust, Series 1 ETF	Goldman Sachs International	1/27/22		0.48	%	$	7,442,285	$	(242,676	)
Nasdaq-100 Index	Goldman Sachs International	1/27/22		0.68	%		109,001,814		(1,414,029	)
						$	116,444,099	$	(1,656,705	)
Invesco QQQ Trust, Series 1 ETF	UBS AG	1/27/22		0.48	%	$	98,243,116	$	(1,395,551	)
Nasdaq-100 Index	UBS AG	1/27/22		0.88	%		140,850,450		(2,492,975	)
						$	239,093,566	$	(3,888,526	)
						$	355,537,665	$	(5,545,231	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP UltraNasdaq-100 invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Automobiles	$	8,434,020		3.1	%
Beverages		4,121,650		1.6	%
Biotechnology		6,088,212		2.2	%
Commercial Services & Supplies		982,231		0.4	%
Communications Equipment		3,209,564		1.2	%
Electric Utilities		1,654,606		0.6	%
Entertainment		4,620,821		1.7	%
Food & Staples Retailing		3,554,315		1.3	%
Food Products		1,638,447		0.6	%
Health Care Equipment & Supplies		3,459,787		1.3	%
Hotels, Restaurants & Leisure		4,170,495		1.6	%
Industrial Conglomerates		1,723,752		0.5	%
Interactive Media & Services		22,473,068		8.4	%
Internet & Direct Marketing Retail		14,472,264		5.5	%
IT Services		6,617,199		2.5	%
Leisure Products		129,308		NM
Life Sciences Tools & Services		714,086		0.3	%
Machinery		368,044		0.1	%
Media		4,464,394		1.7	%
Multiline Retail		379,545		0.1	%
Professional Services		442,593		0.2	%
Road & Rail		1,001,476		0.4	%
Semiconductors & Semiconductor Equipment		29,909,505		11.2	%
Software		31,519,113		11.7	%
Specialty Retail		1,058,973		0.4	%
Technology Hardware, Storage & Peripherals		21,085,727		7.9	%
Textiles, Apparel & Luxury Goods		585,609		0.2	%
Trading Companies & Distributors		442,462		0.2	%
Wireless Telecommunication Services		1,739,700		0.6	%
Other**		87,173,124		32.5	%
Total	$	268,234,090		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

332 :: ProFund VP UltraNasdaq-100 :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	183,989,983
Securities, at value(a)		182,070,586
Repurchase agreements, at value		103,044,000
Total Investment Securities, at value		285,114,586
Cash		842
Segregated cash balances for futures contracts with brokers		18,700
Segregated cash balances for swap agreements with custodian		902
Dividends receivable		43,452
Receivable for capital shares issued		1,648,991
Prepaid expenses		1,146
TOTAL ASSETS		286,828,619
LIABILITIES:
Payable for collateral for securities loaned		1,009,620
Payable for capital shares redeemed		11,395,806
Unrealized depreciation on swap agreements		5,545,231
Variation margin on futures contracts		2,190
Advisory fees payable		184,019
Management services fees payable		24,536
Administration fees payable		15,870
Administrative services fees payable		123,663
Distribution fees payable		125,929
Transfer agency fees payable		26,213
Fund accounting fees payable		8,788
Compliance services fees payable		1,123
Other accrued expenses		131,541
TOTAL LIABILITIES		18,594,529
NET ASSETS	$	268,234,090
NET ASSETS CONSIST OF:
Capital	$	100,533,240
Total distributable earnings (loss)		167,700,850
NET ASSETS	$	268,234,090
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		2,700,594
Net Asset Value (offering and redemption price per share)	$	99.32
(a) Includes securities on loan valued at:	$	951,287

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	1,107,331
Interest		1,567
Foreign tax withholding		(947	)
Net income from securities lending		872
TOTAL INVESTMENT INCOME		1,108,823
EXPENSES:
Advisory fees		1,742,533
Management services fees		232,336
Administration fees		168,934
Transfer agency fees		139,622
Administrative services fees		627,922
Distribution fees		580,844
Custody fees		38,955
Fund accounting fees		93,717
Trustee fees		3,816
Compliance services fees		1,670
Other fees		280,857
Recoupment of prior expenses reduced by the Advisor		18,000
Total Gross Expenses before reductions		3,929,206
Expenses reduced and reimbursed by the Advisor		(25,923	)
TOTAL NET EXPENSES		3,903,283
NET INVESTMENT INCOME (LOSS)		(2,794,460	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		3,651,179
Net realized gains (losses) on futures contracts		1,832,051
Net realized gains (losses) on swap agreements		71,368,416
Change in net unrealized appreciation/depreciation on investment securities		34,761,572
Change in net unrealized appreciation/depreciation on futures contracts		(270,409	)
Change in net unrealized appreciation/depreciation on swap agreements		(6,673,654	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		104,669,155
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	101,874,695

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraNasdaq-100 :: 333

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(2,794,460	)	$	(1,416,614	)
Net realized gains (losses) on investments		76,851,646			57,704,632
Change in net unrealized appreciation/depreciation on investments		27,817,509			19,828,872
Change in net assets resulting from operations		101,874,695			76,116,890
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(55,696,682	)		(33,497,262	)
Change in net assets resulting from distributions		(55,696,682	)		(33,497,262	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		801,378,690			830,545,450
Distributions reinvested		55,664,279			33,497,262
Value of shares redeemed		(841,566,970	)		(819,603,334	)
Change in net assets resulting from capital transactions		15,475,999			44,439,378
Change in net assets		61,654,012			87,059,006
NET ASSETS:
Beginning of period		206,580,078			119,521,072
End of period	$	268,234,090		$	206,580,078
SHARE TRANSACTIONS:
Issued		8,971,821			12,101,786	(a)
Reinvested		861,676			376,649	(a)
Redeemed		(9,357,371	)		(12,210,243	)(a)
Change in shares		476,126			268,192

^(a) As described in Note 8, share amounts have been adjusted for 2:1 share split that occurred on December 11, 2020.

See accompanying notes to financial statements.

334 :: ProFund VP UltraNasdaq-100 :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020(a)			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)
Net Asset Value, Beginning of Period	$	92.87		$	61.10		$	34.00		$	56.77		$	34.50
Investment Activities:
Net investment income (loss)(b)		(1.08	)		(0.76	)		(0.12	)		(0.21	)		(0.33	)
Net realized and unrealized gains (losses) on investments		35.05			52.59			27.22			1.11			23.75
Total income (loss) from investment activities		33.97			51.83			27.10			0.90			23.42
Distributions to Shareholders From:
Net realized gains on investments		(27.52	)		(20.06	)		—			(23.67	)		(1.15	)
Net Asset Value, End of Period	$	99.32		$	92.87		$	61.10		$	34.00		$	56.77
Total Return		52.51	%		86.30	%		79.66	%		(9.63	)%		68.33	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.74	%		1.76	%		1.74	%		1.69	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.20	)%		(1.05	)%		(0.25	)%		(0.40	)%		(0.68	)%
Supplemental Data:
Net assets, end of period (000's)	$	268,234		$	206,580		$	119,521		$	82,454		$	131,438
Portfolio turnover rate(c)		20	%		55	%		44	%		29	%		4	%

(a)	As described in Note 8, share amounts have been adjusted for 2:1 share split that occurred on December 14, 2020.
(b)	Per share net investment income (loss) has been calculated using the average daily shares method.
(c)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP UltraShort Dow 30 :: 335

ProFund VP UltraShort Dow 30 (the "Fund") seeks daily investment results, before fees and expenses, that correspond to two times the inverse (-2x) of the return of the Dow Jones Industrial Average^® (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-2x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -35.11%. For the same period, the Index had a total return of 20.95%¹ and a volatility of 12.42%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to twice the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as twice the inverse of the daily return of the Index. The Index is a price-weighted index. The Index includes 30 large-cap, "blue-chip" U.S. stocks, excluding utility and transportation companies. Components are selected through a discretionary process with no pre-determined criteria except that components should be established U.S. companies that are leaders in their industries, have an excellent reputation, demonstrate sustained growth, are of interest to a large number of investors, and accurately represents the sectors covered by the average. The Index is not limited to traditionally defined industrial stocks. Instead, the Index serves as a measure of the entire U.S. market, covering such diverse industries as financial services, technology, retail, entertainment, and consumer goods. Composition changes are rare, and generally occur only after corporate acquisitions or other dramatic shifts in a component's core business. When such an event necessitates that one component be replaced, the entire Index is reviewed.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for shorting stocks in order to gain inverse leveraged exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP UltraShort Dow 30 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP UltraShort Dow 30		-35.11	%		-32.96	%		-30.31	%
Dow Jones Industrial Average®		20.95	%		15.51	%		14.21	%

Expense Ratios**

Fund	Gross			Net
ProFund VP UltraShort Dow 30		1.46	%		1.46	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(200	)%
Total Exposure		(200	)%

“Market Exposure” includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP UltraShort Dow 30 primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Dow Jones Industrial Average^® Index – Composition

	% of Index
Information Technology		22	%
Health Care		18	%
Financials		16	%
Consumer Discretionary		15	%
Industrials		14	%
Consumer Staples		8	%
Communication Services		4	%
Energy		2	%
Materials		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

336 :: ProFund VP UltraShort Dow 30 :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a) (97.5%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $4,000	$	4,000	$	4,000
TOTAL REPURCHASE AGREEMENTS (Cost $4,000)				4,000
TOTAL INVESTMENT SECURITIES (Cost $4,000)—97.5%				4,000
Net other assets (liabilities)—2.5%				104
NET ASSETS—100.0%			$	4,104

^(a)  The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)		Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
Dow Jones Industrial Average	Goldman Sachs International	1/27/22	(0.43	)%	$	(5,270	)	$	(5	)
Dow Jones Industrial Average	UBS AG	1/27/22	(0.28	)%		(2,955	)		(3	)
					$	(8,225	)	$	(8	)

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraShort Dow 30 :: 337

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	4,000
Repurchase agreements, at value		4,000
Total Investment Securities, at value		4,000
Cash		156
Prepaid expenses		—	(a)
TOTAL ASSETS		4,156
LIABILITIES:
Payable for capital shares redeemed		30
Unrealized depreciation on swap agreements		8
Advisory fees payable		3
Management services fees payable		—	(a)
Administration fees payable		—	(a)
Administrative services fees payable		1
Distribution fees payable		2
Transfer agency fees payable		—	(a)
Fund accounting fees payable		—	(a)
Compliance services fees payable		—	(a)
Other accrued expenses		8
TOTAL LIABILITIES		52
NET ASSETS	$	4,104
NET ASSETS CONSIST OF:
Capital	$	973,019
Total distributable earnings (loss)		(968,915	)
NET ASSETS	$	4,104
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		1,103
Net Asset Value (offering and redemption price per share)	$	3.72

^(a) Amount is less than $0.50.

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	—	(a)
EXPENSES:
Advisory fees		108
Management services fees		14
Administration fees		10
Transfer agency fees		9
Administrative services fees		2
Distribution fees		36
Custody fees		2
Fund accounting fees		6
Trustee fees		—	(a)
Compliance services fees		—	(a)
Other fees		16
TOTAL NET EXPENSES		203
NET INVESTMENT INCOME (LOSS)		(203	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Gain received from non-recurring class action settlement		25
Net realized gains (losses) on swap agreements		(14,005	)
Change in net unrealized appreciation/depreciation on swap agreements		80
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(13,900	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(14,103	)

See accompanying notes to financial statements.

338 :: ProFund VP UltraShort Dow 30 :: Financial Statements

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(203	)	$	(238	)
Net realized gains (losses) on investments		(13,980	)		111,234
Change in net unrealized appreciation/depreciation on investments		80			(114	)
Change in net assets resulting from operations		(14,103	)		110,882
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(109,160	)		(185	)
Change in net assets resulting from distributions		(109,160	)		(185	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		2,010,525			4,315,564
Distributions reinvested		4,415			185
Value of shares redeemed		(1,894,037	)		(4,423,377	)
Change in net assets resulting from capital transactions		120,903			(107,628	)
Change in net assets		(2,360	)		3,069
NET ASSETS:
Beginning of period		6,464			3,395
End of period	$	4,104		$	6,464
SHARE TRANSACTIONS:
Issued		246,164			39,938	(a)
Reinvested		1,027			2	(a)
Redeemed		(246,176	)		(39,875	)(a)
Change in shares		1,015			65

^(a)  As described in Note 8, share amounts have been adjusted for 1:5 reverse share split that occurred on December 14, 2020.

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP UltraShort Dow 30 :: 339

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020(a)			Year Ended Dec. 31, 2019(a)(b)			Year Ended Dec. 31, 2018(a)(b)			Year Ended Dec. 31, 2017(a)(b)
Net Asset Value, Beginning of Period	$	73.45		$	147.61		$	256.37		$	250.06		$	415.83
Investment Activities:
Net investment income (loss)(c)		(0.09	)		(1.40	)		1.60			1.34			(3.45	)
Net realized and unrealized gains (losses) on investments		(19.00	)		(64.52	)(d)		(95.56	)		4.97			(162.32	)
Total income (loss) from investment activities		(19.09	)		(65.92	)		(93.96	)		6.31			(165.77	)
Distributions to Shareholders From:
Net investment income		—			(8.24	)		(6.30	)		—			—
Net realized gains on investments		(50.64	)		—			(8.50	)		—			—
Total distributions		(50.64	)		(8.24	)		(14.80	)		—			—
Net Asset Value, End of Period	$	3.72		$	73.45		$	147.61		$	256.37		$	250.06
Total Return		(35.11	)%(e)		(45.44	)%		(37.95	)%		2.56	%		(39.90	)%
Ratios to Average Net Assets:
Gross expenses		1.41	%		1.46	%		1.48	%		1.61	%		1.68	%
Net expenses		1.41	%		1.46	%		1.45	%		1.26	%		1.68	%
Net investment income (loss)		(1.41	)%		(1.28	)%		0.83	%		0.59	%		(0.99	)%
Supplemental Data:
Net assets, end of period (000's)	$	4		$	6		$	3		$	6		$	8
Portfolio turnover rate(f)		—			—			—			—			—

(a)	As described in Note 8, share amounts have been adjusted for 1:5 reverse share split that occurred on December 14, 2020.
(b)	As described in Note 8, share amounts have been adjusted for 1:8 reverse share split that occurred on November 18, 2019.
(c)	Per share net investment income (loss) has been calculated using the average daily shares method.
(d)	The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.
(e)	During the year ended December 31, 2021, the Fund received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was an increase of 0.40%.
(f)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

340 :: ProFund VP UltraShort Nasdaq-100 :: Management Discussion of Fund Performance

ProFund VP UltraShort Nasdaq-100 (the "Fund") seeks daily investment results, before fees and expenses, that correspond to two times the inverse (-2x) of the return of the Nasdaq-100^® Index (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (-2x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index falls. For the year ended December 31, 2021, the Fund had a total return of -42.71%. For the same period, the Index had a total return of 27.51%¹ and a volatility of 18.57%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to twice the inverse of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as twice the inverse of the daily return of the Index. The Index, a modified market capitalization-weighted index, includes 100 of the largest non-financial domestic and international issues listed on Nasdaq.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for shorting stocks in order to gain inverse leveraged exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and benefited from financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP UltraShort Nasdaq-100 from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP UltraShort Nasdaq-100		-42.71	%		-47.63	%		-41.18	%
Nasdaq-100® Index		27.51	%		28.63	%		23.15	%

Expense Ratios**

Fund	Gross			Net
ProFund VP UltraShort Nasdaq-100		1.78	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Swap Agreements		(200	)%
Total Exposure		(200	)%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP UltraShort Nasdaq-100 primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Nasdaq-100^® Index – Composition

	% of Index
Information Technology		51	%
Communication Services		18	%
Consumer Discretionary		16	%
Health Care		6	%
Consumer Staples		5	%
Industrials		3	%
Utilities		1	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1

The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

2

1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP UltraShort Nasdaq-100 :: 341

Schedule of Portfolio Investments :: December 31, 2021

Repurchase Agreements^(a)(b) (81.4%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $365,000	$	365,000	$	365,000
TOTAL REPURCHASE AGREEMENTS (Cost $365,000)				365,000
TOTAL INVESTMENT SECURITIES (Cost $365,000)—81.4%				365,000
Net other assets (liabilities)—18.6%				83,574
NET ASSETS—100.0%			$	448,574

(a)	A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $210,000.
(b)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Short

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)		Notional Amount			Value and Unrealized Appreciation/ (Depreciation)
Nasdaq-100 Index	Goldman Sachs International	1/27/22	(0.43	)%	$	(664,248	)	$	9,970
Nasdaq-100 Index	UBS AG	1/27/22	(0.23	)%		(232,509	)		910
					$	(896,757	)	$	10,880

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

342 :: ProFund VP UltraShort Nasdaq-100 :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	365,000
Repurchase agreements, at value		365,000
Total Investment Securities, at value		365,000
Cash		173
Unrealized appreciation on swap agreements		10,880
Receivable for capital shares issued		78,519
Prepaid expenses		16
TOTAL ASSETS		454,588
LIABILITIES:
Advisory fees payable		2,085
Management services fees payable		278
Administration fees payable		147
Administrative services fees payable		1,014
Distribution fees payable		1,268
Transfer agency fees payable		241
Fund accounting fees payable		81
Compliance services fees payable		7
Other accrued expenses		893
TOTAL LIABILITIES		6,014
NET ASSETS	$	448,574
NET ASSETS CONSIST OF:
Capital	$	5,816,675
Total distributable earnings (loss)		(5,368,101	)
NET ASSETS	$	448,574
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		42,053
Net Asset Value (offering and redemption price per share)	$	10.67

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	47
EXPENSES:
Advisory fees		11,581
Management services fees		1,544
Administration fees		1,350
Transfer agency fees		1,154
Administrative services fees		3,065
Distribution fees		3,860
Custody fees		940
Fund accounting fees		775
Trustee fees		34
Compliance services fees		7
Other fees		1,141
Recoupment of prior expenses reduced by the Advisor		1,388
Total Gross Expenses before reductions		26,839
Expenses reduced and reimbursed by the Advisor		(909	)
TOTAL NET EXPENSES		25,930
NET INVESTMENT INCOME (LOSS)		(25,883	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on swap agreements		(339,086	)
Change in net unrealized appreciation/depreciation on swap agreements		12,461
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(326,625	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(352,508	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraShort Nasdaq-100 :: 343

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(25,883	)	$	(27,761	)
Net realized gains (losses) on investments		(339,086	)		3,208,340
Change in net unrealized appreciation/depreciation on investments		12,461			(10,802	)
Change in net assets resulting from operations		(352,508			3,169,777
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(2,439,139	)		(6,414	)
Change in net assets resulting from distributions		(2,439,139	)		(6,414	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		242,521,359			271,425,451
Distributions reinvested		2,439,139			6,414
Value of shares redeemed		(241,957,148	)		(275,384,534	)
Change in net assets resulting from capital transactions		3,003,350			(3,952,669	)
Change in net assets		211,703			(789,306	)
NET ASSETS:
Beginning of period		236,871			1,026,177
End of period	$	448,574		$	236,871
SHARE TRANSACTIONS:
Issued		15,773,081			6,970,122	(a)
Reinvested		134,218			256	(a)
Redeemed		(15,876,300	)		(6,972,814	)(a)
Change in shares		30,999			(2,436	)

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on December 14, 2020.

See accompanying notes to financial statements.

344 :: ProFund VP UltraShort Nasdaq-100 :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020(a)			Year Ended Dec. 31, 2019(a)			Year Ended Dec. 31, 2018(a)			Year Ended Dec. 31, 2017(a)(b)
Net Asset Value, Beginning of Period	$	21.43		$	76.07		$	155.01		$	175.32		$	318.37
Investment Activities:
Net investment income (loss)(c)		(0.25	)		(0.59	)		0.52			0.52			(1.96	)
Net realized and unrealized gains (losses) on investments		(7.77	)		(53.72	)(d)		(78.58	)		(20.83	)		(141.09	)
Total income (loss) from investment activities		(8.02	)		(54.31	)		(78.06	)		(20.31	)		(143.05	)
Distributions to Shareholders From:
Net investment income		—			(0.33	)		(0.88	)		—			—
Net realized gains on investments		(2.74	)		—			—			—			—
Total distributions		(2.74	)		(0.33	)		(0.88	)		—			—
Net Asset Value, End of Period	$	10.67		$	21.43		$	76.07		$	155.01		$	175.32
Total Return		(42.71	)%		(71.46	)%		(50.50	)%		(11.59	)%		(44.94	)%
Ratios to Average Net Assets:
Gross expenses		1.74	%		1.78	%		1.68	%		1.66	%		1.68	%
Net expenses		1.68	%		1.68	%		1.67	%		1.66	%		1.68	%
Net investment income (loss)		(1.68	)%		(1.49	)%		0.50	%		0.40	%		(0.88	)%
Supplemental Data:
Net assets, end of period (000's)	$	449		$	237		$	1,026		$	666		$	324
Portfolio turnover rate(e)		—			—			—			—			—

^(a) As described in Note 8, share amounts have been adjusted for 1:4 reverse share split that occurred on December 14, 2020.

^(b) As described in Note 8, share amounts have been adjusted for 1:8 reverse share split that occurred on December 11, 2017.

^(c) Per share net investment income (loss) has been calculated using the average daily shares method.

^(d) The amount shown for a share outstanding throughout the period does not accord with the change in aggregate gains and losses in the portfolio of securities during the period because of the timing of sales and purchases of fund shares in relation to fluctuating market values during the period.

^(e) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts).

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP UltraSmall-Cap :: 345

ProFund VP UltraSmall-Cap (the "Fund") seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Russell 2000^® Index (the "Index") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction from the Fund's stated multiple (2x) times the return of the Fund's Index for the same period. For periods longer than a single day, the Fund will lose money if the Index's performance is flat, and it is possible that the Fund will lose money even if the level of the index rises. For the year ended December 31, 2021, the Fund had a total return of 23.30%. For the same period, the Index had a total return of 14.82%¹ and a volatility of 21.98%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to twice that of the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as twice the daily return of the Index. The Index is a measure of small-cap U.S. stock market performance. It is a float-adjusted, market capitalization-weighted index containing approximately 2,000 of the smallest companies in the Russell 3000^® Index or approximately 8% of the total market capitalization of the Russell 3000^® Index, which in turn represents approximately 98% of the investable U.S. equity market.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in stocks in order to gain leveraged exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP UltraSmall-Cap from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP UltraSmall-Cap		23.30	%		14.10	%		19.59	%
Russell 2000® Index		14.82	%		12.02	%		13.23	%

Expense Ratios**

Fund	Gross			Net
ProFund VP UltraSmall-Cap		1.86	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		53	%
Swap Agreements		147	%
Total Exposure		200	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management or collateral for securities loaned.

Largest Equity Holdings

Company	% of Net Assets
AMC Entertainment Holdings, Inc.		0.3	%
Synaptics, Inc.		0.2	%
Lattice Semiconductor Corp.		0.2	%
EastGroup Properties, Inc.		0.2	%
BJ's Wholesale Club Holdings, Inc.		0.2	%

Russell 2000^® Index – Composition

	% of Index
Health Care		19	%
Financials		16	%
Industrials		15	%
Information Technology		15	%
Consumer Discretionary		11	%
Real Estate		7	%
Energy		4	%
Materials		4	%
Consumer Staples		3	%
Communication Services		3	%
Utilities		3	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Index. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in the index calculations. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

346 :: ProFund VP UltraSmall-Cap :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (53.4%)

	Shares		Value
1-800-Flowers.com, Inc.*—Class A (Internet & Direct Marketing Retail)		135	$	3,155
1Life Healthcare, Inc.* (Health Care Providers & Services)		591		10,384
1st Source Corp. (Banks)		86		4,266
1stdibs.com, Inc.* (Internet & Direct Marketing Retail)		34		425
22nd Century Group, Inc.* (Tobacco)		816		2,521
2seventy bio, Inc.* (Biotechnology)		114		2,922
2U, Inc.* (Diversified Consumer Services)		368		7,386
3D Systems Corp.* (Technology Hardware, Storage & Peripherals)		630		13,571
4D Molecular Therapeutics, Inc.* (Biotechnology)		142		3,115
89bio, Inc.* (Biotechnology)		50		654
8x8, Inc.* (Software)		572		9,587
9 Meters Biopharma, Inc.* (Pharmaceuticals)		1,148		1,124
908 Devices, Inc.* (Electronic Equipment, Instruments & Components)		95		2,458
A10 Networks, Inc. (Software)		305		5,057
AAON, Inc. (Building Products)		213		16,919
AAR Corp.* (Aerospace & Defense)		172		6,713
Aaron's Co., Inc. (The) (Specialty Retail)		158		3,895
Abercrombie & Fitch Co.*—Class A (Specialty Retail)		297		10,345
ABM Industries, Inc. (Commercial Services & Supplies)		342		13,971
Absci Corp.* (Life Sciences Tools & Services)		70		574
Acacia Research Corp.* (Professional Services)		249		1,277
Academy Sports & Outdoors, Inc.* (Leisure Products)		394		17,296
ACADIA Pharmaceuticals, Inc.* (Biotechnology)		607		14,167
Acadia Realty Trust (Equity Real Estate Investment Trusts)		440		9,605
Accel Entertainment, Inc.* (Hotels, Restaurants & Leisure)		286		3,724
Accelerate Diagnostics, Inc.* (Life Sciences Tools & Services)		167		872
ACCO Brands Corp. (Commercial Services & Supplies)		473		3,907
Accolade, Inc.* (Health Care Technology)		255		6,722
Accuray, Inc.* (Health Care Equipment & Supplies)		457		2,180
ACI Worldwide, Inc.* (Software)		598		20,751
Aclaris Therapeutics, Inc.* (Pharmaceuticals)		259		3,766
Acumen Pharmaceuticals, Inc.* (Biotechnology)		51		345
Acushnet Holdings Corp. (Leisure Products)		174		9,236
Acutus Medical, Inc.* (Health Care Equipment & Supplies)		97		331
Adagio Therapeutics, Inc.* (Biotechnology)		107		777
AdaptHealth Corp.* (Health Care Providers & Services)		363		8,879
Addus Homecare Corp.* (Health Care Providers & Services)		78		7,294
Adicet Bio, Inc.* (Pharmaceuticals)		106		1,854
Adient PLC* (Auto Components)		481		23,030
Adtalem Global Education, Inc.* (Diversified Consumer Services)		251		7,420
ADTRAN, Inc. (Communications Equipment)		244		5,571
Advanced Energy Industries, Inc. (Semiconductors & Semiconductor Equipment)		191		17,392
AdvanSix, Inc. (Chemicals)		138		6,521
Advantage Solutions, Inc.* (Media)		387		3,104
Advent Technologies Holdings, Inc.* (Electrical Equipment)		80		561
Adverum Biotechnologies, Inc.* (Biotechnology)		440		774
Aeglea BioTherapeutics, Inc.* (Biotechnology)		206		979
Aemetis, Inc.* (Oil, Gas & Consumable Fuels)		137		1,685
Aerie Pharmaceuticals, Inc.* (Pharmaceuticals)		215		1,509
Aerojet Rocketdyne Holdings, Inc. (Aerospace & Defense)		380		17,769
Aerovate Therapeutics, Inc.* (Biotechnology)		51		601
AeroVironment, Inc.* (Aerospace & Defense)		114		7,071
AerSale Corp.* (Aerospace & Defense)		48		852
Aeva Technologies, Inc.* (Electronic Equipment, Instruments & Components)		536		4,052
AFC Gamma, Inc. (Mortgage Real Estate Investment Trusts)		63		1,434
Affimed N.V.* (Biotechnology)		589		3,251
AgEagle Aerial Systems, Inc.* (Machinery)		344		540
Agenus, Inc.* (Biotechnology)		1,111		3,577
Agiliti, Inc.* (Health Care Providers & Services)		119		2,756
Agilysys, Inc.* (Software)		108		4,802
Agios Pharmaceuticals, Inc.* (Biotechnology)		275		9,039
Agree Realty Corp. (Equity Real Estate Investment Trusts)		349		24,905
Air Transport Services Group, Inc.* (Air Freight & Logistics)		299		8,785
AirSculpt Technologies, Inc.* (Health Care Providers & Services)		33		567
aka Brands Holding Corp.* (Internet & Direct Marketing Retail)		48		444
Akebia Therapeutics, Inc.* (Biotechnology)		884		1,998
Akero Therapeutics, Inc.* (Biotechnology)		130		2,750
Akouos, Inc.* (Biotechnology)		122		1,037
Akoustis Technologies, Inc.* (Electronic Equipment, Instruments & Components)		248		1,657
Akoya Biosciences, Inc.* (Life Sciences Tools & Services)		68		1,041
Alamo Group, Inc. (Machinery)		50		7,359
Alarm.com Holdings, Inc.* (Software)		240		20,354
Albany International Corp.—Class A (Machinery)		156		13,798
Albireo Pharma, Inc.* (Biotechnology)		86		2,003
Aldeyra Therapeutics, Inc.* (Biotechnology)		246		984
Alector, Inc.* (Biotechnology)		296		6,112
Alerus Financial Corp. (Diversified Financial Services)		76		2,225
Alexander & Baldwin, Inc. (Equity Real Estate Investment Trusts)		368		9,233
Alexander's, Inc. (Equity Real Estate Investment Trusts)		11		2,863
Alignment Healthcare, Inc.* (Health Care Providers & Services)		402		5,652
Aligos Therapeutics, Inc.* (Biotechnology)		107		1,270
Alkami Technology, Inc.* (Software)		144		2,889
Alkermes PLC* (Biotechnology)		813		18,910

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 347

Common Stocks, continued

	Shares		Value
Allakos, Inc.* (Biotechnology)		180	$	1,762
Allegheny Technologies, Inc.* (Metals & Mining)		646		10,291
Allegiance Bancshares, Inc. (Banks)		97		4,094
Allegiant Travel Co.* (Airlines)		78		14,589
ALLETE, Inc. (Electric Utilities)		266		17,649
Allied Motion Technologies, Inc. (Electrical Equipment)		59		2,153
Allogene Therapeutics, Inc.* (Biotechnology)		345		5,147
Allovir, Inc.* (Biotechnology)		150		1,941
Allscripts Healthcare Solutions, Inc.* (Health Care Technology)		616		11,365
Alpha & Omega Semiconductor, Ltd.* (Semiconductors & Semiconductor Equipment)		108		6,540
Alpha Teknova, Inc.* (Biotechnology)		35		717
Alphatec Holdings, Inc.* (Health Care Equipment & Supplies)		358		4,092
Alpine Immune Sciences, Inc.* (Biotechnology)		59		817
Alta Equipment Group, Inc.* (Trading Companies & Distributors)		96		1,405
Altair Engineering, Inc.*—Class A (Software)		234		18,093
Altimmune, Inc.* (Biotechnology)		201		1,841
Alto Ingredients, Inc.* (Oil, Gas & Consumable Fuels)		363		1,746
Altra Industrial Motion Corp. (Machinery)		329		16,967
Altus Midstream Co.—Class A (Oil, Gas & Consumable Fuels)		17		1,042
ALX Oncology Holdings, Inc.* (Biotechnology)		90		1,934
Amalgamated Financial Corp. (Banks)		69		1,157
A-Mark Precious Metals, Inc. (Diversified Financial Services)		45		2,750
Ambac Financial Group, Inc.* (Insurance)		231		3,708
Ambarella, Inc.* (Semiconductors & Semiconductor Equipment)		179		36,318
AMC Entertainment Holdings, Inc.*(a) (Entertainment)		2,619		71,236
AMC Networks, Inc.*—Class A (Media)		148		5,097
Amerant Bancorp, Inc. (Banks)		137		4,733
Ameresco, Inc.*—Class A (Construction & Engineering)		157		12,786
American Assets Trust, Inc. (Equity Real Estate Investment Trusts)		253		9,495
American Axle & Manufacturing Holdings, Inc.* (Auto Components)		572		5,337
American Eagle Outfitters, Inc. (Specialty Retail)		772		19,547
American Equity Investment Life Holding Co. (Insurance)		419		16,307
American Finance Trust, Inc. (Equity Real Estate Investment Trusts)		630		5,752
American National Bankshares, Inc. (Banks)		53		1,997
American National Group, Inc. (Insurance)		38		7,176
American Outdoor Brands, Inc.* (Leisure Products)		71		1,415
American Public Education, Inc.* (Diversified Consumer Services)		94		2,092
American Software, Inc.—Class A (Software)		159		4,161
American States Water Co. (Water Utilities)		187		19,343
American Superconductor Corp.* (Electrical Equipment)		140		1,523
American Vanguard Corp. (Chemicals)		149		2,442
American Well Corp.*—Class A (Health Care Technology)		928		5,605
American Woodmark Corp.* (Building Products)		84		5,477
America's Car-Mart, Inc.* (Specialty Retail)		30		3,072
Ameris Bancorp (Banks)		337		16,742
AMERISAFE, Inc. (Insurance)		97		5,222
Amicus Therapeutics, Inc.* (Biotechnology)		1,333		15,396
Amkor Technology, Inc. (Semiconductors & Semiconductor Equipment)		518		12,841
AMMO, Inc.* (Leisure Products)		442		2,409
AMN Healthcare Services, Inc.* (Health Care Providers & Services)		239		29,237
Amneal Pharmaceuticals, Inc.* (Pharmaceuticals)		506		2,424
Amphastar Pharmaceuticals, Inc.* (Pharmaceuticals)		188		4,379
Ampio Pharmaceuticals, Inc.* (Pharmaceuticals)		988		563
Amyris, Inc.* (Oil, Gas & Consumable Fuels)		897		4,853
AnaptysBio, Inc.* (Biotechnology)		98		3,406
Anavex Life Sciences Corp.* (Biotechnology)		340		5,896
Angel Oak Mortgage, Inc. (Mortgage Real Estate Investment Trusts)		37		606
AngioDynamics, Inc.* (Health Care Equipment & Supplies)		190		5,240
Angion Biomedica Corp.* (Pharmaceuticals)		110		319
ANI Pharmaceuticals, Inc.* (Pharmaceuticals)		55		2,534
Anika Therapeutics, Inc.* (Health Care Equipment & Supplies)		73		2,616
Annexon, Inc.* (Biotechnology)		158		1,815
Antares Pharma, Inc.* (Health Care Equipment & Supplies)		846		3,020
Anterix, Inc.* (Diversified Telecommunication Services)		59		3,467
Antero Resources Corp.* (Oil, Gas & Consumable Fuels)		1,451		25,393
Apartment Investment and Management Co.* (Equity Real Estate Investment Trusts)		766		5,914
Apellis Pharmaceuticals, Inc.* (Biotechnology)		362		17,115
API Group Corp.* (Construction & Engineering)		1,023		26,364
Apogee Enterprises, Inc. (Building Products)		126		6,067
Apollo Commercial Real Estate Finance, Inc. (Mortgage Real Estate Investment Trusts)		712		9,370
Apollo Medical Holdings, Inc.* (Health Care Providers & Services)		191		14,035
Appfolio, Inc.* (Software)		97		11,743
AppHarvest, Inc.* (Food Products)		354		1,377
Appian Corp.* (Software)		199		12,977
Apple Hospitality REIT, Inc. (Equity Real Estate Investment Trusts)		1,087		17,555
Applied Industrial Technologies, Inc. (Trading Companies & Distributors)		195		20,026
Applied Molecular Transport, Inc.* (Biotechnology)		127		1,775
Applied Therapeutics, Inc.* (Biotechnology)		90		806
Apria, Inc.* (Health Care Providers & Services)		100		3,260
Apyx Medical Corp.* (Health Care Equipment & Supplies)		158		2,026
AquaBounty Technologies, Inc.* (Biotechnology)		266		559
Arbor Realty Trust, Inc. (Mortgage Real Estate Investment Trusts)		730		13,374
Arbutus Biopharma Corp.* (Biotechnology)		407		1,583
ArcBest Corp. (Road & Rail)		128		15,341

See accompanying notes to financial statements.

348 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Arch Resources, Inc. (Oil, Gas & Consumable Fuels)		77	$	7,032
Archrock, Inc. (Energy Equipment & Services)		684		5,116
Arcimoto, Inc.* (Automobiles)		145		1,128
Arconic Corp.* (Metals & Mining)		542		17,890
Arcosa, Inc. (Construction & Engineering)		246		12,964
Arcturus Therapeutics Holdings, Inc.* (Biotechnology)		107		3,960
Arcus Biosciences, Inc.* (Biotechnology)		227		9,187
Arcutis Biotherapeutics, Inc.* (Biotechnology)		140		2,904
Ardelyx, Inc.* (Biotechnology)		490		539
Arena Pharmaceuticals, Inc.* (Biotechnology)		313		29,090
Ares Commercial Real Estate Corp. (Mortgage Real Estate Investment Trusts)		222		3,228
Argan, Inc. (Construction & Engineering)		76		2,940
Argo Group International Holdings, Ltd. (Insurance)		161		9,356
Aris Water Solution, Inc.*—Class A (Commercial Services & Supplies)		99		1,282
Arko Corp.* (Specialty Retail)		612		5,367
Arlo Technologies, Inc.* (Electronic Equipment, Instruments & Components)		428		4,490
Armada Hoffler Properties, Inc. (Equity Real Estate Investment Trusts)		306		4,657
ARMOUR Residential REIT, Inc. (Mortgage Real Estate Investment Trusts)		452		4,434
Array Technologies, Inc.* (Electrical Equipment)		648		10,167
Arrow Financial Corp. (Banks)		70		2,466
Arrowhead Pharmaceuticals, Inc.* (Biotechnology)		514		34,078
Arteris, Inc.* (Software)		26		549
Artesian Resources Corp.—Class A (Water Utilities)		41		1,900
Artisan Partners Asset Management, Inc. (Capital Markets)		297		14,149
Arvinas, Inc.* (Pharmaceuticals)		239		19,630
Asana, Inc.*—Class A (Software)		361		26,913
Asbury Automotive Group, Inc.* (Specialty Retail)		117		20,209
Asensus Surgical, Inc.* (Health Care Equipment & Supplies)		1,186		1,316
ASGN, Inc.* (Professional Services)		258		31,837
Ashford Hospitality Trust, Inc.* (Equity Real Estate Investment Trusts)		86		826
Aspen Aerogels, Inc.* (Energy Equipment & Services)		112		5,576
Aspira Women's Health, Inc.* (Health Care Equipment & Supplies)		369		653
Assetmark Financial Holdings, Inc.* (Capital Markets)		92		2,411
Associated Banc-Corp. (Banks)		754		17,033
Associated Capital Group, Inc.—Class A (Capital Markets)		9		387
Astec Industries, Inc. (Machinery)		115		7,966
Astronics Corp.* (Aerospace & Defense)		126		1,512
Atara Biotherapeutics, Inc.* (Biotechnology)		441		6,950
Atea Pharmaceuticals, Inc.* (Biotechnology)		327		2,923
Aterian, Inc.* (Household Durables)		132		543
Athenex, Inc.* (Biotechnology)		438		596
Athersys, Inc.* (Biotechnology)		1,038		937
Athira Pharma, Inc.* (Pharmaceuticals)		164		2,137
Atkore, Inc.* (Electrical Equipment)		234		26,017
Atlantic Capital Bancshares, Inc.* (Banks)		100		2,877
Atlantic Union Bankshares (Banks)		383		14,282
Atlanticus Holdings Corp.* (Consumer Finance)		25		1,783
Atlas Air Worldwide Holdings, Inc.* (Air Freight & Logistics)		146		13,742
Atlas Technical Consultants, Inc.* (Professional Services)		73		615
ATN International, Inc. (Diversified Telecommunication Services)		56		2,237
Atomera, Inc.* (Semiconductors & Semiconductor Equipment)		103		2,072
Atossa Therapeutics, Inc.* (Health Care Equipment & Supplies)		593		949
Atreca, Inc.*—Class A (Biotechnology)		132		400
AtriCure, Inc.* (Health Care Equipment & Supplies)		227		15,783
Atrion Corp. (Health Care Equipment & Supplies)		7		4,934
Aura Biosciences, Inc.* (Biotechnology)		28		475
Avalo Therapeutics, Inc.* (Pharmaceuticals)		316		537
Avanos Medical, Inc.* (Health Care Equipment & Supplies)		244		8,459
Avaya Holdings Corp.*—Class C (Software)		418		8,276
Aveanna Healthcare Holdings, Inc.* (Health Care Providers & Services)		200		1,480
Aviat Networks, Inc.* (Communications Equipment)		55		1,764
Avid Bioservices, Inc.* (Biotechnology)		306		8,929
Avid Technology, Inc.* (Technology Hardware, Storage & Peripherals)		183		5,960
Avidity Biosciences, Inc.* (Biotechnology)		191		4,540
AvidXchange Holdings, Inc.* (Software)		128		1,928
Avient Corp. (Chemicals)		462		25,849
Avis Budget Group, Inc.* (Road & Rail)		210		43,548
Avista Corp. (Multi-Utilities)		359		15,254
Avita Medical, Inc.* (Biotechnology)		123		1,474
Avrobio, Inc.* (Biotechnology)		192		739
Axcelis Technologies, Inc.* (Semiconductors & Semiconductor Equipment)		169		12,601
AxoGen, Inc.* (Health Care Equipment & Supplies)		196		1,837
Axonics, Inc.* (Health Care Equipment & Supplies)		232		12,992
Axos Financial, Inc.*—Class I (Thrifts & Mortgage Finance)		289		16,158
Axsome Therapeutics, Inc.* (Pharmaceuticals)		141		5,327
AXT, Inc.* (Semiconductors & Semiconductor Equipment)		205		1,806
AZZ, Inc. (Electrical Equipment)		126		6,967
B Riley Financial, Inc. (Capital Markets)		103		9,153
B&G Foods, Inc.(a)—Class A (Food Products)		325		9,987
Babcock & Wilcox Enterprises, Inc.* (Electrical Equipment)		281		2,535
Badger Meter, Inc. (Electronic Equipment, Instruments & Components)		148		15,771
Balchem Corp. (Chemicals)		163		27,482
Bally's Corp.* (Hotels, Restaurants & Leisure)		166		6,318
Banc of California, Inc. (Banks)		278		5,454
BancFirst Corp. (Banks)		87		6,139

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 349

Common Stocks, continued

	Shares		Value
Banco Latinoamericano de Comercio Exterior S.A.—Class E (Diversified Financial Services)		157	$	2,606
Bandwidth, Inc.* (Diversified Telecommunication Services)		117		8,396
Bank First Corp. (Banks)		33		2,384
Bank of Marin Bancorp (Banks)		78		2,904
BankUnited, Inc. (Banks)		451		19,082
Banner Corp. (Banks)		173		10,496
Bar Harbor Bankshares (Banks)		75		2,170
Barnes & Noble Education, Inc.* (Specialty Retail)		229		1,559
Barnes Group, Inc. (Machinery)		240		11,182
Barrett Business Services, Inc. (Professional Services)		38		2,624
Bassett Furniture Industries, Inc. (Household Durables)		47		788
Beacon Roofing Supply, Inc.* (Trading Companies & Distributors)		283		16,230
Beam Global* (Electrical Equipment)		45		837
Beam Therapeutics, Inc.* (Biotechnology)		260		20,719
Beauty Health Co. (The)* (Personal Products)		437		10,558
Beazer Homes USA, Inc.* (Household Durables)		148		3,437
Bed Bath & Beyond, Inc.* (Specialty Retail)		515		7,509
Belden, Inc. (Electronic Equipment, Instruments & Components)		224		14,724
BellRing Brands, Inc.*—Class A (Personal Products)		202		5,763
Benchmark Electronics, Inc. (Electronic Equipment, Instruments & Components)		178		4,824
Benefitfocus, Inc.* (Software)		127		1,354
Berkeley Lights, Inc.* (Life Sciences Tools & Services)		246		4,472
Berkshire Hills Bancorp, Inc. (Banks)		248		7,051
Berry Corp. (Oil, Gas & Consumable Fuels)		342		2,880
Beyondspring, Inc.* (Biotechnology)		114		516
BGC Partners, Inc.—Class A (Capital Markets)		1,604		7,459
Big 5 Sporting Goods Corp. (Specialty Retail)		106		2,015
Big Lots, Inc. (Multiline Retail)		163		7,343
BigCommerce Holdings, Inc.*—Class 1 (IT Services)		245		8,666
Biglari Holdings, Inc.*—Class B (Hotels, Restaurants & Leisure)		4		570
BioAtla, Inc.* (Biotechnology)		79		1,551
BioCryst Pharmaceuticals, Inc.* (Biotechnology)		913		12,645
BioDelivery Sciences International, Inc.* (Pharmaceuticals)		472		1,463
Biodesix, Inc.* (Health Care Providers & Services)		62		328
Biohaven Pharmaceutical Holding Co., Ltd.* (Biotechnology)		282		38,862
BioLife Solutions, Inc.* (Health Care Equipment & Supplies)		53		1,975
Biomea Fusion, Inc.* (Biotechnology)		110		820
Bionano Genomics, Inc.* (Life Sciences Tools & Services)		1,479		4,422
Bioventus, Inc.*—Class A (Health Care Equipment & Supplies)		142		2,058
Bioxcel Therapeutics, Inc.* (Biotechnology)		87		1,769
BJ's Restaurants, Inc.* (Hotels, Restaurants & Leisure)		114		3,939
BJ's Wholesale Club Holdings, Inc.* (Food & Staples Retailing)		695		46,543
Black Diamond Therapeutics, Inc.* (Biotechnology)		115		613
Black Hills Corp. (Multi-Utilities)		325		22,935
Blackbaud, Inc.* (Software)		243		19,192
Blackline, Inc.* (Software)		275		28,474
Blackstone Mortgage Trust, Inc.—Class A (Mortgage Real Estate Investment Trusts)		798		24,434
Blink Charging Co.*(a) (Specialty Retail)		185		4,904
Bloom Energy Corp.* (Electrical Equipment)		721		15,812
Bloomin' Brands, Inc.* (Hotels, Restaurants & Leisure)		449		9,420
Blucora, Inc.* (Capital Markets)		246		4,261
Blue Bird Corp.* (Machinery)		80		1,251
Blue Foundry Bancorp* (Thrifts & Mortgage Finance)		142		2,077
Blue Ridge Bankshares, Inc. (Banks)		88		1,575
Bluebird Bio, Inc.* (Biotechnology)		342		3,417
Bluegreen Vacations Holding Corp.* (Hotels, Restaurants & Leisure)		73		2,562
BlueLinx Holdings, Inc.* (Trading Companies & Distributors)		47		4,501
Blueprint Medicines Corp.* (Biotechnology)		297		31,812
BM Technologies, Inc.* (IT Services)		23		212
Boise Cascade Co. (Trading Companies & Distributors)		200		14,240
Bolt Biotherapeutics, Inc.* (Biotechnology)		116		568
Boot Barn Holdings, Inc.* (Specialty Retail)		148		18,211
Boston Omaha Corp.*—Class A (Media)		103		2,959
Bottomline Technologies, Inc.* (Software)		228		12,875
Box, Inc.*—Class A (Software)		708		18,543
Brady Corp.—Class A (Commercial Services & Supplies)		239		12,882
Braemar Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		290		1,479
Brandywine Realty Trust (Equity Real Estate Investment Trusts)		860		11,541
Bridgebio Pharma, Inc.* (Biotechnology)		538		8,974
Bridgewater Bancshares, Inc.* (Thrifts & Mortgage Finance)		107		1,893
Brigham Minerals, Inc. (Oil, Gas & Consumable Fuels)		221		4,661
Bright Health Group, Inc.* (Insurance)		269		925
Brightcove, Inc.* (IT Services)		206		2,105
Brightsphere Investment Group, Inc. (Capital Markets)		294		7,526
BrightSpire Capital, Inc. (Mortgage Real Estate Investment Trusts)		428		4,391
BrightView Holdings, Inc.* (Commercial Services & Supplies)		208		2,929
Brinker International, Inc.* (Hotels, Restaurants & Leisure)		230		8,416
Bristow Group, Inc.* (Energy Equipment & Services)		120		3,800
Broadmark Realty Capital, Inc. (Mortgage Real Estate Investment Trusts)		651		6,139
Broadstone Net Lease, Inc. (Equity Real Estate Investment Trusts)		798		19,806
Brookdale Senior Living, Inc.* (Health Care Providers & Services)		938		4,840

See accompanying notes to financial statements.

350 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Brookfield Infrastructure Corp.—Class A (Gas Utilities)		313	$	21,365
Brookline Bancorp, Inc. (Banks)		389		6,298
Brooklyn ImmunoTherapeutics, Inc.* (Entertainment)		150		626
BRP Group, Inc.*—Class A (Insurance)		240		8,666
BRT Apartments Corp. (Equity Real Estate Investment Trusts)		58		1,391
BTRS Holdings, Inc.* (Software)		334		2,612
Business First Bancshares, Inc. (Banks)		97		2,746
Butterfly Network, Inc.* (Health Care Equipment & Supplies)		633		4,235
Byline Bancorp, Inc. (Banks)		126		3,446
Byrna Technologies, Inc.* (Aerospace & Defense)		93		1,242
C4 Therapeutics, Inc.* (Biotechnology)		196		6,311
Cabot Corp. (Chemicals)		285		16,017
Cactus, Inc.—Class A (Energy Equipment & Services)		281		10,715
Cadence Bank (Banks)		953		28,391
Cadiz, Inc.* (Water Utilities)		109		421
Cadre Holdings, Inc. (Aerospace & Defense)		32		813
Caesarstone, Ltd. (Building Products)		115		1,304
CalAmp Corp.* (Communications Equipment)		180		1,271
Calavo Growers, Inc. (Food Products)		87		3,689
Caleres, Inc. (Specialty Retail)		187		4,241
California Resources Corp. (Oil, Gas & Consumable Fuels)		411		17,554
California Water Service Group (Water Utilities)		267		19,187
Calix, Inc.* (Communications Equipment)		280		22,391
Callaway Golf Co.* (Leisure Products)		587		16,107
Callon Petroleum Co.* (Oil, Gas & Consumable Fuels)		241		11,387
Cal-Maine Foods, Inc. (Food Products)		207		7,657
Cambium Networks Corp.* (Communications Equipment)		55		1,410
Cambridge Bancorp (Banks)		35		3,276
Camden National Corp. (Banks)		75		3,612
Camping World Holdings, Inc.—Class A (Specialty Retail)		212		8,565
Cannae Holdings, Inc.* (Diversified Financial Services)		430		15,115
Canoo, Inc.* (Automobiles)		539		4,161
Cantaloupe, Inc.* (IT Services)	��	295		2,620
Capital Bancorp, Inc. (Banks)		39		1,022
Capital City Bank Group, Inc. (Banks)		68		1,795
Capitol Federal Financial, Inc. (Thrifts & Mortgage Finance)		659		7,466
Capstar Financial Holdings, Inc. (Banks)		104		2,187
Cara Therapeutics, Inc.* (Biotechnology)		225		2,741
Cardiff Oncology, Inc.* (Biotechnology)		193		1,160
Cardiovascular Systems, Inc.* (Health Care Equipment & Supplies)		201		3,775
Cardlytics, Inc.* (Media)		164		10,839
CareDx, Inc.* (Biotechnology)		256		11,643
CareTrust REIT, Inc. (Equity Real Estate Investment Trusts)		489		11,164
Cargurus, Inc.* (Interactive Media & Services)		484		16,282
Caribou Biosciences, Inc.* (Biotechnology)		103		1,554
CarLotz, Inc.* (Specialty Retail)		363		824
CarParts.com, Inc.* (Internet & Direct Marketing Retail)		248		2,778
Carpenter Technology Corp. (Metals & Mining)		242		7,064
Carriage Services, Inc. (Diversified Consumer Services)		78		5,026
Carrols Restaurant Group, Inc. (Hotels, Restaurants & Leisure)		169		500
Cars.com, Inc.* (Interactive Media & Services)		347		5,583
Carter Bankshares, Inc.* (Banks)		131		2,016
Casa Systems, Inc.* (Communications Equipment)		161		913
Casella Waste Systems, Inc.*—Class A (Commercial Services & Supplies)		249		21,270
Casper Sleep, Inc.* (Household Durables)		147		982
Cass Information Systems, Inc. (IT Services)		70		2,752
Cassava Sciences, Inc.*(a) (Pharmaceuticals)		194		8,478
Castle Biosciences, Inc.* (Biotechnology)		108		4,630
Castlight Health, Inc.*—Class B (Health Care Technology)		625		963
Catalyst Pharmaceuticals, Inc.* (Biotechnology)		492		3,331
CatchMark Timber Trust, Inc.—Class A (Equity Real Estate Investment Trusts)		248		2,160
Cathay General Bancorp (Banks)		376		16,164
Cavco Industries, Inc.* (Household Durables)		47		14,930
CBIZ, Inc.* (Professional Services)		249		9,741
CBTX, Inc. (Banks)		93		2,697
CECO Environmental Corp.* (Commercial Services & Supplies)		158		984
Celcuity, Inc.* (Biotechnology)		49		646
Celldex Therapeutics, Inc.* (Biotechnology)		233		9,003
CEL-SCI Corp.* (Biotechnology)		182		1,292
Celsius Holdings, Inc.* (Beverages)		274		20,432
Centennial Resource Development, Inc.*— Class A (Oil, Gas & Consumable Fuels)		934		5,585
Centerspace (Equity Real Estate Investment Trusts)		72		7,985
Central Garden & Pet Co.* (Household Products)		50		2,632
Central Garden & Pet Co.*—Class A (Household Products)		205		9,809
Central Pacific Financial Corp. (Banks)		139		3,916
Centrus Energy Corp.*—Class A (Oil, Gas & Consumable Fuels)		49		2,446
Century Aluminum Co.* (Metals & Mining)		260		4,306
Century Casinos, Inc.* (Hotels, Restaurants & Leisure)		138		1,681
Century Communities, Inc. (Household Durables)		152		12,432
Century Therapeutics, Inc.* (Biotechnology)		60		952
Cerence, Inc.* (Software)		192		14,715
Cerevel Therapeutics Holdings, Inc.* (Biotechnology)		207		6,711
Cerus Corp.* (Health Care Equipment & Supplies)		853		5,809
CEVA, Inc.* (Semiconductors & Semiconductor Equipment)		114		4,929
ChampionX Corp.* (Energy Equipment & Services)		1,028		20,777
ChannelAdvisor Corp.* (Software)		150		3,702
Chart Industries, Inc.* (Machinery)		185		29,505
Chase Corp. (Chemicals)		38		3,783
Chatham Lodging Trust* (Equity Real Estate Investment Trusts)		242		3,320
Chefs' Warehouse, Inc.* (Food & Staples Retailing)		159		5,295
ChemoCentryx, Inc.* (Biotechnology)		274		9,976

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 351

Common Stocks, continued

	Shares		Value
Chesapeake Energy Corp. (Oil, Gas & Consumable Fuels)		532	$	34,325
Chesapeake Utilities Corp. (Gas Utilities)		87		12,685
Chicken Soup For The Soul Entertainment, Inc.* (Entertainment)		37		512
Chico's FAS, Inc.* (Specialty Retail)		610		3,282
Chimera Investment Corp. (Mortgage Real Estate Investment Trusts)		1,195		18,020
Chimerix, Inc.* (Biotechnology)		370		2,379
Chinook Therapeutics, Inc.* (Biotechnology)		198		3,229
ChromaDex Corp.* (Life Sciences Tools & Services)		238		890
Chuy's Holdings, Inc.* (Hotels, Restaurants & Leisure)		101		3,042
Cimpress PLC* (Commercial Services & Supplies)		89		6,373
Cinemark Holdings, Inc.* (Entertainment)		548		8,834
CIRCOR International, Inc.* (Machinery)		93		2,528
CIT Group, Inc. (Banks)		503		25,824
Citi Trends, Inc.* (Specialty Retail)		44		4,169
Citius Pharmaceuticals, Inc.* (Pharmaceuticals)		576		887
Citizens & Northern Corp. (Banks)		77		2,011
Citizens, Inc.* (Insurance)		253		1,343
City Holding Co. (Banks)		76		6,216
City Office REIT, Inc. (Equity Real Estate Investment Trusts)		217		4,279
Civista Bancshares, Inc. (Banks)		75		1,830
Civitas Resources, Inc. (Oil, Gas & Consumable Fuels)		220		10,773
Clarus Corp. (Leisure Products)		134		3,714
Clean Energy Fuels Corp.* (Oil, Gas & Consumable Fuels)		787		4,824
Cleanspark, Inc.* (Software)		174		1,656
Clear Channel Outdoor Holdings, Inc.* (Media)		1,841		6,094
Clearfield, Inc.* (Communications Equipment)		58		4,896
ClearPoint Neuro, Inc.* (Health Care Equipment & Supplies)		97		1,088
Clearwater Paper Corp.* (Paper & Forest Products)		84		3,080
Clearway Energy, Inc.—Class A (Independent Power and Renewable Electricity Producers)		177		5,926
Clearway Energy, Inc.—Class C (Independent Power and Renewable Electricity Producers)		416		14,988
Clene, Inc.* (Biotechnology)		104		426
Clipper Realty, Inc. (Equity Real Estate Investment Trusts)		62		616
Clovis Oncology, Inc.* (Biotechnology)		573		1,553
CMC Materials, Inc. (Semiconductors & Semiconductor Equipment)		144		27,603
CNB Financial Corp. (Banks)		82		2,173
CNO Financial Group, Inc. (Insurance)		624		14,876
CNX Resources Corp.* (Oil, Gas & Consumable Fuels)		1,064		14,630
Coastal Financial Corp.* (Banks)		48		2,430
Coca-Cola Consolidated, Inc. (Beverages)		24		14,861
Codex DNA, Inc.* (Life Sciences Tools & Services)		39		421
Codexis, Inc.* (Life Sciences Tools & Services)		305		9,537
Codiak Biosciences, Inc.* (Biotechnology)		81		902
Coeur Mining, Inc.* (Metals & Mining)		1,297		6,537
Cogent Biosciences, Inc.* (Biotechnology)		188		1,613
Cogent Communications Holdings, Inc. (Diversified Telecommunication Services)		216		15,807
Cohen & Steers, Inc. (Capital Markets)		126		11,656
Coherus Biosciences, Inc.* (Biotechnology)		330		5,267
Cohu, Inc.* (Semiconductors & Semiconductor Equipment)		243		9,256
Collegium Pharmaceutical, Inc.* (Pharmaceuticals)		175		3,269
Columbia Banking System, Inc. (Banks)		397		12,990
Columbia Financial, Inc.* (Thrifts & Mortgage Finance)		199		4,151
Columbus McKinnon Corp. (Machinery)		141		6,523
Comfort Systems USA, Inc. (Construction & Engineering)		181		17,908
Commercial Metals Co. (Metals & Mining)		609		22,100
Commercial Vehicle Group, Inc.* (Machinery)		163		1,314
Community Bank System, Inc. (Banks)		272		20,259
Community Health Systems, Inc.* (Health Care Providers & Services)		630		8,385
Community Healthcare Trust, Inc. (Equity Real Estate Investment Trusts)		121		5,720
Community Trust Bancorp, Inc. (Banks)		79		3,445
CommVault Systems, Inc.* (Software)		232		15,989
Compass Minerals International, Inc. (Metals & Mining)		173		8,837
Computer Programs & Systems, Inc.* (Health Care Technology)		71		2,080
CompX International, Inc. (Commercial Services & Supplies)		8		180
comScore, Inc.* (Media)		355		1,186
Comstock Resources, Inc.* (Oil, Gas & Consumable Fuels)		465		3,762
Comtech Telecommunications Corp. (Communications Equipment)		131		3,103
Concrete Pumping Holdings, Inc.* (Construction & Engineering)		131		1,074
Conduent, Inc.* (IT Services)		849		4,534
CONMED Corp. (Health Care Equipment & Supplies)		147		20,839
ConnectOne Bancorp, Inc. (Banks)		189		6,182
Conn's, Inc.* (Specialty Retail)		91		2,140
Consensus Cloud Solutions, Inc.* (Software)		82		4,745
CONSOL Energy, Inc.* (Oil, Gas & Consumable Fuels)		174		3,952
Consolidated Communications Holdings, Inc.* (Diversified Telecommunication Services)		370		2,768
Constellium SE* (Metals & Mining)		630		11,283
Construction Partners, Inc.*—Class A (Construction & Engineering)		148		4,353
Convey Health Solutions Holdings, Inc.* (Health Care Technology)		68		568
Cooper-Standard Holding, Inc.* (Auto Components)		85		1,905
Corcept Therapeutics, Inc.* (Pharmaceuticals)		485		9,603
CoreCard Corp.* (Software)		37		1,436
CoreCivic, Inc.* (Equity Real Estate Investment Trusts)		608		6,062
CorePoint Lodging, Inc.* (Equity Real Estate Investment Trusts)		199		3,124
CorMedix, Inc.* (Pharmaceuticals)		192		874

See accompanying notes to financial statements.

352 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Cornerstone Building Brands, Inc.* (Building Products)		278	$	4,848
Corporate Office Properties Trust (Equity Real Estate Investment Trusts)		573		16,027
Corsair Gaming, Inc.*(a) (Technology Hardware, Storage & Peripherals)		139		2,920
Cortexyme, Inc.* (Biotechnology)		101		1,275
CorVel Corp.* (Health Care Providers & Services)		45		9,360
Costamare, Inc. (Marine)		268		3,390
Couchbase, Inc.* (Software)		50		1,248
Coursera, Inc.* (Diversified Consumer Services)		370		9,043
Covenant Logistics Group, Inc.*—Class A (Road & Rail)		61		1,612
Covetrus, Inc.* (Health Care Providers & Services)		525		10,484
Cowen, Inc.—Class A (Capital Markets)		134		4,837
CRA International, Inc. (Professional Services)		37		3,454
Cracker Barrel Old Country Store, Inc. (Hotels, Restaurants & Leisure)		120		15,437
Crawford & Co.—Class A (Insurance)		83		622
Crescent Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		149		1,889
Crinetics Pharmaceuticals, Inc.* (Biotechnology)		234		6,648
Crocs, Inc.* (Textiles, Apparel & Luxury Goods)		295		37,826
Cross Country Healthcare, Inc.* (Health Care Providers & Services)		182		5,052
CrossFirst Bankshares, Inc.* (Banks)		236		3,684
CryoLife, Inc.* (Health Care Equipment & Supplies)		193		3,928
CryoPort, Inc.* (Health Care Equipment & Supplies)		206		12,189
CS Disco, Inc.* (Software)		39		1,394
CSG Systems International, Inc. (IT Services)		165		9,507
CSW Industrials, Inc. (Building Products)		75		9,065
CTO Realty Growth, Inc. (Equity Real Estate Investment Trusts)		30		1,843
CTS Corp. (Electronic Equipment, Instruments & Components)		162		5,949
Cue BioPharma, Inc.* (Biotechnology)		156		1,764
Cue Health, Inc.* (Health Care Equipment & Supplies)		74		992
Cullinan Oncology, Inc.* (Biotechnology)		131		2,021
CuriosityStream, Inc.* (Entertainment)		132		783
Curis, Inc.* (Biotechnology)		439		2,090
Curo Group Holdings Corp. (Consumer Finance)		104		1,665
Cushman & Wakefield PLC* (Real Estate Management & Development)		703		15,635
Custom Truck One Source, Inc.* (Trading Companies & Distributors)		234		1,872
Customers Bancorp, Inc. (Banks)		152		9,936
Cutera, Inc.* (Health Care Equipment & Supplies)		89		3,677
CVB Financial Corp. (Banks)		655		14,024
CVR Energy, Inc. (Oil, Gas & Consumable Fuels)		150		2,522
CVRx, Inc.* (Health Care Equipment & Supplies)		41		501
Cymabay Therapeutics, Inc.* (Pharmaceuticals)		351		1,186
Cyteir Therapeutics, Inc.* (Pharmaceuticals)		42		478
Cytek Biosciences, Inc.* (Life Sciences Tools & Services)		81		1,322
Cytokinetics, Inc.* (Biotechnology)		402		18,323
CytomX Therapeutics, Inc.* (Biotechnology)		329		1,425
CytoSorbents Corp.* (Health Care Equipment & Supplies)		209		876
Daily Journal Corp.* (Media)		6		2,140
Daktronics, Inc.* (Electronic Equipment, Instruments & Components)		186		939
Dana, Inc. (Auto Components)		737		16,818
Danimer Scientific, Inc.* (Chemicals)		459		3,911
DarioHealth Corp.* (Health Care Equipment & Supplies)		68		882
Daseke, Inc.* (Road & Rail)		204		2,048
Dave & Buster's Entertainment, Inc.* (Hotels, Restaurants & Leisure)		219		8,410
Day One Biopharmaceuticals, Inc.* (Biotechnology)		56		944
Deciphera Pharmaceuticals, Inc.* (Biotechnology)		200		1,954
Del Taco Restaurants, Inc. (Hotels, Restaurants & Leisure)		151		1,880
Delek US Holdings, Inc.* (Oil, Gas & Consumable Fuels)		333		4,992
Deluxe Corp. (Commercial Services & Supplies)		214		6,872
Denali Therapeutics, Inc.* (Biotechnology)		461		20,561
Denbury, Inc.* (Oil, Gas & Consumable Fuels)		256		19,607
Denny's Corp.* (Hotels, Restaurants & Leisure)		314		5,024
DermTech, Inc.* (Biotechnology)		123		1,943
Design Therapeutics, Inc.* (Biotechnology)		135		2,890
Designer Brands, Inc.* (Specialty Retail)		305		4,334
Desktop Metal, Inc.*—Class A (Machinery)		949		4,698
DHT Holdings, Inc. (Oil, Gas & Consumable Fuels)		719		3,732
Diamond Hill Investment Group, Inc. (Capital Markets)		15		2,913
DiamondRock Hospitality Co.* (Equity Real Estate Investment Trusts)		1,059		10,177
DICE Therapeutics, Inc.* (Pharmaceuticals)		71		1,797
Diebold Nixdorf, Inc.* (Technology Hardware, Storage & Peripherals)		365		3,303
Digi International, Inc.* (Communications Equipment)		171		4,201
Digimarc Corp.* (Software)		65		2,566
Digital Media Solutions, Inc.*—Class A (Media)		16		76
Digital Turbine, Inc.* (Software)		460		28,055
DigitalBridge Group, Inc.* (Equity Real Estate Investment Trusts)		2,460		20,492
DigitalOcean Holdings, Inc.* (IT Services)		257		20,645
Dillard's, Inc.—Class A (Multiline Retail)		30		7,351
Dime Community Bancshares, Inc. (Banks)		175		6,153
Dine Brands Global, Inc. (Hotels, Restaurants & Leisure)		83		6,292
Diodes, Inc.* (Semiconductors & Semiconductor Equipment)		221		24,268
Diversified Healthcare Trust (Equity Real Estate Investment Trusts)		1,203		3,717
DMC Global, Inc.* (Energy Equipment & Services)		94		3,723
Domo, Inc.* (Software)		142		7,043
Donegal Group, Inc.—Class A (Insurance)		75		1,072
Donnelley Financial Solutions, Inc.* (Capital Markets)		149		7,024
Dorian LPG, Ltd. (Oil, Gas & Consumable Fuels)		158		2,005
Dorman Products, Inc.* (Auto Components)		134		15,143
Douglas Dynamics, Inc. (Machinery)		115		4,492

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 353

Common Stocks, continued

	Shares		Value
Douglas Elliman, Inc.* (Real Estate Management & Development)		364	$	4,186
Dril-Quip, Inc.* (Energy Equipment & Services)		178		3,503
Drive Shack, Inc.* (Hotels, Restaurants & Leisure)		419		599
Duckhorn Portfolio, Inc. (The)* (Beverages)		182		4,248
Ducommun, Inc.* (Aerospace & Defense)		55		2,572
Duluth Holdings, Inc.*—Class B (Internet & Direct Marketing Retail)		62		941
Durect Corp.* (Pharmaceuticals)		1,147		1,131
DXP Enterprises, Inc.* (Trading Companies & Distributors)		88		2,259
Dycom Industries, Inc.* (Construction & Engineering)		149		13,970
Dynavax Technologies Corp.* (Biotechnology)		546		7,682
Dyne Therapeutics, Inc.* (Biotechnology)		152		1,807
Dynex Capital, Inc. (Mortgage Real Estate Investment Trusts)		183		3,058
DZS, Inc.* (Communications Equipment)		86		1,395
E2open Parent Holdings, Inc.* (Software)		1,008		11,350
Eagle Bancorp, Inc. (Banks)		160		9,334
Eagle Bulk Shipping, Inc. (Marine)		46		2,093
Eagle Pharmaceuticals, Inc.* (Biotechnology)		58		2,953
Eargo, Inc.* (Health Care Equipment & Supplies)		153		780
Earthstone Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		129		1,411
Easterly Government Properties, Inc. (Equity Real Estate Investment Trusts)		439		10,062
Eastern Bankshares, Inc. (Banks)		871		17,568
EastGroup Properties, Inc. (Equity Real Estate Investment Trusts)		205		46,708
Eastman Kodak Co.* (Technology Hardware, Storage & Peripherals)		227		1,062
Ebix, Inc. (Software)		135		4,104
EchoStar Corp.*—Class A (Communications Equipment)		189		4,980
Ecovyst, Inc. (Chemicals)		260		2,662
Edgewell Personal Care Co. (Personal Products)		275		12,570
Edgewise Therapeutics, Inc.* (Pharmaceuticals)		196		2,995
Editas Medicine, Inc.* (Biotechnology)		347		9,213
eGain Corp.* (Software)		105		1,048
eHealth, Inc.* (Insurance)		125		3,188
Eiger Biopharmaceuticals, Inc.* (Biotechnology)		162		841
El Pollo Loco Holdings, Inc.* (Hotels, Restaurants & Leisure)		97		1,376
elf Beauty, Inc.* (Personal Products)		244		8,103
Eliem Therapeutics, Inc.* (Biotechnology)		36		377
Ellington Financial, Inc. (Mortgage Real Estate Investment Trusts)		273		4,666
EMCOR Group, Inc. (Construction & Engineering)		270		34,396
EMCORE Corp.* (Communications Equipment)		185		1,291
Emerald Holding, Inc.* (Media)		119		472
Emergent BioSolutions, Inc.* (Biotechnology)		248		10,781
Empire State Realty Trust, Inc. (Equity Real Estate Investment Trusts)		725		6,453
Employers Holdings, Inc. (Insurance)		142		5,876
Enact Holdings, Inc. (Thrifts & Mortgage Finance)		75		1,550
Enanta Pharmaceuticals, Inc.* (Biotechnology)		98		7,328
Encore Capital Group, Inc.* (Consumer Finance)		148		9,192
Encore Wire Corp. (Electrical Equipment)		100		14,310
Endo International PLC* (Pharmaceuticals)		1,162		4,369
Energizer Holdings, Inc. (Household Products)		345		13,835
Energy Fuels, Inc.* (Oil, Gas & Consumable Fuels)		784		5,982
Energy Recovery, Inc.* (Machinery)		211		4,534
Enerpac Tool Group Corp. (Machinery)		306		6,206
EnerSys (Electrical Equipment)		217		17,155
Enfusion, Inc.*—Class A (Software)		110		2,303
EngageSmart, Inc.* (Software)		81		1,954
Ennis, Inc. (Commercial Services & Supplies)		129		2,519
Enova International, Inc.* (Consumer Finance)		184		7,537
EnPro Industries, Inc. (Machinery)		105		11,557
Enstar Group, Ltd.* (Insurance)		63		15,598
Entercom Communications Corp.* (Media)		598		1,537
Enterprise Bancorp, Inc. (Banks)		47		2,111
Enterprise Financial Services Corp. (Banks)		180		8,476
Entrada Therapeutics, Inc.* (Biotechnology)		46		788
Entravision Communications Corp.—Class A (Media)		305		2,068
Envestnet, Inc.* (Software)		275		21,819
Eos Energy Enterprises, Inc.* (Electrical Equipment)		226		1,700
Epizyme, Inc.* (Biotechnology)		464		1,160
ePlus, Inc.* (Electronic Equipment, Instruments & Components)		135		7,274
Equitrans Midstream Corp. (Oil, Gas & Consumable Fuels)		2,074		21,445
Equity Bancshares, Inc.—Class A (Banks)		69		2,341
Equity Commonwealth* (Equity Real Estate Investment Trusts)		595		15,411
Erasca, Inc.* (Biotechnology)		107		1,667
Eros STX Global Corp.* (Entertainment)		1,611		386
Escalade, Inc. (Leisure Products)		50		790
ESCO Technologies, Inc. (Machinery)		130		11,699
Esperion Therapeutics, Inc.* (Biotechnology)		137		685
Esports Technologies, Inc.* (Hotels, Restaurants & Leisure)		56		1,151
Essent Group, Ltd. (Thrifts & Mortgage Finance)		549		24,996
Essential Properties Realty Trust, Inc. (Real Estate Management & Development)		614		17,702
Ethan Allen Interiors, Inc. (Household Durables)		114		2,997
European Wax Center, Inc.*—Class A (Diversified Consumer Services)		67		2,033
Evelo Biosciences, Inc.* (Biotechnology)		154		935
Eventbrite, Inc.* (Interactive Media & Services)		388		6,767
EverCommerce, Inc.* (Software)		84		1,323
Everi Holdings, Inc.* (Hotels, Restaurants & Leisure)		433		9,245
EverQuote, Inc.*—Class A (Interactive Media & Services)		99		1,550
EVERTEC, Inc. (IT Services)		307		15,344
EVI Industries, Inc.* (Trading Companies & Distributors)		29		906
Evo Payments, Inc.* (IT Services)		240		6,144
Evolent Health, Inc.* (Health Care Technology)		404		11,179
Evolus, Inc.* (Pharmaceuticals)		168		1,094
Evoqua Water Technologies Corp.* (Machinery)		587		27,441
Exagen, Inc.* (Health Care Providers & Services)		52		605
ExlService Holdings, Inc.* (IT Services)		167		24,177

See accompanying notes to financial statements.

354 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
eXp World Holdings, Inc. (Real Estate Management & Development)		318	$	10,713
Exponent, Inc. (Professional Services)		263		30,700
Expro Group Holdings N.V.* (Energy Equipment & Services)		236		3,387
Extreme Networks, Inc.* (Communications Equipment)		644		10,111
EyePoint Pharmaceuticals, Inc.* (Pharmaceuticals)		107		1,310
EZCORP, Inc.*—Class A (Consumer Finance)		250		1,843
F45 Training Holdings, Inc.* (Hotels, Restaurants & Leisure)		104		1,133
Fabrinet* (Electronic Equipment, Instruments & Components)		187		22,154
Falcon Minerals Corp. (Oil, Gas & Consumable Fuels)		200		974
Farmers National Bancorp (Banks)		157		2,912
Farmland Partners, Inc. (Equity Real Estate Investment Trusts)		145		1,733
FARO Technologies, Inc.* (Electronic Equipment, Instruments & Components)		92		6,442
Fate Therapeutics, Inc.* (Biotechnology)		411		24,048
Fathom Holdings, Inc.* (Real Estate Management & Development)		31		634
FB Financial Corp. (Banks)		169		7,406
Federal Agricultural Mortgage Corp. (Thrifts & Mortgage Finance)		46		5,701
Federal Signal Corp. (Machinery)		306		13,262
Federated Hermes, Inc.—Class B (Capital Markets)		472		17,738
Ferro Corp.* (Chemicals)		417		9,103
FibroGen, Inc.* (Biotechnology)		437		6,162
Fidelity D&D Bancorp, Inc. (Banks)		20		1,180
Fiesta Restaurant Group, Inc.* (Hotels, Restaurants & Leisure)		90		991
Finance Of America Cos., Inc.*—Class A (Thrifts & Mortgage Finance)		94		373
Financial Institutions, Inc. (Banks)		79		2,512
Finch Therapeutics Group, Inc.* (Biotechnology)		38		379
First Advantage Corp.* (Professional Services)		279		5,312
First Bancorp (Banks)		174		7,955
First Bancorp (Banks)		1,028		14,166
First Bancshares, Inc. (Banks)		103		3,978
First Bank/Hamilton NJ (Banks)		79		1,146
First Busey Corp. (Banks)		255		6,916
First Commonwealth Financial Corp. (Banks)		477		7,675
First Community Bancshares, Inc. (Banks)		84		2,807
First Financial Bancorp (Banks)		470		11,459
First Financial Bankshares, Inc. (Banks)		659		33,505
First Financial Corp. (Banks)		58		2,627
First Foundation, Inc. (Banks)		201		4,997
First Internet Bancorp (Banks)		47		2,211
First Interstate BancSystem—Class A (Banks)		208		8,459
First Merchants Corp. (Banks)		289		12,106
First Mid Bancshares, Inc. (Banks)		84		3,594
First Midwest Bancorp, Inc. (Banks)		578		11,837
First of Long Island Corp. (Banks)		116		2,504
First Watch Restaurant Group, Inc.* (Hotels, Restaurants & Leisure)		56		939
FirstCash Holdings, Inc. (Consumer Finance)		201		15,037
Fisker, Inc.*(a) (Automobiles)		828		13,025
Five Star Bancorp (Banks)		63		1,890
Flagstar Bancorp, Inc. (Thrifts & Mortgage Finance)		264		12,656
Flexsteel Industries, Inc. (Household Durables)		33		886
Fluent, Inc.* (Media)		220		438
Fluidigm Corp.* (Life Sciences Tools & Services)		386		1,513
Fluor Corp.* (Construction & Engineering)		720		17,834
Flushing Financial Corp. (Banks)		150		3,645
Flywire Corp.* (IT Services)		319		12,141
Focus Financial Partners, Inc.* (Capital Markets)		302		18,035
Foghorn Therapeutics, Inc.* (Pharmaceuticals)		99		2,264
Forestar Group, Inc.* (Real Estate Management & Development)		86		1,871
Forian, Inc.* (Health Care Technology)		96		866
Forma Therapeutics Holdings, Inc.* (Biotechnology)		172		2,446
FormFactor, Inc.* (Semiconductors & Semiconductor Equipment)		394		18,014
Forrester Research, Inc.* (Professional Services)		57		3,348
Forte Biosciences, Inc.* (Biotechnology)		57		122
Forterra, Inc.* (Construction Materials)		148		3,519
Fortress Biotech, Inc.* (Biotechnology)		377		943
Forward Air Corp. (Air Freight & Logistics)		136		16,467
Fossil Group, Inc.* (Textiles, Apparel & Luxury Goods)		242		2,490
Four Corners Property Trust, Inc. (Equity Real Estate Investment Trusts)		392		11,529
Fox Factory Holding Corp.* (Auto Components)		214		36,402
Franchise Group, Inc. (Diversified Consumer Services)		144		7,511
Franklin BSP Realty Trust, Inc. (Mortgage Real Estate Investment Trusts)		183		2,734
Franklin Covey Co.* (Professional Services)		64		2,967
Franklin Electric Co., Inc. (Machinery)		235		22,222
Franklin Street Properties Corp. (Equity Real Estate Investment Trusts)		515		3,064
Frequency Therapeutics, Inc.* (Biotechnology)		162		831
Fresh Del Monte Produce, Inc. (Food Products)		170		4,692
Frontier Group Holdings, Inc.* (Airlines)		177		2,402
Frontline, Ltd.* (Oil, Gas & Consumable Fuels)		606		4,284
FRP Holdings, Inc.* (Real Estate Management & Development)		34		1,965
FS Bancorp, Inc. (Thrifts & Mortgage Finance)		36		1,211
FTC Solar, Inc.* (Electrical Equipment)		96		726
FTS International, Inc.*—Class A (Energy Equipment & Services)		45		1,181
fuboTV, Inc.* (Software)		686		10,647
FuelCell Energy, Inc.* (Electrical Equipment)		1,875		9,750
Fulcrum Therapeutics, Inc.* (Pharmaceuticals)		139		2,459
Fulgent Genetics, Inc.* (Health Care Providers & Services)		106		10,663
Full House Resorts, Inc.* (Hotels, Restaurants & Leisure)		166		2,010
Fulton Financial Corp. (Banks)		806		13,702
Funko, Inc.* (Distributors)		136		2,557
FutureFuel Corp. (Chemicals)		131		1,001
G1 Therapeutics, Inc.* (Biotechnology)		201		2,052
GAMCO Investors, Inc.—Class A (Capital Markets)		26		649
GAN, Ltd.* (Hotels, Restaurants & Leisure)		203		1,866
Gannett Co., Inc.* (Media)		713		3,800

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 355

Common Stocks, continued

	Shares		Value
Gatos Silver, Inc.* (Metals & Mining)		235	$	2,439
GATX Corp. (Trading Companies & Distributors)		179		18,650
GCM Grosvenor, Inc.—Class A (Capital Markets)		226		2,373
GCP Applied Technologies, Inc.* (Chemicals)		249		7,883
Gemini Therapeutics, Inc.* (Biotechnology)		111		323
Genco Shipping & Trading, Ltd. (Marine)		163		2,608
Generation Bio Co.* (Biotechnology)		222		1,572
Genesco, Inc.* (Specialty Retail)		75		4,813
Genius Brands International, Inc.*(a) (Leisure Products)		1,431		1,503
Gentherm, Inc.* (Auto Components)		169		14,686
Genworth Financial, Inc.* (Insurance)		2,571		10,413
German American Bancorp, Inc. (Banks)		125		4,873
Geron Corp.* (Biotechnology)		1,545		1,885
Getty Realty Corp. (Equity Real Estate Investment Trusts)		207		6,643
Gevo, Inc.* (Oil, Gas & Consumable Fuels)		1,008		4,314
Gibraltar Industries, Inc.* (Building Products)		166		11,069
G-III Apparel Group, Ltd.* (Textiles, Apparel & Luxury Goods)		224		6,191
Glacier Bancorp, Inc. (Banks)		559		31,696
Gladstone Commercial Corp. (Equity Real Estate Investment Trusts)		187		4,819
Gladstone Land Corp. (Equity Real Estate Investment Trusts)		159		5,368
Glatfelter Corp. (Paper & Forest Products)		222		3,818
Glaukos Corp.* (Health Care Equipment & Supplies)		231		10,266
Global Blood Therapeutics, Inc.* (Biotechnology)		314		9,191
Global Industrial Co. (Trading Companies & Distributors)		65		2,659
Global Medical REIT, Inc. (Equity Real Estate Investment Trusts)		304		5,396
Global Net Lease, Inc. (Equity Real Estate Investment Trusts)		529		8,083
Global Water Resources, Inc. (Water Utilities)		64		1,094
Globalstar, Inc.* (Diversified Telecommunication Services)		3,078		3,570
GMS, Inc.* (Trading Companies & Distributors)		217		13,044
Gogo, Inc.* (Wireless Telecommunication Services)		300		4,059
Golar LNG, Ltd.* (Oil, Gas & Consumable Fuels)		513		6,356
Golden Entertainment, Inc.* (Hotels, Restaurants & Leisure)		87		4,396
Golden Nugget Online Gaming, Inc.* (Hotels, Restaurants & Leisure)		202		2,010
Goosehead Insurance, Inc. (Insurance)		92		11,967
GoPro, Inc.*—Class A (Household Durables)		653		6,732
Gorman-Rupp Co. (Machinery)		115		5,123
Gossamer Bio, Inc.* (Biotechnology)		315		3,563
GrafTech International, Ltd. (Electrical Equipment)		1,017		12,031
Graham Holdings Co.—Class B (Diversified Consumer Services)		19		11,966
Granite Construction, Inc. (Construction & Engineering)		232		8,978
Granite Point Mortgage Trust, Inc. (Mortgage Real Estate Investment Trusts)		271		3,173
Graphite Bio, Inc.* (Biotechnology)		82		1,019
Gray Television, Inc. (Media)		433		8,729
Great Ajax Corp. (Mortgage Real Estate Investment Trusts)		110		1,448
Great Lakes Dredge & Dock Corp.* (Construction & Engineering)		328		5,156
Great Southern Bancorp, Inc. (Banks)		52		3,081
Great Western Bancorp, Inc. (Banks)		281		9,543
Green Brick Partners, Inc.* (Household Durables)		156		4,731
Green Dot Corp.*—Class A (Consumer Finance)		271		9,821
Green Plains, Inc.* (Oil, Gas & Consumable Fuels)		242		8,412
GreenBox POS* (IT Services)		92		386
Greenhill & Co., Inc. (Capital Markets)		71		1,273
Greenlane Holdings, Inc.*—Class A (Distributors)		84		81
Greenlight Capital Re, Ltd.*—Class A (Insurance)		133		1,043
Greenwich Lifesciences, Inc.* (Biotechnology)		21		511
Greif, Inc.—Class A (Containers & Packaging)		131		7,908
Greif, Inc.—Class B (Containers & Packaging)		30		1,793
Grid Dynamics Holdings, Inc.* (IT Services)		231		8,771
Griffon Corp. (Building Products)		236		6,721
Gritstone bio, Inc.* (Biotechnology)		217		2,791
Group 1 Automotive, Inc. (Specialty Retail)		89		17,375
Groupon, Inc.* (Internet & Direct Marketing Retail)		120		2,779
GrowGeneration Corp.* (Specialty Retail)		281		3,667
GT Biopharma, Inc.* (Biotechnology)		90		275
GTY Technology Holdings, Inc.* (Software)		163		1,092
Guaranty Bancshares, Inc. (Banks)		40		1,503
Guess?, Inc. (Specialty Retail)		204		4,831
H&E Equipment Services, Inc. (Trading Companies & Distributors)		163		7,216
H.B. Fuller Co. (Chemicals)		265		21,465
Haemonetics Corp.* (Health Care Equipment & Supplies)		256		13,578
Hall of Fame Resort & Entertainment Co.* (Hotels, Restaurants & Leisure)		282		429
Halozyme Therapeutics, Inc.* (Biotechnology)		702		28,227
Hamilton Beach Brands Holding Co.—Class A (Household Durables)		38		546
Hamilton Lane, Inc. (Capital Markets)		177		18,341
Hancock Whitney Corp. (Banks)		439		21,959
Hanger, Inc.* (Health Care Providers & Services)		190		3,445
Hanmi Financial Corp. (Banks)		155		3,670
Hannon Armstrong Sustainable Infrastructure Capital, Inc.—Class I (Mortgage Real Estate Investment Trusts)		389		20,663
HarborOne Bancorp, Inc. (Banks)		243		3,606
Harmonic, Inc.* (Communications Equipment)		459		5,398
Harmony Biosciences Holdings, Inc.* (Pharmaceuticals)		116		4,946
Harpoon Therapeutics, Inc.* (Biotechnology)		95		717
Harsco Corp.* (Machinery)		397		6,634
Harvard Bioscience, Inc.* (Life Sciences Tools & Services)		199		1,403
Haverty Furniture Cos., Inc. (Specialty Retail)		83		2,537
Hawaiian Holdings, Inc.* (Airlines)		256		4,703
Hawkins, Inc. (Chemicals)		97		3,827
Haynes International, Inc. (Metals & Mining)		63		2,541
HBT Financial, Inc. (Banks)		52		974
HCI Group, Inc. (Insurance)		29		2,423
Health Catalyst, Inc.* (Health Care Technology)		265		10,499

See accompanying notes to financial statements.

356 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Healthcare Realty Trust, Inc. (Equity Real Estate Investment Trusts)		748	$	23,667
Healthcare Services Group, Inc. (Commercial Services & Supplies)		380		6,760
HealthEquity, Inc.* (Health Care Providers & Services)		415		18,360
HealthStream, Inc.* (Health Care Technology)		128		3,374
Heartland Express, Inc. (Road & Rail)		239		4,020
Heartland Financial USA, Inc. (Banks)		204		10,324
Hecla Mining Co. (Metals & Mining)		2,695		14,068
Heidrick & Struggles International, Inc. (Professional Services)		98		4,286
Helen of Troy, Ltd.* (Household Durables)		122		29,824
Helios Technologies, Inc. (Machinery)		164		17,248
Helix Energy Solutions Group, Inc.* (Energy Equipment & Services)		726		2,265
Helmerich & Payne, Inc. (Energy Equipment & Services)		534		12,656
Hemisphere Media Group, Inc.* (Media)		82		596
Herc Holdings, Inc. (Trading Companies & Distributors)		127		19,882
Heritage Commerce Corp. (Banks)		296		3,534
Heritage Financial Corp. (Banks)		176		4,301
Heritage Insurance Holdings, Inc. (Insurance)		131		770
Heritage-Crystal Clean, Inc.* (Commercial Services & Supplies)		79		2,530
Heron Therapeutics, Inc.* (Biotechnology)		468		4,273
Hersha Hospitality Trust* (Equity Real Estate Investment Trusts)		164		1,504
Heska Corp.* (Health Care Equipment & Supplies)		50		9,125
HF Foods Group, Inc.* (Food & Staples Retailing)		184		1,557
Hibbett, Inc. (Specialty Retail)		75		5,395
HighPeak Energy, Inc. (Oil, Gas & Consumable Fuels)		26		381
Hillenbrand, Inc. (Machinery)		370		19,236
Hilltop Holdings, Inc. (Banks)		314		11,034
Hilton Grand Vacations, Inc.* (Hotels, Restaurants & Leisure)		434		22,616
Hingham Institution For Savings The (Thrifts & Mortgage Finance)		7		2,939
HireQuest, Inc. (Professional Services)		26		524
HireRight Holdings Corp.* (Professional Services)		114		1,824
HNI Corp. (Commercial Services & Supplies)		221		9,293
Home Bancorp, Inc. (Thrifts & Mortgage Finance)		38		1,577
Home BancShares, Inc. (Banks)		773		18,823
Home Point Capital, Inc. (Thrifts & Mortgage Finance)		37		167
HomeStreet, Inc. (Thrifts & Mortgage Finance)		101		5,252
HomeTrust Bancshares, Inc. (Banks)		76		2,354
Homology Medicines, Inc.* (Biotechnology)		213		775
Honest Co., Inc. (The)* (Personal Products)		431		3,487
Hooker Furnishings Corp. (Household Durables)		59		1,374
Hookipa Pharma, Inc.* (Biotechnology)		97		226
Hope Bancorp, Inc. (Banks)		587		8,635
Horace Mann Educators Corp. (Insurance)		212		8,204
Horizon Bancorp, Inc. (Banks)		217		4,524
Hostess Brands, Inc.* (Food Products)		701		14,314
Houghton Mifflin Harcourt Co.* (Diversified Consumer Services)		645		10,384
Houlihan Lokey, Inc. (Capital Markets)		259		26,813
Hovnanian Enterprises, Inc.*—Class A (Household Durables)		26		3,310
Howard Bancorp, Inc.* (Banks)		67		1,460
Hub Group, Inc.*—Class A (Air Freight & Logistics)		168		14,152
Humanigen, Inc.* (Biotechnology)		247		919
Huron Consulting Group, Inc.* (Professional Services)		110		5,489
Hydrofarm Holdings Group, Inc.* (Machinery)		197		5,573
Hyliion Holdings Corp.* (Machinery)		594		3,683
HyreCar, Inc.* (Diversified Consumer Services)		90		424
Hyster-Yale Materials Handling, Inc. (Machinery)		51		2,096
I3 Verticals, Inc.*—Class A (IT Services)		108		2,461
IBEX, Ltd.* (Commercial Services & Supplies)		29		374
iBio, Inc.* (Biotechnology)		1,096		602
iCAD, Inc.* (Health Care Technology)		111		799
ICF International, Inc. (Professional Services)		94		9,640
Ichor Holdings, Ltd.* (Semiconductors & Semiconductor Equipment)		142		6,536
Icosavax, Inc.* (Biotechnology)		68		1,556
Ideanomics, Inc.* (Software)		2,229		2,675
Ideaya Biosciences, Inc.* (Biotechnology)		166		3,924
Identiv, Inc.* (Electronic Equipment, Instruments & Components)		109		3,067
IDT Corp.*—Class B (Diversified Telecommunication Services)		102		4,504
IES Holdings, Inc.* (Construction & Engineering)		44		2,228
IGM Biosciences, Inc.* (Biotechnology)		42		1,232
iHeartMedia, Inc.*—Class A (Media)		568		11,951
II-VI, Inc.* (Electronic Equipment, Instruments & Components)		537		36,692
Ikena Oncology, Inc.* (Biotechnology)		140		1,756
Imago Biosciences, Inc.* (Biotechnology)		49		1,162
IMAX Corp.* (Entertainment)		253		4,514
Immuneering Corp.*—Class A (Biotechnology)		43		695
Immunic, Inc.* (Biotechnology)		95		909
ImmunityBio, Inc.* (Biotechnology)		346		2,104
ImmunoGen, Inc.* (Biotechnology)		1,003		7,442
Immunovant, Inc.* (Biotechnology)		203		1,730
Impel Neuropharma, Inc.* (Biotechnology)		27		233
Impinj, Inc.* (Semiconductors & Semiconductor Equipment)		96		8,515
Inari Medical, Inc.* (Health Care Equipment & Supplies)		174		15,881
Independence Holding Co. (Insurance)		22		1,247
Independence Realty Trust, Inc. (Equity Real Estate Investment Trusts)		534		13,793
Independent Bank Corp. (Banks)		103		2,459
Independent Bank Corp. (Banks)		232		18,915
Independent Bank Group, Inc. (Banks)		191		13,781
Indus Realty Trust, Inc. (Real Estate Management & Development)		29		2,351
Industrial Logistics Properties Trust (Equity Real Estate Investment Trusts)		329		8,241
Infinera Corp.* (Communications Equipment)		928		8,900
Infinity Pharmaceuticals, Inc.* (Biotechnology)		444		999
Infrastructure and Energy Alternatives, Inc.* (Construction & Engineering)		139		1,279

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 357

Common Stocks, continued

	Shares		Value
InfuSystem Holdings, Inc.* (Health Care Providers & Services)		92	$	1,567
Ingevity Corp.* (Chemicals)		201		14,412
Ingles Markets, Inc. (Food & Staples Retailing)		71		6,130
Inhibrx, Inc.* (Biotechnology)		142		6,201
Innospec, Inc. (Chemicals)		124		11,202
Innovage Holding Corp.* (Health Care Providers & Services)		93		465
INNOVATE Corp.* (Construction & Engineering)		240		888
Innovative Industrial Properties, Inc. (Equity Real Estate Investment Trusts)		120		31,549
Innoviva, Inc.* (Pharmaceuticals)		220		3,795
Inogen, Inc.* (Health Care Equipment & Supplies)		101		3,434
Inotiv, Inc.* (Life Sciences Tools & Services)		75		3,155
Inovio Pharmaceuticals, Inc.* (Biotechnology)		1,048		5,230
Inozyme Pharma, Inc.* (Biotechnology)		73		498
Inseego Corp.* (Communications Equipment)		432		2,519
Insight Enterprises, Inc.* (Electronic Equipment, Instruments & Components)		175		18,655
Insmed, Inc.* (Biotechnology)		599		16,317
Insperity, Inc. (Professional Services)		184		21,732
Inspire Medical Systems, Inc.* (Health Care Technology)		136		31,288
Installed Building Products, Inc. (Household Durables)		120		16,766
Insteel Industries, Inc. (Building Products)		95		3,782
Instil Bio, Inc.* (Biotechnology)		274		4,688
Instructure Holdings, Inc.* (Software)		62		1,487
Intapp, Inc.* (Software)		53		1,333
Integer Holdings Corp.* (Health Care Equipment & Supplies)		167		14,294
Integral Ad Science Holding Corp.* (Technology Hardware, Storage & Peripherals)		88		1,954
Intellia Therapeutics, Inc.* (Biotechnology)		354		41,858
Inter Parfums, Inc. (Personal Products)		91		9,728
Intercept Pharmaceuticals, Inc.* (Biotechnology)		127		2,069
InterDigital, Inc. (Communications Equipment)		157		11,246
Interface, Inc. (Commercial Services & Supplies)		295		4,705
International Bancshares Corp. (Banks)		273		11,572
International Game Technology PLC (Hotels, Restaurants & Leisure)		507		14,657
International Money Express, Inc.* (IT Services)		164		2,617
International Seaways, Inc. (Oil, Gas & Consumable Fuels)		233		3,420
Intersect ENT, Inc.* (Pharmaceuticals)		169		4,615
Intra-Cellular Therapies, Inc.* (Pharmaceuticals)		358		18,737
Intrepid Potash, Inc.* (Chemicals)		50		2,137
Invacare Corp.* (Health Care Equipment & Supplies)		171		465
Invesco Mortgage Capital, Inc. (Mortgage Real Estate Investment Trusts)		1,592		4,426
Investors Bancorp, Inc. (Banks)		1,160		17,574
Investors Title Co. (Insurance)		7		1,380
Invitae Corp.* (Biotechnology)		1,016		15,514
iRadimed Corp.* (Health Care Equipment & Supplies)		32		1,479
iRhythm Technologies, Inc.* (Health Care Equipment & Supplies)		150		17,654
Iridium Communications, Inc.* (Diversified Telecommunication Services)		599		24,733
iRobot Corp.* (Household Durables)		136		8,960
Ironwood Pharmaceuticals, Inc.* (Biotechnology)		744		8,675
IsoPlexis Corp.* (Life Sciences Tools & Services)		43		395
iStar, Inc. (Equity Real Estate Investment Trusts)		340		8,782
iTeos Therapeutics, Inc.* (Biotechnology)		102		4,749
Iteris, Inc.* (Electronic Equipment, Instruments & Components)		215		860
Itron, Inc.* (Electronic Equipment, Instruments & Components)		229		15,691
IVERIC bio, Inc.* (Biotechnology)		583		9,748
J & J Snack Foods Corp. (Food Products)		75		11,847
Jack in the Box, Inc. (Hotels, Restaurants & Leisure)		111		9,710
James River Group Holdings, Ltd. (Insurance)		186		5,359
Janux Therapeutics, Inc.* (Biotechnology)		67		1,322
JELD-WEN Holding, Inc.* (Building Products)		464		12,231
JFrog, Ltd.* (Software)		268		7,960
JOANN, Inc. (Specialty Retail)		58		602
John B Sanfilippo & Son, Inc. (Food Products)		45		4,057
John Bean Technologies Corp. (Machinery)		159		24,416
John Wiley & Sons, Inc.—Class A (Media)		219		12,542
Johnson Outdoors, Inc.—Class A (Leisure Products)		27		2,530
Jounce Therapeutics, Inc.* (Biotechnology)		167		1,394
Kadant, Inc. (Machinery)		58		13,368
Kaiser Aluminum Corp. (Metals & Mining)		80		7,515
Kala Pharmaceuticals, Inc.* (Pharmaceuticals)		245		296
Kaleido Biosciences, Inc.* (Pharmaceuticals)		98		234
Kaltura, Inc.* (Software)		88		297
KalVista Pharmaceuticals, Inc.* (Biotechnology)		114		1,508
Kaman Corp.—Class A (Trading Companies & Distributors)		140		6,041
KAR Auction Services, Inc.* (Commercial Services & Supplies)		613		9,575
Karat Packaging, Inc.* (Trading Companies & Distributors)		23		465
Karuna Therapeutics, Inc.* (Biotechnology)		113		14,803
Karyopharm Therapeutics, Inc.* (Biotechnology)		365		2,347
KB Home (Household Durables)		403		18,026
KBR, Inc. (Professional Services)		717		34,143
Kearny Financial Corp. (Thrifts & Mortgage Finance)		344		4,558
Kelly Services, Inc.—Class A (Professional Services)		179		3,002
KemPharm, Inc.* (Pharmaceuticals)		150		1,307
Kennametal, Inc. (Machinery)		424		15,226
Kennedy-Wilson Holdings, Inc. (Real Estate Management & Development)		602		14,376
Keros Therapeutics, Inc.* (Biotechnology)		79		4,622
Kezar Life Sciences, Inc.* (Biotechnology)		177		2,959
Kforce, Inc. (Professional Services)		103		7,748
Kimball Electronics, Inc.* (Electronic Equipment, Instruments & Components)		122		2,655
Kimball International, Inc.—Class B (Commercial Services & Supplies)		183		1,872
Kiniksa Pharmaceuticals, Ltd.*—Class A (Biotechnology)		148		1,742
Kinnate Biopharma, Inc.* (Biotechnology)		130		2,304
Kinsale Capital Group, Inc. (Insurance)		109		25,929
Kirkland's, Inc.* (Specialty Retail)		67		1,000

See accompanying notes to financial statements.

358 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Kite Realty Group Trust (Equity Real Estate Investment Trusts)		1,101	$	23,980
KKR Real Estate Finance Trust, Inc. (Mortgage Real Estate Investment Trusts)		179		3,729
Knowles Corp.* (Electronic Equipment, Instruments & Components)		451		10,531
Kodiak Sciences, Inc.* (Biotechnology)		170		14,413
Kontoor Brands, Inc. (Textiles, Apparel & Luxury Goods)		263		13,479
Kopin Corp.* (Semiconductors & Semiconductor Equipment)		393		1,607
Koppers Holdings, Inc.* (Chemicals)		105		3,287
Korn Ferry (Professional Services)		273		20,674
Kosmos Energy, Ltd.* (Oil, Gas & Consumable Fuels)		2,272		7,861
Kraton Corp.* (Chemicals)		159		7,365
Kratos Defense & Security Solutions, Inc.* (Aerospace & Defense)		622		12,067
Krispy Kreme, Inc.(a) (Hotels, Restaurants & Leisure)		114		2,157
Kronos Bio, Inc.* (Chemicals)		197		2,677
Kronos Worldwide, Inc. (Chemicals)		113		1,696
Krystal Biotech, Inc.* (Biotechnology)		91		6,365
Kulicke & Soffa Industries, Inc. (Semiconductors & Semiconductor Equipment)		310		18,767
Kura Oncology, Inc.* (Biotechnology)		322		4,508
Kura Sushi USA, Inc.*—Class A (Hotels, Restaurants & Leisure)		20		1,617
KVH Industries, Inc.* (Communications Equipment)		77		708
Kymera Therapeutics, Inc.* (Biotechnology)		174		11,047
Ladder Capital Corp. (Mortgage Real Estate Investment Trusts)		576		6,906
Laird Superfood, Inc.* (Food Products)		32		417
Lakeland Bancorp, Inc. (Banks)		248		4,710
Lakeland Financial Corp. (Banks)		124		9,937
Lancaster Colony Corp. (Food Products)		96		15,898
Landec Corp.* (Food Products)		133		1,476
Landos Biopharma, Inc.* (Pharmaceuticals)		24		115
Lands' End, Inc.* (Internet & Direct Marketing Retail)		73		1,433
Landsea Homes Corp.* (Household Durables)		54		395
Lantheus Holdings, Inc.* (Health Care Equipment & Supplies)		342		9,880
Laredo Petroleum, Inc.* (Oil, Gas & Consumable Fuels)		64		3,848
Latham Group, Inc.* (Leisure Products)		162		4,055
Lattice Semiconductor Corp.* (Semiconductors & Semiconductor Equipment)		688		53,018
Laureate Education, Inc.—Class A (Diversified Consumer Services)		503		6,157
Lawson Products, Inc.* (Trading Companies & Distributors)		24		1,314
La-Z-Boy, Inc. (Household Durables)		223		8,097
Lazydays Holdings, Inc.* (Specialty Retail)		39		840
LCI Industries (Auto Components)		126		19,640
Legacy Housing Corp.* (Household Durables)		41		1,085
Lemaitre Vascular, Inc. (Health Care Equipment & Supplies)		96		4,822
LendingClub Corp.* (Consumer Finance)		502		12,138
LendingTree, Inc.* (Thrifts & Mortgage Finance)		59		7,233
Lexicon Pharmaceuticals, Inc.* (Biotechnology)		355		1,399
Lexington Realty Trust (Equity Real Estate Investment Trusts)		1,417		22,134
LGI Homes, Inc.* (Household Durables)		110		16,993
LHC Group, Inc.* (Health Care Providers & Services)		155		21,271
Liberty Latin America, Ltd.*—Class A (Media)		206		2,402
Liberty Latin America, Ltd.*—Class C (Media)		784		8,938
Liberty Media Corp-Liberty Braves*—Class A (Entertainment)		51		1,466
Liberty Media Corp-Liberty Braves*—Class C (Entertainment)		185		5,199
Liberty Oilfield Services, Inc.* (Energy Equipment & Services)		461		4,472
Liberty TripAdvisor Holdings, Inc.*—Class A (Interactive Media & Services)		369		801
Life Time Group Holdings, Inc.* (Hotels, Restaurants & Leisure)		197		3,390
LifeStance Health Group, Inc.* (Health Care Providers & Services)		232		2,209
Lifetime Brands, Inc. (Household Durables)		64		1,022
Ligand Pharmaceuticals, Inc.* (Biotechnology)		76		11,739
Limelight Networks, Inc.* (IT Services)		634		2,175
Limoneira Co. (Food Products)		80		1,200
Lindblad Expeditions Holdings, Inc.* (Hotels, Restaurants & Leisure)		156		2,434
Lindsay Corp. (Machinery)		55		8,360
Lineage Cell Therapeutics, Inc.* (Biotechnology)		636		1,558
Lions Gate Entertainment Corp.*—Class A (Entertainment)		295		4,909
Lions Gate Entertainment Corp.*—Class B (Entertainment)		599		9,218
Liquidity Services, Inc.* (Internet & Direct Marketing Retail)		134		2,959
LivaNova PLC* (Health Care Equipment & Supplies)		271		23,694
Live Oak Bancshares, Inc. (Banks)		162		14,141
Livent Corp.* (Chemicals)		822		20,040
LiveOne, Inc.* (Entertainment)		299		383
LivePerson, Inc.* (Software)		333		11,895
LiveRamp Holdings, Inc.* (IT Services)		335		16,063
Lordstown Motors Corp.*—Class A (Automobiles)		787		2,715
LTC Properties, Inc. (Equity Real Estate Investment Trusts)		197		6,726
Lucid Diagnostics, Inc.* (Health Care Equipment & Supplies)		26		140
Lulu's Fashion Lounge Holdings, Inc.* (Internet & Direct Marketing Retail)		29		297
Lumber Liquidators Holdings, Inc.* (Specialty Retail)		145		2,475
Luna Innovations, Inc.* (Electronic Equipment, Instruments & Components)		156		1,317
Luther Burbank Corp. (Thrifts & Mortgage Finance)		78		1,095
Luxfer Holdings PLC (Machinery)		140		2,703
Lyell Immunopharma, Inc.* (Biotechnology)		120		929
M.D.C Holdings, Inc. (Household Durables)		290		16,191
M/I Homes, Inc.* (Household Durables)		145		9,016

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 359

Common Stocks, continued

	Shares		Value
Macatawa Bank Corp. (Banks)		133	$	1,173
MACOM Technology Solutions Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		247		19,340
MacroGenics, Inc.* (Biotechnology)		304		4,879
Macy's, Inc. (Multiline Retail)		1,593		41,704
Madison Square Garden Entertainment Corp.* (Entertainment)		132		9,284
Madrigal Pharmaceuticals, Inc.* (Biotechnology)		60		5,084
Magellan Health, Inc.* (Health Care Providers & Services)		120		11,399
Magenta Therapeutics, Inc.* (Biotechnology)		152		673
Magnite, Inc.* (Media)		658		11,515
Magnolia Oil & Gas Corp. (Oil, Gas & Consumable Fuels)		731		13,794
Maiden Holdings, Ltd.* (Insurance)		352		1,077
Malibu Boats, Inc.* (Leisure Products)		105		7,217
MannKind Corp.* (Biotechnology)		1,252		5,471
ManTech International Corp.—Class A (Professional Services)		139		10,137
Marathon Digital Holdings, Inc.* (IT Services)		484		15,904
Marcus & Millichap, Inc.* (Real Estate Management & Development)		120		6,175
Marine Products Corp. (Leisure Products)		41		513
MarineMax, Inc.* (Specialty Retail)		107		6,317
Marinus Pharmaceuticals, Inc.* (Pharmaceuticals)		187		2,222
Marlin Business Services Corp. (Diversified Financial Services)		41		954
Marrone Bio Innovations, Inc.* (Chemicals)		513		369
Marten Transport, Ltd. (Road & Rail)		302		5,182
Masonite International Corp.* (Building Products)		121		14,272
MasterCraft Boat Holdings, Inc.* (Leisure Products)		95		2,691
Matador Resources Co. (Oil, Gas & Consumable Fuels)		562		20,749
Materion Corp. (Metals & Mining)		103		9,470
Matrix Service Co.* (Construction & Engineering)		132		993
Matson, Inc. (Marine)		211		18,997
Matthews International Corp.—Class A (Commercial Services & Supplies)		157		5,757
MAX Holdings, Inc. (Real Estate Management & Development)		94		2,866
Maxar Technologies, Inc. (Aerospace & Defense)		368		10,867
MaxCyte, Inc.* (Biotechnology)		487		4,963
MAXIMUS, Inc. (IT Services)		311		24,777
MaxLinear, Inc.*—Class A (Semiconductors & Semiconductor Equipment)		360		27,140
Mayville Engineering Co., Inc.* (Machinery)		45		671
MBIA, Inc.* (Insurance)		243		3,837
McGrath RentCorp (Commercial Services & Supplies)		122		9,792
MedAvail Holdings, Inc.* (Food & Staples Retailing)		61		85
MediaAlpha, Inc.*—Class A (Interactive Media & Services)		108		1,668
Medifast, Inc. (Personal Products)		58		12,147
MEDNAX, Inc.* (Health Care Providers & Services)		386		10,503
Medpace Holdings, Inc.* (Life Sciences Tools & Services)		147		31,994
MEI Pharma, Inc.* (Biotechnology)		550		1,469
MeiraGTx Holdings PLC* (Biotechnology)		151		3,585
Mercantile Bank Corp. (Banks)		78		2,732
Merchants Bancorp (Thrifts & Mortgage Finance)		50		2,367
Meridian Bioscience, Inc.* (Health Care Equipment & Supplies)		216		4,406
MeridianLink, Inc.* (Software)		64		1,381
Merit Medical Systems, Inc.* (Health Care Equipment & Supplies)		260		16,198
Meritage Homes Corp.* (Household Durables)		187		22,825
Meritor, Inc.* (Machinery)		344		8,524
Mersana Therapeutics, Inc.* (Biotechnology)		363		2,258
Mesa Air Group, Inc.* (Airlines)		174		974
Mesa Laboratories, Inc. (Health Care Equipment & Supplies)		25		8,202
Meta Financial Group, Inc. (Thrifts & Mortgage Finance)		159		9,486
Meta Materials, Inc.* (Oil, Gas & Consumable Fuels)		1,027		2,526
Methode Electronics, Inc. (Electronic Equipment, Instruments & Components)		194		9,539
Metrocity Bankshares, Inc. (Banks)		96		2,643
MetroMile, Inc.* (Insurance)		488		1,069
Metropolitan Bank Holding Corp.* (Banks)		50		5,327
MFA Financial, Inc. (Mortgage Real Estate Investment Trusts)		2,245		10,237
MGE Energy, Inc. (Electric Utilities)		185		15,216
MGP Ingredients, Inc. (Beverages)		72		6,119
MicroStrategy, Inc.* (Software)		43		23,413
MicroVision, Inc.* (Electronic Equipment, Instruments & Components)		833		4,173
Mid Penn Bancorp, Inc. (Banks)		72		2,285
Middlesex Water Co. (Water Utilities)		88		10,586
Midland States Bancorp, Inc. (Banks)		108		2,677
MidwestOne Financial Group, Inc. (Banks)		72		2,331
Miller Industries, Inc. (Machinery)		56		1,870
MillerKnoll, Inc. (Commercial Services & Supplies)		377		14,775
Mimecast, Ltd.* (Software)		309		24,587
MiMedx Group, Inc.* (Biotechnology)		563		3,401
Mind Medicine MindMed, Inc.* (Pharmaceuticals)		1,764		2,434
Minerals Technologies, Inc. (Chemicals)		168		12,289
MiNK Therapeutics, Inc.* (Biotechnology)		10		45
Mirum Pharmaceuticals, Inc.* (Biotechnology)		18		287
Mission Produce, Inc.* (Food Products)		188		2,952
Mistras Group, Inc.* (Professional Services)		101		750
Mitek System, Inc.* (Software)		218		3,870
Model N, Inc.* (Software)		180		5,405
Modine Manufacturing Co.* (Auto Components)		254		2,563
ModivCare, Inc.* (Health Care Providers & Services)		63		9,342
Moelis & Co. (Capital Markets)		310		19,379
Molecular Templates, Inc.* (Biotechnology)		187		733
Momentive Global, Inc.* (Software)		658		13,917
Monarch Casino & Resort, Inc.* (Hotels, Restaurants & Leisure)		67		4,955
MoneyGram International, Inc.* (IT Services)		454		3,582

See accompanying notes to financial statements.

360 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Monmouth Real Estate Investment Corp.— Class A (Equity Real Estate Investment Trusts)		483	$	10,148
Monro, Inc. (Specialty Retail)		168		9,789
Monte Rosa Therapeutics, Inc.* (Biotechnology)		61		1,246
Montrose Environmental Group, Inc.* (Commercial Services & Supplies)		133		9,378
Moog, Inc.—Class A (Aerospace & Defense)		147		11,903
Morphic Holding, Inc.* (Biotechnology)		107		5,070
Motorcar Parts of America, Inc.* (Auto Components)		95		1,622
Movado Group, Inc. (Textiles, Apparel & Luxury Goods)		79		3,305
MP Materials Corp.* (Metals & Mining)		385		17,487
Mr. Cooper Group, Inc.* (Thrifts & Mortgage Finance)		314		13,066
MRC Global, Inc.* (Trading Companies & Distributors)		408		2,807
Mueller Industries, Inc. (Machinery)		285		16,918
Mueller Water Products, Inc.—Class A (Machinery)		799		11,506
Multiplan Corp.* (Health Care Technology)		1,931		8,554
Murphy Oil Corp. (Oil, Gas & Consumable Fuels)		743		19,400
Murphy USA, Inc. (Specialty Retail)		123		24,507
Mustang Bio, Inc.* (Biotechnology)		369		613
MVB Financial Corp. (Banks)		52		2,159
Myers Industries, Inc. (Containers & Packaging)		183		3,662
MYR Group, Inc.* (Construction & Engineering)		84		9,286
Myriad Genetics, Inc.* (Biotechnology)		402		11,095
Nabors Industries, Ltd.* (Energy Equipment & Services)		36		2,919
NanoString Technologies, Inc.* (Life Sciences Tools & Services)		230		9,713
Nanthealth, Inc.* (Health Care Technology)		136		143
Napco Security Technologies, Inc.* (Electronic Equipment, Instruments & Components)		74		3,699
Nathan's Famous, Inc. (Hotels, Restaurants & Leisure)		14		817
National Bank Holdings Corp. (Banks)		147		6,459
National Beverage Corp. (Beverages)		119		5,394
National CineMedia, Inc. (Media)		305		857
National Energy Services Reunited Corp.* (Energy Equipment & Services)		192		1,814
National Health Investors, Inc. (Equity Real Estate Investment Trusts)		222		12,758
National Healthcare Corp. (Health Care Providers & Services)		64		4,348
National Presto Industries, Inc. (Aerospace & Defense)		26		2,133
National Research Corp. (Health Care Providers & Services)		71		2,948
National Storage Affiliates Trust (Equity Real Estate Investment Trusts)		412		28,510
National Vision Holdings, Inc.* (Specialty Retail)		414		19,868
National Western Life Group, Inc.—Class A (Insurance)		13		2,788
Natural Grocers by Vitamin Cottage, Inc. (Food & Staples Retailing)		47		670
Nature's Sunshine Products, Inc. (Personal Products)		60		1,110
Natus Medical, Inc.* (Health Care Equipment & Supplies)		171		4,058
Nautilus, Inc.* (Leisure Products)		153		938
Navient Corp. (Consumer Finance)		802		17,019
NBT Bancorp, Inc. (Banks)		214		8,243
Neenah, Inc. (Paper & Forest Products)		85		3,934
Nelnet, Inc.—Class A (Consumer Finance)		86		8,400
NEOGAMES SA* (Hotels, Restaurants & Leisure)		52		1,445
Neogen Corp.* (Health Care Equipment & Supplies)		546		24,794
NeoGenomics, Inc.* (Life Sciences Tools & Services)		575		19,619
Neoleukin Therapeutics, Inc.* (Biotechnology)		179		863
NeoPhotonics Corp.* (Semiconductors & Semiconductor Equipment)		260		3,996
NETGEAR, Inc.* (Communications Equipment)		147		4,294
NetScout Systems, Inc.* (Communications Equipment)		356		11,776
NETSTREIT Corp. (Equity Real Estate Investment Trusts)		201		4,603
Neuronetics, Inc.* (Health Care Equipment & Supplies)		129		575
NeuroPace, Inc.* (Health Care Equipment & Supplies)		36		363
Nevro Corp.* (Health Care Equipment & Supplies)		175		14,187
New Jersey Resources Corp. (Gas Utilities)		490		20,119
New York Mortgage Trust, Inc. (Mortgage Real Estate Investment Trusts)		1,925		7,161
NewAge, Inc.* (Beverages)		682		702
Newmark Group, Inc. (Real Estate Management & Development)		757		14,156
Newpark Resources, Inc.* (Energy Equipment & Services)		460		1,352
NexImmune, Inc.* (Biotechnology)		89		410
Nexpoint Residential Trust, Inc. (Equity Real Estate Investment Trusts)		113		9,473
NextGen Healthcare, Inc.* (Health Care Technology)		291		5,177
NexTier Oilfield Solutions, Inc.* (Energy Equipment & Services)		877		3,113
NGM Biopharmaceuticals, Inc.* (Pharmaceuticals)		160		2,834
NI Holdings, Inc.* (Insurance)		43		813
Nicolet Bankshares, Inc.* (Banks)		63		5,402
Nikola Corp.*(a) (Machinery)		1,158		11,429
Nkarta, Inc.* (Biotechnology)		72		1,105
NL Industries, Inc. (Commercial Services & Supplies)		42		311
nLight, Inc.* (Electronic Equipment, Instruments & Components)		221		5,293
NMI Holdings, Inc.*—Class A (Thrifts & Mortgage Finance)		426		9,308
NN, Inc.* (Machinery)		217		890
Noodles & Co.* (Hotels, Restaurants & Leisure)		206		1,868
Nordic American Tankers, Ltd. (Oil, Gas & Consumable Fuels)		852		1,440
Northern Oil And Gas, Inc. (Oil, Gas & Consumable Fuels)		265		5,454
Northfield Bancorp, Inc. (Thrifts & Mortgage Finance)		223		3,604
Northrim Bancorp, Inc. (Banks)		30		1,304

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 361

Common Stocks, continued

	Shares		Value
Northwest Bancshares, Inc. (Thrifts & Mortgage Finance)		621	$	8,793
Northwest Natural Holding Co. (Gas Utilities)		155		7,561
Northwest Pipe Co.* (Construction & Engineering)		49		1,558
NorthWestern Corp. (Multi-Utilities)		268		15,319
Novagold Resources, Inc.* (Metals & Mining)		1,203		8,253
Novanta, Inc.* (Electronic Equipment, Instruments & Components)		179		31,562
NOW, Inc.* (Trading Companies & Distributors)		559		4,774
Nu Skin Enterprises, Inc.—Class A (Personal Products)		252		12,790
Nurix Therapeutics, Inc.* (Biotechnology)		159		4,603
Nuvalent, Inc.*—Class A (Biotechnology)		54		1,028
NuVasive, Inc.* (Health Care Equipment & Supplies)		263		13,802
Nuvation Bio, Inc.* (Pharmaceuticals)		806		6,851
NV5 Global, Inc.* (Construction & Engineering)		67		9,254
NVE Corp. (Semiconductors & Semiconductor Equipment)		24		1,639
Oasis Petroleum, Inc. (Oil, Gas & Consumable Fuels)		101		12,725
Oceaneering International, Inc.* (Energy Equipment & Services)		505		5,712
Oceanfirst Financial Corp. (Thrifts & Mortgage Finance)		295		6,549
Ocugen, Inc.* (Biotechnology)		936		4,259
Ocular Therapeutix, Inc.* (Pharmaceuticals)		389		2,711
Ocwen Financial Corp.* (Thrifts & Mortgage Finance)		41		1,639
Office Properties Income Trust (Equity Real Estate Investment Trusts)		243		6,036
OFG Bancorp (Banks)		249		6,613
O-I Glass, Inc.* (Containers & Packaging)		801		9,637
Oil States International, Inc.* (Energy Equipment & Services)		307		1,526
Oil-Dri Corp. of America (Household Products)		26		851
Old National Bancorp (Banks)		838		15,185
Old Second Bancorp, Inc. (Banks)		141		1,775
Olema Pharmaceuticals, Inc.* (Biotechnology)		128		1,198
Olympic Steel, Inc. (Metals & Mining)		48		1,128
Omega Flex, Inc. (Machinery)		16		2,031
Omega Therapeutics, Inc.* (Biotechnology)		38		431
Omeros Corp.* (Pharmaceuticals)		306		1,968
Omnicell, Inc.* (Health Care Technology)		222		40,059
ON24, Inc.* (Software)		136		2,360
Oncocyte Corp.* (Biotechnology)		305		662
Oncorus, Inc.* (Biotechnology)		104		548
Oncternal Therapeutics, Inc.* (Biotechnology)		224		508
ONE Gas, Inc. (Gas Utilities)		267		20,717
ONE Group Hospitality, Inc. (The)* (Hotels, Restaurants & Leisure)		105		1,324
One Liberty Properties, Inc. (Equity Real Estate Investment Trusts)		82		2,893
OneSpan, Inc.* (Software)		179		3,030
OneSpaWorld Holdings, Ltd.* (Diversified Consumer Services)		271		2,715
Onewater Marine, Inc. (Specialty Retail)		52		3,170
Onto Innovation, Inc.* (Semiconductors & Semiconductor Equipment)		247		25,004
Ontrak, Inc.* (Health Care Providers & Services)		47		296
Ooma, Inc.* (Diversified Telecommunication Services)		112		2,289
Open Lending Corp.*—Class A (Capital Markets)		529		11,892
OPKO Health, Inc.* (Biotechnology)		2,026		9,745
Oportun Financial Corp.* (Consumer Finance)		107		2,167
Oppenheimer Holdings, Inc.—Class A (Capital Markets)		47		2,179
OptimizeRx Corp.* (Health Care Technology)		87		5,404
Option Care Health, Inc.* (Health Care Providers & Services)		806		22,923
Oramed Pharmaceuticals, Inc.* (Pharmaceuticals)		154		2,199
OraSure Technologies, Inc.* (Health Care Equipment & Supplies)		363		3,154
Orchid Island Capital, Inc. (Mortgage Real Estate Investment Trusts)		689		3,101
Organogenesis Holdings, Inc.* (Biotechnology)		193		1,783
ORIC Pharmaceuticals, Inc.* (Biotechnology)		160		2,352
Origin Bancorp, Inc. (Banks)		112		4,807
Orion Engineered Carbons SA* (Chemicals)		307		5,637
Ormat Technologies, Inc. (Independent Power and Renewable Electricity Producers)		230		18,240
Orrstown Financial Services, Inc. (Banks)		55		1,386
Ortho Clinical Diagnostics Holdings PLC* (Health Care Equipment & Supplies)		611		13,069
Orthofix Medical, Inc.* (Health Care Equipment & Supplies)		96		2,985
OrthoPediatrics Corp.* (Health Care Equipment & Supplies)		70		4,190
OSI Systems, Inc.* (Electronic Equipment, Instruments & Components)		86		8,015
Otter Tail Corp. (Electric Utilities)		209		14,927
Ouster, Inc.* (Electronic Equipment, Instruments & Components)		794		4,129
Outbrain, Inc.* (Interactive Media & Services)		42		588
Outfront Media, Inc. (Equity Real Estate Investment Trusts)		738		19,793
Outlook Therapeutics, Inc.* (Biotechnology)		452		615
Outset Medical, Inc.* (Health Care Equipment & Supplies)		238		10,969
Overstock.com, Inc.* (Internet & Direct Marketing Retail)		218		12,864
Ovintiv, Inc. (Oil, Gas & Consumable Fuels)		1,329		44,787
Owens & Minor, Inc. (Health Care Providers & Services)		368		16,008
Oxford Industries, Inc. (Textiles, Apparel & Luxury Goods)		81		8,223
Oyster Point Pharma, Inc.* (Biotechnology)		56		1,023
Pacific Biosciences of California, Inc.* (Life Sciences Tools & Services)		986		20,175
Pacific Premier Bancorp, Inc. (Banks)		475		19,014
Pacira BioSciences, Inc.* (Pharmaceuticals)		224		13,478
Pactiv Evergreen, Inc. (Containers & Packaging)		218		2,764
PAE, Inc.* (Aerospace & Defense)		352		3,495
PagerDuty, Inc.* (Software)		416		14,456
Palomar Holdings, Inc.* (Insurance)		125		8,096
PAM Transportation Services, Inc.* (Road & Rail)		18		1,278
Papa John's International, Inc. (Hotels, Restaurants & Leisure)		168		22,423
Par Pacific Holdings, Inc.* (Oil, Gas & Consumable Fuels)		227		3,743

See accompanying notes to financial statements.

362 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
PAR Technology Corp.* (Electronic Equipment, Instruments & Components)		128	$	6,755
Paragon 28, Inc.* (Health Care Equipment & Supplies)		46		814
Paramount Group, Inc. (Equity Real Estate Investment Trusts)		947		7,898
Paratek Pharmaceuticals, Inc.* (Pharmaceuticals)		248		1,114
Park Aerospace Corp. (Aerospace & Defense)		99		1,307
Park National Corp. (Banks)		73		10,024
Park-Ohio Holdings Corp. (Machinery)		43		910
Parsons Corp.* (Aerospace & Defense)		133		4,475
Party City Holdco, Inc.* (Specialty Retail)		560		3,119
Passage Bio, Inc.* (Biotechnology)		188		1,194
Patrick Industries, Inc. (Auto Components)		115		9,279
Patterson Cos., Inc. (Health Care Providers & Services)		434		12,738
Patterson-UTI Energy, Inc. (Energy Equipment & Services)		946		7,994
PAVmed, Inc.* (Health Care Equipment & Supplies)		368		905
Paya Holdings, Inc.* (IT Services)		434		2,752
PBF Energy, Inc.*—Class A (Oil, Gas & Consumable Fuels)		488		6,329
PC Connection, Inc. (Electronic Equipment, Instruments & Components)		56		2,415
PCSB Financial Corp. (Thrifts & Mortgage Finance)		65		1,238
PDC Energy, Inc. (Oil, Gas & Consumable Fuels)		494		24,097
PDF Solutions, Inc.* (Semiconductors & Semiconductor Equipment)		152		4,832
Peabody Energy Corp.* (Oil, Gas & Consumable Fuels)		452		4,552
Peapack Gladstone Financial Corp. (Banks)		91		3,221
Pebblebrook Hotel Trust (Equity Real Estate Investment Trusts)		659		14,742
Pennymac Financial Services, Inc. (Thrifts & Mortgage Finance)		158		11,025
PennyMac Mortgage Investment Trust (Mortgage Real Estate Investment Trusts)		497		8,613
Peoples Bancorp, Inc. (Banks)		129		4,103
Peoples Financial Services Corp. (Banks)		36		1,897
Perdoceo Education Corp.* (Diversified Consumer Services)		357		4,198
Perficient, Inc.* (IT Services)		165		21,333
Performance Food Group Co.* (Food & Staples Retailing)		769		35,289
Perpetua Resources Corp.* (Metals & Mining)		165		784
Personalis, Inc.* (Life Sciences Tools & Services)		183		2,611
Petiq, Inc.* (Health Care Providers & Services)		137		3,111
PetMed Express, Inc. (Internet & Direct Marketing Retail)		103		2,602
PGT Innovations, Inc.* (Building Products)		292		6,567
Phathom Pharmaceuticals, Inc.* (Pharmaceuticals)		103		2,026
Phibro Animal Health Corp.—Class A (Pharmaceuticals)		104		2,124
Phillips Edison & Co., Inc. (Equity Real Estate Investment Trusts)		95		3,139
Photronics, Inc.* (Semiconductors & Semiconductor Equipment)		301		5,674
Phreesia, Inc.* (Health Care Technology)		252		10,498
Physicians Realty Trust (Equity Real Estate Investment Trusts)		1,118		21,052
Piedmont Office Realty Trust, Inc.—Class A (Equity Real Estate Investment Trusts)		629		11,561
Ping Identity Holding Corp.* (Software)		308		7,047
Pioneer Bancorp, Inc.* (Thrifts & Mortgage Finance)		59		668
Piper Sandler Cos. (Capital Markets)		89		15,887
Pitney Bowes, Inc. (Commercial Services & Supplies)		892		5,914
PJT Partners, Inc.—Class A (Capital Markets)		120		8,891
Plantronics, Inc.* (Communications Equipment)		214		6,279
PlayAGS, Inc.* (Hotels, Restaurants & Leisure)		139		944
PLBY Group, Inc.* (Textiles, Apparel & Luxury Goods)		146		3,889
Plexus Corp.* (Electronic Equipment, Instruments & Components)		142		13,616
Pliant Therapeutics, Inc.* (Pharmaceuticals)		122		1,647
Plymouth Industrial REIT, Inc. (Equity Real Estate Investment Trusts)		159		5,088
PMV Pharmaceuticals, Inc.* (Pharmaceuticals)		133		3,072
PNM Resources, Inc. (Electric Utilities)		434		19,795
PolyMet Mining Corp.* (Metals & Mining)		146		365
Porch Group, Inc.* (Internet & Direct Marketing Retail)		391		6,096
Portage Biotech, Inc.* (Biotechnology)		25		268
Portillo's, Inc.*—Class A (Hotels, Restaurants & Leisure)		119		4,467
Portland General Electric Co. (Electric Utilities)		456		24,131
Poseida Therapeutics, Inc.* (Biotechnology)		146		994
Postal Realty Trust, Inc.—Class A (Equity Real Estate Investment Trusts)		63		1,247
PotlatchDeltic Corp. (Equity Real Estate Investment Trusts)		335		20,174
Powell Industries, Inc. (Electrical Equipment)		46		1,357
Power Integrations, Inc. (Semiconductors & Semiconductor Equipment)		306		28,424
PowerSchool Holdings, Inc.* (Diversified Consumer Services)		273		4,496
PRA Group, Inc.* (Consumer Finance)		219		10,996
Praxis Precision Medicines, Inc.* (Biotechnology)		169		3,329
Precigen, Inc.* (Biotechnology)		481		1,785
Precision BioSciences, Inc.* (Biotechnology)		256		1,894
Preferred Apartment Communities, Inc.— Class A (Equity Real Estate Investment Trusts)		264		4,768
Preferred Bank (Banks)		70		5,025
Preformed Line Products Co. (Electrical Equipment)		15		971
Prelude Therapeutics, Inc.* (Biotechnology)		55		685
Premier Financial Corp. (Thrifts & Mortgage Finance)		188		5,811
Prestige Consumer Healthcare, Inc.* (Pharmaceuticals)		254		15,405
PriceSmart, Inc. (Food & Staples Retailing)		119		8,707
Primis Financial Corp. (Banks)		122		1,835
Primo Water Corp. (Beverages)		797		14,051
Primoris Services Corp. (Construction & Engineering)		271		6,499
Priority Technology Holdings, Inc.* (IT Services)		52		368
Privia Health Group, Inc.* (Health Care Providers & Services)		82		2,121

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 363

Common Stocks, continued

	Shares		Value
ProAssurance Corp. (Insurance)		273	$	6,907
PROCEPT BioRobotics Corp.* (Health Care Equipment & Supplies)		37		925
PROG Holdings, Inc.* (Consumer Finance)		330		14,886
Progress Software Corp. (Software)		223		10,764
Progyny, Inc.* (Health Care Providers & Services)		327		16,464
Prometheus Biosciences, Inc.* (Biotechnology)		152		6,010
ProPetro Holding Corp.* (Energy Equipment & Services)		437		3,540
PROS Holdings, Inc.* (Software)		203		7,001
Protagonist Therapeutics, Inc.* (Biotechnology)		227		7,763
Prothena Corp. PLC* (Biotechnology)		183		9,040
Proto Labs, Inc.* (Machinery)		141		7,240
Provention Bio, Inc.* (Pharmaceuticals)		281		1,579
Provident BanCorp, Inc. (Thrifts & Mortgage Finance)		78		1,451
Provident Financial Services, Inc. (Thrifts & Mortgage Finance)		385		9,325
PS Business Parks, Inc. (Equity Real Estate Investment Trusts)		102		18,785
PTC Therapeutics, Inc.* (Biotechnology)		352		14,020
Pulmonx Corp.* (Health Care Equipment & Supplies)		132		4,233
Pulse Biosciences, Inc.* (Health Care Equipment & Supplies)		71		1,052
Puma Biotechnology, Inc.* (Biotechnology)		164		499
Pure Cycle Corp.* (Water Utilities)		98		1,431
PureCycle Technologies, Inc.* (Chemicals)		271		2,593
Purple Innovation, Inc.* (Household Durables)		292		3,875
Pyxis Oncology, Inc.* (Biotechnology)		54		592
Pzena Investment Management, Inc.—Class A (Capital Markets)		84		795
Q2 Holdings, Inc.* (Software)		277		22,005
QCR Holdings, Inc. (Banks)		77		4,312
Quaker Chemical Corp. (Chemicals)		68		15,693
Qualys, Inc.* (Software)		173		23,739
Quanex Building Products Corp. (Building Products)		170		4,213
Quanterix Corp.* (Life Sciences Tools & Services)		156		6,614
Quantum Corp.* (Technology Hardware, Storage & Peripherals)		296		1,634
QuinStreet, Inc.* (Interactive Media & Services)		255		4,638
Quotient Technology, Inc.* (Internet & Direct Marketing Retail)		456		3,384
Quotient, Ltd.* (Health Care Equipment & Supplies)		398		1,031
R. R. Donnelley & Sons Co.* (Commercial Services & Supplies)		359		4,042
R1 RCM, Inc.* (Health Care Providers & Services)		602		15,345
Rackspace Technology, Inc.* (IT Services)		277		3,731
Radian Group, Inc. (Thrifts & Mortgage Finance)		914		19,313
Radiant Logistics, Inc.* (Air Freight & Logistics)		199		1,451
Radius Global Infrastructure, Inc.*—Class A (Diversified Telecommunication Services)		299		4,814
Radius Health, Inc.* (Biotechnology)		237		1,640
RadNet, Inc.* (Health Care Providers & Services)		230		6,925
Rafael Holdings, Inc.*—Class B (Real Estate Management & Development)		49		250
Rain Therapeutics, Inc.* (Biotechnology)		81		1,043
Rallybio Corp.* (Biotechnology)		36		343
Rambus, Inc.* (Semiconductors & Semiconductor Equipment)		550		16,165
Range Resources Corp.* (Oil, Gas & Consumable Fuels)		1,212		21,610
Ranger Oil Corp.* (Oil, Gas & Consumable Fuels)		108		2,907
Ranpak Holdings Corp.* (Containers & Packaging)		191		7,178
Rapid Micro Biosystems, Inc.*—Class A (Life Sciences Tools & Services)		42		447
Rapid7, Inc.* (Software)		285		33,541
RAPT Therapeutics, Inc.* (Biotechnology)		108		3,967
Rayonier Advanced Materials, Inc.* (Chemicals)		313		1,787
RBB Bancorp (Banks)		71		1,860
RBC Bearings, Inc.* (Machinery)		142		28,679
RCI Hospitality Holdings, Inc. (Hotels, Restaurants & Leisure)		42		3,271
Ready Capital Corp. (Mortgage Real Estate Investment Trusts)		303		4,736
Realogy Holdings Corp.* (Real Estate Management & Development)		584		9,817
Reata Pharmaceuticals, Inc.*—Class A (Pharmaceuticals)		139		3,665
Recursion Pharmaceuticals, Inc.*—Class A (Biotechnology)		584		10,004
Red River Bancshares, Inc. (Banks)		23		1,231
Red Robin Gourmet Burgers, Inc.* (Hotels, Restaurants & Leisure)		79		1,306
Red Rock Resorts, Inc.—Class A (Hotels, Restaurants & Leisure)		302		16,613
Redfin Corp.* (Real Estate Management & Development)		523		20,079
Redwood Trust, Inc. (Mortgage Real Estate Investment Trusts)		582		7,677
REGENXBIO, Inc.* (Biotechnology)		200		6,540
Regional Management Corp. (Consumer Finance)		39		2,241
Regis Corp.* (Diversified Consumer Services)		217		378
Rekor Systems, Inc.* (Professional Services)		171		1,120
Relay Therapeutics, Inc.* (Biotechnology)		355		10,902
Relmada Therapeutics, Inc.* (Pharmaceuticals)		79		1,780
Remitly Global, Inc.* (IT Services)		62		1,278
Renasant Corp. (Banks)		277		10,512
Reneo Pharmaceuticals, Inc.* (Biotechnology)		44		376
Renewable Energy Group, Inc.* (Oil, Gas & Consumable Fuels)		227		9,634
Rent The Runway, Inc.*—Class A (Internet & Direct Marketing Retail)		87		709
Rent-A-Center, Inc. (Specialty Retail)		334		16,045
Repay Holdings Corp.* (IT Services)		439		8,021
Replimune Group, Inc.* (Biotechnology)		151		4,092
Republic Bancorp, Inc.—Class A (Banks)		47		2,389
Republic First Bancorp, Inc.* (Banks)		227		844
Resideo Technologies, Inc.* (Building Products)		733		19,080
Resources Connection, Inc. (Professional Services)		162		2,890
Retail Opportunity Investments Corp. (Equity Real Estate Investment Trusts)		603		11,819
Retail Value, Inc. (Equity Real Estate Investment Trusts)		88		565

See accompanying notes to financial statements.

364 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Retractable Technologies, Inc.* (Health Care Equipment & Supplies)		88	$	610
REV Group, Inc. (Machinery)		144		2,038
Revance Therapeutics, Inc.* (Pharmaceuticals)		356		5,810
Revlon, Inc.*—Class A (Personal Products)		36		408
REVOLUTION Medicines, Inc.* (Biotechnology)		301		7,576
Revolve Group, Inc.* (Internet & Direct Marketing Retail)		182		10,199
REX American Resources Corp.* (Oil, Gas & Consumable Fuels)		27		2,592
Rhythm Pharmaceuticals, Inc.* (Biotechnology)		223		2,226
Ribbon Communications, Inc.* (Communications Equipment)		357		2,160
Rigel Pharmaceuticals, Inc.* (Biotechnology)		866		2,295
Riley Exploration Permian, Inc. (Oil, Gas & Consumable Fuels)		13		251
Rimini Street, Inc.* (Software)		227		1,355
Riot Blockchain, Inc.*(a) (Software)		451		10,071
Rite Aid Corp.* (Food & Staples Retailing)		282		4,143
RLI Corp. (Insurance)		203		22,756
RLJ Lodging Trust (Equity Real Estate Investment Trusts)		839		11,687
Rocket Pharmaceuticals, Inc.* (Biotechnology)		209		4,562
Rocky Brands, Inc. (Textiles, Apparel & Luxury Goods)		35		1,393
Rogers Corp.* (Electronic Equipment, Instruments & Components)		95		25,935
Romeo Power, Inc.* (Electrical Equipment)		656		2,394
RPC, Inc.* (Energy Equipment & Services)		343		1,557
RPT Realty (Equity Real Estate Investment Trusts)		425		5,687
Rubius Therapeutics, Inc.* (Biotechnology)		233		2,255
Rush Enterprises, Inc.—Class A (Trading Companies & Distributors)		214		11,907
Rush Enterprises, Inc.—Class B (Trading Companies & Distributors)		33		1,781
Rush Street Interactive, Inc.* (Hotels, Restaurants & Leisure)		267		4,406
Ruth's Hospitality Group, Inc.* (Hotels, Restaurants & Leisure)		168		3,343
RxSight, Inc.* (Health Care Equipment & Supplies)		42		473
Ryerson Holding Corp. (Metals & Mining)		83		2,162
Ryman Hospitality Properties, Inc.*—Class I (Equity Real Estate Investment Trusts)		273		25,105
S&T Bancorp, Inc. (Banks)		197		6,209
Sabra Health Care REIT, Inc. (Equity Real Estate Investment Trusts)		1,158		15,679
Safe Bulkers, Inc.* (Marine)		321		1,210
Safehold, Inc. (Equity Real Estate Investment Trusts)		105		8,384
Safety Insurance Group, Inc. (Insurance)		73		6,207
Saia, Inc.* (Road & Rail)		135		45,499
Sailpoint Technologies Holding, Inc.* (Software)		464		22,430
Sally Beauty Holdings, Inc.* (Specialty Retail)		571		10,541
Sana Biotechnology, Inc.* (Biotechnology)		438		6,780
Sanderson Farms, Inc. (Food Products)		103		19,681
Sandy Spring Bancorp, Inc. (Banks)		227		10,914
Sangamo Therapeutics, Inc.* (Biotechnology)		602		4,515
Sanmina Corp.* (Electronic Equipment, Instruments & Components)		322		13,350
Sapiens International Corp. N.V. (Software)		157		5,409
Saul Centers, Inc. (Equity Real Estate Investment Trusts)		60		3,181
ScanSource, Inc.* (Electronic Equipment, Instruments & Components)		128		4,490
Schnitzer Steel Industries, Inc.—Class A (Metals & Mining)		131		6,802
Scholar Rock Holding Corp.* (Biotechnology)		143		3,552
Scholastic Corp. (Media)		134		5,355
Schrodinger, Inc.* (Health Care Technology)		230		8,011
Schweitzer-Mauduit International, Inc. (Paper & Forest Products)		159		4,754
Scientific Games Corp.* (Hotels, Restaurants & Leisure)		488		32,612
Scorpio Tankers, Inc. (Oil, Gas & Consumable Fuels)		247		3,164
Sculptor Capital Management, Inc. (Capital Markets)		112		2,391
Seacoast Banking Corporation of Florida (Banks)		264		9,343
SeaSpine Holdings Corp.* (Health Care Equipment & Supplies)		161		2,193
SeaWorld Entertainment, Inc.* (Hotels, Restaurants & Leisure)		261		16,928
SecureWorks Corp.*—Class A (Software)		51		814
Seelos Therapeutics, Inc.* (Pharmaceuticals)		498		812
Seer, Inc.* (Life Sciences Tools & Services)		211		4,813
Select Energy Services, Inc.* (Energy Equipment & Services)		317		1,975
Select Medical Holdings Corp. (Health Care Providers & Services)		560		16,464
Selecta Biosciences, Inc.* (Biotechnology)		467		1,522
Selective Insurance Group, Inc. (Insurance)		301		24,664
Selectquote, Inc.* (Insurance)		680		6,161
Semtech Corp.* (Semiconductors & Semiconductor Equipment)		328		29,170
Seneca Foods Corp.*—Class A (Food Products)		31		1,486
Sensei Biotherapeutics, Inc.* (Biotechnology)		106		615
Senseonics Holdings, Inc.* (Health Care Equipment & Supplies)		2,191		5,850
Sensient Technologies Corp. (Chemicals)		214		21,413
Sera Prognostics, Inc.*—Class A (Biotechnology)		23		158
Seres Therapeutics, Inc.* (Biotechnology)		353		2,940
Seritage Growth Properties*—Class A (Equity Real Estate Investment Trusts)		189		2,508
Service Properties Trust (Equity Real Estate Investment Trusts)		832		7,313
ServisFirst Bancshares, Inc. (Banks)		253		21,490
Sesen Bio, Inc.*(a) (Biotechnology)		1,021		832
SFL Corp., Ltd. (Oil, Gas & Consumable Fuels)		629		5,126
Shake Shack, Inc.*—Class A (Hotels, Restaurants & Leisure)		190		13,710
Sharps Compliance Corp.* (Health Care Providers & Services)		94		670
Shattuck Labs, Inc.* (Biotechnology)		135		1,149
Shenandoah Telecommunications Co. (Wireless Telecommunication Services)		245		6,248
Shift Technologies, Inc.* (Specialty Retail)		315		1,074
Shockwave Medical, Inc.* (Health Care Equipment & Supplies)		171		30,494
Shoe Carnival, Inc. (Specialty Retail)		90		3,517
ShotSpotter, Inc.* (Software)		43		1,269

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 365

Common Stocks, continued

	Shares		Value
Shutterstock, Inc. (Internet & Direct Marketing Retail)		119	$	13,194
SI-BONE, Inc.* (Health Care Equipment & Supplies)		165		3,665
Sientra, Inc.* (Health Care Equipment & Supplies)		294		1,079
Sierra Bancorp (Banks)		71		1,928
SIGA Technologies, Inc.* (Pharmaceuticals)		245		1,842
Sight Sciences, Inc.* (Health Care Equipment & Supplies)		56		984
Sigilon Therapeutics, Inc.* (Biotechnology)		77		213
Signet Jewelers, Ltd. (Specialty Retail)		268		23,324
Silicon Laboratories, Inc.* (Semiconductors & Semiconductor Equipment)		202		41,698
Silk Road Medical, Inc.* (Health Care Equipment & Supplies)		174		7,414
Silverback Therapeutics, Inc.* (Biotechnology)		104		693
Silvergate Capital Corp.*—Class A (Banks)		140		20,748
Simmons First National Corp.—Class A (Banks)		577		17,068
Simpson Manufacturing Co., Inc. (Building Products)		221		30,734
Simulations Plus, Inc. (Health Care Technology)		78		3,689
Sinclair Broadcast Group, Inc.—Class A (Media)		233		6,158
Singular Genomics Systems, Inc.* (Life Sciences Tools & Services)		61		705
SiriusPoint, Ltd.* (Insurance)		449		3,650
SITE Centers Corp. (Equity Real Estate Investment Trusts)		879		13,915
SiTime Corp.* (Semiconductors & Semiconductor Equipment)		81		23,696
SJW Corp. (Water Utilities)		140		10,248
Skyline Champion Corp.* (Household Durables)		266		21,009
SkyWater Technology, Inc.* (Semiconductors & Semiconductor Equipment)		41		665
SkyWest, Inc.* (Airlines)		253		9,943
Sleep Number Corp.* (Specialty Retail)		112		8,579
SM Energy Co. (Oil, Gas & Consumable Fuels)		608		17,924
SMART Global Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		89		6,318
SmartFinancial, Inc. (Banks)		70		1,915
Smith & Wesson Brands, Inc. (Leisure Products)		243		4,325
Smith Micro Software, Inc.* (Software)		234		1,151
Snap One Holdings Corp.* (Household Durables)		68		1,433
SOC Telemed, Inc.* (Health Care Providers & Services)		308		394
Society Pass, Inc.* (Interactive Media & Services)		16		167
Solaris Oilfield Infrastructure, Inc. (Energy Equipment & Services)		159		1,041
Solid Biosciences, Inc.* (Biotechnology)		302		529
Solo Brands, Inc.*—Class A (Leisure Products)		59		922
Sonic Automotive, Inc.—Class A (Specialty Retail)		110		5,440
Sonos, Inc.* (Household Durables)		610		18,178
Sorrento Therapeutics, Inc.* (Biotechnology)		1,515		7,045
South Jersey Industries, Inc. (Gas Utilities)		522		13,635
South Plains Financial, Inc. (Banks)		53		1,474
Southern First Bancshares, Inc.* (Banks)		38		2,375
Southern Missouri Bancorp, Inc. (Thrifts & Mortgage Finance)		39		2,035
Southside Bancshares, Inc. (Banks)		158		6,608
SouthState Corp. (Banks)		354		28,360
Southwest Gas Holdings, Inc. (Gas Utilities)		306		21,436
Southwestern Energy Co.* (Oil, Gas & Consumable Fuels)		5,153		24,013
Sovos Brands, Inc.* (Food Products)		130		1,957
SP Plus Corp.* (Commercial Services & Supplies)		117		3,302
SpartanNash Co. (Food & Staples Retailing)		182		4,688
Spectrum Pharmaceuticals, Inc.* (Biotechnology)		827		1,050
Spero Therapeutics, Inc.* (Biotechnology)		123		1,969
Spire, Inc. (Gas Utilities)		257		16,762
Spirit Airlines, Inc.* (Airlines)		499		10,903
Spirit of Texas Bancshares, Inc. (Banks)		65		1,871
Sportsman's Warehouse Holdings, Inc.* (Specialty Retail)		221		2,608
SpringWorks Therapeutics, Inc.* (Biotechnology)		148		9,173
Sprout Social, Inc.*—Class A (Software)		229		20,768
Sprouts Farmers Market, Inc.* (Food & Staples Retailing)		572		16,977
Spruce Biosciences, Inc.* (Biotechnology)		44		196
SPS Commerce, Inc.* (Software)		183		26,050
SPX Corp.* (Machinery)		222		13,249
SPX FLOW, Inc. (Machinery)		211		18,247
SQZ Biotechnologies Co.* (Biotechnology)		115		1,027
STAAR Surgical Co.* (Health Care Equipment & Supplies)		241		22,003
STAG Industrial, Inc. (Equity Real Estate Investment Trusts)		894		42,875
Stagwell, Inc.* (Media)		313		2,714
Standard Motor Products, Inc. (Auto Components)		106		5,553
Standex International Corp. (Machinery)		61		6,750
Startek, Inc.* (IT Services)		85		444
State Auto Financial Corp. (Insurance)		90		4,652
Steelcase, Inc.—Class A (Commercial Services & Supplies)		441		5,169
Stem, Inc.* (Electrical Equipment)		578		10,965
Stepan Co. (Chemicals)		109		13,548
StepStone Group, Inc.—Class A (Capital Markets)		205		8,522
Stereotaxis, Inc.* (Health Care Equipment & Supplies)		252		1,562
Sterling Check Corp.* (Professional Services)		84		1,723
Sterling Construction Co., Inc.* (Construction & Engineering)		141		3,708
Steven Madden, Ltd. (Textiles, Apparel & Luxury Goods)		409		19,006
Stewart Information Services Corp. (Insurance)		135		10,764
Stitch Fix, Inc.*—Class A (Internet & Direct Marketing Retail)		413		7,814
Stock Yards Bancorp, Inc. (Banks)		122		7,793
Stoke Therapeutics, Inc.* (Biotechnology)		97		2,327
StoneMor, Inc.* (Diversified Consumer Services)		163		372
Stoneridge, Inc.* (Auto Components)		132		2,606
StoneX Group, Inc.* (Capital Markets)		85		5,206
Strategic Education, Inc. (Diversified Consumer Services)		124		7,172
Stride, Inc.* (Diversified Consumer Services)		210		6,999

See accompanying notes to financial statements.

366 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Stronghold Digital Mining, Inc.*—Class A (Software)		37	$	475
Sturm Ruger & Co., Inc. (Leisure Products)		87		5,918
Summit Financial Group, Inc. (Banks)		58		1,592
Summit Hotel Properties, Inc.* (Equity Real Estate Investment Trusts)		526		5,134
Summit Materials, Inc.*—Class A (Construction Materials)		602		24,165
Summit Therapeutics, Inc.* (Biotechnology)		134		360
Sumo Logic, Inc.* (Software)		445		6,034
Sun Country Airlines Holdings, Inc.* (Airlines)		163		4,442
SunCoke Energy, Inc. (Metals & Mining)		422		2,781
Sunnova Energy International, Inc.* (Independent Power and Renewable Electricity Producers)		436		12,173
SunPower Corp.* (Semiconductors & Semiconductor Equipment)		406		8,473
Sunstone Hotel Investors, Inc.* (Equity Real Estate Investment Trusts)		1,104		12,950
Super Micro Computer, Inc.* (Technology Hardware, Storage & Peripherals)		222		9,758
Superior Group of Cos., Inc. (Textiles, Apparel & Luxury Goods)		60		1,316
Supernus Pharmaceuticals, Inc.* (Pharmaceuticals)		249		7,261
Surface Oncology, Inc.* (Biotechnology)		179		856
Surgery Partners, Inc.* (Health Care Providers & Services)		172		9,187
Surmodics, Inc.* (Health Care Equipment & Supplies)		69		3,322
Sutro BioPharma, Inc.* (Biotechnology)		220		3,274
Synaptics, Inc.* (Semiconductors & Semiconductor Equipment)		199		57,613
Syndax Pharmaceuticals, Inc.* (Biotechnology)		228		4,991
Syros Pharmaceuticals, Inc.* (Biotechnology)		292		952
Tabula Rasa HealthCare, Inc.* (Health Care Technology)		114		1,710
Tactile Systems Technology, Inc.* (Health Care Equipment & Supplies)		97		1,846
Talaris Therapeutics, Inc.* (Biotechnology)		108		1,651
Talis Biomedical Corp.* (Health Care Equipment & Supplies)		73		293
Talos Energy, Inc.* (Oil, Gas & Consumable Fuels)		187		1,833
Tanger Factory Outlet Centers, Inc. (Equity Real Estate Investment Trusts)		519		10,006
Target Hospitality Corp.* (Hotels, Restaurants & Leisure)		126		449
Tarsus Pharmaceuticals, Inc.* (Pharmaceuticals)		43		968
Tattooed Chef, Inc.*(a) (Food Products)		239		3,714
Taylor Morrison Home Corp.* (Household Durables)		607		21,221
Taysha Gene Therapies, Inc.* (Biotechnology)		115		1,340
TCR2 Therapeutics, Inc.* (Biotechnology)		155		722
Team, Inc.* (Commercial Services & Supplies)		134		146
TechTarget, Inc.* (Media)		132		12,627
Teekay Corp.* (Oil, Gas & Consumable Fuels)		352		1,105
Teekay Tankers, Ltd.*—Class A (Oil, Gas & Consumable Fuels)		121		1,319
TEGNA, Inc. (Media)		1,121		20,805
Tejon Ranch Co.* (Real Estate Management & Development)		106		2,022
Telephone and Data Systems, Inc. (Wireless Telecommunication Services)		512		10,316
Telesat Corp.* (Diversified Telecommunication Services)		65		1,864
Tellurian, Inc.* (Oil, Gas & Consumable Fuels)		1,873		5,769
Telos Corp.* (Software)		202		3,115
Tenable Holdings, Inc.* (Software)		468		25,773
Tenaya Therapeutics, Inc.* (Biotechnology)		71		1,345
Tenet Healthcare Corp.* (Health Care Providers & Services)		539		44,031
Tennant Co. (Machinery)		94		7,618
Tenneco, Inc.* (Auto Components)		345		3,899
Terex Corp. (Machinery)		347		15,251
Terns Pharmaceuticals, Inc.* (Pharmaceuticals)		70		495
Terreno Realty Corp. (Equity Real Estate Investment Trusts)		374		31,898
Tetra Tech, Inc. (Commercial Services & Supplies)		273		46,355
TETRA Technologies, Inc.* (Energy Equipment & Services)		622		1,766
Texas Capital Bancshares, Inc.* (Banks)		257		15,484
Texas Roadhouse, Inc.—Class A (Hotels, Restaurants & Leisure)		355		31,693
Textainer Group Holdings, Ltd. (Trading Companies & Distributors)		239		8,535
TG Therapeutics, Inc.* (Biotechnology)		657		12,483
The Andersons, Inc. (Food & Staples Retailing)		160		6,194
The Bancorp, Inc.* (Banks)		265		6,707
The Bank of Nt Butterfield & Son, Ltd. (Banks)		254		9,680
The Brink's Co. (Commercial Services & Supplies)		244		15,999
The Buckle, Inc. (Specialty Retail)		151		6,389
The Cato Corp.—Class A (Specialty Retail)		100		1,716
The Cheesecake Factory, Inc.* (Hotels, Restaurants & Leisure)		234		9,161
The Children's Place, Inc.* (Specialty Retail)		71		5,630
The Container Store Group, Inc.* (Specialty Retail)		161		1,607
The E.W. Scripps Co.*—Class A (Media)		291		5,631
The Ensign Group, Inc. (Health Care Providers & Services)		266		22,333
The First Bancorp, Inc. (Banks)		52		1,633
The GEO Group, Inc. (Equity Real Estate Investment Trusts)		597		4,627
The Goodyear Tire & Rubber Co.* (Auto Components)		1,402		29,891
The Greenbrier Cos., Inc. (Machinery)		162		7,434
The Hackett Group, Inc. (IT Services)		125		2,566
The Joint Corp.* (Health Care Providers & Services)		70		4,598
The Lovesac Co.* (Household Durables)		65		4,307
The Macerich Co. (Equity Real Estate Investment Trusts)		1,084		18,732
The Manitowoc Co., Inc.* (Machinery)		174		3,235
The Marcus Corp.* (Entertainment)		116		2,072
The ODP Corp.* (Specialty Retail)		234		9,192
The Pennant Group, Inc.* (Health Care Providers & Services)		130		3,000

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 367

Common Stocks, continued

	Shares		Value
The RealReal, Inc.* (Internet & Direct Marketing Retail)		406	$	4,714
The RMR Group, Inc.—Class A (Real Estate Management & Development)		77		2,670
The Shyft Group, Inc. (Machinery)		176		8,647
The Simply Good Foods Co.* (Food Products)		432		17,958
The St Joe Co. (Real Estate Management & Development)		169		8,796
The Vita Coco Co., Inc.* (Beverages)		56		626
TherapeuticsMD, Inc.* (Pharmaceuticals)		1,977		703
Theravance Biopharma, Inc.* (Pharmaceuticals)		304		3,359
Thermon Group Holdings, Inc.* (Electrical Equipment)		167		2,827
Theseus Pharmaceuticals, Inc.* (Pharmaceuticals)		58		735
Third Coast Bancshares, Inc.* (Banks)		18		468
Thorne HealthTech, Inc.* (Personal Products)		34		211
Thryv Holdings, Inc.* (Media)		39		1,604
Tidewater, Inc.* (Energy Equipment & Services)		208		2,228
Tilly's, Inc.—Class A (Specialty Retail)		115		1,853
TimkenSteel Corp.* (Metals & Mining)		233		3,845
Tiptree, Inc. (Insurance)		119		1,646
Titan International, Inc.* (Machinery)		259		2,839
Titan Machinery, Inc.* (Trading Companies & Distributors)		98		3,302
Tivity Health, Inc.* (Health Care Providers & Services)		223		5,896
Tompkins Financial Corp. (Banks)		72		6,018
Tonix Pharmaceuticals Holding Corp.* (Biotechnology)		2,248		804
Tootsie Roll Industries, Inc. (Food Products)		78		2,826
Torrid Holdings, Inc.* (Specialty Retail)		65		642
TowneBank (Banks)		341		10,772
TPG RE Finance Trust, Inc.—Class T (Mortgage Real Estate Investment Trusts)		304		3,745
TPI Composites, Inc.* (Electrical Equipment)		184		2,753
Traeger, Inc.* (Household Durables)		114		1,386
Transcat, Inc.* (Trading Companies & Distributors)		36		3,327
TransMedics Group, Inc.* (Health Care Equipment & Supplies)		131		2,510
TravelCenters of America, Inc.* (Specialty Retail)		63		3,252
Travere Therapeutics, Inc.* (Biotechnology)		299		9,281
Treace Medical Concepts, Inc.* (Health Care Equipment & Supplies)		152		2,833
Trean Insurance Group, Inc.* (Insurance)		89		793
Tredegar Corp. (Chemicals)		133		1,572
TreeHouse Foods, Inc.* (Food Products)		264		10,700
Trevena, Inc.* (Biotechnology)		829		483
Tri Pointe Homes, Inc.* (Household Durables)		566		15,786
TriCo Bancshares (Banks)		140		6,014
TriMas Corp. (Machinery)		219		8,103
TriNet Group, Inc.* (Professional Services)		206		19,624
Trinity Industries, Inc. (Machinery)		392		11,838
Trinseo PLC* (Chemicals)		197		10,335
Triple-S Management Corp.* (Health Care Providers & Services)		115		4,103
TriState Capital Holdings, Inc.* (Banks)		147		4,448
Triton International, Ltd. (Trading Companies & Distributors)		338		20,357
Triumph Bancorp, Inc.* (Banks)		119		14,171
Triumph Group, Inc.* (Aerospace & Defense)		323		5,985
Tronox Holdings PLC—Class A (Chemicals)		581		13,961
TrueBlue, Inc.* (Professional Services)		177		4,898
TrueCar, Inc.* (Interactive Media & Services)		483		1,642
Trupanion, Inc.* (Insurance)		194		25,614
TrustCo Bank Corp. (Thrifts & Mortgage Finance)		96		3,198
Trustmark Corp. (Banks)		316		10,257
TTEC Holdings, Inc. (IT Services)		94		8,512
TTM Technologies, Inc.* (Electronic Equipment, Instruments & Components)		529		7,882
Tucows, Inc.* (IT Services)		49		4,107
Tupperware Brands Corp.* (Household Durables)		248		3,792
Turning Point Brands, Inc. (Tobacco)		74		2,796
Turning Point Therapeutics, Inc.* (Biotechnology)		233		11,114
Turtle Beach Corp.* (Technology Hardware, Storage & Peripherals)		77		1,714
Tutor Perini Corp.* (Construction & Engineering)		209		2,585
Twist Bioscience Corp.* (Biotechnology)		239		18,496
Two Harbors Investment Corp. (Mortgage Real Estate Investment Trusts)		1,745		10,069
Tyra Biosciences, Inc.* (Biotechnology)		62		872
U.S. Cellular Corp.* (Wireless Telecommunication Services)		78		2,459
U.S. Ecology, Inc.* (Commercial Services & Supplies)		160		5,110
U.S. Lime & Minerals, Inc. (Construction Materials)		10		1,290
U.S. Physical Therapy, Inc. (Health Care Providers & Services)		65		6,211
U.S. Silica Holdings, Inc.* (Energy Equipment & Services)		372		3,497
Udemy, Inc.* (Diversified Consumer Services)		70		1,368
UFP Industries, Inc. (Building Products)		305		28,063
UFP Technologies, Inc.* (Containers & Packaging)		35		2,459
Ultra Clean Holdings, Inc.* (Semiconductors & Semiconductor Equipment)		225		12,906
UMB Financial Corp. (Banks)		222		23,556
UMH Properties, Inc. (Equity Real Estate Investment Trusts)		215		5,876
Unifi, Inc.* (Textiles, Apparel & Luxury Goods)		71		1,644
UniFirst Corp. (Commercial Services & Supplies)		76		15,990
Unisys Corp.* (IT Services)		333		6,850
United Bankshares, Inc. (Banks)		668		24,235
United Community Banks, Inc. (Banks)		531		19,084
United Fire Group, Inc. (Insurance)		107		2,481
United Insurance Holdings Corp. (Insurance)		103		447
United Natural Foods, Inc.* (Food & Staples Retailing)		283		13,890
Uniti Group, Inc. (Equity Real Estate Investment Trusts)		997		13,968
Unitil Corp. (Multi-Utilities)		79		3,633
Universal Corp. (Tobacco)		123		6,755
Universal Electronics, Inc.* (Household Durables)		64		2,608
Universal Health Realty Income Trust (Equity Real Estate Investment Trusts)		65		3,866
Universal Insurance Holdings, Inc. (Insurance)		137		2,329
Universal Logistics Holdings, Inc. (Road & Rail)		39		736
Univest Financial Corp. (Banks)		147		4,398
Upland Software, Inc.* (Software)		147		2,637
Upwork, Inc.* (Professional Services)		598		20,428

See accompanying notes to financial statements.

368 :: ProFund VP UltraSmall-Cap :: Financial Statements

Common Stocks, continued

	Shares		Value
Uranium Energy Corp.* (Oil, Gas & Consumable Fuels)		1,299	$	4,352
Urban Edge Properties (Equity Real Estate Investment Trusts)		587		11,153
Urban Outfitters, Inc.* (Specialty Retail)		348		10,217
Ur-Energy, Inc.* (Oil, Gas & Consumable Fuels)		917		1,119
UroGen Pharma, Ltd.* (Biotechnology)		99		941
Urstadt Biddle Properties, Inc.—Class A (Equity Real Estate Investment Trusts)		151		3,216
US Xpress Enterprises, Inc.*—Class A (Road & Rail)		136		798
USANA Health Sciences, Inc.* (Personal Products)		61		6,173
Utah Medical Products, Inc. (Health Care Equipment & Supplies)		17		1,700
Utz Brands, Inc. (Food Products)		299		4,769
Valhi, Inc. (Chemicals)		12		345
Valley National Bancorp (Banks)		2,031		27,926
Value Line, Inc. (Capital Markets)		5		234
Vanda Pharmaceuticals, Inc.* (Biotechnology)		278		4,362
Vapotherm, Inc.* (Health Care Equipment & Supplies)		115		2,382
Varex Imaging Corp.* (Health Care Equipment & Supplies)		194		6,121
Varonis Systems, Inc.* (Software)		543		26,488
Vaxart, Inc.* (Biotechnology)		620		3,887
Vaxcyte, Inc.* (Pharmaceuticals)		205		4,877
VBI Vaccines, Inc.* (Biotechnology)		956		2,237
Vector Group, Ltd. (Tobacco)		728		8,358
Vectrus, Inc.* (Aerospace & Defense)		58		2,655
Veeco Instruments, Inc.* (Semiconductors & Semiconductor Equipment)		252		7,174
Velocity Financial, Inc.* (Thrifts & Mortgage Finance)		43		589
Velodyne Lidar, Inc.* (Electronic Equipment, Instruments & Components)		383		1,777
Ventyx Biosciences, Inc.* (Pharmaceuticals)		53		1,053
Vera Bradley, Inc.* (Textiles, Apparel & Luxury Goods)		132		1,123
Vera Therapeutics, Inc.* (Biotechnology)		50		1,336
Veracyte, Inc.* (Biotechnology)		342		14,090
Verastem, Inc.* (Biotechnology)		879		1,802
Vericel Corp.* (Biotechnology)		236		9,275
Verint Systems, Inc.* (Software)		327		17,171
Veris Residential, Inc.* (Equity Real Estate Investment Trusts)		445		8,179
Veritex Holdings, Inc. (Banks)		241		9,587
Veritiv Corp.* (Trading Companies & Distributors)		73		8,948
Veritone, Inc.* (Software)		144		3,237
Verra Mobility Corp.*—Class C (IT Services)		730		11,264
Verrica Pharmaceuticals, Inc.* (Pharmaceuticals)		66		605
Verso Corp.—Class A (Paper & Forest Products)		135		3,648
Veru, Inc.* (Personal Products)		327		1,926
Verve Therapeutics, Inc.* (Biotechnology)		80		2,950
Via Renewables, Inc. (Multi-Utilities)		61		697
Viad Corp.* (Commercial Services & Supplies)		103		4,407
Viant Technology, Inc.*—Class A (Software)		59		573
Viavi Solutions, Inc.* (Communications Equipment)		1,214		21,390
Vicor Corp.* (Electrical Equipment)		107		13,587
Viemed Healthcare, Inc.* (Health Care Providers & Services)		179		934
View, Inc.*(a) (Building Products)		707		2,764
ViewRay, Inc.* (Health Care Equipment & Supplies)		702		3,868
Viking Therapeutics, Inc.* (Biotechnology)		347		1,596
Village Super Market, Inc.—Class A (Food & Staples Retailing)		43		1,006
Vincerx Pharma, Inc.* (Biotechnology)		83		846
Vir Biotechnology, Inc.* (Biotechnology)		305		12,770
Viracta Therapeutics, Inc.* (Biotechnology)		184		672
VirnetX Holding Corp.* (Software)		322		837
Virtus Investment Partners, Inc. (Capital Markets)		37		10,993
Vishay Intertechnology, Inc. (Electronic Equipment, Instruments & Components)		676		14,784
Vishay Precision Group, Inc.* (Electronic Equipment, Instruments & Components)		63		2,339
Vista Outdoor, Inc.* (Leisure Products)		292		13,452
VistaGen Therapeutics, Inc.* (Biotechnology)		984		1,919
Visteon Corp.* (Auto Components)		141		15,671
Vital Farms, Inc.* (Food Products)		125		2,258
Vivint Smart Home, Inc.* (Diversified Consumer Services)		465		4,548
Vocera Communications, Inc.* (Health Care Technology)		175		11,347
Vonage Holdings Corp.* (Software)		1,226		25,489
Vor BioPharma, Inc.* (Biotechnology)		96		1,116
VOXX International Corp.* (Auto Components)		79		803
VSE Corp. (Commercial Services & Supplies)		54		3,291
Vuzix Corp.*(a) (Household Durables)		298		2,584
W&T Offshore, Inc.* (Oil, Gas & Consumable Fuels)		476		1,537
Wabash National Corp. (Machinery)		251		4,900
Walker & Dunlop, Inc. (Thrifts & Mortgage Finance)		148		22,330
Warrior Met Coal, Inc. (Metals & Mining)		261		6,710
Washington Federal, Inc. (Thrifts & Mortgage Finance)		329		10,982
Washington Real Estate Investment Trust (Equity Real Estate Investment Trusts)		429		11,090
Washington Trust Bancorp, Inc. (Banks)		87		4,904
Waterstone Financial, Inc. (Thrifts & Mortgage Finance)		108		2,361
Watts Water Technologies, Inc.—Class A (Machinery)		140		27,183
WaVe Life Sciences, Ltd.* (Pharmaceuticals)		224		703
WD-40 Co. (Household Products)		69		16,879
Weave Communications, Inc.* (Software)		24		364
Weber, Inc.—Class A (Household Durables)		90		1,164
Weis Markets, Inc. (Food & Staples Retailing)		83		5,468
Welbilt, Inc.* (Machinery)		663		15,760
Werewolf Therapeutics, Inc.* (Biotechnology)		134		1,596
Werner Enterprises, Inc. (Road & Rail)		313		14,918
WesBanco, Inc. (Banks)		311		10,882
WESCO International, Inc.* (Trading Companies & Distributors)		227		29,870
West Bancorp, Inc. (Banks)		82		2,548
Westamerica Bancorp (Banks)		132		7,620
Whitestone REIT (Equity Real Estate Investment Trusts)		233		2,360
Whiting Petroleum Corp.* (Oil, Gas & Consumable Fuels)		200		12,936
Whole Earth Brands, Inc.* (Food Products)		189		2,030

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 369

Common Stocks, continued

	Shares		Value
WideOpenWest, Inc.* (Media)		266	$	5,724
Willdan Group, Inc.* (Professional Services)		56		1,971
Willis Lease Finance Corp.* (Trading Companies & Distributors)		15		565
WillScot Mobile Mini Holdings Corp.* (Construction & Engineering)		1,073		43,822
Wingstop, Inc. (Hotels, Restaurants & Leisure)		151		26,093
Winmark Corp. (Specialty Retail)		18		4,469
Winnebago Industries, Inc. (Automobiles)		164		12,287
WisdomTree Investments, Inc. (Capital Markets)		683		4,180
Wolverine World Wide, Inc. (Textiles, Apparel & Luxury Goods)		412		11,870
Workhorse Group, Inc.* (Auto Components)		612		2,668
Workiva, Inc.* (Software)		217		28,316
World Acceptance Corp.* (Consumer Finance)		22		5,399
World Fuel Services Corp. (Oil, Gas & Consumable Fuels)		316		8,365
Worthington Industries, Inc. (Metals & Mining)		168		9,183
WSFS Financial Corp. (Thrifts & Mortgage Finance)		329		16,489
WW International, Inc.* (Diversified Consumer Services)		267		4,307
XBiotech, Inc. (Biotechnology)		77		857
Xencor, Inc.* (Biotechnology)		287		11,514
Xenia Hotels & Resorts, Inc.* (Equity Real Estate Investment Trusts)		578		10,468
Xilio Therapeutics, Inc.* (Biotechnology)		38		608
XL Fleet Corp.* (Auto Components)		177		586
XOMA Corp.* (Biotechnology)		31		646
Xometry, Inc.*—Class A (Internet & Direct Marketing Retail)		41		2,101
XPEL, Inc.* (Auto Components)		91		6,213
Xperi Holding Corp. (Software)		532		10,060
Xponential Fitness, Inc.*—Class A (Hotels, Restaurants & Leisure)		47		961
Yellow Corp.* (Road & Rail)		255		3,210
Yelp, Inc.* (Interactive Media & Services)		363		13,155
Yext, Inc.* (Software)		571		5,664
Y-mAbs Therapeutics, Inc.* (Biotechnology)		177		2,869
York Water Co. (Water Utilities)		66		3,285
Zentalis Pharmaceuticals, Inc.* (Biotechnology)		185		15,551
Zevia PBC*—Class A (Beverages)		52		367
Ziff Davis, Inc.* (Software)		220		24,389
ZIOPHARM Oncology, Inc.* (Biotechnology)		1,063		1,159
Zogenix, Inc.* (Pharmaceuticals)		284		4,615
Zumiez, Inc.* (Specialty Retail)		108		5,183
Zuora, Inc.*—Class A (Software)		565		10,554
Zurn Water Solutions Corp. (Building Products)		615		22,386
Zymergen, Inc.* (Chemicals)		406		2,716
Zynex, Inc.*(a) (Health Care Equipment & Supplies)		99		987
TOTAL COMMON STOCKS (Cost $11,358,609)				15,072,571

Trust (0.0%)

	Interest Units		Value
Ferroglobe Representation and Warranty Insurance*+ (Metals & Mining)		510	$	—
TOTAL TRUST (Cost $—)				—

Contingent Escrow Shares (0.0%)

	Shares		Value
Wright Medical Group, Inc.*+(b); (Health Care Equipment & Supplies)		442	$	—
TOTAL CONTINGENT ESCROW SHARES (Cost $—)				—

Repurchase Agreements^(c)(d) (48.4%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $13,682,000	$	13,682,000	$	13,682,000
TOTAL REPURCHASE AGREEMENTS (Cost $13,682,000)				13,682,000

Collateral for Securities Loaned^(e) (0.5%)

	Shares		Value
BlackRock Liquidity Funds FedFund Portfolio—Institutional Shares, 0.03%(f)		140,996	$	140,996
TOTAL COLLATERAL FOR SECURITIES LOANED (Cost $140,996)				140,996
TOTAL INVESTMENT SECURITIES (Cost $25,181,605)—102.3%				28,895,567
Net other assets (liabilities)—(2.3)%				(645,705	)
NET ASSETS—100.0%			$	28,249,862

* Non-income producing security.

⁺ These securities were fair valued based on procedures approved by the Board of Trustees. As of December 31, 2021, these securities represented 0.000% of the net assets of the Fund.

^(a) All or part of this security was on loan as of December 31, 2021. The total value of securities on loan as of December 31, 2021 was $129,228.

^(b) On November 12, 2020, Stryker Corp. acquired Wright Medical Group. As part of the acquisition, $1.85 per acquired share was allocated 1:1 to Escrow Shares, contingent on whether the $1.85 per share is determined to be payable to the Dutch Government; otherwise, the value of the Escrow Shares will be remitted to pre-acquisition shareholders of Wright Medical Group. In January 2022, all Escrow Shares were sold at a value of $1.85 per share.

^(c) A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $5,580,000.

^(d) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

^(e) Securities were purchased with cash collateral held from securities on loan at December 31, 2021.

^(f) Rate periodically changes. Rate disclosed is the daily yield on December 31, 2021.

See accompanying notes to financial statements.

370 :: ProFund VP UltraSmall-Cap :: Financial Statements

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
iShares Russell 2000 ETF	Goldman Sachs International	1/27/22		0.13	%	$	10,319,149	$	(77,630	)
Russell 2000 Index	Goldman Sachs International	1/27/22		0.48	%		16,078,665		(117,453	)
						$	26,397,814	$	(195,083	)
iShares Russell 2000 ETF	UBS AG	1/27/22		(0.12	)%	$	4,933,042	$	(36,973	)
Russell 2000 Index	UBS AG	1/27/22		0.08	%		10,092,668		(69,568	)
						$	15,025,710	$	(106,541	)
						$	41,423,524	$	(301,624	)

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

ProFund VP UltraSmall-Cap invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Aerospace & Defense	$	93,431		0.3	%
Air Freight & Logistics		54,597		0.2	%
Airlines		47,956		0.2	%
Auto Components		214,315		0.8	%
Automobiles		33,316		0.1	%
Banks		1,270,475		4.5	%
Beverages		66,800		0.2	%
Biotechnology		1,267,043		4.6	%
Building Products		205,562		0.7	%
Capital Markets		247,547		0.9	%
Chemicals		297,020		1.0	%
Commercial Services & Supplies		258,016		0.9	%
Communications Equipment		137,967		0.5	%
Construction & Engineering		240,823		0.9	%
Construction Materials		28,974		0.1	%
Consumer Finance		120,124		0.4	%
Containers & Packaging		35,401		0.1	%
Distributors		2,638		NM
Diversified Consumer Services		105,995		0.4	%
Diversified Financial Services		23,650		0.1	%
Diversified Telecommunication Services		74,449		0.3	%
Electric Utilities		91,718		0.3	%
Electrical Equipment		157,098		0.6	%
Electronic Equipment, Instruments & Components		339,955		1.2	%
Energy Equipment & Services		117,205		0.4	%
Entertainment		119,422		0.4	%
Equity Real Estate Investment Trusts		992,262		3.5	%
Food & Staples Retailing		156,642		0.5	%
Food Products		146,942		0.5	%
Gas Utilities		134,280		0.5	%
Health Care Equipment & Supplies		486,845		1.7	%
Health Care Providers & Services		432,870		1.5	%
Health Care Technology		179,900		0.6	%
Hotels, Restaurants & Leisure		358,730		1.2	%
Household Durables		300,231		1.1	%
Household Products		44,006		0.2	%
Independent Power and Renewable Electricity Producers		51,327		0.2	%
Insurance		299,421		1.1	%
Interactive Media & Services		52,841		0.2	%
Internet & Direct Marketing Retail		78,888		0.3	%
IT Services		256,809		0.9	%
Leisure Products		95,031		0.3	%
Life Sciences Tools & Services		126,708		0.4	%
Machinery		572,470		2.0	%
Marine		28,298		0.1	%
Media		157,958		0.5	%
Metals & Mining		183,841		0.7	%
Mortgage Real Estate Investment Trusts		191,572		0.7	%
Multiline Retail		56,398		0.2	%
Multi-Utilities		57,838		0.2	%
Oil, Gas & Consumable Fuels		547,117		2.0	%
Paper & Forest Products		19,234		0.1	%
Personal Products		84,974		0.3	%
Pharmaceuticals		224,752		0.8	%
Professional Services		264,478		0.9	%
Real Estate Management & Development		136,264		0.5	%
Road & Rail		138,190		0.5	%
Semiconductors & Semiconductor Equipment		582,010		2.1	%
Software		871,975		3.1	%
Specialty Retail		355,771		1.3	%
Technology Hardware, Storage & Peripherals		41,876		0.1	%
Textiles, Apparel & Luxury Goods		111,755		0.4	%
Thrifts & Mortgage Finance		262,680		0.9	%
Tobacco		20,430		0.1	%
Trading Companies & Distributors		226,883		0.8	%
Water Utilities		67,495		0.2	%
Wireless Telecommunication Services		23,082		0.1	%
Other**		13,177,291		46.6	%
Total	$	28,249,862		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

^NM Not meaningful, amount is less than 0.05%.

See accompanying notes to financial statements.

Financial Statements :: ProFund VP UltraSmall-Cap :: 371

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	25,181,605
Securities, at value(a)		15,213,567
Repurchase agreements, at value		13,682,000
Total Investment Securities, at value		28,895,567
Cash		1,409
Segregated cash balances for swap agreements with custodian		992
Dividends receivable		12,032
Receivable for capital shares issued		1,111
Receivable for investments sold		7,269
Prepaid expenses		174
TOTAL ASSETS		28,918,554
LIABILITIES:
Payable for collateral for securities loaned		140,996
Payable for capital shares redeemed		143,019
Payable for investments purchased		7,329
Unrealized depreciation on swap agreements		301,624
Advisory fees payable		18,707
Management services fees payable		2,494
Administration fees payable		1,683
Administrative services fees payable		15,436
Distribution fees payable		15,285
Transfer agency fees payable		2,936
Fund accounting fees payable		1,524
Compliance services fees payable		131
Other accrued expenses		17,528
TOTAL LIABILITIES		668,692
NET ASSETS	$	28,249,862
NET ASSETS CONSIST OF:
Capital	$	21,384,569
Total distributable earnings (loss)		6,865,293
NET ASSETS	$	28,249,862
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		1,076,138
Net Asset Value (offering and redemption price per share)	$	26.25
(a) Includes securities on loan valued at:	$	129,228

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	143,364
Interest		209
Foreign tax withholding		(203	)
Net income from securities lending		1,927
TOTAL INVESTMENT INCOME		145,297
EXPENSES:
Advisory fees		228,660
Management services fees		30,488
Administration fees		22,256
Transfer agency fees		18,495
Administrative services fees		82,045
Distribution fees		76,220
Custody fees		4,687
Fund accounting fees		19,605
Trustee fees		473
Compliance services fees		238
Other fees		40,802
Total Gross Expenses before reductions		523,969
Expenses reduced and reimbursed by the Advisor		(11,771	)
TOTAL NET EXPENSES		512,198
NET INVESTMENT INCOME (LOSS)		(366,901	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		809,033
Net realized gains (losses) on futures contracts		59,805
Net realized gains (losses) on swap agreements		3,110,064
Change in net unrealized appreciation/depreciation on investment securities		383,136
Change in net unrealized appreciation/depreciation on futures contracts		(21,246	)
Change in net unrealized appreciation/depreciation on swap agreements		73,683
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		4,414,475
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	4,047,574

See accompanying notes to financial statements.

372 :: ProFund VP UltraSmall-Cap :: Financial Statements

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(366,901	)	$	(129,194	)
Net realized gains (losses) on investments		3,978,902			2,490,386
Change in net unrealized appreciation/depreciation on investments		435,573			(256,056	)
Change in net assets resulting from operations		4,047,574			2,105,136
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(2,253,812	)		(2,142,018	)
Change in net assets resulting from distributions		(2,253,812	)		(2,142,018	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		79,631,011			84,978,342
Distributions reinvested		2,244,959			2,142,018
Value of shares redeemed		(76,528,092	)		(86,084,727	)
Change in net assets resulting from capital transactions		5,347,878			1,035,633
Change in net assets		7,141,640			998,751
NET ASSETS:
Beginning of period		21,108,222			20,109,471
End of period	$	28,249,862		$	21,108,222
SHARE TRANSACTIONS:
Issued		2,859,816			5,043,750
Reinvested		92,461			139,545
Redeemed		(2,785,608	)		(5,121,528	)
Change in shares		166,669			61,767

See accompanying notes to financial statements.

Financial Highlights :: ProFund VP UltraSmall-Cap :: 373

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	23.21		$	23.72		$	16.10		$	28.59		$	25.21
Investment Activities:
Net investment income (loss)(a)		(0.33	)		(0.15	)		0.01			(0.02	)		(0.20	)
Net realized and unrealized gains (losses) on investments		5.56			2.55			7.61			(4.67	)		6.48
Total income (loss) from investment activities		5.23			2.40			7.62			(4.69	)		6.28
Distributions to Shareholders From:
Net investment income		—			(0.03	)		—			—			—
Net realized gains on investments		(2.19	)		(2.88	)		—			(7.80	)		(2.90	)
Total distributions		(2.19	)		(2.91	)		—			(7.80	)		(2.90	)
Net Asset Value, End of Period	$	26.25		$	23.21		$	23.72		$	16.10		$	28.59
Total Return		23.30	%		16.39	%		47.33	%		(26.95	)%		25.20	%
Ratios to Average Net Assets:
Gross expenses		1.72	%		1.86	%		1.76	%		1.74	%		1.72	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		(1.20	)%		(0.91	)%		0.07	%		(0.09	)%		(0.74	)%
Supplemental Data:
Net assets, end of period (000's)	$	28,250		$	21,108		$	20,109		$	16,736		$	31,873	��
Portfolio turnover rate(b)		24	%		34	%		66	%		18	%		27	%

(a)	Per share net investment income (loss) has been calculated using the average daily shares method.
(b)	Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

374 :: ProFund VP U.S. Government Plus :: Management Discussion of Fund Performance

ProFund VP U.S. Government Plus (the "Fund") seeks daily investment results, before fees and expenses, that correspond to one and one-quarter times (1.25x) the daily movement of the most recently issued 30-Year U.S. Treasury Bond ( the "Long Bond") for a single day, not for any other period. A "single day" is measured from the time the Fund calculates its net asset value ("NAV") to the time of the Fund's next NAV calculation. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day. The return of the Fund for periods longer than a single day will be the result of its return for each day compounded over the period. The Fund's returns for periods longer than a single day will very likely differ in amount, and possibly even direction, from the Fund's stated multiple (1.25x) times the return of the Long Bond for the same period. For periods longer than a single day, the Fund will lose money if the Long Bond's performance is flat, and it is possible that the Fund will lose money even if the level of the Long Bond rises. For the year ended December 31, 2021, the Fund had a total return of -7.08%. For the same period, the Long Bond, as measured by the Ryan Labs Returns Treasury Yield Curve 30 Year Index¹, had a total return of -4.37%² and a volatility of 16.66%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to one and one-quarter times the daily price movement of the Long Bond.³

The Fund takes positions in financial instruments that, in combination, should have similar daily return characteristics as one and one-quarter times the daily price movement of the Long Bond. The Long Bond is the longest term outstanding 30-year bond issued by the U.S. Treasury. As of December 31, 2021, the most recent Long Bond carried a maturity date of 11/15/51 and a 1.875% coupon.

During the year ended December 31, 2021, the Fund invested in swap agreements and futures contracts as a substitute for investing directly in bonds in order to gain leveraged exposure to the Long Bond. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

 

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP U.S. Government Plus from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP U.S. Government Plus		-7.08	%		6.54	%		3.70	%
Ryan Labs Returns Treasury Yield Curve 30 Year Index		-4.37	%		7.13	%		4.49	%

Expense Ratios**

Fund	Gross			Net
ProFund VP U.S. Government Plus		1.48	%		1.38	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings

Market Exposure

Investment Type	% of Net Assets
U.S. Treasury Obligation		49	%
Swap Agreements		75	%
Total Exposure		124	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Holdings

The ProFund VP U.S. Government Plus primarily invests in non-equity securities, which may include: swap agreements, futures contracts, repurchase agreements and U.S. Government securities.

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and NAV will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

1	The Ryan Labs Returns Treasury Yield Curve 30 Year Index is an index that consists of public obligations of the U.S. Treasury consisting of a single security, the latest issued on-the-run 30 Year Treasury bond. This Index reflects both price return and yield. It does not reflect the impact of transaction costs nor the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. It is not possible to invest directly in an index.
2	The Long Bond reflects a yield component. It does not reflect the impact of transaction and financing costs, nor the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees. The Fund's performance reflects a yield component, the impact of transaction and financing costs and the deduction of fees and expenses.
3	1.00 equals perfect correlation. This calculation is based on the daily total return of the Long Bond and the performance of the daily total return of the NAV per share of the Fund.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

Financial Statements :: ProFund VP U.S. Government Plus :: 375

Schedule of Portfolio Investments :: December 31, 2021

U.S. Treasury Obligation (49.4%)

	Principal Amount		Value
U.S. Treasury Bonds, 1.875%, 11/15/51	$	7,540,000	$	7,518,205
TOTAL U.S. TREASURY OBLIGATION (Cost $7,330,950)				7,518,205

Repurchase Agreements^(a)(b) (50.9%)

Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $7,745,000	7,745,000		7,745,000
TOTAL REPURCHASE AGREEMENTS (Cost $7,745,000)			7,745,000
TOTAL INVESTMENT SECURITIES (Cost $15,075,950)—100.3%			15,263,205
Net other assets (liabilities)—(0.3)%			(48,423	)
NET ASSETS—100.0%		$	15,214,782

(a)	A portion of these securities were held in a segregated account for the benefit of swap counterparties in the event of default. At December 31, 2021, the aggregate amount held in a segregated account was $125,000.
(b)	The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)		Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
30-Year U.S. Treasury Bond, 1.875% due on 11/15/51	Citibank North America	1/17/22	0.10	%	$	4,566,761	$	(17,649	)
30-Year U.S. Treasury Bond, 1.875% due on 11/15/51	Societe' Generale	1/17/22	0.22	%		6,880,055		(20,948	)
					$	11,446,816	$	(38,597	)

(1)	Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.
(2)	Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

376 :: ProFund VP U.S. Government Plus :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	15,075,950
Securities, at value		7,518,205
Repurchase agreements, at value		7,745,000
Total Investment Securities, at value		15,263,205
Segregated cash balances for swap agreements with custodian		81
Interest receivable		18,355
Receivable for capital shares issued		20,231
Prepaid expenses		97
TOTAL ASSETS		15,301,969
LIABILITIES:
Cash overdraft		443
Payable for capital shares redeemed		11,075
Unrealized depreciation on swap agreements		38,597
Advisory fees payable		9,360
Management services fees payable		1,872
Administration fees payable		970
Administrative services fees payable		6,796
Distribution fees payable		7,573
Transfer agency fees payable		1,527
Fund accounting fees payable		535
Compliance services fees payable		70
Other accrued expenses		8,369
TOTAL LIABILITIES		87,187
NET ASSETS	$	15,214,782
NET ASSETS CONSIST OF:
Capital	$	17,054,145
Total distributable earnings (loss)		(1,839,363	)
NET ASSETS	$	15,214,782
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		668,550
Net Asset Value (offering and redemption price per share)	$	22.76

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Interest	$	147,735
EXPENSES:
Advisory fees		82,994
Management services fees		16,599
Administration fees		13,059
Transfer agency fees		10,269
Administrative services fees		41,707
Distribution fees		41,497
Custody fees		2,509
Fund accounting fees		6,886
Trustee fees		315
Compliance services fees		70
Other fees		11,607
Recoupment of prior expenses reduced by the Advisor		3,000
Total Gross Expenses before reductions		230,512
Expenses reduced and reimbursed by the Advisor		(1,450	)
TOTAL NET EXPENSES		229,062
NET INVESTMENT INCOME (LOSS)		(81,327	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		(651,157	)
Net realized gains (losses) on futures contracts		6,976
Net realized gains (losses) on swap agreements		(1,343,840	)
Change in net unrealized appreciation/depreciation on investment securities		147,285
Change in net unrealized appreciation/depreciation on swap agreements		(97,357	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		(1,938,093	)
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	(2,019,420	)

See accompanying notes to financial statements.

Financial Statements :: ProFund VP U.S. Government Plus :: 377

Statements of Changes in Net Assets

	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	(81,327	)	$	(213,996	)
Net realized gains (losses) on investments		(1,988,021	)		3,075,680
Change in net unrealized appreciation/depreciation on investments		49,928			473,796
Change in net assets resulting from operations		(2,019,420	)		3,335,480
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(2,851,086	)		(1,890,196	)
Change in net assets resulting from distributions		(2,851,086	)		(1,890,196	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		25,088,789			121,388,592
Distributions reinvested		2,851,086			1,890,196
Value of shares redeemed		(30,250,001	)		(121,724,663	)
Change in net assets resulting from capital transactions		(2,310,126	)		1,554,125
Change in net assets		(7,180,632	)		2,999,409
NET ASSETS:
Beginning of period		22,395,414			19,396,005
End of period	$	15,214,782		$	22,395,414
SHARE TRANSACTIONS:
Issued		1,065,282			3,561,171
Reinvested		144,652			56,986
Redeemed		(1,274,364	)		(3,599,595	)
Change in shares		(64,430	)		18,562

See accompanying notes to financial statements.

378 :: ProFund VP U.S. Government Plus :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	30.55		$	27.15		$	23.16		$	24.73		$	22.68
Investment Activities:
Net investment income (loss)(a)		(0.12	)		(0.25	)		0.22			0.21			0.10
Net realized and unrealized gains (losses) on investments		(2.80	)		6.06			3.99			(1.57	)		2.06
Total income (loss) from investment activities		(2.92	)		5.81			4.21			(1.36	)		2.16
Distributions to Shareholders From:
Net investment income		—			(0.02	)		(0.22	)		(0.21	)		(0.11	)
Net realized gains on investments		(4.87	)		(2.39	)		—			—			—
Total distributions		(4.87	)		(2.41	)		(0.22	)		(0.21	)		(0.11	)
Net Asset Value, End of Period	$	22.76		$	30.55		$	27.15		$	23.16		$	24.73
Total Return		(7.08	)%		20.69	%		18.22	%		(5.42	)%		9.49	%
Ratios to Average Net Assets:
Gross expenses		1.39	%		1.48	%		1.44	%		1.45	%		1.43	%
Net expenses		1.38	%		1.38	%		1.38	%		1.38	%		1.38	%
Net investment income (loss)		(0.49	)%		(0.75	)%		0.84	%		0.92	%		0.43	%
Supplemental Data:
Net assets, end of period (000's)	$	15,215		$	22,395		$	19,396		$	15,853		$	19,008
Portfolio turnover rate(b)		393	%		398	%		402	%		437	%		397	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Management Discussion of Fund Performance :: ProFund VP Utilities :: 379

ProFund VP Utilities (the "Fund") seeks investment results, before fees and expenses, that correspond to the performance of the Dow Jones U.S. Utilities^SM Index (the "Index"). For the year ended December 31, 2021, the Fund had a total return of 15.41%. For the same period, the Index had a return of 17.41%¹ and a volatility of 14.83%. For the year, the Fund achieved an average daily statistical correlation of over 0.99 to the daily performance of the Index.²

The Fund takes positions in financial instruments that, in combination, should have similar return characteristics as the return of the Index. The Index measures the performance of the utilities sector of the U.S. equity market. Component companies include, among others, electric utilities, gas utilities, and water utilities.

During the year ended December 31, 2021, the Fund invested in swap agreements as a substitute for investing directly in stocks in order to gain exposure to the Index. These derivatives generally tracked the performance of their underlying benchmark and were negatively impacted by financing costs associated with their use. The Fund entered into swap agreements with counterparties that the Fund's advisor determined to be major, global financial institutions. If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the Fund may decline. The Fund has sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the Fund, marked to market daily, in an amount approximately equal to the amount the counterparty owed to the Fund, subject to certain minimum thresholds.

Value of a $10,000 Investment at Net Asset Value*

* The line graph represents the historical performance of a hypothetical investment of $10,000 in the ProFund VP Utilities from December 31, 2011 to December 31, 2021, assuming the reinvestment of distributions.

Average Annual Total Return as of 12/31/21

Fund	One Year			Five Year			Ten Year
ProFund VP Utilities		15.41	%		9.52	%		9.26	%
Dow Jones U.S. UtilitiesSM Index		17.41	%		11.34	%		11.11	%
S&P 500®		28.71	%		18.47	%		16.55	%

Expense Ratios**

Fund	Gross			Net
ProFund VP Utilities		1.75	%		1.68	%

** Reflects the expense ratio as reported in the Prospectus dated May 1, 2021. Contractual fee waivers are in effect through April 30, 2022. See Financial Highlights for effective expense ratios.

Allocation of Portfolio Holdings & Index Composition

Market Exposure

Investment Type	% of Net Assets
Equity Securities		98	%
Swap Agreements		2	%
Total Exposure		100	%

"Market Exposure" includes the value of total investments (including the contract value of any derivatives) and excludes any instruments used for cash management.

Largest Equity Holdings

Company	% of Net Assets
NextEra Energy, Inc.		16.0	%
Duke Energy Corp.		7.0	%
The Southern Co.		6.3	%
Dominion Energy, Inc.		5.5	%
Exelon Corp.		4.9	%

Dow Jones U.S. Utilities^SM Index – Composition

	% of Index
Electric Utilities		61	%
Multi-Utilities		28	%
Water Utilities		4	%
Gas Utilities		4	%
Independent Power and Renewable Electricity Producers		3	%

Past performance does not guarantee future results. Return calculations assume the reinvestment of distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and net asset value ("NAV") will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. The performance above reflects any fee reductions during the applicable periods. If such fee reductions had not occurred, the quoted performance would be lower. Performance numbers are net of all Fund fees and expenses but do not include any insurance, sales, or administrative charges of variable annuity or life insurance contracts. If these charges were included, the returns would be lower. To obtain performance current to the most recent month-end, please call toll-free 888-776-3637.

¹ The graph and table reflect the theoretical reinvestment of dividends on securities in the Indexes. The impact of transaction costs and the deduction of fees and expenses associated with a mutual fund, such as investment management and accounting fees, are not reflected in calculations of the Indexes. The Fund's performance reflects the reinvestment of dividends as well as the impact of transaction costs and the deduction of fees and expenses. It is not possible to invest directly in an index.

² 1.00 equals perfect correlation. This calculation is based on the daily total return of the Index and the performance of the daily total return of the NAV per share of the Fund.

³ The S&P 500^® is an unmanaged index that consists of the common stocks of 500 major U.S. corporations selected for their size and the frequency and ease with which their stocks trade.

The above information is not covered by the Report of the Independent Registered Public Accounting Firm.

380 :: ProFund VP Utilities :: Financial Statements

Schedule of Portfolio Investments :: December 31, 2021

Common Stocks (98.1%)

	Shares		Value
ALLETE, Inc. (Electric Utilities)		1,592	$	105,629
Alliant Energy Corp. (Electric Utilities)		7,582		466,066
Ameren Corp. (Multi-Utilities)		7,801		694,367
American Electric Power Co., Inc. (Electric Utilities)		15,253		1,357,059
American Water Works Co., Inc. (Water Utilities)		5,498		1,038,353
Atmos Energy Corp. (Gas Utilities)		4,011		420,232
Avangrid, Inc. (Electric Utilities)		2,111		105,297
Avista Corp. (Multi-Utilities)		2,143		91,056
Black Hills Corp. (Multi-Utilities)		1,932		136,341
CenterPoint Energy, Inc. (Multi-Utilities)		19,059		531,937
Clearway Energy, Inc.—Class A (Independent Power and Renewable Electricity Producers)		1,048		35,087
Clearway Energy, Inc.—Class C (Independent Power and Renewable Electricity Producers)		2,477		89,246
CMS Energy Corp. (Multi-Utilities)		8,773		570,684
Consolidated Edison, Inc. (Multi-Utilities)		10,717		914,374
Dominion Energy, Inc. (Multi-Utilities)		24,527		1,926,841
DTE Energy Co. (Multi-Utilities)		5,867		701,341
Duke Energy Corp. (Electric Utilities)		23,303		2,444,485
Edison International (Electric Utilities)		11,505		785,216
Entergy Corp. (Electric Utilities)		6,087		685,701
Essential Utilities, Inc. (Water Utilities)		6,967		374,058
Evergy, Inc. (Electric Utilities)		6,944		476,428
Eversource Energy (Electric Utilities)		10,411		947,193
Exelon Corp. (Electric Utilities)		29,627		1,711,256
FirstEnergy Corp. (Electric Utilities)		16,486		685,653
Hawaiian Electric Industries, Inc. (Electric Utilities)		3,310		137,365
IDACORP, Inc. (Electric Utilities)		1,530		173,364
MDU Resources Group, Inc. (Multi-Utilities)		6,158		189,913
National Fuel Gas Co. (Gas Utilities)		2,761		176,538
New Jersey Resources Corp. (Gas Utilities)		2,922		119,977
NextEra Energy, Inc. (Electric Utilities)		59,433		5,548,665
NiSource, Inc. (Multi-Utilities)		11,892		328,338
NorthWestern Corp. (Multi-Utilities)		1,594		91,113
NRG Energy, Inc. (Electric Utilities)		7,415		319,438
ONE Gas, Inc. (Gas Utilities)		1,623		125,929
PG&E Corp.* (Electric Utilities)		45,694		554,725
Pinnacle West Capital Corp. (Electric Utilities)		3,418		241,277
PNM Resources, Inc. (Electric Utilities)		2,599		118,540
Portland General Electric Co. (Electric Utilities)		2,708		143,307
PPL Corp. (Electric Utilities)		22,741		683,594
Public Service Enterprise Group, Inc. (Multi-Utilities)		15,313		1,021,836
Sempra Energy (Multi-Utilities)		9,671		1,279,280
Southwest Gas Holdings, Inc. (Gas Utilities)		1,832		128,332
Spire, Inc. (Gas Utilities)		1,566		102,135
The AES Corp. (Independent Power and Renewable Electricity Producers)		20,191		490,641
The Southern Co. (Electric Utilities)		32,095		2,201,075
UGI Corp. (Gas Utilities)		6,332		290,702
Vistra Corp. (Independent Power and Renewable Electricity Producers)		14,615		332,784
WEC Energy Group, Inc. (Multi-Utilities)		9,552		927,213
Xcel Energy, Inc. (Electric Utilities)		16,313		1,104,390
TOTAL COMMON STOCKS (Cost $15,066,302)				34,124,371

Repurchase Agreements^(a) (1.6%)

	Principal Amount		Value
Repurchase Agreements with various counterparties, 0.00%, dated 12/31/21, due 1/3/22, total to be received $550,000	$	550,000	$	550,000
TOTAL REPURCHASE AGREEMENTS (Cost $550,000)				550,000
TOTAL INVESTMENT SECURITIES (Cost $15,616,302)—99.7%				34,674,371
Net other assets (liabilities)—0.3%				101,081
NET ASSETS—100.0%			$	34,775,452

* Non-income producing security.

^(a) The ProFund VP invests in Repurchase Agreements jointly with other funds in the Trust. See "Repurchase Agreements" under Note 2 in the Notes to Financial Statements to view the details of each individual agreement and counterparty as well as a description of the securities subject to repurchase.

Total Return Swap Agreements—Long

Underlying Instrument	Counterparty	Termination Date(1)	Rate Paid (Received)(2)			Notional Amount		Value and Unrealized Appreciation/ (Depreciation)
Dow Jones U.S. Utilities Index	Goldman Sachs International	1/24/22		0.68	%	$	676,102	$	18,215

⁽¹⁾ Agreements may be terminated at will by either party without penalty. Payment is due at termination/maturity.

⁽²⁾ Reflects the floating financing rate, as of December 31, 2021, on the notional amount of the swap agreement paid to the counterparty or received from the counterparty, excluding any commissions. This amount is included as part of the unrealized appreciation/(depreciation).

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Utilities :: 381

ProFund VP Utilities invested in the following industries as of December 31, 2021:

	Value		% of Net Assets
Electric Utilities	$	20,995,723		60.4	%
Gas Utilities		1,363,845		3.9	%
Independent Power and Renewable Electricity Producers		947,758		2.7	%
Multi-Utilities		9,404,634		27.0	%
Water Utilities		1,412,411		4.1	%
Other**		651,081		1.9	%
Total	$	34,775,452		100.0	%

** Includes any non-equity securities and net other assets (liabilities), which includes any receivable for capital shares issued and payable for capital shares redeemed.

See accompanying notes to financial statements.

382 :: ProFund VP Utilities :: Financial Statements

Statement of Assets and Liabilities
December 31, 2021

ASSETS:
Total Investment Securities, at cost	$	15,616,302
Securities, at value		34,124,371
Repurchase agreements, at value		550,000
Total Investment Securities, at value		34,674,371
Cash		356
Segregated cash balances for swap agreements with custodian		80,000
Dividends receivable		48,539
Unrealized appreciation on swap agreements		18,215
Receivable for capital shares issued		34,134
Prepaid expenses		443
TOTAL ASSETS		34,856,058
LIABILITIES:
Payable for capital shares redeemed		5,516
Advisory fees payable		22,577
Management services fees payable		3,010
Administration fees payable		1,927
Administrative services fees payable		13,756
Distribution fees payable		13,093
Transfer agency fees payable		3,025
Fund accounting fees payable		1,078
Compliance services fees payable		140
Other accrued expenses		16,484
TOTAL LIABILITIES		80,606
NET ASSETS	$	34,775,452
NET ASSETS CONSIST OF:
Capital	$	16,888,240
Total distributable earnings (loss)		17,887,212
NET ASSETS	$	34,775,452
Shares of Beneficial Interest Outstanding (unlimited number of shares authorized, no par value)		818,807
Net Asset Value (offering and redemption price per share)	$	42.47

Statement of Operations
For the Year Ended December 31, 2021

INVESTMENT INCOME:
Dividends	$	963,565
Interest		4
TOTAL INVESTMENT INCOME		963,569
EXPENSES:
Advisory fees		241,721
Management services fees		32,229
Administration fees		24,608
Transfer agency fees		19,735
Administrative services fees		93,182
Distribution fees		80,574
Custody fees		4,875
Fund accounting fees		13,401
Trustee fees		549
Compliance services fees		197
Other fees		30,326
Recoupment of prior expenses reduced by the Advisor		2,500
Total Gross Expenses before reductions		543,897
Expenses reduced and reimbursed by the Advisor		(2,442	)
TOTAL NET EXPENSES		541,455
NET INVESTMENT INCOME (LOSS)		422,114
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS:
Net realized gains (losses) on investment securities		1,339,380
Net realized gains (losses) on swap agreements		78,011
Change in net unrealized appreciation/depreciation on investment securities		2,698,969
Change in net unrealized appreciation/depreciation on swap agreements		8,322
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS		4,124,682
CHANGE IN NET ASSETS RESULTING FROM OPERATIONS	$	4,546,796

See accompanying notes to financial statements.

Financial Statements :: ProFund VP Utilities :: 383

Statements of Changes in Net Assets
	Year Ended December 31, 2021			Year Ended December 31, 2020
FROM INVESTMENT ACTIVITIES:
OPERATIONS:
Net investment income (loss)	$	422,114		$	464,820
Net realized gains (losses) on investments		1,417,391			(798,890	)
Change in net unrealized appreciation/depreciation on investments		2,707,291			(2,122,950	)
Change in net assets resulting from operations		4,546,796			(2,457,020	)
DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions		(492,932	)		(7,985,139	)
Change in net assets resulting from distributions		(492,932	)		(7,985,139	)
CAPITAL TRANSACTIONS:
Proceeds from shares issued		19,019,213			26,708,658
Distributions reinvested		492,932			7,985,139
Value of shares redeemed		(21,333,281	)		(35,984,865	)
Change in net assets resulting from capital transactions		(1,821,136	)		(1,291,068	)
Change in net assets		2,232,728			(11,733,227	)
NET ASSETS:
Beginning of period		32,542,724			44,275,951
End of period	$	34,775,452		$	32,542,724
SHARE TRANSACTIONS:
Issued		486,801			599,643
Reinvested		13,016			225,314
Redeemed		(551,908	)		(831,816	)
Change in shares		(52,091	)		(6,859	)

See accompanying notes to financial statements.

384 :: ProFund VP Utilities :: Financial Highlights

ProFunds Financial Highlights FOR THE PERIODS INDICATED

Selected data for a share of beneficial interest outstanding throughout the periods indicated.

	Year Ended Dec. 31, 2021			Year Ended Dec. 31, 2020			Year Ended Dec. 31, 2019			Year Ended Dec. 31, 2018			Year Ended Dec. 31, 2017
Net Asset Value, Beginning of Period	$	37.37		$	50.44		$	44.33		$	45.65		$	43.68
Investment Activities:
Net investment income (loss)(a)		0.51			0.57			0.67			0.79			0.76
Net realized and unrealized gains (losses) on investments		5.18			(2.39	)		9.18			0.39			3.89
Total income (loss) from investment activities		5.69			(1.82	)		9.85			1.18			4.65
Distributions to Shareholders From:
Net investment income		(0.59	)		(0.75	)		(0.79	)		(1.00	)		(1.02	)
Net realized gains on investments		—			(10.50	)		(2.95	)		(1.50	)		(1.66	)
Total distributions		(0.59	)		(11.25	)		(3.74	)		(2.50	)		(2.68	)
Net Asset Value, End of Period	$	42.47		$	37.37		$	50.44		$	44.33		$	45.65
Total Return		15.41	%		(2.40	)%		22.88	%		2.89	%		10.64	%
Ratios to Average Net Assets:
Gross expenses		1.69	%		1.75	%		1.74	%		1.79	%		1.72	%
Net expenses		1.68	%		1.68	%		1.68	%		1.68	%		1.68	%
Net investment income (loss)		1.31	%		1.31	%		1.38	%		1.78	%		1.62	%
Supplemental Data:
Net assets, end of period (000's)	$	34,775		$	32,543		$	44,276		$	40,952		$	38,464
Portfolio turnover rate(b)		24	%		50	%		209	%		108	%		60	%

^(a) Per share net investment income (loss) has been calculated using the average daily shares method.

^(b) Portfolio turnover rate is calculated without regard to instruments having a maturity of less than one year from acquisition or derivative instruments (including swap agreements and futures contracts). The portfolio turnover rate can be high and volatile due to the amount and timing of sales and purchases of fund shares during the period.

See accompanying notes to financial statements.

Notes to Financial Statements

386 :: Notes to Financial Statements :: December 31, 2021

1. Organization

ProFunds (the "Trust") consists of 116 separate investment portfolios and is registered as an open-end management investment company under the Investment Company Act of 1940 (the "1940 Act") and thus follows accounting and reporting guidance for investment companies. The Trust is organized as a Delaware statutory trust and is authorized to issue an unlimited number of shares of beneficial interest of no par value which may be issued in more than one class or series.

On December 10, 2020, the Trust's Board of Trustees approved an agreement and plan of reorganization and termination pursuant to which the Access VP High Yield Fund (now named the ProFund Access VP High Yield) would reorganize, tax free, into a corresponding newly created series within ProFunds (an affiliated trust). That transaction occurred on April 23, 2021.

These accompanying financial statements relate to the following portfolios of the Trust included in this report (collectively, the "ProFunds VP" and individually, a "ProFund VP"):

Classic ProFunds VP:

ProFund VP Asia 30

ProFund VP Bull

ProFund VP Dow 30

ProFund VP Emerging Markets

ProFund VP Europe 30

ProFund VP International

ProFund VP Japan

ProFund VP Large-Cap Growth

ProFund VP Large-Cap Value

ProFund VP Mid-Cap

ProFund VP Mid-Cap Growth

ProFund VP Mid-Cap Value

ProFund VP Nasdaq-100

ProFund VP Small-Cap

ProFund VP Small-Cap Growth

ProFund VP Small-Cap Value

Ultra ProFunds VP:

ProFund VP UltraBull

ProFund VP UltraMid-Cap

ProFund VP UltraNasdaq-100

ProFund VP UltraSmall-Cap

Inverse ProFunds VP:

ProFund VP Bear

ProFund VP Short Dow 30

ProFund VP Short Emerging Markets

ProFund VP Short International

ProFund VP Short Mid-Cap

ProFund VP Short Nasdaq-100

ProFund VP Short Small-Cap

ProFund VP UltraShort Dow 30

ProFund VP UltraShort Nasdaq-100

Sector ProFunds VP:

ProFund VP Banks

ProFund VP Basic Materials

ProFund VP Biotechnology

ProFund VP Consumer Goods

ProFund VP Consumer Services

ProFund VP Financials

ProFund VP Health Care

ProFund VP Industrials

ProFund VP Internet

ProFund VP Oil & Gas

ProFund VP Pharmaceuticals

ProFund VP Precious Metals

ProFund VP Real Estate

ProFund VP Semiconductor

ProFund VP Technology

ProFund VP Telecommunications

ProFund VP Utilities

Non-Equity ProFunds VP:

ProFund Access VP High Yield

ProFund VP Falling U.S. Dollar

ProFund VP Rising Rates Opportunity

ProFund VP U.S. Government Plus

Money Market ProFund VP:

ProFund VP Government Money Market

The ProFunds VP, excluding ProFund VP Government Money Market, are referred to as the "non-money market ProFunds VP." Each non-money market ProFund VP, other than ProFund VP Consumer Services, ProFund VP Europe 30, ProFund VP Industrials, ProFund VP Large-Cap Growth, ProFund VP Large-Cap Value, ProFund VP Mid-Cap Growth, ProFund VP Mid-Cap Value, ProFund VP Real Estate, ProFund VP Small-Cap Growth, ProFund VP Small-Cap Value, and ProFund VP Utilities, is classified as non-diversified under the 1940 Act. Each ProFund VP has one class of shares.

Under the Trust's organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, in the normal course of business, the Trust enters into contracts with its vendors and others that provide for general indemnifications. The Trust and ProFunds VP's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the ProFunds VP.

December 31, 2021 :: Notes to Financial Statements :: 387

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by each ProFund VP in the preparation of its financial statements. These policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. The actual results could differ from those estimates.

Investment Valuation

The ProFunds VP record their investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 3.

Repurchase Agreements

Each ProFund VP may enter into repurchase agreements with financial institutions in pursuit of its investment objective, as "cover" for the investment techniques it employs, or for liquidity purposes. Repurchase agreements are primarily used by the ProFunds VP as short-term investments for cash positions. Under a repurchase agreement, a ProFund VP purchases a debt security and simultaneously agrees to sell the security back to the seller at a mutually agreed-upon future price and date, normally one business day. The resale price is typically greater than the purchase price, reflecting an agreed-upon market interest rate during the purchaser's holding period. While the maturities of the underlying securities in repurchase transactions may be more than one year, the term of each repurchase agreement will always be less than one year.

The ProFund VP follow certain procedures designed to minimize the risks inherent in such agreements. These procedures include effecting repurchase transactions generally with major, global financial institutions whose creditworthiness is continuously monitored by ProFund Advisors LLC (the "Advisor"). In addition, the value of the collateral underlying the repurchase agreement will always be at least equal to the repurchase price, including any accrued interest earned on the repurchase agreement. Funds within the Trust invest in repurchase agreements jointly. Each ProFund VP, therefore, holds a pro rata share of the collateral and interest income based upon the dollar amount of the repurchase agreements entered into by each ProFund VP. The collateral underlying the repurchase agreement is held by the ProFund VP's custodian. In the event of a default or bankruptcy by a selling financial institution, a ProFund VP will seek to liquidate such collateral which could involve certain costs or delays and, to the extent that proceeds from any sale upon a default of the obligation to repurchase were less than the repurchase price, the ProFund VP could suffer a loss. A ProFund VP also may experience difficulties and incur certain costs in exercising its rights to the collateral and may lose the interest the ProFund VP expected to receive under the repurchase agreement. Repurchase agreements usually are for short periods, such as one week or less, but may be longer. It is the current policy of the ProFunds VP not to invest in repurchase agreements that do not mature within seven days if any such investment, together with any other illiquid assets held by the ProFund VP, amounts to more than 15% of the ProFund VP's total net assets. The investments of each of the ProFunds VP in repurchase agreements at times may be substantial when, in the view of the Advisor, liquidity, investment, regulatory, or other considerations so warrant. During periods of high demand for repurchase agreements, the ProFunds VP may be unable to invest available cash in these instruments to the extent desired by the Advisor.

Information concerning the counterparties, value of, collateralization and amounts due under repurchase agreement transactions may be found in the table below.

As of December 31, 2021, the ProFunds VP had undivided interest in joint repurchase agreements with the following counterparties, for the time periods and rates indicated. Amounts shown in the table below represent principal amount, cost and value for each respective repurchase agreement.

Fund Name	Canadian Imperial Bank of Canada 0.00% dated 12/31/21, due 1/3/22(1)		Credit Agricole CIB, 0.00% dated 12/31/21, due 1/3/22(2)		HSBC Securities (USA), Inc., 0.00% dated 12/31/21, due 1/3/22(3)		RBC Capital Markets, LLC, 0.00% dated 12/31/21, due 1/3/22(4)		Societe' Generale, 0.00% dated 12/31/21, due 1/3/22(5)		UMB Bank N.A., 0.00% dated 12/31/21, due 1/3/22(6)
ProFund Access VP High Yield	$	223,000	$	2,238,000	$	3,189,000	$	1,119,000	$	559,000	$	232,000
ProFund VP Asia 30		8,000		82,000		117,000		41,000		20,000		10,000
ProFund VP Banks		2,000		25,000		35,000		12,000		6,000		5,000
ProFund VP Basic Materials		5,000		53,000		76,000		26,000		13,000		8,000
ProFund VP Bear		45,000		459,000		655,000		229,000		114,000		53,000
ProFund VP Biotechnology		11,000		110,000		157,000		55,000		27,000		14,000
ProFund VP Bull		543,000		5,451,000		7,768,000		2,724,000		1,361,000		568,000
ProFund VP Consumer Goods		26,000		267,000		381,000		133,000		66,000		31,000
ProFund VP Consumer Services		5,000		53,000		76,000		26,000		13,000		9,000
ProFund VP Dow 30		5,000		62,000		90,000		30,000		14,000		17,000
ProFund VP Emerging Markets		20,000		209,000		299,000		104,000		51,000		28,000

388 :: Notes to Financial Statements :: December 31, 2021

Fund Name	Canadian Imperial Bank of Canada 0.00% dated 12/31/21, due 1/3/22(1)		Credit Agricole CIB, 0.00% dated 12/31/21, due 1/3/22(2)		HSBC Securities (USA), Inc., 0.00% dated 12/31/21, due 1/3/22(3)		RBC Capital Markets, LLC, 0.00% dated 12/31/21, due 1/3/22(4)		Societe' Generale, 0.00% dated 12/31/21, due 1/3/22(5)		UMB Bank N.A., 0.00% dated 12/31/21, due 1/3/22(6)
ProFund VP Europe 30	$	24,000	$	241,000	$	344,000	$	120,000	$	60,000	$	28,000
ProFund VP Falling U.S. Dollar		13,000		141,000		202,000		69,000		34,000		26,000
ProFund VP Financials		13,000		133,000		190,000		66,000		33,000		16,000
ProFund VP Government Money Market		1,134,000		11,348,000		16,171,000		5,674,000		2,837,000		1,168,000
ProFund VP Health Care		50,000		508,000		723,000		254,000		127,000		54,000
ProFund VP Industrials		22,000		222,000		317,000		111,000		55,000		26,000
ProFund VP International		360,000		3,619,000		5,160,000		1,809,000		904,000		382,000
ProFund VP Internet		10,000		102,000		146,000		51,000		25,000		13,000
ProFund VP Japan		199,000		1,994,000		2,842,000		997,000		498,000		208,000
ProFund VP Large-Cap Growth		2,000		21,000		30,000		10,000		5,000		5,000
ProFund VP Large-Cap Value		4,000		46,000		66,000		23,000		11,000		7,000
ProFund VP Mid-Cap		461,000		4,627,000		6,592,000		2,313,000		1,155,000		482,000
ProFund VP Mid-Cap Growth		1,000		10,000		15,000		5,000		2,000		3,000
ProFund VP Mid-Cap Value		—		5,000		8,000		2,000		1,000		4,000
ProFund VP Nasdaq-100		1,716,000		17,168,000		24,465,000		8,583,000		4,291,000		1,770,000
ProFund VP Oil & Gas		12,000		127,000		181,000		63,000		31,000		17,000
ProFund VP Pharmaceuticals		5,000		58,000		83,000		29,000		14,000		8,000
ProFund VP Precious Metals		824,000		8,240,000		11,742,000		4,120,000		2,059,000		849,000
ProFund VP Real Estate		11,000		116,000		166,000		58,000		29,000		15,000
ProFund VP Rising Rates Opportunity		170,000		1,712,000		2,440,000		855,000		426,000		184,000
ProFund VP Semiconductor		8,000		88,000		125,000		44,000		22,000		11,000
ProFund VP Short Dow 30		—		1,000		1,000		—		—		4,000
ProFund VP Short Emerging Markets		31,000		335,000		479,000		166,000		82,000		44,000
ProFund VP Short International		15,000		157,000		225,000		78,000		38,000		23,000
ProFund VP Short Mid-Cap		1,000		15,000		23,000		7,000		3,000		6,000
ProFund VP Short Nasdaq-100		55,000		574,000		818,000		286,000		141,000		70,000
ProFund VP Short Small-Cap		34,000		341,000		488,000		170,000		84,000		44,000
ProFund VP Small-Cap		128,000		1,293,000		1,842,000		645,000		322,000		142,000
ProFund VP Small-Cap Growth		1,000		12,000		17,000		6,000		3,000		3,000
ProFund VP Small-Cap Value		1,000		12,000		18,000		6,000		3,000		3,000
ProFund VP Technology		42,000		429,000		612,000		214,000		107,000		47,000
ProFund VP Telecommunications		4,000		47,000		67,000		23,000		11,000		7,000
ProFund VP UltraBull		124,000		1,249,000		1,779,000		624,000		312,000		134,000
ProFund VP UltraMid-Cap		124,000		1,254,000		1,787,000		627,000		313,000		136,000
ProFund VP UltraNasdaq-100		3,048,000		30,505,000		43,471,000		15,251,000		7,624,000		3,145,000
ProFund VP UltraShort Dow 30		—		1,000		1,000		—		—		2,000
ProFund VP UltraShort Nasdaq-100		9,000		106,000		152,000		52,000		25,000		21,000
ProFund VP UltraSmall-Cap		403,000		4,049,000		5,770,000		2,024,000		1,010,000		426,000
ProFund VP U.S. Government Plus		228,000		2,292,000		3,266,000		1,146,000		573,000		240,000
ProFund VP Utilities		16,000		162,000		232,000		81,000		40,000		19,000
	$	10,196,000	$	102,369,000	$	145,899,000	$	51,161,000	$	25,554,000	$	10,767,000

Each repurchase agreement was fully collateralized by U.S. government and/or agency securities as of December 31, 2021 as follows:

⁽¹⁾ U.S. Treasury Notes, 0.375%, due 1/31/2026, total value $10,404,446.

⁽²⁾ U.S. Treasury Inflation-Protected Securities (TIPS), 0.125%, due 4/15/22, total value $104,470,592.

⁽³⁾ U.S. Treasury Bonds, 2.00% to 3.375%, due 11/15/41 to 2/15/50, which had an aggregate value of $148,819,798.

⁽⁴⁾ U.S. Treasury Bonds, 2.00%, due 2/15/50, U.S. Treasury Notes, 0.375%, due 1/31/26, U.S. Treasury Inflation-Protected Securities (TIPS), 0.125%, due 4/15/22 to 4/15/25, which had an aggregate value of $52,191,250.

⁽⁵⁾ U.S. Treasury Notes, 2.875%, due 7/31/25, total value $26,069,844.

⁽⁶⁾ Federal Farm Credit Banks, 2.875%, due 12/21/23, Federal Home Loan Banks, 1.20% to 3.375%, due 12/8/23 to 12/30/24, which had an aggregate value of $11,142,991.

December 31, 2021 :: Notes to Financial Statements :: 389

Depositary Receipts

Each ProFund VP, other than the ProFund VP Government Money Market, may invest in American Depositary Receipts ("ADRs"), New York Shares ("NYSs") and Global Depositary Receipts ("GDRs"). ADRs represent the right to receive securities of foreign issuers deposited in a bank or corresponding bank. ADRs are an alternative to purchasing the underlying securities in their national markets and currencies. For many foreign securities, U.S. dollar-denominated ADRs, which are traded in the United States on exchanges or over-the-counter ("OTC"), are issued by domestic banks. NYSs (or "direct shares") are foreign stocks denominated in U.S. dollars that trade on American exchanges without being converted to ADRs. GDRs are receipts for shares in a foreign-based corporation traded in capital markets around the world.

The ProFunds VP may invest in both sponsored and unsponsored depositary receipts. Certain depositary receipts, typically those designated as "unsponsored", require the holders thereof to bear most of the costs of such facilities, while issuers of "sponsored" facilities normally pay more of the cost thereof. The depositary of an unsponsored facility frequently is under no obligation to distribute shareholder communications received from the issuer of the deposited securities or to pass through the voting rights to facility holders with respect to the deposited securities, whereas the depository of a sponsored facility typically distributes shareholder communications and passes through the voting rights.

Real Estate Investment Trusts

Each ProFund VP (other than the Non-Equity ProFunds VP) may invest in real estate investment trusts ("REITs") which report information on the source of their distributions annually. Equity REITs invest primarily in real property while mortgage REITs invest in constructions, development and long-term mortgage loans. Their value may be affected by changes in the value of the underlying property of the REITs, the creditworthiness of the issuer, property taxes, interest rates, and tax regulatory requirements, such as those relating to the environment. REITs are dependent upon management skill, are not diversified and are subject to heavy cash flow dependency, default by borrowers, self-liquidation, the possibility of failing to qualify for tax-free pass-through of income under the Internal Revenue Code of 1986, as amended, and the possibility of failing to maintain exempt status under the 1940 Act. Certain distributions received from REITs during the year are recorded as realized gains or return of capital when such information becomes known.

Derivative Instruments

In seeking to achieve each ProFund VP's investment objective, the Advisor uses a mathematical approach to investing. Using this approach, the Advisor determines the type, quantity and mix of investment positions. Certain ProFunds VP may obtain investment exposure through derivative instruments such as futures contracts, forward currency contracts and swap agreements, that a ProFund VP should hold to approximate the daily performance, inverse performance, or multiple thereof, as applicable, of its benchmark. All derivative instruments held during the year ended December 31, 2021, were utilized to gain exposure or inverse exposure to each ProFund VP's benchmark (e.g., index, etc.) to meet its investment objective.

The ProFund Access VP High Yield maintains exposure to the high yield market (i.e., U.S. corporate high yield debt market), regardless of market conditions. This means ProFund Access VP High Yield does not adopt defensive positions in cash or other instruments in anticipation of an adverse market climate. The ProFund Access VP High Yield invests primarily in derivatives, money market instruments, and U.S. Treasury obligations that the Advisor believes, in combination, should provide investment results that correspond to the high yield market. During the year ended December 31, 2021, the ProFund Access VP High Yield held credit default swap agreements for credit exposure to the high yield market and futures contracts and/or treasury notes for interest rate exposure to meet the ProFund Access VP High Yield investment objective.

Each non-money market ProFund VP, other than the Classic ProFunds VP, the Sector ProFunds VP and the ProFund VP Falling U.S. Dollar, does not seek to achieve its investment objective over a period of time greater than a single day.

All open derivative positions at year end are reflected on each respective ProFund VP's Schedule of Portfolio Investments. The volume associated with derivative positions varies on a daily basis as each ProFund VP transacts in derivative contracts in order to achieve the appropriate exposure, as expressed in notional amount (contract value for forward currency contracts), in comparison to net assets consistent with each ProFund VP's investment objective.

Certain ProFunds VP utilized a varying level of derivative instruments in conjunction with the investment securities to meet their investment objective during the year ended December 31, 2021. With the exception of the ProFunds VP listed below, the notional amount of open derivative positions relative to each ProFund VP's net assets at year end is generally representative of the notional amount of open positions to net assets throughout the year. The volume associated with derivative positions in the ProFund VP Banks, ProFund VP Bull, ProFund VP Semiconductor and ProFund VP Small-Cap was 9%, 28%, 7% and 44%, respectively, based on average monthly notional amounts in comparison to net assets during the year ended December 31, 2021.

In connection with its management of certain series of the Trust included in this report (ProFund VP UltraShort Dow 30 and ProFund VP UltraShort Nasdaq-100 (the "Commodity Pools")), the Advisor is registered as a commodity pool operator (a "CPO") and the Commodity Pools are commodity pools under the Commodity Exchange Act (the "CEA"). The Advisor also registered as a commodity trading advisor (a "CTA") under the CEA as a result of its role as subadvisor to funds outside the Trust. Accordingly, the Advisor is subject to registration and regulation as a CPO and CTA under the CEA, and must comply with various regulatory requirements under the CEA and the rules and regulations of the Commodity Futures Trading Commission ("CFTC") and the National Futures Association ("NFA"), including investor protection requirements, antifraud provisions, disclosure requirements and reporting and recordkeeping requirements. The Advisor is also subject to periodic inspections and audits by the CFTC and NFA. Compliance with these regulatory requirements could adversely affect the Commodity Pools' total return. In this regard, any further amendment to the CEA or its related regulations that subject the Advisor or the

390 :: Notes to Financial Statements :: December 31, 2021

Commodity Pools to additional regulation may have adverse impacts on the Commodity Pools' operations and expenses.

The following is a description of the derivative instruments utilized by the ProFunds VP, including certain risks related to each instrument type.

Futures Contracts

Each non-money market ProFund VP may purchase or sell futures contracts as a substitute for a comparable market position in the underlying securities or to satisfy regulatory requirements. A cash-settled futures contract obligates the seller to deliver (and the purchaser to accept) an amount of cash equal to a specific dollar amount (the contract multiplier) multiplied by the difference between the final settlement price of a specific futures contract and the price at which the agreement is made. No physical delivery of the underlying asset is made.

Each ProFund VP generally engages in closing or offsetting transactions before final settlement of a futures contract, wherein a second identical futures contract is sold to offset a long position (or bought to offset a short position). In such cases, the obligation is to deliver (or take delivery of) cash equal to a specific dollar amount (the contract multiplier) multiplied by the difference between the price of the offsetting transaction and the price at which the original contract was entered into. If the original position entered into is a long position (futures contract purchased), there will be a gain (loss) if the offsetting sell transaction is carried out at a higher (lower) price, inclusive of commissions. If the original position entered into is a short position (futures contract sold), there will be a gain (loss) if the offsetting buy transaction is carried out at a lower (higher) price, inclusive of commissions.

Whether a ProFund VP realizes a gain or loss from futures activities depends generally upon movements in the underlying currency, commodity, security or index. The extent of a ProFund VP's loss from an unhedged short position in futures contracts is potentially unlimited and investors may lose the amount that they invest plus any profits recognized on that investment. Each ProFund VP will engage in transactions in futures contracts that are traded on a U.S. exchange or board of trade or that have been approved for sale in the U.S. by the CFTC.

Upon entering into a futures contract, each ProFund VP will be required to deposit with the broker an amount of cash or cash equivalents in the range of approximately 5% to 10% of the contract amount for equity index futures and in the range of approximately 1% to 3% of the contract amount for treasury futures (this amount is subject to change by the exchange on which the contract is traded). This amount, known as "initial margin," is in the nature of a performance bond or good faith deposit on the contract and is returned to the ProFund VP upon termination of the futures contract, assuming all contractual obligations have been satisfied. Subsequent payments, known as "variation margin," to and from the broker will be made daily as the price of the asset underlying the futures contract fluctuates, making the long and short positions in the futures contract more or less valuable, a process known as "marking-to-market." At any time prior to expiration of a futures contract, a ProFund VP may elect to close its position by taking an opposite position, which will operate to terminate the ProFund VP's existing position in the contract.

The primary risks associated with the use of futures contracts are imperfect correlation between movements in the price of futures and the market value of the underlying assets, and the possibility of an illiquid market for a futures contract. Although each ProFund VP intends to sell futures contracts only if there is an active market for such contracts, no assurance can be given that a liquid market will exist for any particular contract at any particular time. Many futures exchanges and boards of trade limit the amount of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit or trading may be suspended for specified periods during the day. Futures contract prices could move to the limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions and potentially subjecting a ProFund VP to substantial losses. If trading is not possible, or if a ProFund VP determines not to close a futures position in anticipation of adverse price movements, the ProFund VP will be required to make daily cash payments of variation margin. The risk that the ProFund VP will be unable to close out a futures position will be minimized by entering into such transactions on a national exchange with an active and liquid secondary market. In addition, although the counterparty to a futures contract is often a clearing organization, backed by a group of financial institutions, there may be instances in which the counterparty could fail to perform its obligations, causing significant losses to a ProFund VP.

Forward Currency Contracts

The ProFund VP Falling U.S. Dollar may invest in forward currency contracts for investment or risk management purposes. A forward currency contract is an obligation to buy or sell a specific currency at a future date, which may be any fixed number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are entered into on the interbank market conducted directly between currency traders (usually large commercial banks) and their customers.

It is possible that, under certain circumstances, this ProFund VP may have to limit its currency transactions to qualify as a "regulated investment company" ("RIC") under the Internal Revenue Code. The ProFund VP Falling U.S. Dollar does not intend to enter into a forward currency contract with a term of more than one year, or to engage in position hedging with respect to the currency of a particular country to more than the aggregate market value (at the time the hedging transaction is entered into) of their portfolio securities denominated in (or quoted in or currently convertible into or directly related through the use of forward currency contracts in conjunction with money market instruments to) that particular currency.

At or before the maturity of a forward currency contract, the ProFund VP Falling U.S. Dollar may either sell a portfolio security and make delivery of the currency, or retain the security and terminate its contractual obligation to deliver the currency by buying an "offsetting" contract obligating it to buy, on the same maturity date, the same amount of the currency. If this ProFund

December 31, 2021 :: Notes to Financial Statements :: 391

VP engages in an offsetting transaction, it may later enter into a new forward currency contract to sell the currency.

If the ProFund VP Falling U.S. Dollar engages in offsetting transactions it will incur a gain or loss, to the extent that there has been movement in forward currency contract prices. If forward prices go down during the period between the date the ProFund VP Falling U.S. Dollar enters into a forward currency contract for the sale of a currency and the date it enters into an offsetting contract for the purchase of the currency, the ProFund VP will realize a gain to the extent that the price of ProFund VP currency it has agreed to sell exceeds the price of the currency it has agreed to buy. If forward prices go up, the ProFund VP will suffer a loss to the extent the price of the currency it has agreed to buy exceeds the price of the currency it has agreed to sell.

The ProFund VP Falling U.S. Dollar collateralizes forward currency contracts with cash and certain securities as indicated on the Statement of Assets and Liabilities and the Schedule of Portfolio Investments, respectively. Such collateral is held for the benefit of the counterparty in a segregated tri-party account at the custodian, to protect the counterparty against non-payment by the respective ProFund VP. Similarly, the ProFund VP Falling U.S. Dollar has sought to mitigate credit risk by generally requiring that the counterparties to the ProFund VP post collateral for the benefit of the ProFund VP in a segregated account at the custodian, marked to market daily, in an amount equal to what the counterparty owes the ProFund VP, subject to certain minimum thresholds. In the event of a default by the counterparty, the ProFund VP will seek withdrawal of this collateral from the segregated account and may incur certain costs exercising its right with respect to the collateral. If a counterparty becomes bankrupt or fails to perform its obligations, the ProFund VP Falling U.S. Dollar may experience significant delays in obtaining any recovery in a bankruptcy or other reorganization proceeding. The ProFund VP Falling U.S. Dollar may obtain only limited recovery or may obtain no recovery in such circumstances. The ProFund VP Falling U.S. Dollar will enter into forward currency contracts only with financial institutions that meet the credit quality standards and monitoring policies established by the Advisor. As of December 31, 2021, there was no collateral posted by counterparties.

Credit Default Swap ("CDS") Agreements

As of December 31, 2021, the ProFund Access VP High Yield invested in centrally cleared CDS as a substitute for investing directly in bonds in order to gain credit exposure to the high yield market.

In a CDS, the agreement will reference one or more debt securities or reference entities. The protection "buyer" in a credit default contract is generally obligated to pay the protection "seller" a periodic stream of payments over the term of the contract until a credit event, such as a default, on a reference entity has occurred. If a credit event occurs, the seller generally must pay the buyer: a) the full notional value of the swap; or b) the difference between the notional value of the defaulted reference entity and the recovery price/rate for the defaulted reference entity. CDS are designed to reflect changes in credit quality, including events of default. A CDS may require premium (discount) payments as well as daily payments (receipts) related to the interest leg of the swap or to the default or change in price of a reference entity.

The counterparty risk for cleared swap agreements is generally lower than for uncleared over-the-counter swap agreements because, generally, a clearing organization becomes substituted for each counterparty to a cleared swap agreement and, in effect, guarantees each party's performance under the contract as each party to a trade looks only to the clearing organization for performance of financial obligations. However, there can be no assurance that the clearing organization, or its members, will satisfy its obligations to the ProFund Access VP High Yield.

If the ProFund Access VP High Yield is a seller of a CDS contract (also referred to as a seller of protection or as a buyer of risk), the ProFund Access VP High Yield would be required to pay the par (or other agreed upon) value of a referenced obligation to the counterparty in the event of a default or other credit event. In return, the ProFund Access VP High Yield would receive from the counterparty a daily stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the ProFund Access VP High Yield would keep the stream of payments and would have no payment obligations. As the seller, the ProFund Access VP High Yield would be subject to investment exposure on the notional amount of the swap.

If the ProFund Access VP High Yield is a buyer of a CDS contract (also referred to as a buyer of protection or a seller of risk), the ProFund Access VP High Yield would have the right to deliver a reference obligation and receive the par (or other agreed-upon) value of such obligation from the counterparty in the event of a default or other credit event (such as a credit downgrade). In return, the ProFund Access VP High Yield would pay the counterparty a daily stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the counterparty would keep the stream of payments and would have no further obligations to the ProFund Access VP High Yield.

The ProFund Access VP High Yield enters into a CDS with multiple reference entities, in which case payments and settlements in respect of any defaulting reference entity would typically be dealt with separately from the other reference entities.

Upon entering into a centrally cleared CDS, the ProFund Access VP High Yield may be required to deposit with the broker an amount of cash or cash equivalents in the range of approximately 3% to 6% of the notional amount for CDS on high yield debt issuers (this amount is subject to change by the clearing organization that clears the trade). This amount, known as "initial margin," is in the nature of a performance bond or good faith deposit on the CDS and is returned to the ProFund Access VP High Yield upon termination of the CDS, assuming all contractual obligations have been satisfied. Subsequent payments, known as "variation margin," to and from the broker will be made daily as the price of the CDS fluctuates, making the long and short positions in the CDS contract more or less valuable, a process known as "marking-to-market." The premium (discount) payments are built into the daily price of the CDS and thus are amortized through the variation margin. The variation margin payment also includes the daily portion of the periodic payment stream.

Swap Agreements (other than CDS)

Each non-money market ProFund VP may enter into swap agreements to gain exposure to an underlying asset without

392 :: Notes to Financial Statements :: December 31, 2021

actually purchasing such asset (or shorting such asset), or to hedge a position, including in circumstances in which direct investment is restricted for legal reasons or is otherwise impracticable. Swap agreements are two-party contracts entered into primarily by institutional investors for periods ranging from a day to more than one year. In a standard "swap" transaction, two parties agree to exchange the return (or differentials in rates of return) earned or realized on particular pre-determined investments or instruments. The gross return to be exchanged or "swapped" between the parties is calculated with respect to a "notional amount," e.g., the return on or increase in value of a particular dollar amount invested in a "basket" of securities or an ETF representing a particular index or group of securities.

On a typical long swap, the counterparty will generally agree to pay the ProFund VP the amount, if any, by which the notional amount of the swap agreement would have increased in value had it been invested in the particular underlying assets (e.g., securities comprising the relevant benchmark index), plus the dividends or interest that would have been received on those assets. The ProFund VP will agree to pay to the counterparty a floating rate of interest on the notional amount of the swap agreement plus the amount, if any, by which the notional amount would have decreased in value had it been invested in such assets, plus, in certain circumstances, commissions or trading spreads on the notional amount. Therefore, the return to the ProFund VP on any swap agreement should be the gain or loss on the notional amount plus dividends or interest on the assets less the interest paid by the ProFund VP on the notional amount. As a trading technique, the Advisor may substitute physical securities with a swap agreement having investment characteristics substantially similar to the underlying securities. Some ProFunds VP may also enter into swap agreements that provide the opposite return of their benchmark or security ("short" the benchmark or security). Their operations are similar to that of the swaps disclosed above except that the counterparty pays interest to each ProFund VP on the notional amount outstanding and that dividends or interest on the underlying instruments reduce the value of the swap, plus, in certain instances, each ProFund VP will agree to pay to the counterparty commissions or trading spreads on the notional amount.

Most swap agreements entered into by a ProFund VP calculate and settle the obligations of the parties to the agreement on a "net basis" with a single payment. Consequently, a ProFund VP's current obligations (or rights) under a swap agreement will generally be equal only to the net amount to be paid or received under the agreement based on the relative values of the positions held by each party to the agreement (the "net amount"). When investing in index swap agreements, the ProFunds VP may hold or gain exposure to only a representative sample of securities in the index, or to a component of the index.

A ProFund VP's current obligations under a swap agreement, will be accrued daily (offset against any amounts owed to the ProFund VP) and any accrued but unpaid net amounts owed to a swap counterparty will be covered by segregating or earmarking cash and/or securities determined to be liquid, but typically no payments will be made until the settlement date. Each ProFund VP reserves the right to modify its asset segregation policies in the future, including modifications to comply with any changes in the positions articulated by the SEC or its staff regarding asset segregation. Swap agreements that cannot be terminated of in the ordinary course of business within seven days at approximately the amount a ProFund VP has valued the asset may be considered to be illiquid for purposes of a ProFund VP's illiquid investment limitations.

A ProFund VP bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. If such a default occurs, a ProFund VP will have contractual remedies pursuant to the swap agreements, but such remedies may be subject to bankruptcy and insolvency laws that could affect the ProFund VP's rights as a creditor. A ProFund VP will only enter into swap agreements with counterparties that meet the ProFund VP's standard of creditworthiness (generally, such counterparties would have to be eligible counterparties under the terms of the ProFund VP's repurchase agreement guidelines). The counterparty to an uncleared swap agreement will typically be a major, global financial institution.

Payments may be made at the conclusion of a swap agreement. Swap agreements do not involve the delivery of securities or other underlying assets. Accordingly, the risk of loss with respect to swap agreements is limited to the net amount of payments that a ProFund VP is contractually obligated to make. If the other party to a swap agreement defaults, a ProFund VP's risk of loss consists of the net amount of payments that such ProFund VP is contractually entitled to receive, if any. The net amount of the excess, if any, of a ProFund VP's obligations over its entitlements with respect to each equity swap will be accrued on a daily basis and an amount of cash or liquid assets, having an aggregate NAV at least equal to such accrued excess will be earmarked or segregated by a ProFund VP's custodian.

In the normal course of business, a ProFund VP enters into International Swap Dealers Association, Inc. ("ISDA") agreements with certain counterparties for derivative transactions. These agreements contain, among other conditions, events of default and termination events, and various covenants and representations. Certain of the ProFund VP's ISDA agreements contain provisions that require the ProFund VP to maintain a pre-determined level of net assets, and/or provide limits regarding the decline of the ProFund VP's NAV over specific periods of time, which may or may not be exclusive of redemptions. If the ProFund VP were to trigger such provisions and have open derivative positions, at that time counterparties to the ISDA agreements could elect to terminate such ISDA agreements and request immediate payment in an amount equal to the net liability positions, if any, under the relevant ISDA agreement. Pursuant to the terms of its ISDA agreements, the ProFund VP will have already collateralized its liability under such agreements, in some cases only in excess of certain threshold amounts. Such collateral is held for the benefit of the counterparty in a segregated tri-party account at the custodian, to protect the counterparty against non-payment by the respective ProFund VP. The ProFunds VP seek to mitigate risks by generally requiring that the counterparties for each ProFund VP agree to post collateral for the benefit of the ProFund VP, marked to market daily, in an amount approximately equal to what the counterparty owes the ProFund VP, subject to certain minimum thresholds, although the ProFunds VP may not always be successful. To the extent any such collateral is insufficient or there are delays in accessing the collateral, the ProFunds VP will be

December 31, 2021 :: Notes to Financial Statements :: 393

exposed to the risks described above, including possible delays in recovering amounts as a result of bankruptcy proceedings. As of December 31, 2021, the collateral posted by counterparties consisted of U.S. Treasury securities.

The use of swaps, including CDS, is a highly specialized activity which involves investment techniques and risks in addition to and in some cases different from those associated with ordinary portfolio securities transactions. The primary risks associated with the use of swap agreements are mispricing or improper valuation, imperfect correlation between movements in the notional amount and the price of the underlying investments, and the inability of the counterparties to perform. If a counterparty's creditworthiness for an over-the-counter swap declines, the value of the swap would likely decline. The Advisor, under the supervision of the Trust's Board of Trustees, is responsible for determining and monitoring the liquidity of a ProFund VP's transactions in swap agreements.

Offsetting Assets and Liabilities

The ProFunds VP are subject to master netting agreements for swap agreements (other than centrally cleared CDS) and forward currency contracts that allow for amounts owed between the ProFund VP and the counterparty to be netted upon early termination. The party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The master netting agreements do not apply to amounts owed to/from different counterparties.

As described above, the ProFunds VP utilize derivative instruments to achieve their investment objective during the year. The amounts shown in the Statements of Assets and Liabilities generally do not take into consideration the effects of legally enforceable master netting agreements.

Summary of Derivative Instruments

The following table summarizes the fair values of derivative instruments on the ProFund VP's Statement of Assets and Liabilities, categorized by risk exposure, as of December 31, 2021.

	Assets						Liabilities
Fund	Variation Margin on Futures Contracts*		Unrealized Appreciation on Swap Agreements		Unrealized Appreciation on Forward Currency Contracts		Variation Margin on Futures Contracts*		Unrealized Depreciation on Swap Agreements		Unrealized Depreciation on Forward Currency Contracts
Credit Risk Exposure:
ProFund Access VP High Yield	$	—	$	—	$	—	$	—	$	44,878	$	—
Equity Risk Exposure:
ProFund VP Banks		—		610		—		—		—		—
ProFund VP Basic Materials		—		7,105		—		—		—		—
ProFund VP Bear		—		7,868		—		—		—		—
ProFund VP Biotechnology		—		823		—		—		—		—
ProFund VP Bull		39,069		—		—		—		77,890		—
ProFund VP Consumer Goods		—		4,204		—		—		—		—
ProFund VP Consumer Services		—		2,031		—		—		—		—
ProFund VP Dow 30		—		200		—		—		—		—
ProFund VP Emerging Markets		—		4,395		—		—		—		—
ProFund VP Financials		—		5,305		—		—		—		—
ProFund VP Health Care		—		10,767		—		—		—		—
ProFund VP Industrials		—		8,820		—		—		—		—
ProFund VP International		—		—		—		—		54,664		—
ProFund VP Internet		—		—		—		—		4,286		—
ProFund VP Japan		248,706		—		—		—		45		—
ProFund VP Mid-Cap		107,578		37,755		—		—		—		—
ProFund VP Nasdaq-100		—		—		—		1,647		786,809		—
ProFund VP Oil & Gas		—		—		—		—		864		—
ProFund VP Pharmaceuticals		—		124		—		—		—		—
ProFund VP Precious Metals		—		602,452		—		—		—		—
ProFund VP Real Estate		—		10,836		—		—		—		—
ProFund VP Semiconductor		—		—		—		—		7,163		—
ProFund VP Short Dow 30		—		—		—		—		7		—
ProFund VP Short Emerging Markets		—		—		—		—		11,582		—
ProFund VP Short International		—		2,308		—		—		—		—
ProFund VP Short Mid-Cap		—		—		—		—		167		—
ProFund VP Short Nasdaq-100		—		27,559		—		—		—		—
ProFund VP Short Small-Cap		—		5,086		—		1,694		—		—
ProFund VP Small-Cap		—		—		—		—		33,573		—
ProFund VP Technology		���		—		—		—		12,722		—
ProFund VP Telecommunications		—		372		—		—		—		—

394 :: Notes to Financial Statements :: December 31, 2021

	Assets						Liabilities
Fund	Variation Margin on Futures Contracts*		Unrealized Appreciation on Swap Agreements		Unrealized Appreciation on Forward Currency Contracts		Variation Margin on Futures Contracts*		Unrealized Depreciation on Swap Agreements		Unrealized Depreciation on Forward Currency Contracts
ProFund VP UltraBull	$	22,325	$	—	$	—	$	—	$	108,982	$	—
ProFund VP UltraMid-Cap		—		77,849		—		—		—		—
ProFund VP UltraNasdaq-100		—		—		—		206		5,545,231		—
ProFund VP UltraShort Dow 30		—		—		—		—		8		—
ProFund VP UltraShort Nasdaq-100		—		10,880		—		—		—		—
ProFund VP UltraSmall-Cap		—		—		—		—		301,624		—
ProFund VP Utilities		—		18,215		—		—		—		—
Foreign Exchange Rate Risk Exposure:
ProFund VP Falling U.S. Dollar		—		—		2,032		—		—		1,432
Interest Rate Risk Exposure:
ProFund Access VP High Yield		—		—		—		2,978		—		—
ProFund VP Rising Rates Opportunity		—		14,318		—		—		—		—
ProFund VP U.S. Government Plus		—		—		—		—		38,597		—

* Includes cumulative appreciation/depreciation of futures contracts and credit default swap agreements as reported in the Schedules of Portfolio Investments. Only current day's variation margin is reported within the Statements of Assets and Liabilities.

The following table presents the effect of derivative instruments on the ProFund VP's Statement of Operations, categorized by risk exposure, for the year ended December 31, 2021.

	Realized Gain (Loss) on Derivatives Recognized as a Result from Operations								Change in Net Unrealized Appreciation/ Depreciation on Derivatives Recognized as a Result from Operations
Fund	Net Realized Gains (Losses) on Futures Contracts			Net Realized Gains (Losses) on Swap Agreements			Net Realized Gains (Losses) on Forward Currency Contracts		Change in Net Unrealized Appreciation/ Depreciation on Futures Contracts			Change in Net Unrealized Appreciation/ Depreciation on Swap Agreements			Change in Net Unrealized Appreciation/ Depreciation on Forward Currency Contracts
Credit Risk Exposure:
ProFund Access VP High Yield	$	—		$	1,316,483		$	—	$	—		$	(735,664	)	$	—
Equity Risk Exposure:
ProFund VP Banks		—			103,616			—		—			(255	)		—
ProFund VP Basic Materials		—			92,187			—		—			2,128			—
ProFund VP Bear		(76,638	)		(617,127	)		—		12,695			18,165			—
ProFund VP Biotechnology		—			86,334			—		—			9,992			—
ProFund VP Bull		1,882,126			3,443,200			—		(185,022	)		(164,378	)		—
ProFund VP Consumer Goods		—			60,929			—		—			(3,245	)		—
ProFund VP Consumer Services		—			(8,807	)		—		—			(6,486	)		—
ProFund VP Dow 30		—			36,870			—		—			(6,186	)		—
ProFund VP Emerging Markets		—			(195,067	)		—		—			(4,709	)		—
ProFund VP Financials		—			144,777			—		—			(6,449	)		—
ProFund VP Health Care		—			251,511			—		—			(15,044	)		—
ProFund VP Industrials		—			31,110			—		—			6,968			—
ProFund VP International		—			1,116,774			—		—			(47,845	)		—
ProFund VP Internet		—			(31,815	)		—		—			1,174			—
ProFund VP Japan		518,215			4,315			—		(24,395	)		(2,139	)		—
ProFund VP Mid-Cap		435,097			2,383,706			—		90,622			48,547			—
ProFund VP Nasdaq-100		1,076,174			9,073,697			—		(209,496	)		(959,353	)		—
ProFund VP Oil & Gas		—			228,382			—		—			2,274			—
ProFund VP Pharmaceuticals		—			49,254			—		—			(8,418	)		—
ProFund VP Precious Metals		—			(3,151,213	)		—		—			594,004			—
ProFund VP Real Estate		—			67,078			—		—			9,326			—
ProFund VP Semiconductor		—			222,552			—		—			(15,993	)		—
ProFund VP Short Dow 30		—			(1,733	)		—		—			100			—
ProFund VP Short Emerging Markets		—			4,707			—		—			2,060			—
ProFund VP Short International		—			(111,588	)		—		—			1,482			—
ProFund VP Short Mid-Cap		—			(37,779	)		—		—			(87	)		—

December 31, 2021 :: Notes to Financial Statements :: 395

	Realized Gain (Loss) on Derivatives Recognized as a Result from Operations									Change in Net Unrealized Appreciation/ Depreciation on Derivatives Recognized as a Result from Operations
Fund	Net Realized Gains (Losses) on Futures Contracts			Net Realized Gains (Losses) on Swap Agreements			Net Realized Gains (Losses) on Forward Currency Contracts			Change in Net Unrealized Appreciation/ Depreciation on Futures Contracts			Change in Net Unrealized Appreciation/ Depreciation on Swap Agreements			Change in Net Unrealized Appreciation/ Depreciation on Forward Currency Contracts
ProFund VP Short Nasdaq-100	$	(173,395	)	$	(155,929	)	$	—		$	62,482		$	41,331		$	—
ProFund VP Short Small-Cap		(16,123	)		(234,252	)		—			1,970			(1,010	)		—
ProFund VP Small-Cap		—			1,121,454			—			—			93,159			—
ProFund VP Technology		—			316,095			—			—			(17,709	)		—
ProFund VP Telecommunications		—			15,124			—			—			349			—
ProFund VP UltraBull		456,545			5,403,218			—			(7,272	)		(220,595	)		—
ProFund VP UltraMid-Cap		12,857			4,180,017			—			—			98,904			—
ProFund VP UltraNasdaq-100		1,832,051			71,368,416			—			(270,409	)		(6,673,654	)		—
ProFund VP UltraShort Dow 30		—			(14,005	)		—			—			80			—
ProFund VP UltraShort Nasdaq-100		—			(339,086	)		—			—			12,461			—
ProFund VP UltraSmall-Cap		59,805			3,110,064			—			(21,246	)		73,683			—
ProFund VP Utilities		—			78,011			—			—			8,322			—
Foreign Exchange Rate Risk Exposure:
ProFund VP Falling U.S. Dollar		—			—			(52,276	)		—			—			(13,169	)
Interest Rate Risk Exposure:
ProFund Access VP High Yield		(32,309	)		—			—			(6,309	)		—			—
ProFund VP Rising Rates Opportunity		(8,224	)		(202,026	)		—			—			34,092			—
ProFund VP U.S. Government Plus		6,976			(1,343,840	)		—			—			(97,357	)		—

Asset (Liability) amounts shown in the table below represent amounts owed to (by) the ProFunds VP for swap agreements (other than centrally cleared CDS) and forward currency contracts as of December 31, 2021. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the ProFunds VP or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at year end. Amounts shown in the column labeled "Net Amount" represent the un-collateralized portions of these amounts at year end. Any un-collateralized amounts are due to timing differences related to market movements or subject to certain minimum thresholds for collateral movement, as further described above.

	Gross Amounts Not Offset in the Statement of Assets and Liabilities*
	Gross Asset (Liability) as presented in the Statement of Assets and Liabilities			Financial Instruments (Received) Pledged**		Cash Collateral (Received) Pledged		Net Amount
ProFund VP Banks
Swap Agreements — Goldman Sachs International	$	610		$	—	$	—	$	610
ProFund VP Basic Materials
Swap Agreements — Goldman Sachs International		7,105			—		—		7,105
ProFund VP Bear
Swap Agreements — Goldman Sachs International		1,167			—		—		1,167
Swap Agreements — UBS AG		6,701			—		—		6,701
ProFund VP Biotechnology
Swap Agreements — Goldman Sachs International		823			—		—		823
ProFund VP Bull
Swap Agreements — Goldman Sachs International		(33,703	)		33,703		—		—
Swap Agreements — UBS AG		(44,187	)		44,187		—		—
ProFund VP Consumer Goods
Swap Agreements — Goldman Sachs International		4,204			—		—		4,204
ProFund VP Consumer Services
Swap Agreements — Goldman Sachs International		2,031			—		—		2,031
ProFund VP Dow 30
Swap Agreements — Goldman Sachs International		141			—		—		141
Swap Agreements — UBS AG		59			—		—		59

396 :: Notes to Financial Statements :: December 31, 2021

	Gross Amounts Not Offset in the Statement of Assets and Liabilities*
	Gross Asset (Liability) as presented in the Statement of Assets and Liabilities			Financial Instruments (Received) Pledged**			Cash Collateral (Received) Pledged		Net Amount
ProFund VP Emerging Markets
Swap Agreements — Goldman Sachs International	$	728		$	—		$	—	$	728
Swap Agreements — UBS AG		3,667			—			—		3,667
ProFund VP Falling U.S. Dollar
Forward Currency Contracts — Goldman Sachs International
Appreciation		1,368
Depreciation		(872	)
Net Appreciation		496			—			—		496
Forward Currency Contracts — UBS AG
Appreciation		664
Depreciation		(560	)
Net Appreciation		104			—			—		104
ProFund VP Financials
Swap Agreements — Goldman Sachs International		5,305			—			—		5,305
ProFund VP Health Care
Swap Agreements — Goldman Sachs International		10,767			—			—		10,767
ProFund VP Industrials
Swap Agreements — Goldman Sachs International		8,820			—			—		8,820
ProFund VP International
Swap Agreements — Goldman Sachs International		(26,917	)		26,917			—		—
Swap Agreements — UBS AG		(27,747	)		27,747			—		—
ProFund VP Internet
Swap Agreements — Goldman Sachs International		(4,286	)		—			—		(4,286	)
ProFund VP Japan
Swap Agreements — Goldman Sachs International		(45	)		—			—		(45	)
ProFund VP Mid-Cap
Swap Agreements — Goldman Sachs International		13,524			—			—		13,524
Swap Agreements — UBS AG		24,231			—			—		24,231
ProFund VP Nasdaq-100
Swap Agreements — Goldman Sachs International		(229,652	)		229,652			—		—
Swap Agreements — UBS AG		(557,157	)		557,157			—		—
ProFund VP Oil & Gas
Swap Agreements — Goldman Sachs International		(864	)		—			864		—
ProFund VP Pharmaceuticals
Swap Agreements — Goldman Sachs International		124			—			—		124
ProFund VP Precious Metals
Swap Agreements — Goldman Sachs International		285,903			(207,024	)		—		78,879
Swap Agreements — UBS AG		316,549			—			—		316,549
ProFund VP Real Estate
Swap Agreements — Goldman Sachs International		10,836			—			—		10,836
ProFund VP Rising Rates Opportunity
Swap Agreements — Citibank North America		10,658			—			—		10,658
Swap Agreements — Societe' Generale		3,660			—			—		3,660
ProFund VP Semiconductor
Swap Agreements — Goldman Sachs International		(7,163	)		—			7,163		—
ProFund VP Short Dow 30
Swap Agreements — Goldman Sachs International		(1	)		—			—		(1	)
Swap Agreements — UBS AG		(6	)		6			—		—
ProFund VP Short Emerging Markets
Swap Agreements — Goldman Sachs International		(2,299	)		2,299			—		—
Swap Agreements — UBS AG		(9,283	)		9,283			—		—
ProFund VP Short International
Swap Agreements — Goldman Sachs International		544			—			—		544
Swap Agreements — UBS AG		1,764			—			—		1,764
ProFund VP Short Mid-Cap
Swap Agreements — Goldman Sachs International		(81	)		—			—		(81	)
Swap Agreements — UBS AG		(86	)		86			—		—

December 31, 2021 :: Notes to Financial Statements :: 397

	Gross Amounts Not Offset in the Statement of Assets and Liabilities*
	Gross Asset (Liability) as presented in the Statement of Assets and Liabilities			Financial Instruments (Received) Pledged**		Cash Collateral (Received) Pledged		Net Amount
ProFund VP Short Nasdaq-100
Swap Agreements — Goldman Sachs International	$	19,907		$	—	$	—	$	19,907
Swap Agreements — UBS AG		7,652			—		—		7,652
ProFund VP Short Small-Cap
Swap Agreements — Goldman Sachs International		501			—		—		501
Swap Agreements — UBS AG		4,585			—		—		4,585
ProFund VP Small-Cap
Swap Agreements — Goldman Sachs International		(1,367	)		1,367		—		—
Swap Agreements — UBS AG		(32,206	)		32,206		—		—
ProFund VP Technology
Swap Agreements — Goldman Sachs International		(12,722	)		—		12,722		—
ProFund VP Telecommunications
Swap Agreements — Goldman Sachs International		372			—		—		372
ProFund VP UltraBull
Swap Agreements — Goldman Sachs International		(63,854	)		63,854		—		—
Swap Agreements — UBS AG		(45,128	)		45,128		—		—
ProFund VP UltraMid-Cap
Swap Agreements — Goldman Sachs International		55,313			—		—		55,313
Swap Agreements — UBS AG		22,536			—		—		22,536
ProFund VP UltraNasdaq-100
Swap Agreements — Goldman Sachs International		(1,656,705	)		1,656,705		—		—
Swap Agreements — UBS AG		(3,888,526	)		3,888,526		—		—
ProFund VP UltraShort Dow 30
Swap Agreements — Goldman Sachs International		(5	)		—		—		(5	)
Swap Agreements — UBS AG		(3	)		—		—		(3	)
ProFund VP UltraShort Nasdaq-100
Swap Agreements — Goldman Sachs International		9,970			—		—		9,970
Swap Agreements — UBS AG		910			—		—		910
ProFund VP UltraSmall-Cap
Swap Agreements — Goldman Sachs International		(195,083	)		195,083		—		—
Swap Agreements — UBS AG		(106,541	)		106,541		—		—
ProFund VP U.S. Government Plus
Swap Agreements — Citibank North America		(17,649	)		17,649		—		—
Swap Agreements — Societe' Generale		(20,948	)		20,948		—		—
ProFund VP Utilities
Swap Agreements — Goldman Sachs International		18,215			—		—		18,215

*	The actual financial instruments and cash collateral (received) pledged may be in excess of the amounts shown in the table. The table only reflects collateral amounts up to the amount of the financial instrument disclosed on the Statement of Assets and Liabilities.
**	Financial instruments received are not disclosed on the Statement of Assets and Liabilities because the Fund does not have effective control of the collateral.

Securities Lending:

Each ProFund VP may lend securities to brokers, dealers and financial organizations in exchange for initial collateral in the amount of at least 102% of the value of U.S. dollar-denominated securities loaned or at least 105% of the value of non-U.S. dollar-denominated securities loaned, marked to market daily. Each security loaned will be secured continuously by collateral in the form of cash, money market instruments or U.S. Government securities with a market value of at least 100% of the market value of the loaned securities. When a ProFund VP lends its securities, it continues to receive payments equal to the dividends and interest paid on the securities loaned and simultaneously may earn interest on the reinvestment of the cash collateral. Any cash collateral received by the ProFund VP in connection with these loans may be reinvested in a variety of short-term investments. Any non-cash collateral received by the ProFund VP in connection with these loans may not be sold or pledged by the ProFund VP and, accordingly, is not reflected in the ProFund VP's assets and liabilities. The ProFunds VP may incur fees and expenses in connection with the reinvestment of cash collateral. For security loans collateralized by cash, borrowers may be entitled to receive a fee based on the amount of collateral. The ProFunds VP are typically compensated by the difference between the amount earned on the reinvestment of cash collateral and any fees paid to the borrower. Although voting and other rights attendant to securities loaned pass to the borrower, such loans may be recalled so that the securities may be voted by the ProFund VP if a material event affecting the ProFund VP's investment in the securities on loan is to occur. Security loans are subject to termination by the ProFund VP or the borrower at any time. No securities loan shall

398 :: Notes to Financial Statements :: December 31, 2021

be made on behalf of a ProFund VP if, as a result, the aggregate value of all securities loaned by the particular ProFund VP exceeds one-third of the value of such ProFund VP's total assets (including the value of the collateral received).

Securities lending involves exposure to certain risks, including "gap" risk (i.e., the risk of a mismatch between the return on cash collateral reinvestments and any fees a ProFund VP has agreed to pay a borrower), operational risk (i.e., the risk of losses resulting from problems in the settlement and the accounting process), legal, counterparty and credit risk. If a securities lending counterparty were to default, a ProFund VP would be subject to the risk of a possible delay in receiving collateral or in recovering the loaned securities, or to a possible loss of rights in the collateral. In the event a borrower does not return a ProFund VP's securities as agreed, the ProFund VP may experience losses if the proceeds received from liquidating the collateral do not at least equal the value of the loaned security at the time the collateral is liquidated, plus the transaction costs incurred in purchasing replacement securities. This event could trigger adverse tax consequences for a ProFund VP. The investment of cash collateral deposited by the borrower is subject to inherent market risks such as interest rate risk, credit risk, liquidity risk, and other risks that are present in the market. A ProFund VP could lose money if its short-term reinvestment of the collateral declines in value over the period of the loan. The market value of the loaned securities is determined at the close of each business day of the ProFund VP and any additional required collateral is delivered to the ProFund VP, or excess collateral returned by the ProFund VP, on the next business day.

The following table is a summary of the ProFunds VP securities lending transactions as of December 31, 2021:

	Value of Securities on Loan		Value of Cash Collateral Received*
ProFund VP Asia 30	$	1,710,239	$	1,818,424
ProFund VP Bull		4,732		5,025
ProFund VP Consumer Goods		149,474		156,395
ProFund VP Consumer Services		109,410		118,871
ProFund VP Emerging Markets		1,646		1,800
ProFund VP Europe 30		810,059		876,916
ProFund VP Industrials		7,294		8,129
ProFund VP Large-Cap Value		3,201		3,400
ProFund VP Nasdaq-100		618,921		656,874
ProFund VP Pharmaceuticals		75,688		77,507
ProFund VP Small-Cap		83,638		91,428
ProFund VP Small-Cap Growth		7,846		8,264
ProFund VP Small-Cap Value		91,821		94,869
ProFund VP UltraBull		1,271		1,350
ProFund VP UltraNasdaq-100		951,287		1,009,620
ProFund VP UltraSmall-Cap		129,228		140,996

* Collateral received in the form of cash was reinvested in securities shown in the Collateral for Securities Loaned section of the Schedule of Portfolio Investments.

Investment Transactions and Related Income

Throughout the reporting period, investment transactions are accounted for no later than one business day following the trade date. For financial reporting purposes, investment transactions are accounted for on trade date on the last business day of the reporting period. Interest income is recognized on an accrual basis and includes, where applicable, the amortization of premium or accretion of discount. Dividend income is recorded on the ex-dividend date except in the case of depositary receipts, in which case dividends are recorded as soon as such information becomes available. Pay-in-kind interest income and non-cash dividend income received in the form of securities in-lieu of cash, if any, are recorded at the fair value of the securities received. Gains or losses realized on sales of securities are determined using the specific identification method by comparing the identified cost of the security lot sold with the net sales proceeds. Gains or losses from class action settlements are recorded when such information becomes known or can be reasonably estimated; for non-recurring class action settlements, this generally occurs with the receipt or payment of cash consistent with the terms of such settlement.

Allocations

Expenses directly attributable to a ProFund VP are charged to that ProFund VP, while expenses which are attributable to more than one fund in the Trust, or jointly with an affiliate, are allocated among the respective funds in the Trust and/or affiliate based upon relative net assets or another reasonable basis.

Distributions to Shareholders

Each of the ProFunds VP (except ProFund Access VP High Yield, ProFund VP Government Money Market, ProFund VP Real Estate, and ProFund VP U.S. Government Plus) intends to declare and distribute net investment income at least annually, if any. ProFund VP Government Money Market and ProFund VP U.S. Government Plus declare dividends from net investment income daily, if any, and pay dividends on a monthly basis. ProFund Access VP High Yield and ProFund VP Real Estate declare and pay dividends from net investment income quarterly, if any. Net realized capital gains, if any, will be distributed annually.

December 31, 2021 :: Notes to Financial Statements :: 399

The amount of distributions from net investment income and net realized gains are determined in accordance with federal income tax regulations which may differ from GAAP. These "book/tax" differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, net operating loss, distribution reclassification, and equalization), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash sales) do not require a reclassification. The ProFunds VP may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as a part of the dividends paid deduction for income tax purposes. Distributions which exceed net investment income and net realized capital gains for financial reporting purposes but not for tax purposes are reported as distributions in excess of net investment income or net realized gains. To the extent they exceed net investment income and net realized capital gains for tax purposes, they are reported as distribution of capital.

Federal Income Taxes

Each of the ProFunds VP intends to continue to qualify each year as a RIC under Subchapter M of the Internal Revenue Code of 1986, as amended. A RIC generally is not subject to federal income tax on income and gains distributed in a timely manner to its shareholders. The ProFunds VP intend to make timely distributions in order to avoid tax liability. Accordingly, no provision for federal income taxes is required in the financial statements. The ProFunds VP have a calendar tax year end.

Management of the ProFunds VP has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken and the ProFunds VP are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Other

Expense offsets to custody fees that arise from credits on cash balances maintained on deposit are reflected on the Statement of Operations, as applicable, as "Fees paid indirectly."

Expense Reimbursement from a Third Party

During 2018, certain ProFunds VP received a non-recurring reimbursement from a third party relating to expenses that were incurred in a prior year. The corresponding impacts to the respective ProFund VP's Total Return and Ratios to Average Net Assets in the Financial Highlights are disclosed in a footnote to that ProFund VP's Financial Highlights.

3. Investment Valuation Summary

The valuation techniques employed by the ProFunds VP, described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. These valuation techniques distinguish between market participant assumptions developed based on market data obtained from sources independent of the ProFunds VP (observable inputs) and the ProFunds' VP own assumptions about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs). The inputs used for valuing the ProFunds' VP investments are summarized in the three broad levels listed below:

● Level 1–quoted prices in active markets for identical assets

● Level 2–other significant observable inputs (including quoted prices for similar securities, interest rates, prepayments speeds, credit risk, etc.)

● Level 3–significant unobservable inputs (including the ProFunds' VP own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. For example, repurchase agreements are generally valued at amortized cost. Generally, amortized cost approximates the current fair value of a security, but since the valuation is not obtained from a quoted price in an active market, such securities are reflected as Level 2. Fair value measurements may also require additional disclosure when the volume and level of activity for the asset or liability have significantly decreased, as well as when circumstances indicate that a transaction is not orderly. Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Trust determines transfers between fair value hierarchy levels at the reporting period end.

Security prices are generally valued at their market value using information provided by a third party pricing service or market quotations or other procedures approved by the Trust's Board of Trustees. The securities in the portfolio of a non-money market ProFund VP, except as otherwise noted, that are listed or traded on a stock exchange or the Nasdaq National Market System ("Nasdaq/NMS"), are valued at the official closing price, if available, or the last sale price, on the exchange or system where the security is principally traded. If there have been no sales for that day on the exchange or system where the security is principally traded, then the value may be determined with reference to the last sale price, or the official closing price, if applicable, on any other exchange or system. In each of these situations, valuations are typically categorized as a Level 1 in the fair value hierarchy. If there have been no sales for that day on any exchange or system, the security will be valued using fair value procedures in accordance with procedures approved by the Trust's Board of Trustees as described below.

Securities regularly traded in the OTC markets, including securities listed on an exchange, but that are primarily traded OTC other than those traded on the Nasdaq/NMS, are generally valued on the basis of the mean between the bid and asked quotes furnished by dealers actively trading those instruments. Fixed-income securities are generally valued according to prices as furnished by an independent pricing service, generally at the mean of the bid and asked quotes for those instruments. Short-term fixed-income securities maturing in sixty days or less, and of sufficient credit quality, may be valued at amortized cost, which approximates market value. For the ProFund VP Government Money Market,

400 :: Notes to Financial Statements :: December 31, 2021

investments are valued at amortized cost, in accordance with Rule 2a-7 of the 1940 Act. Under the amortized cost method, premium or discount, if any, is amortized or accreted, respectively, on a constant basis to the maturity of the security. In each of these situations, valuations are typically categorized as Level 2 in the fair value hierarchy.

Derivatives are generally valued using independent pricing services and/or agreements with counterparties or other procedures approved by the Trust's Board of Trustees. Futures contracts are generally valued at their last sale price prior to the time at which the net asset value per share of a ProFund VP is determined and are typically categorized as Level 1 in the fair value hierarchy. Swap agreements are generally valued using independent sources and/or agreements with counterparties. Forward currency contracts are valued at their quoted daily prices obtained from an independent pricing service. These valuations are typically categorized as Level 2 in the fair value hierarchy. If there was no sale on that day, fair valuation procedures as described below may be applied.

When the Advisor determines that the market price of a security is not readily available or deemed unreliable (e.g., an approved pricing service does not provide a price, a furnished price is in error, certain stale prices, or an event occurs that materially affects the furnished price), it may in good faith establish a fair value for that security in accordance with procedures established by and under the general supervision and responsibility of the Trust's Board of Trustees. Fair value pricing may require subjective determinations about the value of a security. While the Trust's policy is intended to result in a calculation of a ProFund VP's NAV that fairly reflects security values as of the time of pricing, the Trust cannot ensure that fair values determined by the Advisor or persons acting at their direction would accurately reflect the price that a ProFund VP could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by a ProFund VP may differ from the value that would be realized if the securities were sold and the differences could be material to the financial statements. Depending on the source and relative significance of valuation inputs, these instruments may be classified as Level 2 or Level 3 in the fair value hierarchy.

For the year ended December 31, 2021, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value, nor were there any transfers in or out of Level 3 investments for the year.

A summary of the valuations as of December 31, 2021, based upon the three levels defined above, is included in the table below while the breakdown, by category, of equity securities is disclosed on the Schedule of Portfolio Investments for each ProFund VP:

	LEVEL 1 - Quoted Prices					LEVEL 2 - Other Significant Observable Inputs					Total
	Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^
ProFund Access VP High Yield
U.S. Treasury Obligation	$	—	$	—		$	6,851,605	$	—		$	6,851,605	$	—
Repurchase Agreements		—		—			7,560,000		—			7,560,000		—
Futures Contracts		—		(2,978	)		—		—			—		(2,978	)
Credit Default Swap Agreements		—		—			—		(44,878	)		—		(44,878	)
Total	$	—	$	(2,978	)	$	14,411,605	$	(44,878	)	$	14,411,605	$	(47,856	)
ProFund VP Asia 30
Common Stocks	$	21,742,843	$	—		$	—	$	—		$	21,742,843	$	—
Repurchase Agreements		—		—			278,000		—			278,000		—
Collateral for Securities Loaned		1,818,424		—			—		—			1,818,424		—
Total	$	23,561,267	$	—		$	278,000	$	—		$	23,839,267	$	—
ProFund VP Banks
Common Stocks	$	5,919,517	$	—		$	—	$	—		$	5,919,517	$	—
Repurchase Agreements		—		—			85,000		—			85,000		—
Swap Agreements		—		—			—		610			—		610
Total	$	5,919,517	$	—		$	85,000	$	610		$	6,004,517	$	610
ProFund VP Basic Materials
Common Stocks	$	17,193,613	$	—		$	—	$	—		$	17,193,613	$	—
Repurchase Agreements		—		—			181,000		—			181,000		—
Swap Agreements		—		—			—		7,105			—		7,105
Total	$	17,193,613	$	—		$	181,000	$	7,105		$	17,374,613	$	7,105
ProFund VP Bear
Repurchase Agreements	$	—	$	—		$	1,555,000	$	—		$	1,555,000	$	—
Swap Agreements		—		—			—		7,868			—		7,868
Total	$	—	$	—		$	1,555,000	$	7,868		$	1,555,000	$	7,868

December 31, 2021 :: Notes to Financial Statements :: 401

	LEVEL 1 - Quoted Prices				LEVEL 2 - Other Significant Observable Inputs					Total
	Investment Securities		Other Financial Instruments^		Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^
ProFund VP Biotechnology
Common Stocks	$	61,285,325	$	—	$	—	$	—		$	61,285,325	$	—
Repurchase Agreements		—		—		374,000		—			374,000		—
Swap Agreements		—		—		—		823			—		823
Total	$	61,285,325	$	—	$	374,000	$	823		$	61,659,325	$	823
ProFund VP Bull
Common Stocks	$	54,516,545	$	—	$	—	$	—		$	54,516,545	$	—
Repurchase Agreements		—		—		18,415,000		—			18,415,000		—
Collateral for Securities Loaned		5,025		—		—		—			5,025		—
Futures Contracts		—		39,069		—		—			—		39,069
Swap Agreements		—		—		—		(77,890	)		—		(77,890	)
Total	$	54,521,570	$	39,069	$	18,415,000	$	(77,890	)	$	72,936,570	$	(38,821	)
ProFund VP Consumer Goods
Common Stocks	$	26,108,310	$	—	$	—	$	—		$	26,108,310	$	—
Repurchase Agreements		—		—		904,000		—			904,000		—
Collateral for Securities Loaned		156,395		—		—		—			156,395		—
Swap Agreements		—		—		—		4,204			—		4,204
Total	$	26,264,705	$	—	$	904,000	$	4,204		$	27,168,705	$	4,204
ProFund VP Consumer Services
Common Stocks	$	30,480,956	$	—	$	—	$	—		$	30,480,956	$	—
Repurchase Agreements		—		—		182,000		—			182,000		—
Collateral for Securities Loaned		118,871		—		—		—			118,871		—
Swap Agreements		—		—		—		2,031			—		2,031
Total	$	30,599,827	$	—	$	182,000	$	2,031		$	30,781,827	$	2,031
ProFund VP Dow 30
Repurchase Agreements	$	—	$	—	$	218,000	$	—		$	218,000	$	—
Swap Agreements		—		—		—		200			—		200
Total	$	—	$	—	$	218,000	$	200		$	218,000	$	200
ProFund VP Emerging Markets
Common Stocks	$	18,570,279	$	—	$	—	$	—		$	18,570,279	$	—
Preferred Stocks		301,480		—		—		—			301,480		—
Repurchase Agreements		—		—		711,000		—			711,000		—
Collateral for Securities Loaned		1,800		—		—		—			1,800		—
Swap Agreements		—		—		—		4,395			—		4,395
Total	$	18,873,559	$	—	$	711,000	$	4,395		$	19,584,559	$	4,395
ProFund VP Europe 30
Common Stocks	$	17,451,532	$	—	$	—	$	—		$	17,451,532	$	—
Repurchase Agreements		—		—		817,000		—			817,000		—
Collateral for Securities Loaned		876,916		—		—		—			876,916		—
Total	$	18,328,448	$	—	$	817,000	$	—		$	19,145,448	$	—
ProFund VP Falling U.S. Dollar
Repurchase Agreements	$	—	$	—	$	485,000	$	—		$	485,000	$	—
Forward Currency Contracts		—		—		—		600			—		600
Total	$	—	$	—	$	485,000	$	600		$	485,000	$	600
ProFund VP Financials
Common Stocks	$	41,328,010	$	—	$	—	$	—		$	41,328,010	$	—
Repurchase Agreements		—		—		451,000		—			451,000		—
Swap Agreements		—		—		—		5,305			—		5,305
Total	$	41,328,010	$	—	$	451,000	$	5,305		$	41,779,010	$	5,305

402 :: Notes to Financial Statements :: December 31, 2021

	LEVEL 1 - Quoted Prices				LEVEL 2 - Other Significant Observable Inputs					Total
	Investment Securities		Other Financial Instruments^		Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^
ProFund VP Government Money Market
U.S. Treasury Obligations	$	—	$	—	$	9,997,489	$	—		$	9,997,489	$	—
Repurchase Agreements		—		—		38,332,000		—			38,332,000		—
Total	$	—	$	—	$	48,329,489	$	—		$	48,329,489	$	—
ProFund VP Health Care
Common Stocks	$	53,866,825	$	—	$	—	$	—		$	53,866,825	$	—
Repurchase Agreements		—		—		1,716,000		—			1,716,000		—
Swap Agreements		—		—		—		10,767			—		10,767
Total	$	53,866,825	$	—	$	1,716,000	$	10,767		$	55,582,825	$	10,767
ProFund VP Industrials
Common Stocks	$	21,060,503	$	—	$	—	$	—		$	21,060,503	$	—
Repurchase Agreements		—		—		753,000		—			753,000		—
Collateral for Securities Loaned		8,129		—		—		—			8,129		—
Swap Agreements		—		—		—		8,820			—		8,820
Total	$	21,068,632	$	—	$	753,000	$	8,820		$	21,821,632	$	8,820
ProFund VP International
Repurchase Agreements	$	—	$	—	$	12,234,000	$	—		$	12,234,000	$	—
Swap Agreements		—		—		—		(54,664	)		—		(54,664	)
Total	$	—	$	—	$	12,234,000	$	(54,664	)	$	12,234,000	$	(54,664	)
ProFund VP Internet
Common Stocks	$	19,328,367	$	—	$	—	$	—		$	19,328,367	$	—
Repurchase Agreements		—		—		347,000		—			347,000		—
Swap Agreements		—		—		—		(4,286	)		—		(4,286	)
Total	$	19,328,367	$	—	$	347,000	$	(4,286	)	$	19,675,367	$	(4,286	)
ProFund VP Japan
Repurchase Agreements	$	—	$	—	$	6,738,000	$	—		$	6,738,000	$	—
Futures Contracts		—		248,706		—		—			—		248,706
Swap Agreements		—		—		—		(45	)		—		(45	)
Total	$	—	$	248,706	$	6,738,000	$	(45	)	$	6,738,000	$	248,661
ProFund VP Large-Cap Growth
Common Stocks	$	37,343,841	$	—	$	—	$	—		$	37,343,841	$	—
Repurchase Agreements		—		—		73,000		—			73,000		—
Total	$	37,343,841	$	—	$	73,000	$	—		$	37,416,841	$	—
ProFund VP Large-Cap Value
Common Stocks	$	17,758,357	$	—	$	—	$	—		$	17,758,357	$	—
Repurchase Agreements		—		—		157,000		—			157,000		—
Collateral for Securities Loaned		3,400		—		—		—			3,400		—
Total	$	17,761,757	$	—	$	157,000	$	—		$	17,918,757	$	—
ProFund VP Mid-Cap
Repurchase Agreements	$	—	$	—	$	15,630,000	$	—		$	15,630,000	$	—
Futures Contracts		—		107,578		—		—			—		107,578
Swap Agreements		—		—		—		37,755			—		37,755
Total	$	—	$	107,578	$	15,630,000	$	37,755		$	15,630,000	$	145,333
ProFund VP Mid-Cap Growth
Common Stocks	$	20,629,018	$	—	$	—	$	—		$	20,629,018	$	—
Repurchase Agreements		—		—		36,000		—			36,000		—
Total	$	20,629,018	$	—	$	36,000	$	—		$	20,665,018	$	—
ProFund VP Mid-Cap Value
Common Stocks	$	18,730,464	$	—	$	—	$	—		$	18,730,464	$	—
Repurchase Agreements		—		—		20,000		—			20,000		—
Total	$	18,730,464	$	—	$	20,000	$	—		$	18,750,464	$	—

December 31, 2021 :: Notes to Financial Statements :: 403

	LEVEL 1 - Quoted Prices					LEVEL 2 - Other Significant Observable Inputs					Total
	Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^
ProFund VP Nasdaq-100
Common Stocks	$	117,819,805	$	—		$	—	$	—		$	117,819,805	$	—
Repurchase Agreements		—		—			57,993,000		—			57,993,000		—
Collateral for Securities Loaned		656,874		—			—		—			656,874		—
Futures Contracts		—		(1,647	)		—		—			—		(1,647	)
Swap Agreements		—		—			—		(786,809	)		—		(786,809	)
Total	$	118,476,679	$	(1,647	)	$	57,993,000	$	(786,809	)	$	176,469,679	$	(788,456	)
ProFund VP Oil & Gas
Common Stocks	$	30,271,147	$	—		$	—	$	—		$	30,271,147	$	—
Repurchase Agreements		—		—			431,000		—			431,000		—
Swap Agreements		—		—			—		(864	)		—		(864	)
Total	$	30,271,147	$	—		$	431,000	$	(864	)	$	30,702,147	$	(864	)
ProFund VP Pharmaceuticals
Common Stocks	$	16,419,726	$	—		$	—	$	—		$	16,419,726	$	—
Repurchase Agreements		—		—			197,000		—			197,000		—
Collateral for Securities Loaned		77,507		—			—		—			77,507		—
Swap Agreements		—		—			—		124			—		124
Total	$	16,497,233	$	—		$	197,000	$	124		$	16,694,233	$	124
ProFund VP Precious Metals
Repurchase Agreements	$	—	$	—		$	27,834,000	$	—		$	27,834,000	$	—
Swap Agreements		—		—			—		602,452			—		602,452
Total	$	—	$	—		$	27,834,000	$	602,452		$	27,834,000	$	602,452
ProFund VP Real Estate
Common Stocks	$	13,406,276	$	—		$	—	$	—		$	13,406,276	$	—
Repurchase Agreements		—		—			395,000		—			395,000		—
Swap Agreements		—		—			—		10,836			—		10,836
Total	$	13,406,276	$	—		$	395,000	$	10,836		$	13,801,276	$	10,836
ProFund VP Rising Rates Opportunity
Repurchase Agreements	$	—	$	—		$	5,787,000	$	—		$	5,787,000	$	—
Swap Agreements		—		—			—		14,318			—		14,318
Total	$	—	$	—		$	5,787,000	$	14,318		$	5,787,000	$	14,318
ProFund VP Semiconductor
Common Stocks	$	17,482,033	$	—		$	—	$	—		$	17,482,033	$	—
Repurchase Agreements		—		—			298,000		—			298,000		—
Swap Agreements		—		—			—		(7,163	)		—		(7,163	)
Total	$	17,482,033	$	—		$	298,000	$	(7,163	)	$	17,780,033	$	(7,163	)
ProFund VP Short Dow 30
Repurchase Agreements	$	—	$	—		$	6,000	$	—		$	6,000	$	—
Swap Agreements		—		—			—		(7	)		—		(7	)
Total	$	—	$	—		$	6,000	$	(7	)	$	6,000	$	(7	)
ProFund VP Short Emerging Markets
Repurchase Agreements	$	—	$	—		$	1,137,000	$	—		$	1,137,000	$	—
Swap Agreements		—		—			—		(11,582	)		—		(11,582	)
Total	$	—	$	—		$	1,137,000	$	(11,582	)	$	1,137,000	$	(11,582	)
ProFund VP Short International
Repurchase Agreements	$	—	$	—		$	536,000	$	—		$	536,000	$	—
Swap Agreements		—		—			—		2,308			—		2,308
Total	$	—	$	—		$	536,000	$	2,308		$	536,000	$	2,308

404 :: Notes to Financial Statements :: December 31, 2021

	LEVEL 1 - Quoted Prices					LEVEL 2 - Other Significant Observable Inputs					Total
	Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^
ProFund VP Short Mid-Cap
Repurchase Agreements	$	—	$	—		$	55,000	$	—		$	55,000	$	—
Swap Agreements		—		—			—		(167	)		—		(167	)
Total	$	—	$	—		$	55,000	$	(167	)	$	55,000	$	(167	)
ProFund VP Short Nasdaq-100
Repurchase Agreements	$	—	$	—		$	1,944,000	$	—		$	1,944,000	$	—
Swap Agreements		—		—			—		27,559			—		27,559
Total	$	—	$	—		$	1,944,000	$	27,559		$	1,944,000	$	27,559
ProFund VP Short Small-Cap
Repurchase Agreements	$	—	$	—		$	1,161,000	$	—		$	1,161,000	$	—
Futures Contracts		—		(1,694	)		—		—			—		(1,694	)
Swap Agreements		—		—			—		5,086			—		5,086
Total	$	—	$	(1,694	)	$	1,161,000	$	5,086		$	1,161,000	$	3,392
ProFund VP Small-Cap
Common Stocks	$	10,324,107	$	—		$	—	$	—		$	10,324,107	$	—
Trust*		—		—			—		—			—		—
Contingent Escrow Shares**		—		—			—		—			—		—
Repurchase Agreements		—		—			4,372,000		—			4,372,000		—
Collateral for Securities Loaned		91,428		—			—		—			91,428		—
Swap Agreements		—		—			—		(33,573	)		—		(33,573	)
Total	$	10,415,535	$	—		$	4,372,000	$	(33,573	)	$	14,787,535	$	(33,573	)
ProFund VP Small-Cap Growth
Common Stocks	$	25,166,638	$	—		$	—	$	—		$	25,166,638	$	—
Repurchase Agreements		—		—			42,000		—			42,000		—
Collateral for Securities Loaned		8,264		—			—		—			8,264		—
Total	$	25,174,902	$	—		$	42,000	$	—		$	25,216,902	$	—
ProFund VP Small-Cap Value
Common Stocks	$	27,229,209	$	—		$	—	$	—		$	27,229,209	$	—
Repurchase Agreements		—		—			43,000		—			43,000		—
Collateral for Securities Loaned		94,869		—			—		—			94,869		—
Total	$	27,324,078	$	—		$	43,000	$	—		$	27,367,078	$	—
ProFund VP Technology
Common Stocks	$	49,663,161	$	—		$	—	$	—		$	49,663,161	$	—
Repurchase Agreements		—		—			1,451,000		—			1,451,000		—
Swap Agreements		—		—			—		(12,722	)		—		(12,722	)
Total	$	49,663,161	$	—		$	1,451,000	$	(12,722	)	$	51,114,161	$	(12,722	)
ProFund VP Telecommunications
Common Stocks	$	7,294,028	$	—		$	—	$	—		$	7,294,028	$	—
Repurchase Agreements		—		—			159,000		—			159,000		—
Swap Agreements		—		—			—		372			—		372
Total	$	7,294,028	$	—		$	159,000	$	372		$	7,453,028	$	372
ProFund VP UltraBull
Common Stocks	$	15,643,677	$	—		$	—	$	—		$	15,643,677	$	—
Repurchase Agreements		—		—			4,222,000		—			4,222,000		—
Collateral for Securities Loaned		1,350		—			—		—			1,350		—
Futures Contracts		—		22,325			—		—			—		22,325
Swap Agreements		—		—			—		(108,982	)		—		(108,982	)
Total	$	15,645,027	$	22,325		$	4,222,000	$	(108,982	)	$	19,867,027	$	(86,657	)
ProFund VP UltraMid-Cap
Common Stocks	$	13,454,011	$	—		$	—	$	—		$	13,454,011	$	—
Repurchase Agreements		—		—			4,241,000		—			4,241,000		—
Swap Agreements		—		—			—		77,849			—		77,849
Total	$	13,454,011	$	—		$	4,241,000	$	77,849		$	17,695,011	$	77,849

December 31, 2021 :: Notes to Financial Statements :: 405

	LEVEL 1 - Quoted Prices					LEVEL 2 - Other Significant Observable Inputs					Total
	Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^			Investment Securities		Other Financial Instruments^
ProFund VP UltraNasdaq-100
Common Stocks	$	181,060,966	$	—		$	—	$	—		$	181,060,966	$	—
Repurchase Agreements		—		—			103,044,000		—			103,044,000		—
Collateral for Securities Loaned		1,009,620		—			—		—			1,009,620		—
Futures Contracts		—		(206	)		—		—			—		(206	)
Swap Agreements		—		—			—		(5,545,231	)		—		(5,545,231	)
Total	$	182,070,586	$	(206	)	$	103,044,000	$	(5,545,231	)	$	285,114,586	$	(5,545,437	)
ProFund VP UltraShort Dow 30
Repurchase Agreements	$	—	$	—		$	4,000	$	—		$	4,000	$	—
Swap Agreements		—		—			—		(8	)		—		(8	)
Total	$	—	$	—		$	4,000	$	(8	)	$	4,000	$	(8	)
ProFund VP UltraShort Nasdaq-100
Repurchase Agreements	$	—	$	—		$	365,000	$	—		$	365,000	$	—
Swap Agreements		—		—			—		10,880			—		10,880
Total	$	—	$	—		$	365,000	$	10,880		$	365,000	$	10,880
ProFund VP UltraSmall-Cap
Common Stocks	$	15,072,571	$	—		$	—	$	—		$	15,072,571	$	—
Trust*		—		—			—		—			—		—
Contingent Escrow Shares**		—		—			—		—			—		—
Repurchase Agreements		—		—			13,682,000		—			13,682,000		—
Collateral for Securities Loaned		140,996		—			—		—			140,996		—
Swap Agreements		—		—			—		(301,624	)		—		(301,624	)
Total	$	15,213,567	$	—		$	13,682,000	$	(301,624	)	$	28,895,567	$	(301,624	)
ProFund VP U.S. Government Plus
U.S. Treasury Obligation	$	—	$	—		$	7,518,205	$	—		$	7,518,205	$	—
Repurchase Agreements		—		—			7,745,000		—			7,745,000		—
Swap Agreements		—		—			—		(38,597	)		—		(38,597	)
Total	$	—	$	—		$	15,263,205	$	(38,597	)	$	15,263,205	$	(38,597	)
ProFund VP Utilities
Common Stocks	$	34,124,371	$	—		$	—	$	—		$	34,124,371	$	—
Repurchase Agreements		—		—			550,000		—			550,000		—
Swap Agreements		—		—			—		18,215			—		18,215
Total	$	34,124,371	$	—		$	550,000	$	18,215		$	34,674,371	$	18,215

^	Other financial instruments include any derivative instruments not reflected in the Schedule of Portfolio Investments as Investment Securities, such as futures contracts, forward currency contracts and swap agreements (including credit default swap agreements). These instruments are generally recorded in the financial statements at the unrealized appreciation/(depreciation) on the investment.
*	Ferroglobe Representation and Warranty Insurance trust was valued at $0 and categorized as Level 2 within the fair value hierarchy.
**	Wright Medical Group, Inc. contingent escrow shares were valued at $0 and categorized as Level 2 within the fair value hierarchy.

4. Fees and Transactions with Affiliates and Other Parties

The ProFunds VP have entered into an Investment Advisory Agreement with the Advisor. Under this agreement, the ProFunds VP (excluding ProFund VP U.S. Government Plus) each pay the Advisor a fee at an annualized rate of 0.75% of the average daily net assets of each respective ProFund VP. The ProFund VP U.S. Government Plus pays the Advisor a fee at an annualized rate of 0.50% of its average daily net assets.

In addition, subject to the condition that the aggregate daily net assets of the Trust be equal to or greater than $10 billion, the Advisor has agreed to the following fee reductions with respect to each individual ProFund VP: 0.025% of the ProFund VP's daily net assets in excess of $500 million to $1 billion, 0.05% of the ProFund VP's daily net assets in excess of $1 billion to $2 billion, and 0.075% of the ProFund VP's net assets in excess of $2 billion. During the year ended December 31, 2021, no Fund's annual investment advisory fee was subject to such reductions.

Citi Fund Services Ohio, Inc. ("Citi") acts as the Trust's administrator (the "Administrator"). For its services as Administrator, the Trust pays Citi an annual fee based on the Trust's aggregate average net assets at a tier rate ranging from 0.00375% to 0.05%, and a base fee for certain filings. Administration fees also include additional fees paid to Citi by the Trust for additional services provided, including support of the Trust's compliance program.

406 :: Notes to Financial Statements :: December 31, 2021

Citi also acts as fund accounting agent for the Trust. For these services, the Trust pays Citi an annual fee based on the Trust's aggregate average net assets at a tier rate ranging from 0.00375% to 0.03%, a base fee, and reimbursement of certain expenses.

FIS Investor Services LLC ("FIS") acts as transfer agent for the Trust. For these services, the Trust pays FIS a base fee, service charges, fees based on the number of VP Funds, and reimbursement of certain expenses.

ProFunds Distributors, Inc. (the "Distributor"), a wholly owned subsidiary of the Advisor, serves as the Trust's distributor. Under a Distribution and Shareholder Services Plan, adopted by the Trust's Board of Trustees pursuant to Rule 12b-1 under the 1940 Act, each ProFund VP may pay financial intermediaries such as broker-dealers, insurance companies and the Distributor up to 0.25%, on an annualized basis, of the average daily net assets as compensation for the distribution-related activities and/or shareholder services.

Distribution Fees were suspended throughout the year ended December 31, 2021 for ProFund VP Government Money Market to maintain a more competitive net yield. If ProFund VP Government Money Market had paid an amount equal to 0.25% of its average daily net assets, the Distribution Fees would have been $110,399 for the year ended December 31, 2021. The Distributor may reinstate all or a portion of the Distribution Fees for ProFund VP Government Money Market at any time.

The Advisor, pursuant to a separate Management Services Agreement, performs certain client support services and other administrative services on behalf of the ProFunds VP. For these services, each ProFund VP pays the Advisor a fee at the annual rate of 0.10% of its average daily net assets.

The Trust, on behalf of the ProFunds VP, has entered into an administrative services agreement with certain insurance companies, pursuant to which the insurance companies will provide administrative services with respect to the ProFunds VP. For these services, the ProFunds VP may pay the insurance companies administrative services fees, a monthly/quarterly fee equal on an annual basis of up to 0.35% of their average daily net assets as reflected on the Statement of Operations as "Administrative services fees." Throughout the year ended December 31, 2021, the administrative services fees of ProFund VP Government Money Market were suspended to maintain a more competitive net yield. If ProFund VP Government Money Market had paid an amount equal to the full amount per the administrative services agreements, the administrative services fees would have been $92,736 for the year ended December 31, 2021. All or a portion of the Administrative services fees of ProFund VP Government Money Market may be reinstated at any time.

Certain Officers and a Trustee of the Trust are affiliated with the Advisor or the Administrator. Except as noted below with respect to the Trust's Chief Compliance Officer, such Officers and Trustee receive no compensation from the ProFunds VP for serving in their respective roles. The Trust, together with affiliated Trusts, pays each Independent Trustee compensation for their services at an annual rate of $185,000. Independent Trustees also receive $10,000 for attending each regularly quarterly in-person meeting, $3,000 for attending each special meeting, and $3,000 for attending each telephonic meeting. Effective July 1, 2021, Independent Trustee compensation increased to an annual rate of $325,000 per Trustee, inclusive of all meetings. During the year ended December 31, 2021, actual Trustee compensation was $834,000 in aggregate from the Trust and affiliated trusts. There are certain employees of the Advisor, such as the Trust's Chief Compliance Officer and staff who administer the Trust's compliance program, in which the ProFunds VP reimburse the Advisor for their related compensation and certain other expenses incurred as reflected on the Statement of Operations as "Compliance services fees."

The Advisor has contractually agreed to waive advisory and management services fees, and if necessary, reimburse certain other expenses of the ProFunds VP in order to limit the annual operating expenses (exclusive of brokerage costs, interest, taxes, dividends (including dividend expenses on securities sold short), litigation, indemnification, and extraordinary expenses) to an annualized rate of 1.35% of the average daily net assets of ProFund VP Government Money Market, 1.38% of the average daily net assets of ProFund VP U.S. Government Plus and 1.68% of the average daily net assets of each other ProFund VP. These expense limitations remain in effect until at least April 30, 2022.

The Advisor may recoup the advisory and management services fees contractually waived or limited and other expenses reimbursed by it within three years from the contractual period; however, such recoupment will be limited to the lesser of any expense limitation in place at the time of recoupment or the expense limitation in place at the time of waiver or reimbursement. Any amounts recouped by the Advisor during the year are reflected on the Statement of Operations as "Recoupment of prior expenses reduced by the Advisor." As of December 31, 2021, the recoupments that may potentially be made by the ProFunds VP are as follows:

	Expires 4/30/2022		Expires 4/30/2023		Expires 4/30/2024		Expires 4/30/2025		Total
ProFund Access VP High Yield	$	—	$	—	$	31,437	$	—	$	31,437
ProFund VP Banks		3,733		1,693		2,494		—		7,920
ProFund VP Basic Materials		—		—		3,206		—		3,206
ProFund VP Bear		—		1,986		3,281		—		5,267
ProFund VP Consumer Goods		6,350		4,224		10,988		—		21,562
ProFund VP Consumer Services		—		3,673		15,776		—		19,449
ProFund VP Emerging Markets		—		15,518		1,418		2,513		19,449
ProFund VP Europe 30		—		13,387		10,334		—		23,721
ProFund VP Falling U.S. Dollar		19,462		18,517		5,761		2,362		46,102
ProFund VP Financials		—		—		4,255		—		4,255

December 31, 2021 :: Notes to Financial Statements :: 407

	Expires 4/30/2022		Expires 4/30/2023		Expires 4/30/2024		Expires 4/30/2025		Total
ProFund VP Health Care	$	—	$	13,585	$	24,319	$	—	$	37,904
ProFund VP Industrials		1,276		3,818		8,851		—		13,945
ProFund VP Japan		—		—		3,915		—		3,915
ProFund VP Large-Cap Growth		7,112		12,749		17,250		—		37,111
ProFund VP Large-Cap Value		5,713		11,285		13,431		851		31,280
ProFund VP Mid-Cap Growth		12,517		10,197		17,143		4,913		44,770
ProFund VP Mid-Cap Value		4,250		12,202		11,427		938		28,817
ProFund VP Nasdaq-100		—		—		46,649		—		46,649
ProFund VP Oil & Gas		—		—		6,748		—		6,748
ProFund VP Pharmaceuticals		—		—		3,392		—		3,392
ProFund VP Precious Metals		—		—		18,138		—		18,138
ProFund VP Real Estate		—		5,955		7,742		—		13,697
ProFund VP Short Dow 30		—		—		45		—		45
ProFund VP Short Mid-Cap		—		—		178		—		178
ProFund VP Short Nasdaq-100		—		4,046		—		—		4,046
ProFund VP Short Small-Cap		—		717		2,179		—		2,896
ProFund VP Small-Cap		—		3,240		14,995		—		18,235
ProFund VP Small-Cap Growth		—		9,268		8,803		—		18,071
ProFund VP Small-Cap Value		—		—		10,619		—		10,619
ProFund VP Telecommunications		—		2,061		4,957		—		7,018
ProFund VP UltraMid-Cap		—		7,268		10,517		—		17,785
ProFund VP UltraNasdaq-100		—		82,374		95,642		—		178,016
ProFund VP UltraShort Nasdaq-100		—		626		—		909		1,535
ProFund VP UltraSmall-Cap		—		7,809		31,072		2,785		41,666
ProFund VP U.S. Government Plus		—		5,716		26,056		—		31,772
ProFund VP Utilities		—		11,074		21,102		—		32,176

The Advisor has contractually agreed to waive advisory and management services fees, and if necessary, reimburse certain other expenses of ProFund VP Government Money Market through April 30, 2022 to the extent necessary to maintain a certain minimum net yield as determined by the Advisor.

The Advisor may recoup the advisory and management services fees contractually waived or limited and other expenses reimbursed by it within three years from the minimum yield limit period in which they were taken. Such recoupments shall be made monthly, but only to the extent that such recoupments would not cause the ProFund VP Government Money Market's net yield to fall below the highest previously determined minimum yield, and such recoupment will be limited to the lesser of any expense limitation in place at the time of recoupment or the expense limitation in place at the time of waiver or reimbursement. Any amounts recouped by the Advisor during the year are reflected on the Statement of Operations as "Recoupment of prior expenses reduced by the Advisor." As of December 31, 2021, the recoupments that may potentially be made by ProFund VP Government Money Market are as follows:

	Expires 4/30/2023		Expires 4/30/2024		Expires 4/30/2025		Total
ProFund VP Government Money Market	$	201,617	$	520,249	$	314,562	$	1,036,428

5. Securities Transactions

The cost of security purchases and the proceeds from the sale of securities (excluding securities maturing less than one year from acquisition) during the year ended December 31, 2021 were as follows:

	Purchases		Sales
ProFund VP Asia 30	$	38,623,582	$	40,485,514
ProFund VP Banks		40,765,554		40,183,882
ProFund VP Basic Materials		22,502,585		22,739,893
ProFund VP Biotechnology		27,344,885		34,833,325
ProFund VP Bull		26,380,806		25,257,568
ProFund VP Consumer Goods		17,417,111		13,167,384
ProFund VP Consumer Services		11,738,029		13,166,780
ProFund VP Emerging Markets		14,320,554		14,758,559
ProFund VP Europe 30		25,087,795		25,730,528
ProFund VP Financials		16,994,016		11,447,501
ProFund VP Health Care		4,919,728		11,491,970
ProFund VP Industrials		16,186,529		14,599,551
ProFund VP Internet		12,808,513		21,334,029
ProFund VP Large-Cap Growth		37,465,769		37,346,034
ProFund VP Large-Cap Value		12,390,317		12,367,008
ProFund VP Mid-Cap Growth		22,949,425		26,282,049

408 :: Notes to Financial Statements :: December 31, 2021

	Purchases		Sales
ProFund VP Mid-Cap Value	$	34,806,942	$	32,424,351
ProFund VP Nasdaq-100		14,860,273		24,919,772
ProFund VP Oil & Gas		24,763,189		21,711,235
ProFund VP Pharmaceuticals		9,108,550		10,055,461
ProFund VP Real Estate		19,481,940		19,171,435
ProFund VP Semiconductor		34,250,904		32,863,257
ProFund VP Small-Cap		4,556,796		2,461,360
ProFund VP Small-Cap Growth		28,686,275		30,822,388
ProFund VP Small-Cap Value		45,720,709		46,509,721
ProFund VP Technology		75,638,459		82,316,589
ProFund VP Telecommunications		7,094,394		7,324,955
ProFund VP UltraBull		54,775,846		53,956,116
ProFund VP UltraMid-Cap		11,248,263		8,219,554
ProFund VP UltraNasdaq-100		74,462,974		31,480,111
ProFund VP UltraSmall-Cap		8,910,011		3,367,998
ProFund VP Utilities		7,683,276		9,776,376

The cost of U.S. government security purchases and the proceeds from the sale of U.S. government securities (excluding securities maturing less than one year from acquisition) during the year ended December 31, 2021 were as follows:

	Purchases		Sales
ProFund Access VP High Yield	$	119,274,584	$	120,933,924
ProFund VP U.S. Government Plus		28,842,238		28,830,309

6. Investment Risks

Some risks apply to all ProFunds VP, while others are specific to the investment strategy of certain ProFunds VP. Each ProFund VP may be subject to other risks in addition to these identified risks. This section discusses certain common principal risks encountered by the ProFunds VP. The risks are presented in an order intended to facilitate readability, and their order does not imply that the realization of one risk is likely to occur more frequently than another risk, nor does it imply that the realization of one risk is likely to have a greater adverse impact than another risk.

Risks Associated with the Use of Derivatives

Certain ProFunds VP may obtain investment exposure through derivatives. Investing in derivatives may be considered aggressive and may expose the ProFund VP to greater risks and may result in larger losses or smaller gains than investing directly in the reference asset(s) underlying those derivatives (e.g., securities in the Index). These risks include counterparty risk, liquidity risk and increased correlation risk. When the ProFund VP uses derivatives, there may be imperfect correlation between the value of the reference asset(s) underlying the derivative (e.g., securities in the Index) and the derivative, which may prevent the ProFund VP from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives also may expose the ProFund VP to losses in excess of those amounts initially invested.

Certain ProFunds VP may use a combination of swaps on the Index and swaps on an ETF that is designed to track the performance of the Index. The performance of an ETF may not track the performance of the Index due to embedded costs and other factors. Thus, to the extent the ProFund VP invests in swaps that use an ETF as the reference asset, the ProFund VP may be subject to greater correlation risk and may not achieve as high a degree of correlation with the Index as it would if the ProFund VP only used swaps on the Index.

Moreover, with respect to the use of swap agreements, if the Index has a dramatic intraday move that causes a material decline in a ProFund VP's net assets, the terms of a swap agreement between the ProFund VP and its counterparty may permit the counterparty to immediately close out the transaction with the ProFund VP. In that event, the ProFund VP may be unable to enter into another swap agreement or invest in other derivatives to achieve the desired exposure consistent with the ProFund VP's investment objective. This, in turn, may prevent the ProFund VP from achieving its investment objective, even if the Index reverses all or a portion of its intraday move by the end of the day. As a result, the value of an investment in the ProFund VP may change quickly and without warning. Any costs associated with using derivatives will also have the effect of lowering the ProFund VP's return.

Compounding Risk

Certain ProFunds VP are "geared" funds ("Geared Funds") in the sense that the ProFund VP has an investment objective to match a multiple, the inverse, or an inverse multiple of the performance of a benchmark on a single day, not for any other period. A "single day" is measured from the time a ProFund VP calculates its net asset value ("NAV") to the time of the ProFund VP's next NAV calculation. These Geared Funds are subject to all of the correlation risks described below. In addition, because these ProFunds VP have a single day investment objective, for periods greater than one day, the effect of compounding may cause the performance of a ProFund VP to vary from the benchmark performance (or the inverse of the benchmark performance) times the stated multiple in the ProFund VP objective, as applicable, before accounting for fees and ProFund VP expenses. As explained in greater detail in their Prospectuses, as a result of compounding, Geared Funds are unlikely to provide a simple multiple (e.g. -1x, 2x, or -2x) of a benchmark's return over periods longer than a single day.

December 31, 2021 :: Notes to Financial Statements :: 409

Leverage Risk

Certain ProFunds VP utilize leverage (i.e., obtain investment exposure in excess of their assets) in seeking to achieve their investment objective and will lose more money in market environments adverse to their daily objective than similar funds that do not employ leverage.

Because the ProFunds VP that utilize leverage include either multipliers of 2x or 1.25x (or sometimes the inverse thereof), a single day adverse price movement of more than 50% or 80%, respectively, in a relevant benchmark, could result in the total loss of an investor's investment.

Active Investor Risk

Each ProFund VP permits short-term trading of its securities. In addition, the Advisor expects a significant portion of the assets invested in a ProFund VP to come from professional money managers and investors who use the ProFund VP as part of active trading or tactical asset allocation strategies. These strategies often call for frequent trading to take advantage of anticipated changes in market conditions, which could increase portfolio turnover, and may result in additional costs for the ProFund VP. In addition, large movements of assets into and out of the ProFund VP may have a negative impact on the ProFund VP's ability to achieve its investment objective or maintain a consistent level of operating expenses. In certain circumstances, the ProFund VP's expense ratio may vary from current estimates or the historical ratio disclosed in the ProFund VP's prospectus.

Active Management Risk

ProFund Access VP High Yield Fund is actively managed, and its performance reflects the investment decisions that ProFund Advisors make for the Fund. ProFund Advisors' judgements about the ProFund VP's investments may prove to be incorrect. If the investments selected and strategies employed by the ProFund VP fail to produce the intended results, the ProFund VP could underperform or have negative returns as compared to other funds with a similar investment objective and/or strategies.

Concentration Risk

Certain non-money market ProFunds VP may be subject to concentration risk. Concentration risk results from maintaining concentrated exposure to certain types of issuers, industries, market sectors, countries or geographical regions. A ProFund VP that concentrates its investments will be more susceptible to risks associated with that concentration. With respect to the Sector ProFunds VP, a ProFund VP may have significant exposure to an individual industry that constitutes a significant portion of that ProFund VP's benchmark. Such a ProFund VP will be more susceptible to the risks associated with that specific industry, which may be different from the risks generally associated with other benchmarks. Each ProFund VP will concentrate its investments in a particular industry or group of industries to approximately the same extent as its benchmark, up to the extent permitted by applicable regulatory guidance. Additionally, certain ProFunds VP that focus their investments in particular countries or geographic regions may be particularly susceptible to economic, political or regulatory events affecting those countries or regions. These ProFunds VP may be more volatile than a more geographically diversified ProFund VP. The Schedule of Portfolio Investments includes information on each ProFund VP's holdings, including industry and/or geographical composition, as relevant.

Correlation Risk

There is no guarantee that a ProFund VP will achieve a high degree of correlation with its benchmark. Failure to achieve a high degree of correlation may prevent a ProFund VP from achieving its investment objective, and the percentage change of the ProFund VP's NAV each day may differ, perhaps significantly, from the percentage change of the ProFund VP's benchmark on such day. This may be due, among other reasons, to the impact of a limited trading market in the underlying component securities on the calculation of the benchmark.

In order to achieve a high degree of correlation with the Index, a ProFund VP seeks to rebalance its portfolio daily to keep exposure consistent with its investment objective. Being materially under- or overexposed to the Index may prevent the ProFund VP from achieving a high degree of correlation with the Index. Market disruptions or closure, regulatory restrictions, market volatility and other factors will adversely affect the ProFund VP's ability to adjust exposure to requisite levels. The target amount of portfolio exposure is impacted dynamically by the Index's movements. Because of this, it is unlikely that the ProFund VP will have perfect leveraged exposure at the end of each day and the likelihood of being materially under- or overexposed is higher on days when the Index level is volatile at or near the close of the trading day.

A number of other factors may adversely affect a ProFund VP's correlation with its benchmark, including material over- or underexposure, fees, expenses, transaction costs, financing costs associated with the use of derivatives, income items, valuation methodology, accounting standards and disruptions or illiquidity in the markets for the securities or financial instruments in which a ProFund VP invests. A ProFund VP may not have investment exposure to all securities in its benchmark, or its weighting of investment exposure to stocks or industries may be different from that of the benchmark. In addition, a ProFund VP may invest in securities not included in the benchmark or in financial instruments. Each ProFund VP may take or refrain from taking positions in order to improve tax efficiency or comply with regulatory restrictions, either of which may negatively affect the ProFund VP's correlation with its benchmark. A ProFund VP may also be subject to large movements of assets into and out of the ProFund VP, potentially resulting in the ProFund VP being over- or underexposed to its benchmark, and may be impacted by index reconstitutions and index rebalancing events. Additionally, a ProFund VP's underlying holdings or reference assets may trade on markets that may or may not be open on the same day as the ProFund VP. Each ProFund VP (other than the Classic ProFunds VP, the Sector ProFunds VP, ProFund VP Falling U.S. Dollar and ProFund VP Government Money Market) seeks to rebalance its portfolio daily to keep its leveraged, inverse or inverse leveraged exposure to the benchmark consistent with its investment objective. Any of these factors could decrease correlation between the performance of a ProFund VP and may hinder a ProFund VP's ability to meet its investment objective on or around that day.

410 :: Notes to Financial Statements :: December 31, 2021

Credit Default Swaps (CDS) Risk

While the Profund Access VP High Yield will normally be a net "seller" of CDS, at times the ProFund Access VP High Yield may be a net "buyer" of CDS. When the ProFund VP is a seller of credit protection, upon the occurrence of a credit event, the counterparty to the ProFund VP will have an obligation to pay the full notional value of a defaulted reference entity less recovery value. Recovery values for CDS are generally determined via an auction process to determine the final price for a given reference entity. Although, the ProFund VP intends, as practicable, to obtain exposure through centrally cleared CDS, an active market may not exist for any of the CDS in which the ProFund VP invests or in the reference entities subject to the CDS. As a result, the ProFund VP's ability to maximize returns or minimize losses on such CDS may be impaired. Other risks of CDS include difficulty in valuation due to the lack of pricing transparency and the risk that changes in the value of the CDS do not reflect changes in the credit quality of the underlying reference entities or may otherwise perform differently than expected given market conditions. Because the ProFund VP may use a single counterparty or a small number of counterparties, certain CDS involve many reference entities and there are no limitations on the notional amount established for the CDS. As a result, counterparty risk may be amplified.

Counterparty Risk

A ProFund VP that will invest in financial instruments involving third parties (i.e., counterparties) is subject to counterparty risk. The use of financial instruments, such as swap agreements or futures contracts, involves risks that are different from those associated with ordinary portfolio securities transactions. Certain ProFunds VP will be subject to credit risk (i.e., the risk that a counterparty is unwilling or unable to make timely payments to meet its contractual obligations) with respect to the amount they expect to receive from counterparties to financial instruments and repurchase agreements entered into by the ProFunds VP. Each ProFund VP generally structures the agreement such that either party can terminate the contract without penalty prior to the termination date. A ProFund VP may be negatively impacted if a counterparty becomes bankrupt or otherwise fails to perform its obligations, the value of an investment in each ProFund VP may decline. A ProFund VP may experience significant delays in obtaining any recovery in a bankruptcy or other reorganization proceeding and a ProFund VP may obtain only limited recovery or may obtain no recovery in such circumstances.

The ProFunds VP typically enter into transactions with counterparties whose credit rating at the time of the transaction is investment grade, as determined by a nationally recognized statistical rating organization, or, if unrated, judged by the Advisor to be of comparable quality. These are usually major, global financial institutions. Although the counterparty to an exchange-traded futures contract is often backed by a futures commission merchant ("FCM") or clearing organization that is further backed by a group of financial institutions, there may be instances in which the FCM or the clearing organization could fail to perform its obligations, causing significant losses to the ProFund VP. For example, a ProFund VP could lose margin payments it has deposited with a clearing organization as well as gains owed but not paid to the ProFund VP if the clearing organization becomes insolvent or otherwise fails to perform its obligations.

Under current CFTC regulations, a FCM maintains customers' assets in a bulk segregated account. If a FCM fails to do so, or is unable to satisfy a substantial deficit in a customer account, its other customers may be subject to risk of loss of their funds in the event of that FCM's bankruptcy. In that event, in the case of futures, the FCM's customers are entitled to recover, even in respect of property specifically traceable to them, only a proportional share of all property available for distribution to all of that FCM's customers. In the case of cleared swaps, customers of a FCM in bankruptcy are entitled to recover assets specifically attributable to them pursuant to new CFTC regulations, but may nevertheless risk loss of some or all of their assets due to accounting or operational issues or due to legal risk in connection with the application of bankruptcy law to cleared swaps.

Natural Disaster/Epidemic Risk

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus (COVID-19)), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such as natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund's investment advisor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund's investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund's performance, resulting in losses to your investment.

Risk that Current Assumptions and Expectations Could Become Outdated As a Result of Global Economic Shocks

The onset of the novel coronavirus (COVID-19) has caused significant shocks to global financial markets and economies, with

December 31, 2021 :: Notes to Financial Statements :: 411

many governments taking extreme actions to slow and contain the spread of COVID-19. These actions have had, and likely will continue to have, a severe economic impact on global economies as economic activity in some instances has essentially ceased. Financial markets across the globe are experiencing severe distress at least equal to what was experienced during the global financial crisis in 2008. In March 2020, U.S. equity markets entered a bear market in the fastest such move in the history of U.S. financial markets. During much of 2020, the unemployment rate in the U.S. was extremely high by historical standards. It is not possible to predict when unemployment and market conditions will return to more normal levels. The global economic shocks being experienced as of the date hereof may cause the underlying assumptions and expectations of the Fund to quickly become outdated or inaccurate, resulting in significant losses.

Debt Instruments Risk

The ProFunds VP may invest in, or seek exposure to, debt instruments. Debt instruments are subject to adverse issuer, political, regulatory, market and economic developments, as well as developments that affect specific economic sectors, industries or segments of the fixed income market. Additionally, the credit quality of the issuer of a debt instrument (including the risk of a potential default) can also affect the price of a debt instrument. The perceived or actual inability of issuers, guarantors, or liquidity providers of debt instruments to make scheduled interest payments can negatively impact the performance of the ProFund VP. Debt instruments may have varying levels of sensitivity to changes in interest rates and other factors.

Typically, the price of outstanding debt instruments falls when interest rates rise. Without taking into account other factors, the prices of debt instruments with longer maturities may fluctuate more in response to interest rate changes than those of debt instruments with shorter maturities. Many types of debt instruments are subject to prepayment risk, which is the risk that the issuer of the security will repay principal (in part or in whole) prior to the maturity date. Debt instruments allowing prepayment may offer less potential for gains during a period of declining interest rates, as a ProFund VP may be required to reinvest the proceeds received at lower interest rates. These factors may cause the value of an investment in the ProFund VP to change. Also, the securities of certain U.S. government agencies, authorities or instrumentalities are neither issued by nor guaranteed as to principal and interest by the U.S. government, and may be exposed to more credit risk than those issued by and guaranteed as to principal and interest by the U.S. government. All U.S. government securities are subject to credit risk. It is possible that the U.S. government may not be able to meet its financial obligations or that securities issued by the U.S. government may experience credit downgrades. Such a credit event may also adversely impact the financial markets. Certain ProFunds VP are inversely correlated to bond prices and will typically respond differently to the above factors than would a ProFund VP positively correlated to bond prices.

High Yield Risk

Investment in or exposure to high yield (lower rated) debt instruments (also known as "junk bonds") may involve greater levels of interest rate, credit, liquidity and valuation risk than for higher rated instruments. High yield debt instruments may be more sensitive to economic changes, political changes, or adverse developments specific to a company than other fixed income instruments. These securities are subject to greater risk of loss, greater sensitivity to economic changes, valuation difficulties, and a potential lack of a secondary or public market for securities. High yield debt instruments are considered predominantly speculative with respect to the issuer's continuing ability to make principal and interest payments and, therefore, such instruments generally involve greater risk of default or price changes than higher rated debt instruments. An economic downturn or period of rising interest rates could adversely affect the market for these securities and reduce market liquidity (liquidity risk). Less active markets may diminish a ProFund VP's ability to obtain accurate market quotations when valuing the portfolio securities and thereby give rise to valuation risk. High yield debt instruments may also present risks based on payment expectations. For example, these instruments may contain redemption or call provisions. If an issuer exercises these provisions in a declining interest rate market, the ProFund VP would have to replace the security with a lower yielding security, resulting in a decreased return for investors. If the issuer of a security is in default with respect to interest or principal payments, the issuer's security could lose its entire value. Furthermore, the transaction costs associated with the purchase and sale of high yield debt instruments may vary greatly depending upon a number of factors and may adversely affect a ProFund VP's performance.

Index Performance Risk

Certain ProFunds VP linked to an index will be subject to index performance risk. There is no guarantee or assurance that the methodology used by the third-party provider to create the Index will result in the ProFund VP achieving high, or even positive, returns. Further, there can be no guarantee that the methodology underlying the Index or the daily calculation of the Index will be free from error. It is also possible that the value of the Index may be subject to intentional manipulation by third-party market participants. The Index may underperform, and the ProFund VP could lose value, while other indices or measures of market performance increase in value.

LIBOR Risk

Many debt securities, derivatives, and other financial instruments, including some of the Funds' investments, use the London Interbank Offered Rate ("LIBOR") as the reference or benchmark rate for variable interest rate calculations. LIBOR is being discontinued as a floating rate benchmark. The Secured Overnight Financing Rate ("SOFR") is expected to replace U.S. dollar LIBOR as the principal floating rate benchmark. The LIBOR discontinuation has affected and will continue to affect financial markets generally. The date of the LIBOR discontinuation will vary depending on the LIBOR currency and tenor.

The UK Financial Conduct Authority (the "FCA"), which is the regulator of the LIBOR administrator, has announced that, after specified dates, LIBOR settings will cease to be provided by any administrator or will no longer be representative. Those dates are: (i) June 30, 2023, in the case of the principal U.S. dollar LIBOR tenors (overnight and one, three, six and 12 month); and (ii) December 31, 2021, in all other cases (i.e., one week and two

412 :: Notes to Financial Statements :: December 31, 2021

month U.S. dollar LIBOR and all tenors of non-U.S. dollar LIBOR). Accordingly, many existing LIBOR obligations will transition to another benchmark after June 30, 2023 or, in some cases, after December 31, 2021. The FCA and certain U.S. regulators have stated that, despite expected publication of U.S. dollar LIBOR through June 30, 2023, no new contracts using U.S. dollar LIBOR should be entered into after December 31, 2021.

Although the foregoing reflects the likely timing of the LIBOR discontinuation and certain consequences, there is no assurance that LIBOR, of any particular currency or tenor, will continue to be published until any particular date or in any particular form, and there is no assurance regarding the consequences of the LIBOR discontinuation. In the United States, there have been efforts to identify alternative reference interest rates for U.S. dollar LIBOR. The cash markets have generally coalesced around recommendations from the Alternative Reference Rates Committee (the "ARRC"), which was convened by the Board of Governors of the Federal Reserve System and the Federal Reserve Bank of New York. The ARRC has recommended that U.S. dollar LIBOR be replaced by rates based on SOFR plus, in the case of existing LIBOR contracts and obligations, a spread adjustment.

For purposes of the following discussion, the term "LIBOR" refers solely to U.S. dollar LIBOR. SOFR has a limited history, having been first published in April 2018. The future performance of SOFR, and SOFR-based reference rates, cannot be predicted based on SOFR's history or otherwise. SOFR has been more volatile than other benchmark or market rates, such as three-month LIBOR, during certain periods. Future levels of SOFR may bear little or no relation to historical levels of SOFR, LIBOR or other rates. SOFR-based rates will differ from LIBOR, and the differences may be material. SOFR is intended to be a broad measure of the cost of borrowing funds overnight in transactions that are collateralized by U.S. Treasury securities. In contrast, LIBOR is intended to be an unsecured rate that represents interbank funding costs for different short-term tenors.

For these reasons, among others, there is no assurance that SOFR, or rates derived from SOFR, will perform in the same or a similar way as LIBOR would have performed at any time, and there is no assurance that SOFR-based rates will be a suitable substitute for LIBOR. Non-LIBOR floating rate obligations, including SOFR-based obligations, may have returns and values that fluctuate more than those of floating rate obligations that are based on LIBOR or other rates. Resulting changes in the financial markets may adversely affect financial markets generally and may also adversely affect a Fund's operations specifically, particularly as financial markets transition away from LIBOR.

Liquidity Risk

In certain circumstances, such as the disruption of the orderly markets for the securities or financial instruments in which a ProFund VP invests, the ProFunds VP might not be able to acquire or dispose of certain holdings quickly or at prices that represent true fair value in the judgment of the Advisor. Markets for the securities or financial instruments in which a ProFund VP invests may be disrupted by a number of events, including but not limited to economic crises, natural disasters, new legislation, or regulatory changes inside or outside of the U.S. For example, regulation limiting the ability of certain financial institutions to invest in certain securities would likely reduce the liquidity of those securities. These situations may prevent a ProFund VP from limiting losses, realizing gains, or from achieving a high correlation (or inverse correlation) with its underlying benchmark.

7. Federal Income Tax Information

The tax character of distributions paid to shareholders during the tax years ended, as noted below, were as follows:

	Year Ended December 31, 2021								Year Ended December 31, 2020
	Distributions Paid from Ordinary Income		Distributions Paid from Net Long-Term Gains		Tax Return of Capital		Total Distributions Paid		Distributions Paid from Ordinary Income		Distributions Paid from Net Long-Term Gains		Tax Return of Capital		Total Distributions Paid
ProFund Access VP High Yield	$	490,299	$	—	$	—	$	490,299	$	842,012	$	—	$	—	$	842,012
ProFund VP Asia 30		177,657		4,210,725		—		4,388,382		627,243		1,892,592		—		2,519,835
ProFund VP Banks		82,428		—		—		82,428		92,909		—		—		92,909
ProFund VP Basic Materials		254,694		295,399		—		550,093		177,560		771,840		—		949,400
ProFund VP Bear		20,517		1,179		—		21,696		18,942		—		—		18,942
ProFund VP Biotechnology		384,376		—		—		384,376		666,520		3,430,329		—		4,096,849
ProFund VP Bull		1,730,614		2,971,176		—		4,701,790		1,255,930		1,897,120		—		3,153,050
ProFund VP Consumer Goods		297,851		765,184		—		1,063,035		255,626		2,182		—		257,808
ProFund VP Consumer Services		930,394		1,515,195		—		2,445,589		13,651		9,125,605		—		9,139,256
ProFund VP Dow 30		55,117		—		—		55,117		111,280		—		—		111,280
ProFund VP Emerging Markets		—		—		—		—		117,347		—		—		117,347
ProFund VP Europe 30		163,002		—		—		163,002		395,173		—		—		395,173
ProFund VP Falling U.S. Dollar		1,014		14,881		—		15,895		1,949		—		—		1,949
ProFund VP Financials		363,519		2,335,855		—		2,699,374		440,538		1,689,299		—		2,129,837
ProFund VP Government Money Market		5,562		—		—		5,562		55,902		—		—		55,902
ProFund VP Health Care		499,530		3,738,461		—		4,237,991		—		6,154,240		—		6,154,240
ProFund VP Industrials		40,631		1,131,548		—		1,172,179		220,540		48,389		—		268,929
ProFund VP International		—		—		—		—		26,163		—		—		26,163
ProFund VP Internet		769,852		2,812,110		—		3,581,962		—		2,716,437		—		2,716,437
ProFund VP Japan		387,547		718,980		—		1,106,527		18,886		—		—		18,886

December 31, 2021 :: Notes to Financial Statements :: 413

	Year Ended December 31, 2021								Year Ended December 31, 2020
	Distributions Paid from Ordinary Income		Distributions Paid from Net Long-Term Gains		Tax Return of Capital		Total Distributions Paid		Distributions Paid from Ordinary Income		Distributions Paid from Net Long-Term Gains		Tax Return of Capital		Total Distributions Paid
ProFund VP Large-Cap Growth	$	670,296	$	3,262,142	$	—	$	3,932,438	$	479,816	$	2,242,710	$	—	$	2,722,526
ProFund VP Large-Cap Value		149,393		—		—		149,393		1,707,270		161,730		—		1,869,000
ProFund VP Mid-Cap		607,067		—		—		607,067		2,072,210		183,573		—		2,255,783
ProFund VP Mid-Cap Growth		270,436		1,446,994		—		1,717,430		97,983		1,725,066		—		1,823,049
ProFund VP Mid-Cap Value		54,454		—		—		54,454		703,529		221,502		—		925,031
ProFund VP Nasdaq-100		13,205,051		5,754,779		—		18,959,830		5,808,862		3,687,764		—		9,496,626
ProFund VP Oil & Gas		528,770		—		—		528,770		421,335		186,316		—		607,651
ProFund VP Pharmaceuticals		236,561		—		—		236,561		15,201		—		—		15,201
ProFund VP Precious Metals		—		—		—		—		89,778		—		—		89,778
ProFund VP Real Estate		3,298		—		—		3,298		404,416		—		28,104		432,520
ProFund VP Rising Rates Opportunity		—		—		—		—		37,790		—		—		37,790
ProFund VP Semiconductor		743,390		312,175		—		1,055,565		649,890		46,276		—		696,166
ProFund VP Short Dow 30		—		—		—		—		43		—		—		43
ProFund VP Short Emerging Markets		—		—		—		—		5,130		—		—		5,130
ProFund VP Short International		—		—		—		—		3,789		—		—		3,789
ProFund VP Short Mid-Cap		139,495		—		—		139,495		1,287		—		—		1,287
ProFund VP Short Nasdaq-100		148,179		76,706		—		224,885		—		—		—		—
ProFund VP Short Small-Cap		—		—		—		—		9,164		—		—		9,164
ProFund VP Small-Cap		492,926		274,681		—		767,607		288,536		88,823		—		377,359
ProFund VP Small-Cap Growth		481,395		1,270,548		—		1,751,943		321,867		2,098,024		—		2,419,891
ProFund VP Small-Cap Value		29,211		—		—		29,211		1,201,768		608,459		—		1,810,227
ProFund VP Technology		1,784,842		1,809,709		—		3,594,551		359,646		3,832,337		—		4,191,983
ProFund VP Telecommunications		81,611		—		—		81,611		61,265		—		—		61,265
ProFund VP UltraBull		—		—		—		—		9,177,445		741,664		—		9,919,109
ProFund VP UltraMid-Cap		—		—		—		—		2,119,595		—		—		2,119,595
ProFund VP UltraNasdaq-100		49,379,390		6,317,292		—		55,696,682		30,350,127		3,147,135		—		33,497,262
ProFund VP UltraShort Dow 30		109,160		—		—		109,160		185		—		—		185
ProFund VP UltraShort Nasdaq-100		2,439,139		—		—		2,439,139		6,414		—		—		6,414
ProFund VP UltraSmall-Cap		2,071,442		182,370		—		2,253,812		2,142,018		—		—		2,142,018
ProFund VP U.S. Government Plus		2,851,086		—		—		2,851,086		1,890,196		—		—		1,890,196
ProFund VP Utilities		492,932		—		—		492,932		1,733,161		6,251,978		—		7,985,139

As of the latest tax year ended December 31, 2021, the components of accumulated earnings (deficit) on a tax basis were as follows:

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Distributions Payable		Accumulated Capital and Other Losses			Unrealized Appreciation/ (Depreciation)			Accumulated Earnings/ (Deficit)
ProFund Access VP High Yield	$	—	$	—	$	—	$	(2,041,993	)	$	(20,781	)	$	(2,062,774	)
ProFund VP Asia 30		95,016		2,232,606		—		—			4,835,652			7,163,274
ProFund VP Banks		49,017		—		—		(2,302,000	)		1,740,640			(512,343	)
ProFund VP Basic Materials		138,447		53,432		—		—			8,538,994			8,730,873
ProFund VP Bear		—		—		—		(22,682,864	)		7,868			(22,674,996	)
ProFund VP Biotechnology		197,061		8,620,057		—		—			33,344,097			42,161,215
ProFund VP Bull		4,197,862		1,291,440		—		—			39,992,574			45,481,876
ProFund VP Consumer Goods		488,033		48,178		—		—			13,551,598			14,087,809
ProFund VP Consumer Services		60,825		139,786		—		—			14,791,387			14,991,998
ProFund VP Dow 30		44,674		—		—		(1,645,752	)		200			(1,600,878	)
ProFund VP Emerging Markets		110,840		—		—		(6,872,829	)		6,571,331			(190,658	)
ProFund VP Europe 30		816,976		138,048		—		—			1,686,522			2,641,546
ProFund VP Falling U.S. Dollar		—		—		—		(342,962	)		—			(342,962	)
ProFund VP Financials		280,926		110,726		—		—			20,446,960			20,838,612
ProFund VP Government Money Market		—		—		—		(36,237	)		—			(36,237	)
ProFund VP Health Care		364,507		2,227,196		—		—			38,843,966			41,435,669
ProFund VP Industrials		76,123		114,092		—		—			11,857,128			12,047,343
ProFund VP International		461,505		—		—		(1,069,800	)		(54,664	)		(662,959	)
ProFund VP Internet		—		4,335,872		—		—			10,337,697			14,673,569

414 :: Notes to Financial Statements :: December 31, 2021

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Distributions Payable		Accumulated Capital and Other Losses			Unrealized Appreciation/ (Depreciation)			Accumulated Earnings/ (Deficit)
ProFund VP Japan	$	60,554	$	296,292	$	—	$	—		$	(45	)	$	356,801
ProFund VP Large-Cap Growth		120,430		3,618,543		—		—			19,641,592			23,380,565
ProFund VP Large-Cap Value		75,010		200,882		—		—			4,299,565			4,575,457
ProFund VP Mid-Cap		2,138,942		292,513		—		(205,135	)		37,755			2,264,075
ProFund VP Mid-Cap Growth		459,881		2,533,620		—		—			5,814,231			8,807,732
ProFund VP Mid-Cap Value		704,740		1,423,945		—		—			2,771,267			4,899,952
ProFund VP Nasdaq-100		9,788,261		10,171,069		—		—			88,724,340			108,683,670
ProFund VP Oil & Gas		660,699		—		—		(664,101	)		10,698,558			10,695,156
ProFund VP Pharmaceuticals		181,043		670,360		—		—			4,593,688			5,445,091
ProFund VP Precious Metals		—		—		—		(62,075,594	)		602,452			(61,473,142	)
ProFund VP Real Estate		416,943		152,686		—		—			7,252,307			7,821,936
ProFund VP Rising Rates Opportunity		—		—		—		(28,677,965	)		14,318			(28,663,647	)
ProFund VP Semiconductor		671,423		26,089		—		—			11,726,389			12,423,901
ProFund VP Short Dow 30		—		—		—		(119,360	)		(7	)		(119,367	)
ProFund VP Short Emerging Markets		13,998		—		—		(2,627,061	)		(11,582	)		(2,624,645	)
ProFund VP Short International		—		—		—		(2,353,275	)		2,308			(2,350,967	)
ProFund VP Short Mid-Cap		—		—		—		(2,544,093	)		(167	)		(2,544,260	)
ProFund VP Short Nasdaq-100		—		—		—		(13,990,414	)		27,559			(13,962,855	)
ProFund VP Short Small-Cap		—		—		—		(5,929,084	)		5,086			(5,923,998	)
ProFund VP Small-Cap		1,048,660		488,847		—		—			2,733,844			4,271,351
ProFund VP Small-Cap Growth		556,092		1,987,294		—		—			8,231,669			10,775,055
ProFund VP Small-Cap Value		1,869,494		1,969,707		—		—			2,865,493			6,704,694
ProFund VP Technology		1,321,853		5,172,582		—		—			41,167,907			47,662,342
ProFund VP Telecommunications		103,492		—		—		(833,731	)		1,514,357			784,118
ProFund VP UltraBull		2,079,344		948,214		—		(13,108,883	)		7,966,888			(2,114,437	)
ProFund VP UltraMid-Cap		3,471,812		588,061		—		—			4,470,762			8,530,635
ProFund VP UltraNasdaq-100		72,449,013		1,258,151		—		—			93,993,686			167,700,850
ProFund VP UltraShort Dow 30		—		—		—		(968,907	)		(8	)		(968,915	)
ProFund VP UltraShort Nasdaq-100		—		—		—		(5,378,981	)		10,880			(5,368,101	)
ProFund VP UltraSmall-Cap		2,929,042		638,178		—		—			3,298,073			6,865,293
ProFund VP U.S. Government Plus		—		—		—		(1,988,021	)		148,658			(1,839,363	)
ProFund VP Utilities		426,395		422,855		—		—			17,037,962			17,887,212

As of the latest tax year ended December 31, 2021, the following ProFunds VP have net capital loss carryforwards ("CLCFs") as summarized in the tables below.

	No Expiration Date
ProFund Access VP High Yield	$	2,041,993	*
ProFund VP Banks		2,302,000
ProFund VP Bear		22,682,864	*
ProFund VP Dow 30		1,645,752	*
ProFund VP Emerging Markets		6,872,829	*
ProFund VP Falling U.S. Dollar		342,962	*
ProFund VP Government Money Market		36,237
ProFund VP International		1,069,800	*
ProFund VP Mid-Cap		205,135	*
ProFund VP Oil & Gas		664,101
ProFund VP Precious Metals		62,075,594
ProFund VP Rising Rates Opportunity		28,677,965	*
ProFund VP Short Dow 30		119,360	*
ProFund VP Short Emerging Markets		2,627,061	*
ProFund VP Short International		2,353,275	*
ProFund VP Short Mid-Cap		2,544,093	*
ProFund VP Short Nasdaq-100		13,990,414	*
ProFund VP Short Small-Cap		5,929,084	*
ProFund VP Telecommunications		833,731
ProFund VP UltraBull		13,108,883	*
ProFund VP UltraShort Dow 30		968,907	*
ProFund VP UltraShort Nasdaq-100		5,378,981	*
ProFund VP U.S. Government Plus		1,988,021

* All or a portion are limited as a result of changes in the ProFund VP ownership during the year and in prior years.

December 31, 2021 :: Notes to Financial Statements :: 415

Unused limitations accumulate and increase limited CLCFs available for use in offsetting net capital gains. The Board does not intend to authorize a distribution of any realized gain for a ProFund VP until any applicable CLCF has been offset or expires.

As of December 31, 2021, the cost of securities, including derivatives, gross unrealized appreciation and gross unrealized depreciation on investment securities, for federal income tax purposes, were as follows:

Fund Name	Tax Cost		Tax Unrealized Appreciation		Tax Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
ProFund Access VP High Yield	$	14,384,530	$	—	$	(20,781	)	$	(20,781	)
ProFund VP Asia 30		19,003,615		8,772,254		(3,936,602	)		4,835,652
ProFund VP Banks		4,264,487		4,187,154		(2,446,514	)		1,740,640
ProFund VP Basic Materials		8,842,724		10,599,902		(2,060,908	)		8,538,994
ProFund VP Bear		1,555,000		7,868		—			7,868
ProFund VP Biotechnology		28,316,051		36,749,212		(3,405,115	)		33,344,097
ProFund VP Bull		32,905,175		43,778,092		(3,785,518	)		39,992,574
ProFund VP Consumer Goods		13,621,311		15,054,451		(1,502,853	)		13,551,598
ProFund VP Consumer Services		15,992,472		16,174,708		(1,383,321	)		14,791,387
ProFund VP Dow 30		218,000		200		—			200
ProFund VP Emerging Markets		13,017,623		8,830,962		(2,259,631	)		6,571,331
ProFund VP Europe 30		17,458,926		6,298,664		(4,612,142	)		1,686,522
ProFund VP Falling U.S. Dollar		485,600		—		—			—
ProFund VP Financials		21,337,355		27,639,097		(7,192,137	)		20,446,960
ProFund VP Government Money Market		48,329,489		—		—			—
ProFund VP Health Care		16,749,626		41,851,508		(3,007,542	)		38,843,966
ProFund VP Industrials		9,973,324		13,212,486		(1,355,358	)		11,857,128
ProFund VP International		12,234,000		—		(54,664	)		(54,664	)
ProFund VP Internet		9,333,384		12,118,215		(1,780,518	)		10,337,697
ProFund VP Japan		6,986,706		—		(45	)		(45	)
ProFund VP Large-Cap Growth		17,775,249		20,376,206		(734,614	)		19,641,592
ProFund VP Large-Cap Value		13,619,192		6,358,197		(2,058,632	)		4,299,565
ProFund VP Mid-Cap		15,737,578		37,755		—			37,755
ProFund VP Mid-Cap Growth		14,850,787		6,787,992		(973,761	)		5,814,231
ProFund VP Mid-Cap Value		15,979,197		4,702,280		(1,931,013	)		2,771,267
ProFund VP Nasdaq-100		86,956,883		92,228,025		(3,503,685	)		88,724,340
ProFund VP Oil & Gas		20,002,725		16,696,755		(5,998,197	)		10,698,558
ProFund VP Pharmaceuticals		12,100,669		6,467,866		(1,874,178	)		4,593,688
ProFund VP Precious Metals		27,834,000		602,452		—			602,452
ProFund VP Real Estate		6,559,805		8,311,456		(1,059,149	)		7,252,307
ProFund VP Rising Rates Opportunity		5,787,000		14,318		—			14,318
ProFund VP Semiconductor		6,046,481		12,501,643		(775,254	)		11,726,389
ProFund VP Short Dow 30		6,000		—		(7	)		(7	)
ProFund VP Short Emerging Markets		1,137,000		—		(11,582	)		(11,582	)
ProFund VP Short International		536,000		2,308		—			2,308
ProFund VP Short Mid-Cap		55,000		—		(167	)		(167	)
ProFund VP Short Nasdaq-100		1,944,000		27,559		—			27,559
ProFund VP Short Small-Cap		1,159,306		5,086		—			5,086
ProFund VP Small-Cap		12,020,118		3,695,903		(962,059	)		2,733,844
ProFund VP Small-Cap Growth		16,985,233		9,466,628		(1,234,959	)		8,231,669
ProFund VP Small-Cap Value		24,501,585		6,661,537		(3,796,044	)		2,865,493
ProFund VP Technology		9,933,532		43,234,210		(2,066,303	)		41,167,907
ProFund VP Telecommunications		5,939,043		2,301,454		(787,097	)		1,514,357
ProFund VP UltraBull		11,813,482		8,655,602		(688,714	)		7,966,888
ProFund VP UltraMid-Cap		13,302,098		5,104,127		(633,365	)		4,470,762
ProFund VP UltraNasdaq-100		185,575,463		102,492,860		(8,499,174	)		93,993,686
ProFund VP UltraShort Dow 30		4,000		—		(8	)		(8	)
ProFund VP UltraShort Nasdaq-100		365,000		10,880		—			10,880
ProFund VP UltraSmall-Cap		25,295,870		4,914,368		(1,616,295	)		3,298,073
ProFund VP U.S. Government Plus		15,075,950		187,255		(38,597	)		148,658
ProFund VP Utilities		17,654,624		19,076,284		(2,038,322	)		17,037,962

416 :: Notes to Financial Statements :: December 31, 2021

8. Stock Splits and Reverse Share Splits

Effective December 14, 2020, the ProFund VP UltraNasdaq-100 underwent a 2-for-1 share split, the ProFund VP Short Small-Cap, ProFund VP UltraBull, ProFund VP UltraShort Nasdaq-100 each underwent a 1-for-4 reverse share split and the ProFund VP UltraShort Dow 30 underwent a 1-for-5 reverse share split.

Effective November 18, 2019, the ProFund VP Internet underwent a 3-for-1 share split, the ProFund VP Short Dow 30, the ProFund VP Short International, and the ProFund VP Short Nasdaq-100 each underwent a 1-for-4 reverse share split, and the ProFund VP UltraShort Dow 30 underwent a 1-for-8 reverse share split.

Effective December 11, 2017, the ProFund VP Short Emerging Markets underwent a 1-for-5 reverse share split, and the ProFund VP UltraShort Nasdaq-100 underwent a 1-for-8 reverse share split.

The effect of the share split transactions was to multiply the number of outstanding shares of the ProFund VP by the respective split factor, with a corresponding decrease in net asset value per share; and the effect of the reverse share split transactions was to divide the number of outstanding shares of the ProFunds VP by the respective reverse split factor, with a corresponding increase in the net asset value per share. These transactions did not change the net assets of these ProFunds VP or the value of a shareholder's investment.

The historical share transactions presented in the Statements of Changes in Net Assets and per share data presented in the Financial Highlights have been adjusted retroactively to give effect to the share splits and reverse share splits.

9. Shareholder Concentration

Ownership of more than 25% of the voting securities for a fund creates presumptions of control of the fund, under Section 2(a)(9) of the 1940Act. As of December 31, 2021, the Advisor was deemed a significant shareholder of each of ProFund VP Dow 30, ProFund VP Short Dow 30, and ProFund VP UltraShort Dow 30 as the Advisor's ownership of total shares outstanding of each ProFund VP was 59%, 64%, and 87% respectively.

10. Subsequent Events

The ProFunds VP have evaluated the need for additional disclosures or adjustments resulting from subsequent events through the date these financial statements were issued. Based on this evaluation, there were no subsequent events to report that would have a material impact on the ProFunds VP's financial statements.

Report of Independent Registered Public Accounting Firm :: 417

To the Board of Trustees of ProFunds and Shareholders of each of the fifty-one funds listed below

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of portfolio investments, of each of the funds listed below (fifty-one of the funds constituting ProFunds, hereafter collectively referred to as the "Funds") as of December 31, 2021, the related statements of operations for the year ended December 31, 2021, the statements of changes in net assets for each of the two years in the period ended December 31, 2021, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2021 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of December 31, 2021, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended December 31, 2021 and each of the financial highlights for each of the five years in the period ended December 31, 2021 in conformity with accounting principles generally accepted in the United States of America.

ProFund Access VP High Yield

ProFund VP Asia 30

ProFund VP Banks

ProFund VP Basic Materials

ProFund VP Bear

ProFund VP Biotechnology

ProFund VP Bull

ProFund VP Consumer Goods

ProFund VP Consumer Services

ProFund VP Dow 30

ProFund VP Emerging Markets

ProFund VP Europe 30

ProFund VP Falling U.S. Dollar

ProFund VP Financials

ProFund VP Government Money Market

ProFund VP Health Care

ProFund VP Industrials

ProFund VP International

ProFund VP Internet

ProFund VP Japan

ProFund VP Large-Cap Growth

ProFund VP Large-Cap Value

ProFund VP Mid-Cap

ProFund VP Mid-Cap Growth

ProFund VP Mid-Cap Value

ProFund VP Nasdaq-100

ProFund VP Oil & Gas

ProFund VP Pharmaceuticals

ProFund VP Precious Metals

ProFund VP Real Estate

ProFund VP Rising Rates Opportunity

ProFund VP Semiconductor

ProFund VP Short Dow 30

ProFund VP Short Emerging Markets

ProFund VP Short International

ProFund VP Short Mid-Cap

ProFund VP Short Nasdaq-100

ProFund VP Short Small-Cap

ProFund VP Small-Cap

ProFund VP Small-Cap Growth

ProFund VP Small-Cap Value

ProFund VP Technology

ProFund VP Telecommunications

ProFund VP U.S. Government Plus

ProFund VP UltraBull

ProFund VP UltraMid-Cap

ProFund VP UltraNasdaq-100

ProFund VP UltraShort Dow 30

ProFund VP UltraShort Nasdaq-100

ProFund VP UltraSmall-Cap

ProFund VP Utilities

Basis for Opinions

These financial statements are the responsibility of the Funds' management. Our responsibility is to express an opinion on the Funds' financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.

/s/PricewaterhouseCoopers LLP
Baltimore, Maryland
February 23, 2022

We have served as the auditor of one or more investment companies in ProFunds and ProShares Trust group since 1997.

418 :: Additional Tax Information (unaudited)

Other Federal Income Tax Information:

For corporate shareholders, the following percentage of the total ordinary income dividends paid during the fiscal year ended December 31, 2021, qualify for the corporate dividends received deduction for the following ProFunds VP:

	Dividend Received Deduction
ProFund VP Banks		100.00	%
ProFund VP Basic Materials		73.10	%
ProFund VP Biotechnology		100.00	%
ProFund VP Bull		37.38	%
ProFund VP Consumer Goods		97.38	%
ProFund VP Consumer Services		25.95	%
ProFund VP Financials		100.00	%
ProFund VP Health Care		100.00	%
ProFund VP Industrials		100.00	%
ProFund VP Internet		7.99	%
ProFund VP Large-Cap Growth		42.78	%
ProFund VP Large-Cap Value		100.00	%
ProFund VP Mid-Cap Growth		51.04	%
ProFund VP Mid-Cap Value		100.00	%
ProFund VP Nasdaq-100		5.43	%
ProFund VP Oil & Gas		100.00	%
ProFund VP Pharmaceuticals		88.20	%
ProFund VP Real Estate		1.48	%
ProFund VP Semiconductor		19.07	%
ProFund VP Small-Cap		10.81	%
ProFund VP Small-Cap Growth		26.52	%
ProFund VP Small-Cap Value		100.00	%
ProFund VP Technology		19.91	%
ProFund VP Telecommunications		100.00	%
ProFund VP UltraNasdaq-100		1.37	%
ProFund VP UltraSmall-Cap		3.44	%
ProFund VP Utilities		100.00	%

For the fiscal year ended December 31, 2021, the amount of long-term capital gain designated by the ProFunds VP were as follows:

	Long-Term Capital Gain
ProFund VP Asia 30	$	4,210,725
ProFund VP Basic Materials		295,399
ProFund VP Bear		1,179
ProFund VP Bull		2,971,176
ProFund VP Consumer Goods		765,184
ProFund VP Consumer Services		1,515,195
ProFund VP Falling U.S. Dollar		14,881
ProFund VP Financials		2,335,855
ProFund VP Health Care		3,738,461
ProFund VP Industrials		1,131,548
ProFund VP Internet		2,812,110
ProFund VP Japan		718,980
ProFund VP Large-Cap Growth		3,262,142
ProFund VP Mid-Cap Growth		1,446,994
ProFund VP Nasdaq-100		5,754,779
ProFund VP Semiconductor		312,175
ProFund VP Short Nasdaq-100		76,706
ProFund VP Small-Cap		274,681
ProFund VP Small-Cap Growth		1,270,548
ProFund VP Technology		1,809,709
ProFund VP UltraNasdaq-100		6,317,292
ProFund VP UltraSmall-Cap		182,370

Additional Tax Information (unaudited) :: 419

For the fiscal year ended December 31, 2021, the amount of short-term capital gain designated by the ProFunds VP were as follows:

	Short-Term Capital Gain
ProFund VP Asia 30	$	177,657
ProFund VP Basic Materials		193,760
ProFund VP Bear		20,517
ProFund VP Biotechnology		384,376
ProFund VP Bull		1,730,614
ProFund VP Consumer Goods		227,870
ProFund VP Consumer Services		930,393
ProFund VP Dow 30		55,117
ProFund VP Falling U.S. Dollar		1,014
ProFund VP Financials		224,528
ProFund VP Health Care		479,065
ProFund VP Industrials		40,631
ProFund VP Internet		769,852
ProFund VP Japan		387,547
ProFund VP Large-Cap Growth		670,296
ProFund VP Mid-Cap		607,067
ProFund VP Mid-Cap Growth		270,436
ProFund VP Nasdaq-100		13,205,051
ProFund VP Pharmaceuticals		196,556
ProFund VP Semiconductor		743,390
ProFund VP Short Mid-Cap		139,495
ProFund VP Short Nasdaq-100		148,178
ProFund VP Small-Cap		492,926
ProFund VP Small-Cap Growth		481,395
ProFund VP Technology		1,784,842
ProFund VP UltraNasdaq-100		49,379,390
ProFund VP UltraShort Dow 30		109,160
ProFund VP UltraShort Nasdaq-100		2,439,139
ProFund VP UltraSmall-Cap		2,071,442
ProFund VP U.S. Government Plus		2,851,085

420 :: Board Approval of Investment Advisory Agreement :: December 31, 2021

At a meeting held on September 13-14, 2021, the Board of Trustees (the "Board") of ProFunds (the "Trust") considered the renewal of the Investment Advisory Agreement between ProFund Advisors LLC (the "Advisor") and the Trust, on behalf of each of its operational series (each a "Fund" and collectively the "Funds") (the "Advisory Agreement"). Certain Funds are designed to match, before fees and expenses, the performance of an underlying index both on a single day and over time (each a "Matching Fund" and, collectively, the "Matching Funds"). Certain other Funds are actively managed and are designed to meet a specified investment objective (each an "Active Fund" and, collectively, the "Active Funds"). Certain other Funds are "geared" funds that are designed to seek daily investment results, before fees and expenses, that correspond to the inverse (-1x), a multiple (i.e., 1.25x, 1.50x or 2x), or an inverse multiple (i.e., -1.25x or -2x) of the daily performance of an index or security (each a "Geared Fund" and, collectively, the "Geared Funds").

The Board did not identify any particular information that was most relevant to its consideration to approve the continuation of the Advisory Agreement and each Trustee may have afforded different weight to the various factors.

The Board received a memorandum from independent legal counsel to the Independent Trustees regarding the Board's responsibilities under state and federal law with respect to the Board's consideration of the renewal or approval of investment advisory agreements. The Independent Trustees were advised by their independent legal counsel throughout the process, including about the legal standards applicable to their review.

In response to a request from the Independent Trustees, the Advisor provided information for the Board to consider relating to the continuation of the Advisory Agreement, including information that addressed, among other things:

(i)	the nature, extent and quality of the services that were provided or proposed to be provided by the Advisor;
(ii)	the costs of the services to be provided and the profits realized by the Advisor;
(iii)	the investment performance of the Funds and the Advisor;
(iv)	the extent to which economies of scale might be realized as the Funds grow and whether fee levels reflect economies of scale, if any, for the benefit of Fund shareholders; and
(v)	other benefits to the Advisor and/or its affiliates from the relationship to the Funds.

It was noted that the Independent Trustees requested, and received, information from the Advisor concerning the Funds. In response to the request from the Independent Trustees, the Advisor provided information and reports relevant to the continuation of the Advisory Agreement, including, among other things:

(i) information about the advisory services that were being provided by the Advisor with respect to the Funds;

(ii) the Advisor's Form ADV;

(iii) biographies of the employees of the Advisor who are primarily responsible for providing investment advisory services to the Funds;

(iv) information regarding each component of the contractual fee rates and actual fee rates for the prior fiscal year;

(v) information regarding advisory fees earned versus advisory fees waived for previous periods;

(vi) performance information for prior periods;

(vii) comparative industry fee data;

(viii) information about fees and other amounts that were received by the Advisor and its affiliates for non-advisory services with respect to the Funds;

(ix) information regarding the Advisor's trade allocation and best execution policies and procedures;

(x) information about the financial condition of the Advisor;

(xi) information regarding how the Advisor monitors each Fund's compliance with regulatory requirements and Trust procedures; and

(xii) the Advisor's reputation, expertise and resources.

The Trustees retained the services of an independent consultant to assist in selecting a universe of peer group funds (the "Peer Group") with similar investment strategies, as well as to help them in evaluating information with respect to certain aspects of their review, including the reasonableness of fees paid by the Funds. The Board evaluated all information available to it on a Fund-by-Fund basis, and their determinations were made separately with respect to each Fund.

In addition to the information provided and discussions that occurred at the meeting at which the Board took action regarding the renewal of the Advisory Agreement, the Board also considered information they received throughout the year as part of their regular oversight of the Funds.

Nature, Extent and Quality of the Advisor's Services

The Board reviewed the nature, extent and quality of the investment advisory services performed by the Advisor. The Board noted there would be no significant differences between the scope of services provided by the Advisor in the past year and those to be provided in the upcoming year. The Board focused on the quality of the personnel and operations at the Advisor and the systems and processes required to manage the Funds effectively. In particular, the Board considered the following:

(i) the investment objective of each Fund, the Advisor's description of the skills needed to manage each Fund and the Advisor's success in achieving the investment objectives of each Fund;

(ii) the unique features of the Funds, including the unique asset classes and investment strategies of certain Funds, as well as the employment of optimization/sampling techniques necessary to manage certain Funds;

(iii) with respect to the Geared Funds, the fact that to maintain exposure consistent with each Geared Fund's daily investment objective, each Geared Fund needs to be rebalanced each day, an activity not typical of traditional index funds;

(iv) the differences in managing the non-geared Funds, including the unique asset classes and investment strategies for certain Funds, as well as the employment of optimization/sampling techniques necessary to manage certain Funds;

(v) the size and experience of the Advisor's portfolio staff and the Advisor's ability to recruit, train and retain personnel

December 31, 2021 :: Board Approval of Investment Advisory Agreement :: 421

with relevant experience and the specific expertise necessary to manage the Funds;

(vi) the structure of the portfolio staff compensation program and the incentives it is intended to provide;

(vii) the collateral, credit and cash management functions at the Advisor and the enhancements made in these areas;

(viii) the Advisor's development of investment strategies, including those involving the use of complex financial instruments and processes that maximize the Funds' ability to meet their stated investment objectives and minimize counterparty risk;

(ix) a significant investment in personnel and state-of-the-art technology that the Advisor has made over the course of several years and, recently, instituting certain technological upgrades that would generally improve capacity and document production capabilities as well as technological upgrades that have continued to contribute to successful remote working conditions during the COVID-19 pandemic; and

(x) information regarding allocation of Fund brokerage and the selection of counterparties for Fund portfolio transactions, as well as favorable terms of derivatives transactions the Advisor was able to negotiate with swap counterparties on behalf of various Funds.

The Board considered that the Advisor oversees the operations of the Funds and provides compliance services to the Funds. The Board also reviewed the Advisor's compliance program, including specific activities associated with the Funds. The Board discussed the compliance program with the Funds' Chief Compliance Officer (the "CCO"). The Board and the CCO discussed the CCO's evaluation of the operation of the Advisor's compliance program, and efforts with respect to the Funds, changes made to the Advisor's compliance program since the CCO's last annual report to the Board, and whether the CCO believed additional enhancements to the compliance program were warranted. The Board discussed compliance issues reported to the Board during the prior year and the remediation of such issues. The Board discussed key risk areas identified by the CCO and how such risks are addressed by the compliance program.

Based upon its review, the Board, including all of the Independent Trustees, concluded with respect to each Fund that (i) the investment advisory services provided by the Advisor with respect to the Fund were of high quality, (ii) the Advisor achieved the investment goals of the Fund, (iii) the Advisor's services benefited the Fund's shareholders, particularly in light of the nature of the Fund and the services required to support each such Fund, and (iv) they were generally satisfied with the nature, quality and extent of services provided to the Fund by the Advisor.

Comparison of Services and Fees

The Advisor presented information about the fairness and reasonableness of the investment advisory fees payable to the Advisor in light of the investment advisory services provided, the costs of these services and the comparability to the fees paid by other investment companies, including mutual funds offering strategies similar in nature and extent to the Funds. The Board discussed the methodology used to prepare the comparative fee data for each Fund and the potential limitations of such data. The Board discussed the difficulty in compiling the comparative data and Peer Group information because, by design, many of the Funds are unique and few, if any, fund complexes with funds offering substantially similar investment objectives and strategies exist. The Board considered the Advisor's representation that it found the Peer Group compiled by the independent consultant to be appropriate but acknowledged the existence of certain differences between the Funds and their peers. The Board noted that the methodology used to compile the Peer Group and comparative data was identical to that used in prior years. Notwithstanding the challenge associated with Peer Group and data compilation, the Board found the comparative information it received to be useful in its evaluation of the reasonableness of the Advisor's fee. The Advisor presented information about the significant drivers of cost and also examined the costs to investors to achieve the objectives of the Funds on their own and noted that it would be more expensive or impractical to do so.

The Board reviewed information prepared by the independent consultant, comparing management and expense information for each Fund to that of its Peer Group. The Board reviewed Peer Group information prepared by the consultant comparing the contractual advisory fee rate to be paid by the Funds to other funds with investment objectives most similar to the Funds. The Board also considered the fee waiver and/or expense reimbursement arrangements currently in place for each Fund and considered the net advisory fees paid by the Funds after taking waivers and reimbursements into account.

The Board considered and discussed the sub-advisory fees charged and the services provided by the Advisor to the one mutual fund it serves as sub-adviser. The Board recognized that the scope of services provided by the Advisor to the mutual fund is narrower than the services provided to the Funds for several reasons, including that the Advisor performs only services delegated to it by the investment adviser to the mutual fund and does not provide other services like daily cash management, collateral management and counterparty management. The Board noted that for these reasons it is difficult to make comparisons of fees charged to the sub-advised mutual fund and the Funds.

The Board also recognized that it is difficult to make comparisons of fees across fund complexes because there may be variations in services that are included in the fees paid by other mutual funds.

The Board, including all of the Independent Trustees, concluded that, with respect to the Funds, the investment advisory fees and any other compensation payable to the Advisor were reasonable in relation to the nature and quality of the services provided and that the continuation of the Advisory Agreement was in the best interests of the shareholders of the Funds.

Investment Performance of the Funds and the Advisor

The Board considered total return information for each Fund and focused on the correlation of returns to benchmark information for each Geared Fund for the 3-month, 1-year, 5-year, 10-year and since inception periods ended June 30, 2021, as applicable. The Board also considered performance information provided at regular Board meetings throughout the year. The Board noted that correlation of returns for each Geared Fund remained strong during the applicable periods and that Geared Fund performance

422 :: Board Approval of Investment Advisory Agreement :: December 31, 2021

versus target performance was generally within expected ranges. The Board further noted that Matching Fund performance versus benchmark index performance was also generally within expected ranges during the applicable periods. The Board noted that, given the nature of the Funds that are Matching Funds or Geared Funds, the correlation of such Fund's performance with the performance of its underlying benchmark (or a relevant inverse or multiple thereof) was a more meaningful factor than the Fund's total return.

In regard to the Active Funds, the Board considered that, for each of the one-year, three-year, five-year and ten-year periods ended June 30, 2021, the Access Flex Bear High Yield ProFund underperformed its Peer Group and benchmark index. In regard to the Access Flex High Yield ProFund, the Board considered that for each of the one-year, three-year, five-year and ten-year periods ended June 30, 2021, the Fund underperformed its Peer Group and benchmark index.

In regard to the Access VP High Yield Fund, the Board noted that for each of the one-year-, three-year, five-year and ten-year periods ended June 30, 2021, the Fund underperformed its Peer Group and benchmark index.

After reviewing the performance of the Funds, the Board, including the Independent Trustees, concluded, in light of the foregoing factors, that the performance of the Funds was satisfactory.

Profitability

The Board considered and discussed with representatives of the Advisor the significant drivers of cost incurred by or expected to be incurred by the Advisor in managing the Funds, including, but not limited to, intellectual capital, regulatory compliance, daily portfolio rebalancing of the Geared Funds, and entrepreneurial risk, and considered the costs that investors likely would incur if they independently sought to achieve the objectives of the Funds. The Board considered and discussed with representatives of the Advisor the profitability to the Advisor of its management of each of the Funds. The Board also discussed the Advisor's profit margin, including the expense allocation methodology used in the Advisor's profitability analysis. It was noted that the methodology for determining profitability was conducted in a similar fashion as the prior year.

The Independent Trustees met in executive session to discuss and evaluate the information provided by the Advisor and the independent consultant, as well as of the information provided by a separate independent consultant retained to review profitability. Among other things, the Independent Trustees reviewed information regarding the financial condition and profitability of the Advisor, including the methodologies involved in calculating profitability.

Based on its review, the Board, including all of the Independent Trustees, concluded that the profitability to the Advisor of the Advisory Agreement was reasonable in light of the services and benefits provided to each Fund.

Economies of Scale

The Board discussed with representatives of the Advisor potential economies of scale in connection with the management and operation of each Fund as well as the effect of the contractual expense limitations undertaken by the Advisor. The Board considered that each Fund covered by the Advisory Agreement pays the Advisor an annual investment advisory fee of 0.75% of average daily net assets (other than the ProFund Ultra Japan Fund and the ProFund Ultra Short Japan Fund, each of which pay 0.90%, the ProFund Nasdaq-100 which pays 0.70%, and the ProFund V.P. U.S. Government Plus, which pays 0.50%).

The Board considered that, subject to the condition that the aggregate daily net assets of the Trust be equal to or greater than $10 billion, the Advisor has agreed to reduce each Fund's annual investment advisory fee by 0.025% on assets in excess of $500 million up to $1 billion, 0.05% on assets in excess of $1 billion up to $2 billion and 0.075% on assets in excess of $2 billion. The Board considered that for the periods presented, none of the Funds were subject to advisory fee reductions as a result of breakpoint fee reductions.

The Board indicated to the Advisor that it will continue to consider and evaluate on an ongoing basis potential economies of scale and how Fund shareholders might benefit from those economies of scale.

Other Benefits

The Board also considered the Advisor's non-advisory services, including those performed under a separate Management Services Agreement. The Board considered the fact that the Geared Funds' shareholders, and the shareholders of certain Matching Funds, tend to be active traders, which adds a level of complexity to the management of those Funds as the Advisor needs to account for significant flows in and out of the Funds. The Board also considered any indirect, or "fall-out," benefits that the Advisor or its affiliates derived from their relationship to the Funds but concluded that such benefits were relatively insignificant.

The Board considered that ProFund Distributors, Inc., a wholly-owned subsidiary of the Advisor, earns fees from the Funds for providing services under a Distribution and Shareholder Services Plan.

Conclusions

Based on, but not limited to, the above considerations and determinations, the Board, including all of the Independent Trustees, determined that the Agreement for the Funds is fair and reasonable in light of the nature, extent and quality of the services to be performed, the fee rates to be paid, the Advisor's expenses and such other matters as the Board considered relevant in the exercise of its business judgement. Accordingly, the Board concluded that the continuation of the Advisory Agreement was in the best interests of the shareholders of the Funds. On this basis, the Board unanimously voted in favor of the renewal of the Advisory Agreement.

December 31, 2021 :: Board Approval of Investment Advisory Agreement :: 423

At a meeting held on December 10, 2020, the Board of Trustees (the "Board") of ProFunds (the "Trust") considered the approval of the Investment Advisory Agreement between ProFund Advisors LLC (the "Advisor") and the Trust, on behalf of ProFund Access VP High Yield (the "New Fund").

The New Fund was approved in connection with an Agreement and Plan of Reorganization and Termination (the "Reorganization") that provides for the transfer of all of the assets of the Access VP High Yield Fund, a series of Access One Trust (an affiliated Trust) (the "Existing Fund") into a corresponding New Fund within ProFunds.

The Board noted that New Fund would (1) have the same cost and share class structures as the Existing Fund, including the same advisory and distribution fees; (2) pursue the same investment programs and investment objectives as the Existing Fund, managed by the same portfolio management team; and (3) have a substantially similar name as the Existing Fund. The Board noted that the Reorganization will not result in a material change or diminution in the level of services or resources that have been provided historically to the Existing Fund. The Board also noted that the New Fund will have no operations or public shareholders prior to the Reorganization and will adopt the performance and accounting histories of the Existing Fund.

During its review, the Board relied on materials that the Advisor had previously provided in connection with the Board's annual consideration of the investment advisory and related agreements with respect to the Existing Fund at its September 14-15, 2020 Meeting, where there had been no material change in response.

The Board did not identify any particular information that was most relevant to its consideration to approve the Advisory Agreement and each Trustee may have afforded different weight to the various factors.

The Board received a memorandum from independent legal counsel to the Independent Trustees regarding the Board's responsibilities under state and federal law with respect to the Board's consideration of the approval of investment advisory agreement. The Independent Trustees were advised by their independent legal counsel throughout the process, including about the legal standards applicable to their review. In response to a request from the Independent Trustees, the Advisor provided information for the Board to consider relating to the proposed Investment Advisory Agreement, including information that addressed, among other things:

(i) the nature, extent and quality of the services that were proposed to be provided by the Advisor;

(ii) the costs of the services to be provided and the profits to be realized by the Advisor;

(iii) the investment performance of the Existing Fund and the Advisor;

(iv) the extent to which economies of scale might be realized as the New Fund grows and whether fee levels reflect economies of scale, if any, for the benefit of Fund shareholders; and

(v) other benefits to the Advisor and/or its affiliates from the relationship to the New Fund.

It was noted that the Independent Trustees requested, and received, information from the Advisor concerning the Existing Fund and the New Fund. In response to the request from the Independent Trustees, the Advisor provided information and reports relevant to the approval of the Investment Advisory Agreement, including among other things:

(i) information about the advisory services that were being provided by the Advisor with respect to the Existing Fund and were proposed to be provided to the New Fund;

(ii) the Advisor's Form ADV;

(iii) biographies of the employees of the Advisor who are primarily responsible for providing investment advisory services to the Existing Fund, who will also serve in the same capacity for the New Fund;

(iv) information regarding each component of the contractual fee rates and actual fee rates for the prior fiscal year for the Existing Fund;

(v) information regarding advisory fees earned versus advisory fees waived for previous periods with respect to the Existing Fund;

(vi) performance information for prior periods with respect to the Existing Fund;

(vii) comparative industry fee data with respect to the Existing Fund;

(viii) information about fees and other amounts that were received by the Advisor and its affiliates for non-advisory services with respect to the Existing Fund;

(ix) information regarding the Advisor's trade allocation and best execution policies and procedures with respect to the Existing Fund;

(x) information about the financial condition of the Advisor;

(xi) information regarding how the Advisor monitors the Existing Fund's compliance with regulatory requirements and Trust procedures; and

(xii) the Advisor's reputation, expertise and resources.

In addition to the information provided and discussions that occurred at the meeting, the Board also considered information they received throughout the year as part of their regular oversight of the Existing Fund.

Nature, Extent and Quality of the Advisor's Services

The Board reviewed the nature, extent and quality of the investment advisory services performed by the Advisor with respect to the Existing Fund. The Board noted there would be no significant differences between the scope of services provided by the Advisor to the Existing Fund and those to be provided to the New Fund. The Board focused on the quality of the personnel and operations at the Advisor and the systems and processes required to manage the Existing Fund effectively, which are expected to be identical for the New Fund. In particular, the Board considered the following:

(i) the investment objective of the Existing Fund, the Advisor's description of the skills needed to manage the Existing Fund, and the Advisor's success in achieving the investment objective of the Existing Fund;

424 :: Board Approval of Investment Advisory Agreement :: December 31, 2021

(ii) the size and experience of the Advisor's portfolio staff and the Advisor's ability to recruit, train and retain personnel with relevant experience and the specific expertise necessary to manage the Existing Fund;

(iii) the structure of the portfolio staff compensation program and the incentives it is intended to provide;

(iv) the collateral, credit and cash management functions at the Advisor and enhancements made in these areas;

(v) the Advisor's development of investment strategies, including those involving the use of complex financial instruments and processes that maximize the Existing Fund's ability to meet its stated investment objectives and minimize counterparty risk;

(vi) information regarding allocation of Existing Fund brokerage and the selection of counterparties for Existing Fund portfolio transactions;

(vii) a significant investment in personnel and state-of-the-art technology that the Advisor has made over the course of several years and, its recent institution of several technological upgrades that would generally improve capacity and document production capabilities as well as technological upgrades that have contributed to successful remote working conditions during the COVID-19 pandemic; and

(viii) information regarding the selection of counterparties for Existing Fund portfolio transactions, as well as favorable terms of derivatives transactions the Advisor was able to negotiate with swap counterparties on behalf of the Existing Fund.

The Board considered that the Advisor oversees the operations of the Existing Fund and provides compliance services to the Existing Fund, which are expected to be identical for the New Fund. The Board also reviewed the Advisor's compliance program, including specific activities associated with the Existing Fund.

Based upon its review, the Board, including all of the Independent Trustees, concluded that (i) the investment advisory services provided by the Advisor with respect to the New Fund were expected to be of high quality, (ii) the Advisor has successfully achieved the investment goals of the Existing Fund, (iii) the Advisor's services benefited the Existing Fund's shareholders, particularly in light of the nature of the Existing Fund and the services required to support it and (iv) it was generally satisfied with the nature, quality and extent of services provided to the Existing Fund and expected to be provided to the New Fund by the Advisor.

Comparison of Services and Fees

The Advisor presented information about the fairness and reasonableness of the investment advisory fees payable to the Advisor in light of the investment advisory services provided, the costs of these services and the comparability to the fees paid by other investment companies, including mutual funds offering strategies similar in nature and extent to the Existing Fund, noting that the New Fund is expected to be similarly situated. This information included information by an independent consultant, comparing management fee and expense information for the Existing Fund to that of a peer group of funds (the "Peer Group") determined by the consultant. The Board discussed the methodology used to prepare the comparative fee data for the Existing Fund and the potential limitations of such data. The Board discussed the difficulty in compiling the comparative data and Peer Group information because the Existing Fund is unique and few fund complexes with funds offering substantially similar investment objectives and strategies exist. The Board considered the Advisor's representation that it found the Peer Group compiled by the independent consultant to be appropriate, but acknowledged the existence of certain differences between the Existing Fund and its peers. The Board noted that the methodology used to compile the Peer Group and comparative data were identical to that used in prior years. Notwithstanding the challenge associated with Peer Group and data compilation, the Board found the comparative information it received to be useful in its evaluation of the reasonableness of the Advisor's fees. The Advisor presented information about the significant drivers of cost and also examined the costs to investors to achieve the objectives of the Existing Fund on its own, and noted that it would be more expensive or impractical to do so.

The Board reviewed information prepared by the independent consultant, comparing management and expense information for the Existing Fund to that of the Peer Group. The Board reviewed Peer Group information prepared by the consultant comparing the contractual advisory fee rate paid by the Existing Fund to other funds with investment objectives most similar to the Existing Fund. The Board also considered the fee waiver and/or expense reimbursement arrangements currently in place for the Existing Fund and considered the net advisory fees paid by the Existing Fund after taking waivers and reimbursements into account.

The Board noted that the advisory fee paid by the Existing Fund compared favorably to its Peer Group and universe average, and that the New Fund's proposed advisory fees are identical.

The Board considered and discussed the sub-advisory fees charged and the services provided by the Advisor to the one mutual fund it serves as sub-advisor. The Board recognized that the scope of services provided by the Advisor to the mutual fund is narrower than the services provided to the Fund for several reasons, including that the Advisor performs only services delegated to it by the investment adviser to the mutual fund and does not provide other services like daily cash management, collateral management and counterparty management. The Board noted that for these reasons it is difficult to make comparisons of fees charged to the sub-advised mutual fund and the Existing Fund.

The Board also recognized that it is difficult to make comparisons of fees across fund complexes because there may be variations in services that are included in the fees paid by other mutual funds.

The Board, including all of the Independent Trustees, concluded that, with respect to the New Fund, the proposed investment advisory fees and any other compensation payable to the Advisor were reasonable in relation to the nature and quality of the services proposed to be provided.

Investment Performance of the Fund and the Advisor

The Board noted that the New Fund had not yet started operations and therefore had no performance history, but determined that,

December 31, 2021 :: Board Approval of Investment Advisory Agreement :: 425

as the New Fund will have the same investment strategies and objectives as the Existing Fund, it was reasonable to consider the performance of the Existing Fund. The Board considered total return information for the Existing Fund and focused on the correlation of returns to benchmark information for the Fund for the 3-month, 1-year, 3-year, 5-year, 10-year and since inception periods ended September 30, 2020. The Board also considered performance information provided at regular Board meetings throughout the year. The Board noted that correlation of returns for the Existing Fund remained strong during the applicable periods and Existing Fund performance was generally within expected ranges.

In regard to the Existing Fund, the Board noted that for each of the one-year-, three-year, five-year and ten-year periods ended September 30, 2020, the Existing Fund closely tracked its Peer Group. It also noted that the Existing Fund underperformed its benchmark index for the one-year, three-year, five-year and ten-year periods and for the quarter ended September 30, 2020.

After reviewing the performance of the Existing Fund, the Board, including all of the Independent Trustees, concluded, in light of the foregoing factors, that the performance of the Existing Fund was satisfactory.

Profitability

The Board noted that the New Fund had not yet started operations, so that it could not yet evaluate the Advisor's profitability related to the New Fund. The Board considered and discussed with representatives of the Advisor the significant drivers of cost incurred by the Advisor or expected to be incurred by the Advisor in managing the Existing Fund or the New Fund, including, but not limited to, intellectual capital, regulatory compliance and entrepreneurial risk, and considered the costs that investors likely would incur if they independently sought to achieve the objectives of the Existing Fund or the New Fund. The Board considered and discussed with representatives of the Advisor the profitability to the Advisor of its management of the Existing Fund. The Board also discussed the Advisor's profit margin, including the expense allocation methodology used in the Advisor's profitability analysis. It was noted that the methodology for determining profitability was conducted in a similar fashion for prior reviews.

The Independent Trustees met in executive session to discuss and evaluate the information provided by the Advisor and the independent consultant.

Based on its review, the Board, including all of the Independent Trustees, concluded that the profitability to the Advisor of the Investment Advisory Agreement was reasonable in light of the services and benefits provided to the Existing Fund and expected to be provided to the New Fund.

Economies of Scale

The Board discussed with representatives of the Advisor potential economies of scale in connection with the management and operation of the Existing Fund as well as the effect of the contractual expense limitations undertaken by the Advisor. The Board considered that the Existing Fund and the New Fund are covered by the Investment Advisory Agreement which pays the Advisor an annual investment advisory fee of 0.75% of average daily net assets.

The Board considered that the Advisor has agreed to reduce the New Fund's annual investment advisory fee by 0.025% on assets in excess of $500 million up to $1 billion, 0.05% on assets in excess of $1 billion up to $2 billion and 0.075% on assets in excess of $2 billion.

The Board indicated to the Advisor that it will continue to consider and evaluate on an ongoing basis potential economies of scale and how New Fund shareholders might benefit from those economies of scale.

Other Benefits

The Board also considered the Advisor's non-advisory services, including those performed under a separate Management Services Agreement. The Independent Trustees also considered any indirect, or "fall-out," benefits that the Advisor or its affiliates derived from their relationship to the Existing Fund, or to be realized from their relationship to the New Fund, but concluded that such benefits were not material to their considerations. The Board considered that ProFund Distributors, Inc., a wholly-owned subsidiary of the Advisor, earns fees from the Existing Fund for providing services under a Distribution and Shareholder Services Plan, and will earn similar fees for the New Fund.

Conclusions

The Board, including all of the Independent Trustees, concluded that it was in the best interests of the New Fund and its prospective shareholders to approve the Investment Advisory Agreement and that the terms of the Investment Advisory Agreement for the New Fund were fair and reasonable.

Expense Examples

Expense Examples (unaudited) :: 427

As a ProFund VP shareholder, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees; distribution fees; and other ProFund VP expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a ProFund VP and to compare these costs with the ongoing cost of investing in other mutual funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the examples are useful in comparing ongoing costs only and will not help you determine the relative total cost of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. These examples also do not reflect fees associated with insurance company or insurance contracts. If those fees were reflected, expenses would be higher.

Actual Expenses

The actual examples are based on an investment of $1,000 invested at the beginning of a six-month period and held for the entire period ended December 31, 2021.

The columns below under the heading entitled "Actual" provide information about actual account values and actual expenses. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Expenses for Comparison Purpose

The hypothetical expense examples are based on an investment of $1,000 invested at the beginning of a six-month period and held through the period ended December 31, 2021.

The columns below under the heading entitled "Hypothetical" provide information about hypothetical account values and hypothetical expenses based on each ProFund VP's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not each ProFund VP's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your ProFund VP and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

						Actual					Hypothetical (5% return before expenses)
	Annualized Expense Ratio During Period			Beginning Account Value 7/1/21		Ending Account Value 12/31/21		Expenses Paid During Period(1)			Ending Account Value 12/31/21		Expenses Paid During Period(1)
ProFund Access VP High Yield		1.68	%	$	1,000.00	$	995.10	$	8.45		$	1,016.74	$	8.54
ProFund VP Asia 30		1.67	%		1,000.00		722.50		7.25			1,016.79		8.49
ProFund VP Banks		1.68	%		1,000.00		1,042.90		8.65			1,016.74		8.54
ProFund VP Basic Materials		1.68	%		1,000.00		1,093.00		8.86			1,016.74		8.54
ProFund VP Bear		1.68	%		1,000.00		883.00		7.97			1,016.74		8.54
ProFund VP Biotechnology		1.56	%		1,000.00		1,015.80		7.93			1,017.34		7.93
ProFund VP Bull		1.63	%		1,000.00		1,106.40		8.65			1,016.99		8.29
ProFund VP Consumer Goods		1.68	%		1,000.00		1,130.90		9.02			1,016.74		8.54
ProFund VP Consumer Services		1.68	%		1,000.00		1,018.20		8.55			1,016.74		8.54
ProFund VP Dow 30		1.43	%		1,000.00		1,049.20		7.39			1,018.00		7.27
ProFund VP Emerging Markets		1.68	%		1,000.00		797.50		7.61			1,016.74		8.54
ProFund VP Europe 30		1.68	%		1,000.00		1,038.10		8.63			1,016.74		8.54
ProFund VP Falling U.S. Dollar		1.68	%		1,000.00		955.00		8.28			1,016.74		8.54
ProFund VP Financials		1.68	%		1,000.00		1,074.40		8.78			1,016.74		8.54
ProFund VP Government Money Market		—	%(2)		1,000.00		1,000.10		—	(3)		1,025.21		—	(3)
ProFund VP Health Care		1.68	%		1,000.00		1,095.20		8.87			1,016.74		8.54
ProFund VP Industrials		1.68	%		1,000.00		1,020.70		8.56			1,016.74		8.54
ProFund VP International		1.58	%		1,000.00		1,005.00		7.98			1,017.24		8.03
ProFund VP Internet		1.67	%		1,000.00		917.90		8.07			1,016.79		8.49
ProFund VP Japan		1.68	%		1,000.00		997.90		8.46			1,016.74		8.54
ProFund VP Large-Cap Growth		1.68	%		1,000.00		1,145.40		9.08			1,016.74		8.54
ProFund VP Large-Cap Value		1.68	%		1,000.00		1,065.20		8.75			1,016.74		8.54
ProFund VP Mid-Cap		1.59	%		1,000.00		1,050.40		8.22			1,017.19		8.08
ProFund VP Mid-Cap Growth		1.68	%		1,000.00		1,049.80		8.68			1,016.74		8.54
ProFund VP Mid-Cap Value		1.68	%		1,000.00		1,053.70		8.70			1,016.74		8.54
ProFund VP Nasdaq-100		1.68	%		1,000.00		1,113.00		8.95			1,016.74		8.54
ProFund VP Oil & Gas		1.68	%		1,000.00		1,051.40		8.69			1,016.74		8.54
ProFund VP Pharmaceuticals		1.68	%		1,000.00		1,075.80		8.79			1,016.74		8.54
ProFund VP Precious Metals		1.68	%		1,000.00		948.10		8.25			1,016.74		8.54
ProFund VP Real Estate		1.68	%		1,000.00		1,149.20		9.10			1,016.74		8.54

428 :: Expense Examples (unaudited)

						Actual				Hypothetical (5% return before expenses)
	Annualized Expense Ratio During Period			Beginning Account Value 7/1/21		Ending Account Value 12/31/21		Expenses Paid During Period(1)		Ending Account Value 12/31/21		Expenses Paid During Period(1)
ProFund VP Rising Rates Opportunity		1.60	%	$	1,000.00	$	912.00	$	7.71	$	1,017.14	$	8.13
ProFund VP Semiconductor		1.61	%		1,000.00		1,227.90		9.04		1,017.09		8.19
ProFund VP Short Dow 30		1.69	%		1,000.00		933.60		8.24		1,016.69		8.59
ProFund VP Short Emerging Markets		1.68	%		1,000.00		1,189.80		9.27		1,016.74		8.54
ProFund VP Short International		1.59	%		1,000.00		966.60		7.88		1,017.19		8.08
ProFund VP Short Mid-Cap		1.68	%		1,000.00		916.80		8.12		1,016.74		8.54
ProFund VP Short Nasdaq-100		1.68	%		1,000.00		871.40		7.92		1,016.74		8.54
ProFund VP Short Small-Cap		1.68	%		1,000.00		990.30		8.43		1,016.74		8.54
ProFund VP Small-Cap		1.68	%		1,000.00		968.00		8.33		1,016.74		8.54
ProFund VP Small-Cap Growth		1.68	%		1,000.00		1,043.80		8.65		1,016.74		8.54
ProFund VP Small-Cap Value		1.68	%		1,000.00		992.70		8.44		1,016.74		8.54
ProFund VP Technology		1.56	%		1,000.00		1,155.00		8.47		1,017.34		7.93
ProFund VP Telecommunications		1.68	%		1,000.00		1,070.30		8.77		1,016.74		8.54
ProFund VP UltraBull		1.60	%		1,000.00		1,217.70		8.94		1,017.14		8.13
ProFund VP UltraMid-Cap		1.68	%		1,000.00		1,095.10		8.87		1,016.74		8.54
ProFund VP UltraNasdaq-100		1.68	%		1,000.00		1,231.80		9.45		1,016.74		8.54
ProFund VP UltraShort Dow 30		1.32	%		1,000.00		861.10		6.19		1,018.55		6.72
ProFund VP UltraShort Nasdaq-100		1.68	%		1,000.00		744.60		7.39		1,016.74		8.54
ProFund VP UltraSmall-Cap		1.68	%		1,000.00		925.30		8.15		1,016.74		8.54
ProFund VP U.S. Government Plus		1.38	%		1,000.00		1,055.70		7.15		1,018.25		7.02
ProFund VP Utilities		1.68	%		1,000.00		1,134.00		9.04		1,016.74		8.54

(1)	Expenses are equal to the average account value, multiplied by the ProFund VP's annualized expense ratio multiplied by 184/365 (the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year).
(2)	Amount is less than 0.005%.
(3)	Amount is less than $0.005.

Trustees and Executive Officers (unaudited) :: 429

Name, Address, and Birth Date	Position(s) Held with the Trust	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Operational Portfolios in Fund Complex Overseen by Trustee*	Other Directorships Held by Trustee During Past 5 Years
Independent Trustees
William D. Fertig c/o ProFunds Trust 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 9/56	Trustee	Indefinite; June 2011 to present	Context Capital Management (Alternative Asset Management): Chief Investment Officer (September 2002 to present).	ProFunds (116); ProShares Trust (123)	Context Capital
Russell S. Reynolds, III c/o ProFunds Trust 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 7/57	Trustee	Indefinite; October 1997 to present	RSR Partners, Inc. (Executive Recruitment and Corporate Governance Consulting): Managing Director (February 1993 to present).	ProFunds (116); ProShares Trust (123)	RSR Partners, Inc.
Michael C. Wachs c/o ProFunds Trust 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 10/61	Trustee	Indefinite; October 1997 to present	Linden Lane Capital Partners LLC (Real Estate Investment and Development): Managing Principal (2010 to present).	ProFunds (116); ProShares Trust (123)	NAIOP (the Commercial Real Estate Development Association)
Interested Trustee
Michael L. Sapir** 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 5/58	Trustee and Chairman of the Board	Indefinite; April 1997 to present	Chairman and Chief Executive Officer of the Advisor (April 1997 to present); ProShare Advisors LLC (November 2005 to present); ProShare Capital Management LLC (June 2008 to present).	ProFunds (116); ProShares Trust (123)

*

The "Fund Complex" consists of all operational registered investment companies under the 1940 Act that are advised by ProFund Advisors LLC and any operational registered investment companies that have an investment adviser that is an affiliated person of ProFund Advisors LLC. Investment companies that are non-operational (and therefore, not publicly offered) as of the date of this report are excluded from these figures.

**

Mr. Sapir is an "interested person," as defined by the 1940 Act, because of his ownership interest in the Advisor.

Name, Address, and Birth Date	Position(s) Held with the Trust	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years
Executive Officers
Todd B. Johnson 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 1/64	President	Indefinite; January 2014 to present	Chief Investment Officer of the Advisor and ProShare Advisors LLC (December 2008 to present); and ProShare Capital Management LLC (February 2009 to present).
Victor M. Frye, Esq. 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 10/58	Chief Compliance Officer and Anti-Money Laundering Officer	Indefinite; September 2004 to present	Counsel and Chief Compliance Officer of the Advisor (October 2002 to present) and ProShare Advisors LLC (December 2004 to present); Secretary of ProFunds Distributors, Inc. (April 2008 to present); Chief Compliance Officer of ProFunds Distributors, Inc. (July 2015 to present).
Richard F. Morris 7272 Wisconsin Avenue, 21st Floor Bethesda, MD 20814 Birth Date: 8/67	Chief Legal Officer and Secretary	Indefinite; December 2015 to present	General Counsel of the Advisor, ProShare Advisors, and ProShare Capital Management LLC (December 2015 to present); Chief Legal Officer of ProFunds Distributors, Inc. (December 2015 to present); Partner at Morgan Lewis & Bockius, LLP (October 2012 to November 2015).
Christopher E. Sabato 4400 Easton Commons, Suite 200 Columbus, OH 43219 Birth Date: 12/68	Treasurer	Indefinite; September 2009 to present	Senior Vice President, Fund Administration, Citi Fund Services Ohio, Inc. (2007 to present)

The Funds' Statement of Additional Information includes additional information about the Funds' Trustees and Officers. To receive your free copy of the Statement of Additional Information, call toll-free 888-776-3637.

 

P.O. Box 182800

Columbus, OH 43218-2800

This report is submitted for the general information of the shareholders of the ProFunds VP. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. To receive the most recent month end performance information for each Fund, please call toll-free 888-776-5717.

A description of the policies and procedures that the ProFunds VP uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling toll-free 888-776-3637; and on the Securities and Exchange Commission's website at sec.gov. Information regarding how the ProFund VP voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available. (i) without change by calling toll-free 888-776-3637; (ii) on the ProFunds' VP website at ProFunds.com; and (iii) on the Commission's website at sec.gov.

ProFunds VP files complete Schedules of Portfolio Holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q (and successor Forms). Following the Form N-Q filing for the first quarter of 2019, the ProFund VP Government Money Market will no longer be required to file Form N-Q. Effective March 31, 2019, Form N-PORT replaced Form N-Q for all ProFunds VP (except the ProFund VP Government Money Market), and includes complete Schedules of Portfolio Holdings for the first and third fiscal quarters. Schedules of Portfolio Holdings for the Funds in this report are available without charge on the Commission's website at sec.gov, or may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

12/21

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. This code of ethics is included as Exhibit 13(a)(1).

During the period covered by the report, with respect to the registrant’s code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions; there have been no amendments to, nor any waivers granted from, a provision that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item 2.

Item 3. Audit Committee Financial Expert.

3(a)(1) The registrant’s board of directors has determined that the registrant has at least one audit committee financial expert serving on its audit committee.

3(a)(2) The audit committee financial experts are William D. Fertig and Michael C. Wachs, who are “independent” for purposes of this Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees:

2021 $666,000

2020 $667,500

The fees relate to the audit of the registrants’ annual financial statements paid to PricewaterhouseCoopers LLP.

(b) Audit-Related Fees:

2021 $0

2020 $0

(c) Tax Fees:

2021 $147,800

2020 $189,800

The fees relate to the preparation of the registrant’s tax returns and review of income and capital gain distribution calculations paid to PricewaterhouseCoopers LLP.

(d) All Other Fees:

2021 $0

2020 $0

(e)(1)      The Audit Committee may pre-approve at any regularly scheduled Audit Committee meeting audit, audit-related, tax and other non-audit services to be rendered or that may be rendered by the Auditor to the Trust and certain non-audit services to be rendered by the Auditor to the Advisor which require pre-approval by the Audit Committee. In connection with such pre-approvals, the Auditor, or a Trust officer, with the assistance of the Auditor, shall provide the Audit Committee with a report containing information about each type of service to be pre-approved at the meeting.

The Trust will use a combination of the two approaches for pre-approving proposed services: (1) the proposed service be specifically pre-approved by the Audit Committee (“specific pre-approval”) or (2) may be pre-approved without consideration of specific case-by-case services by the audit committee (“general pre-approval”). Unless a type of service has received general pre-approval, it will require specific pre-approval by the Audit Committee. Additionally, any proposed services exceeding pre-approved cost levels will also require specific pre-approval by the Audit Committee.

(e)(2) No Services included in (b)-(d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable as less than 50%.

(g) 2021 $147,800
2020 $189,800

These aggregate fees were billed in the Reporting Periods for non-audit services by the principal accountant to the Registrant and Fund Management.

(h)          Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Not Applicable

(b) Not Applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the registrant’s disclosure controls and procedures as conducted within 90 days of the filing date of this report, that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that occurred during the period covered by this report that have materially affected or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

(a) File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

(a)(1) The code of ethics that is the subject of the disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) are attached hereto.

(a)(3) Not applicable.

(a)(4) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) are furnished hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)   ProFunds

By (Signature and Title)*	/s/ Denise Lewis
	Denise Lewis, Treasurer and Principal Financial Officer

Date October 24, 2022

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	/s/ Todd B. Johnson
	Todd B. Johnson, President and Principal Executive Officer

Date October 24, 2022

By (Signature and Title)*	/s/ Denise Lewis
	Denise Lewis, Treasurer and Principal Financial Officer

Date October 24, 2022

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