Innovator ETFs Trust II N-CSR Certified annual shareholder report (management investment company)

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-22926

Elkhorn ETF Trust(Exact name of registrant as specified in charter)

207 Reber Street, Suite 201Wheaton, IL 60187(Address of principal executive offices) (Zip code)

Benjamin T. Fulton

Elkhorn ETF Trust207 Reber Street, Suite 201Wheaton, IL 60187(Name and address of agent for service)

Copy to:

Morrison C. Warren, Esq.

Chapman and Cutler LLP

111 West Monroe Street

Chicago, IL  60603

Registrant's telephone number, including area code: (630) 355-4676

Date of fiscal year end: September 30

Date of reporting period: September 30, 2016

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

TABLE OF CONTENTS

Letter to Shareholder	1
Management’s Discussion of Fund Performance	2
Shareholder Expense Example.	3
Sector Allocations	4
Schedule of Investments	5
Statement of Assets and Liabilities	9
Statement of Operations	10
Statement of Changes in Net Assets	11
Financial Highlights	12
Notes to Financial Statements	13
Report of Independent Registered Public Accounting Firm	17
Trustees and Officers	18
Board of Considerations Regarding Approval of Investment Management Agreement	19
Supplemental Information	20

Letter to Shareholders (unaudited)

DEAR SHAREHOLDERS,

Thank you for your investment in the Elkhorn FTSE RAFI U.S. Equity Income ETF. Elkhorn is pleased to provide you with the annual report which contains detailed information about your investment, including a performance analysis for the period.

At Elkhorn, we aim to be a leading independent investment solutions firm pioneering innovative research-based financial products in a wide array of investment structures. Elkhorn will continue to be a leader in the innovation of ETFs and other investment products and looks forward to bringing out more products in 2016 and beyond.

On behalf of Elkhorn and our partners, I thank you for your interest in Elkhorn and our innovative products. We appreciate your belief and trust in Elkhorn and our funds and look forward to serving you moving forward.

Sincerely,

Benjamin T. Fulton
Chief Executive Officer

1

Management’s Discussion of Fund Performance (unaudited)

Performance as of 9/30/2016
Performance	Since Inception*
Fund NAV	10.80%
Fund Market Value	11.07%
S&P 500® Index	7.97%

* commenced operations on 12/8/2015

The Elkhorn FTSE RAFI U.S. Equity Income ETF offers a risk-managed approach to high yield dividend investing. The fund follows a strategy designed be Rob Arnott and Research Affiliates, which screens high-dividend paying stocks for financial health and then applies their patented fundamentals weighting. According to RAFI’s research, applying a fundamentals screen to high-dividend companies seeks to eliminate financially unsound companies and may mitigate sector concentration risk, resulting in reduced volatility and enhanced returns.

Since fund inception on December 8, 2015 through September 30, 2016, ELKU has outperformed the S&P 500 by over 3%. Much of this outperformance came from selection at the individual stock level rather than by sector allocation. The index methodology behind ELKU selects its components by scoring them on their 12-month return on assets, cash flow to short-term debt and net operating assets and minimizes overweighting any particular sector.

We continue to keep an eye on interest rates, as we believe the fundamental screening that the methodology employs should play a key role in performance if rates begin to rise.

Performance data quoted represents past performance, which is not a guarantee of future results. Investment returns and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost.

Current performance may be higher or lower than performance data quoted. For the most current month-end performance data please visit www.elkhorn.com or call (630) 355-4676.

The net asset value or ‘‘NAV’’ is calculated by dividing the net assets by the number of shares outstanding. The price used to calculate the market price returns is determined by using the midpoint bid/ask of the closing price listed on the BATS Exchange Inc. (BATS) and does not represent returns an investor would receive if shares were traded at other times.

The returns for the Fund reflect the reinvestment of dividends and capital gains, if any, and are reported after the deduction of all expenses. These returns do not, however, reflect the deduction of taxes that a shareholder would pay on Fund distributions or upon redemption of Fund shares. Market returns do not reflect brokerage commissions that may be payable on secondary market transactions.

An index is a statistical measure of a specified financial market or sector. An index does not actually hold a portfolio of securities therefore does not incur expenses incurred by the Fund. The index returns do not reflect deductions for fees or expenses. In comparison, the Fund’s performance is negatively impacted by these fees and expenses. The S&P 500^® Index is an unmanaged index considered representative of the U.S. stock market. S&P^® is a registered trademark of Standard & Poor’s Financial Services LLC (S&P). The FTSE RAFI US Equity Income Index comprises U.S.-listed large, mid and small capitalization stocks. The Index is designed to measure the performance of high dividend yielding stocks that have been screened for financial health. One cannot invest directly in an index. Returns for less than one year are not annualized.

2

Shareholder Expense Example

September 30, 2016 (unaudited)

As a shareholder of the Fund you incur two types of costs: (1) transaction costs for purchasing and selling shares; and (2) ongoing costs, including management fees and other fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars and cents) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds.

The expense examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2016 through September 30, 2016).

ACTUAL EXPENSES

The first line under the Fund in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line for the Fund under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line under the Fund in the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line under the Fund in the table is useful in comparing ongoing Fund costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 4/1/2016	Ending Account Value 9/30/2016	Annualized Expense Ratio for the Period	Expenses Paid During Period 4/1/2016 – 9/30/20161
Elkhorn FTSE RAFI U.S. Equity Income ETF
Actual	$ 1,000.00	$ 1,056.80	0.39%	$ 2.01
Hypothetical (5% return before expenses)	$ 1,000.00	$ 1,023.05	0.39%	$ 1.97

¹ Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

3

Sector Allocations

September 30, 2016 (unaudited)

Sector Analysis
Sector	% of Total Investments*
Consumer Discretionary	8.9%
Consumer Staples	12.5%
Energy	14.1%
Financials	8.2%
Health Care	11.2%
Industrials	12.5%
Information Technology	14.6%
Materials	3.4%
Real Estate	7.6%
Telecommunication Services	1.5%
Utilities	5.5%
Total Investments	100.0%

* Expressed as a percentage of total investments (excluding the money market fund) as of 9/30/2016.

4

Elkhorn FTSE RAFI U.S. Equity Income ETF

Schedule of Investments

September 30, 2016

Investments	Shares		Value
COMMON STOCKS—99.8%
Aerospace & Defense—4.7%
Boeing Co. (The)		220	$	28,983
General Dynamics Corp.		78		12,103
L-3 Communications Holdings, Inc.		40		6,029
Lockheed Martin Corp.		106		25,410
Northrop Grumman Corp.		42		8,986
Raytheon Co.		91		12,388
United Technologies Corp.		325		33,020
Total Aerospace & Defense				126,919
Air Freight & Logistics—1.0%
United Parcel Service, Inc., Class B		240		26,246
Auto Components—0.2%
Johnson Controls International PLC		102		4,746
Banks—4.6%
Cullen/Frost Bankers, Inc.		67		4,820
Hancock Holding Co.		137		4,443
PacWest Bancorp		119		5,106
Wells Fargo & Co.		2,480		109,815
Total Banks				124,184
Beverages—1.9%
Coca-Cola European Partners PLC (United Kingdom)		59		2,354
Dr Pepper Snapple Group, Inc.		37		3,379
PepsiCo, Inc.		420		45,683
Total Beverages				51,416
Biotechnology—0.5%
Amgen, Inc.		77		12,844
Capital Markets—0.7%
Federated Investors, Inc., Class B		111		3,289
Invesco Ltd.		414		12,946
Waddell & Reed Financial, Inc., Class A		168		3,051
Total Capital Markets				19,286
Chemicals—2.7%
CF Industries Holdings, Inc.		92		2,240
Dow Chemical Co. (The)		554		28,714
E. I. du Pont de Nemours and Company		262		17,546
LyondellBasell Industries NV, Class A		224		18,068
Mosaic Co. (The)		244		5,968
Total Chemicals				72,536
Commercial Services & Supplies—0.8%
Pitney Bowes, Inc.		158	$	2,869
Republic Services, Inc.		131		6,609
Waste Management, Inc.		197		12,561
Total Commercial Services & Supplies				22,039
Communications Equipment—1.5%
Cisco Systems, Inc.		1,287		40,824
Construction & Engineering—0.2%
Fluor Corp.		78		4,003
Consumer Finance—0.7%
Navient Corp.		1,231		17,813
Containers & Packaging—0.5%
International Paper Co.		303		14,538
Distributors—0.2%
Genuine Parts Co.		55		5,525
Diversified Telecommunication Services—1.5%
CenturyLink, Inc.		966		26,497
Frontier Communications Corp.		3,212		13,362
Total Diversified Telecommunication Services				39,859
Electric Utilities—3.0%
Alliant Energy Corp.		94		3,601
American Electric Power Co., Inc.		253		16,245
Pinnacle West Capital Corp.		61		4,635
PPL Corp.		410		14,174
Southern Co. (The)		576		29,549
Westar Energy, Inc.		60		3,405
Xcel Energy, Inc.		236		9,709
Total Electric Utilities				81,318
Electrical Equipment—0.8%
Eaton Corp. PLC		278		18,268
Rockwell Automation, Inc.		33		4,037
Total Electrical Equipment				22,305
Electronic Equipment, Instruments & Components—0.6%
Corning, Inc.		374		8,845
TE Connectivity Ltd. (Switzerland)		101		6,502
Total Electronic Equipment, Instruments & Components				15,347

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

5

Elkhorn FTSE RAFI U.S. Equity Income ETF

Schedule of Investments, continued

September 30, 2016

Investments	Shares		Value
Energy Equipment & Services—0.8%
National Oilwell Varco, Inc.		256	$	9,406
Schlumberger Ltd.		160		12,582
Total Energy Equipment & Services				21,988
Equity Real Estate Investment—7.6%
Apartment Investment & Management Co., Class A		86		3,948
Brixmor Property Group, Inc.		157		4,363
CBL & Associates Properties, Inc.		347		4,213
Columbia Property Trust, Inc.		157		3,515
Corrections Corp. of America		202		2,802
Crown Castle International Corp.		123		11,588
DiamondRock Hospitality Co.		351		3,194
DuPont Fabros Technology, Inc.		77		3,176
Gaming and Leisure Properties, Inc.		147		4,917
GEO Group, Inc. (The)		110		2,616
Hospitality Properties Trust		234		6,955
Host Hotels & Resorts, Inc.		1,023		15,928
Iron Mountain, Inc.		293		10,996
Lamar Advertising Co., Class A		60		3,919
LaSalle Hotel Properties		200		4,774
Mack-Cali Realty Corp.		175		4,764
Mid-America Apartment Communities, Inc.		54		5,075
Public Storage		41		9,149
Rayonier, Inc.		143		3,795
Retail Properties of America, Inc., Class A		333		5,594
RLJ Lodging Trust		242		5,089
Ryman Hospitality Properties, Inc.		58		2,793
Simon Property Group, Inc.		129		26,704
Taubman Centers, Inc.		45		3,348
UDR, Inc.		151		5,435
Washington Prime Group, Inc.		421		5,212
Weingarten Realty Investors		108		4,210
Weyerhaeuser Co.		1,122		35,837
Total Equity Real Estate Investment				203,909
Food & Staples Retailing—3.9%
Sysco Corp.		301		14,752
Walgreens Boots Alliance, Inc.		142		11,448
Wal-Mart Stores, Inc.		1,085		78,250
Total Food & Staples Retailing				104,450
Food Products—1.2%
Archer-Daniels-Midland Co.		559		23,573
Hershey Co. (The)		29		2,772
Kraft Heinz Co. (The)		59		5,281
Total Food Products				31,626
Health Care Equipment & Supplies—0.3%
Baxter International, Inc.		102	$	4,855
Becton Dickinson and Co.		21		3,775
Total Health Care Equipment & Supplies				8,630
Health Care Providers & Services—0.8%
Anthem, Inc.		80		10,025
Cardinal Health, Inc.		147		11,422
Total Health Care Providers & Services				21,447
Hotels, Restaurants & Leisure—2.4%
Darden Restaurants, Inc.		60		3,679
Las Vegas Sands Corp.		180		10,357
McDonald's Corp.		309		35,646
Wynn Resorts Ltd.		73		7,112
Yum! Brands, Inc.		79		7,174
Total Hotels, Restaurants & Leisure				63,968
Household Products—1.0%
Clorox Co. (The)		26		3,254
Colgate-Palmolive Co.		155		11,492
Kimberly-Clark Corp.		101		12,740
Total Household Products				27,486
Independent Power and Renewable Electricity Producers—0.5%
AES Corp./VA		961		12,349
Industrial Conglomerates—1.7%
3M Co.		153		26,963
Honeywell International, Inc.		158		18,421
Total Industrial Conglomerates				45,384
Insurance—1.5%
Arthur J Gallagher & Co.		155		7,885
Cincinnati Financial Corp.		131		9,880
First American Financial Corp.		99		3,889
Old Republic International Corp.		480		8,458
Validus Holdings Ltd.		94		4,683
Willis Towers Watson PLC		46		6,107
Total Insurance				40,902
IT Services—3.5%
Accenture PLC, Class A		118		14,416
International Business Machines Corp.		407		64,652
Paychex, Inc.		96		5,555
Western Union Co. (The)		486		10,119
Total IT Services				94,742

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

6

Elkhorn FTSE RAFI U.S. Equity Income ETF

Schedule of Investments, continued

September 30, 2016

Investments	Shares		Value
Leisure Products—0.3%
Mattel, Inc.		222	$	6,722
Machinery—1.3%
Cummins, Inc.		95		12,174
Dover Corp.		62		4,566
Ingersoll-Rand PLC		69		4,688
Parker-Hannifin Corp.		52		6,527
Stanley Black & Decker, Inc.		44		5,411
Total Machinery				33,366
Media—2.5%
Comcast Corp., Class A		480		31,843
Omnicom Group, Inc.		83		7,055
Time Warner, Inc.		244		19,425
Viacom, Inc., Class B		196		7,468
Total Media				65,791
Multiline Retail—1.5%
Kohl's Corp.		168		7,350
Macy's, Inc.		203		7,521
Nordstrom, Inc.		54		2,802
Target Corp.		336		23,076
Total Multiline Retail				40,749
Multi-Utilities—2.0%
Ameren Corp.		147		7,229
CenterPoint Energy, Inc.		424		9,850
Consolidated Edison, Inc.		179		13,479
MDU Resources Group, Inc.		219		5,571
Public Service Enterprise Group, Inc.		277		11,598
SCANA Corp.		64		4,632
Total Multi-Utilities				52,359
Oil, Gas & Consumable Fuels—13.2%
Chevron Corp.		1,082		111,360
ConocoPhillips		1,236		53,729
Exxon Mobil Corp.		1,321		115,297
HollyFrontier Corp.		106		2,597
Marathon Oil Corp.		903		14,276
Marathon Petroleum Corp.		198		8,037
Murphy Oil Corp.		245		7,448
Occidental Petroleum Corp.		249		18,157
Phillips 66		168		13,532
Valero Energy Corp.		195		10,335
Total Oil, Gas & Consumable Fuels				354,768
Paper & Forest Products—0.1%
Domtar Corp.		81		3,008
Pharmaceuticals—9.6%
Bristol-Myers Squibb Co.		235	$	12,671
Eli Lilly & Co.		211		16,935
Johnson & Johnson		656		77,493
Merck & Co., Inc.		1,034		64,532
Pfizer, Inc.		2,509		84,980
Total Pharmaceuticals				256,611
Professional Services—0.1%
ManpowerGroup, Inc.		41		2,963
Road & Rail—1.8%
CSX Corp.		387		11,803
Norfolk Southern Corp.		150		14,559
Union Pacific Corp.		234		22,822
Total Road & Rail				49,184
Semiconductors & Semiconductor—4.7%
Applied Materials, Inc.		216		6,513
Intel Corp.		1,815		68,516
KLA-Tencor Corp.		47		3,276
Maxim Integrated Products, Inc.		82		3,274
QUALCOMM, Inc.		458		31,373
Texas Instruments, Inc.		186		13,054
Total Semiconductors & Semiconductor				126,006
Software—3.0%
CA, Inc.		125		4,135
Microsoft Corp.		1,228		70,733
Symantec Corp.		247		6,199
Total Software				81,067
Specialty Retail—1.7%
Best Buy Co., Inc.		263		10,041
GameStop Corp., Class A		122		3,366
Gap, Inc. (The)		133		2,958
Home Depot, Inc. (The)		184		23,677
L Brands, Inc.		61		4,317
Total Specialty Retail				44,359
Technology Hardware, Storage & Peripherals—1.2%
HP, Inc.		1,165		18,093
Seagate Technology PLC		217		8,365
Western Digital Corp.		92		5,379
Total Technology Hardware, Storage & Peripherals				31,837
Textiles, Apparel & Luxury Goods—0.2%
Coach, Inc.		149		5,447

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

7

Elkhorn FTSE RAFI U.S. Equity Income ETF

Schedule of Investments

September 30, 2016

Investments	Shares		Value
Thrifts & Mortgage Finance—0.7%
New York Community Bancorp, Inc.		1,251	$	17,802
Tobacco—4.5%
Altria Group, Inc.		648		40,973
Philip Morris International, Inc.		737		71,651
Reynolds American, Inc.		159		7,497
Total Tobacco				120,121
Trading Companies & Distributors—0.1%
W.W. Grainger, Inc.		13		2,923
Total Common Stocks
(Cost $2,546,937)				2,673,712
MONEY MARKET FUND—0.1%
Goldman Sachs Financial Square Funds - Government Fund, 0.29% (a)
(Cost $1,433)		1,433	$	1,433
Total Investments—99.9%
(Cost $2,548,370)				2,675,145
Other Assets in Excess of Liabilities—0.1%				3,485
Net Assets—100.0%			$	2,678,630

(a) Rate shown represents annualized 7-day yield as of September 30, 2016.

The following table summarizes valuation of the Fund’s investments under the fair value hierarchy levels as of September 30, 2016:

	Level 1		Level 2		Level 3		Total
Asset Valuation Inputs
Investments in Securities
Common Stocks	$	2,673,712	$	—	$	—	$	2,673,712
Money Market Fund		1,433		—		—		1,433
Total Investments in Securities	$	2,675,145	$	—	$	—	$	2,675,145

For the period ended September 30, 2016, there were no transfers between any levels. There were no Level 3 investments held in the Fund as of September 30, 2016.

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

8

Elkhorn FTSE RAFI U.S. Equity Income ETF

Statement of Assets and Liabilities

September 30, 2016

ASSETS:
Investments, at value (Cost: $2,548,370)	$	2,675,145
Receivables:
Dividends		4,343
Total Assets		2,679,488
LIABILITIES:
Payables:
Advisory fees		858
Total Liabilities		858
NET ASSETS	$	2,678,630
NET ASSETS CONSIST OF:
Paid-in capital	$	2,558,065
Undistributed net investment income		989
Accumulated net realized gain on investments		(7,199	)
Net unrealized appreciation on investments		126,775
NET ASSETS	$	2,678,630
Shares outstanding ($0.01 par value common stock, unlimited shares authorized)		100,002
Net asset value, per share	$	26.79

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

9

Elkhorn FTSE RAFI U.S. Equity Income ETF

Statement of Operations

For the period December 8, 2015¹ to September 30, 2016

INVESTMENT INCOME:
Dividend income	$	58,047
EXPENSES:
Advisory fees		6,651
Net Investment Income		51,396
REALIZED AND UNREALIZED GAIN (LOSS) ON:
Net realized gain (loss) on
Investments		(6,108	)
In-kind redemptions		32,859
Total net realized gain		26,751
Net change in unrealized appreciation on investments on
Investments		126,775
Net realized and change in unrealized appreciation on investment		153,526
Net Increase in Net Assets Resulting From Operations	$	204,922

¹ Commencement of Operations.

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

10

Elkhorn FTSE RAFI U.S. Equity Income ETF

Statement of Changes in Net Assets

For the period December 8, 2015¹ to September 30, 2016

OPERATIONS:
Net investment income	$	51,396
Net realized gain on investments and in-kind redemptions		26,751
Net change in unrealized appreciation on investments		126,775
Net increase in net assets resulting from operations		204,922
Distributions paid to shareholders from:
Net investment income		(51,509	)
SHAREHOLDER TRANSACTIONS:
Proceeds from shares sold		5,075,270
Cost of shares redeemed		(2,550,053	)
Net increase in net assets resulting from shareholder transactions		2,525,217
Increase in net assets		2,678,630
NET ASSETS:
Beginning of period		—
End of period	$	2,678,630
Undistributed net investment income included in net assets at end of period	$	989
CHANGES IN SHARES OUTSTANDING:
Shares outstanding, beginning of period		—
Shares sold		200,002
Shares redeemed		(100,000	)
Shares outstanding, end of period		100,002

¹ Commencement of Operations.

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

11

Elkhorn FTSE RAFI U.S. Equity Income ETF

Financial Highlights

For the period December 8, 2015¹ to September 30, 2016

Per Share Operating Performance:
(for a share of capital stock outstanding throughout the period)
Net asset value, beginning of period	$	24.77
Income from Investment Operations:
Net investment income2		0.63
Net realized and unrealized gain on investments		2.03
Total gain from investment operations		2.66
Less distributions from:
Net investment income		(0.64	)
Net asset value, end of period	$	26.79
Market value, end of period	$	26.86
Total Return at Net Asset Value		10.80	%3
Total Return at Market Value		11.07	%3
Ratios/Supplemental Data:
Net assets, end of period (000's) omitted	$	2,679
Ratios to average net assets:
Expenses		0.39	%4
Net investment income		3.01	%4
Portfolio turnover rate5		11	%3

¹ Commencement of operations.

² Based on average daily shares outstanding.

³ Not annualized.

⁴ Annualized for periods less than one year.

⁵ Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or delivered as a result of in-kind creations or redemptions of the Fund’s capital shares.

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

12

Notes to Financial Statements

September 30, 2016

1. ORGANIZATION

The Elkhorn ETF Trust (the “Trust”) was organized as a Massachusetts business trust on December 17, 2013, and is authorized to issue an unlimited number of shares. The Trust is an open-end management investment company, registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust currently offers shares in five series as of September 30, 2016. The Elkhorn FTSE RAFI U.S. Equity Income ETF (the “Fund”), a non-diversified series, is presented herein. The Fund commenced operations and established initial creation units on December 8, 2015. The Fund began trading in the secondary market on December 10, 2015.

The Fund seeks investment results that generally correspond (before fees and expenses) to the price and yield of the FTSE RAFI U.S. Equity Income Index (the “Index”).

2. SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates: These financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which require management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements, and the reported amount of increase and decrease in net assets from operations during the reporting period. Actual amounts could differ from these estimates. The Fund follows the accounting and reporting guidance in the Accounting Standards Codifications 946, “Financial Services—Investment Companies” issued by the U.S. Financial Accounting Standards Board.

The following is a summary of significant accounting policies followed by the Fund in its preparation of its financial statements.

Investment Transactions and Investment Income: Investment transactions are recorded on the trade date. Realized gains and losses on sales of investment securities are calculated using specific identification basis. Dividend income, if any, is recorded on the ex-dividend date or, in the case of foreign securities, as soon as the Fund is informed of the ex-dividend dates. Interest income, including accretion of discounts and amortization of premiums, is recorded on the accrual basis.

Dividend Distributions: Distributions to shareholders are recorded on the ex-dividend date and are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. The Fund distributes all or substantially all of its net investment income to shareholders in the form of dividends.

3. SECURITIES VALUATION

Investment Valuation: The Fund calculates its net asset value (“NAV”) each day the New York Stock Exchange (the “NYSE”) is open for trading as of the close of regular trading on the NYSE, normally 4:00 p.m. Eastern time (the “NAV Calculation Time”).

Common stocks and other equity securities listed on any national or foreign exchange other than NASDAQ and the London Stock Exchange Alternative Investment Market (“AIM”) are valued at the last sale price on the business day as of which such value is being determined. Securities listed on NASDAQ or AIM are valued at the official closing price on the business day as of which such value is being determined. If there has been no sale on such day, or no official closing price in the case of securities traded on NASDAQ and AIM, the securities are valued at the mean of the most recent bid and ask prices on such day. Portfolio securities traded on more than one securities exchange are valued at the last sale price or official closing price, as applicable, on the business day as of which such value is being determined at the close of the exchange representing the principal market for such securities. Such valuations would typically be categorized as Level 1 in the fair value hierarchy described below.

If a market quotation is not readily available or is deemed not to reflect market value, the Adviser will determine the price of the security held by the Fund based on a determination of the security’s fair value pursuant to policies and procedures approved by the Board of Trustees. In addition, the Fund may use fair valuation to price securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s NAV is calculated. Such valuations would typically be categorized as Level 2 or Level 3 in the fair value hierarchy described below.

Certain securities may not be able to be priced by pre-established pricing methods. Such securities may be valued by the Board of Trustees (the “Board”) or its delegate at fair value. These securities generally include but are not limited to, restricted securities (securities which may not be publicly sold without registration under the 1933 Act) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; a security whose market price is not available from a pre- established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of Fund net asset value (as may be the case in foreign markets on which

13

Notes to Financial Statements

September 30, 2016, continued

the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, does not reflect the security’s “fair value.” A variety of factors may be considered in determining the fair value of such securities.

Valuing the Fund’s investments using fair value pricing will result in using prices for those investments that may differ from current market valuations.

FAIR VALUATION MEASUREMENT:

The Financial Accounting Standards Board established a framework for measuring fair value in accordance with U.S. GAAP. Under Fair Value Measurements and Disclosures, various inputs are used in determining the value of the exchange traded fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The three Levels of inputs of the fair value hierarchy are defined as follows:

Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The hierarchy classification of inputs used to value the Fund’s investments at September 30, 2016, is disclosed at the end of the Fund’s Schedule of Investments.

4. ADVISORY AND OTHER AGREEMENTS

Advisory and Other Fees: The Fund pays to Elkhorn Investments, LLC, a related party, (the “Adviser”) a fee calculated daily and payable monthly at an annual rate (stated as a percentage of the average daily net assets of the Fund) of 0.39% in return for providing investment management and supervisory services.

Subject to the supervision of the Board, the Adviser pays substantially all expenses associated with the operation of the Fund, except for distribution and service fees payable pursuant to a Rule 12b-1 plan, if any, brokerage commissions and other expenses connected with the execution of portfolio transactions, taxes, interest, and extraordinary expenses.

Administrator, Custodian, Accounting Agent and Transfer Agent Services: The Bank of New York Mellon (in each capacity, the “Administrator”, “Custodian,” “Accounting Agent” or “Transfer Agent”) serves as the Fund’s Administrator, Custodian, Accounting Agent and Transfer Agent pursuant to the Fund Administration and Accounting Agreement. The Bank of New York Mellon is a subsidiary of The Bank of New York Mellon Corporation, a financial holding company.

Distribution and Service Fees: ALPS Distributors, Inc. (“Distributor”) serves as the Fund’s distributor. The Trust has adopted a distribution and service plan (“Rule 12b-1 Plan”) pursuant to Rule 12b-1 under the 1940 Act. Under the Rule 12b-1 Plan, the Fund is authorized to pay an amount up to a maximum annual rate of 0.25% of its average net assets in connection with the sale and distribution of its shares and pay service fees in connection with the provision of ongoing services to shareholders. No fees are currently paid by the Fund under the plan, and the Fund will not pay 12b-1 fees any time before March 31, 2018.

14

Notes to Financial Statements

September 30, 2016, continued

5. CREATION AND REDEMPTION TRANSACTIONS

There were an unlimited number of shares of beneficial interest at $0.01 par value authorized by the Trust. Individual shares of the Fund may only be purchased and sold at market prices on a national securities exchange through a broker-dealer. Such transactions may be subject to customary commission rates imposed by the broker-dealer, and market prices for the Fund’s shares may be at, above or below its NAV depending on the premium or discount at which the Fund’s shares trade.

The Fund issues and redeems shares at its NAV only in a large specified number of shares each called a “Creation Unit,” or multiples thereof, and only with “authorized participants” who have entered into contractual arrangements with the Distributor. A Creation Unit consists of 50,000 shares. Except when aggregated in Creation Units, shares of the Fund are not redeemable. Transactions in shares for the Fund are disclosed in detail in the Statement of Changes in Net Assets. The consideration for a purchase of Creation Units generally consists of the in-kind deposit of specified securities and an amount of cash or, as permitted or required by the Fund, of cash. A fixed transaction fee is imposed on each creation and redemption transaction. In addition, a variable charge for certain creation and redemption transactions will be imposed.

6. INVESTMENT TRANSACTIONS

The cost of purchases and the proceeds from sales of investment securities (excluding in-kind subscription and redemptions and short- term investments) for the period ended September 30, 2016 were $437,865 and $228,833, respectively.

For the period ended September 30, 2016, the cost of in-kind subscriptions and in-kind redemptions were $3,774,421 and $1,461,369, respectively.

7. FEDERAL INCOME TAX MATTERS

The Fund intends to qualify as a ‘‘regulated investment company’’ under Subchapter M of the Internal Revenue Code of 1986, as amended. If so qualified, the Fund will not be subject to Federal income tax to the extent it distributes substantially all of its net investment income and net capital gains to its shareholders. Accounting for Uncertainty in Income Taxes provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements, and requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are ‘‘more-likely-than-not’’ of being sustained by the applicable tax authority. Tax positions not deemed to meet the more- than-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. Interest and penalty related to income taxes would be recorded as income tax expense. Management of the Fund is required to analyze all open tax years (2015 and 2016), as defined by IRS statute of limitations, for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of September 30, 2016, the Fund did not have a liability for any unrecognized tax benefits. The Fund has no examination in progress and is not aware of any tax positions for which it is reasonably possible that the amounts of unrecognized tax benefits will significantly change in the next twelve months.

At September 30, 2016, the cost of investments and net unrealized appreciation (depreciation) for federal income tax purposes were as follows:

Cost of Investments		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
$	2,555,440	$	186,785	$	(67,080	)	$	119,705

The differences between book-basis and tax-basis cost component of net assets are primarily attributable to wash sales, Real Estate Investment Trusts and non-taxable distributions from various investments.

At September 30, 2016, the components of undistributed or accumulated earnings/loss on a tax-basis were as follows:

Undistributed Ordinary Income		Accumulated Capital and Other Gains/(Losses)		Net Unrealized Appreciation/(Depreciation)		Total Earnings/ (Loss)
$	860	$	—	$	119,705	$	120,565

15

Notes to Financial Statements

September 30, 2016, continued

At September 30, 2016, the effect of permanent book/tax reclassifications resulted in increase/(decrease) to the components of net assets were as follows:

Undistributed Net Investment Income/(Loss)		Accumulated Net Realized Gains/(Losses)			Paid-in Capital
$	1,102	$	(33,950	)	$	32,848

The tax character of distributions paid during the period ended September 30, 2016, were as follows:

Ordinary Income	$	50,417
Long-Term Capital Gain		1,092
Total	$	51,509

At September 30, 2016, for Federal income tax purposes, the Fund has capital loss carryforwards available as shown in the table below, to the extent provided by regulations, to offset future capital gains for an unlimited period. To the extent that these capital loss carryforwards are used to offset future capital gains, it is probable that the capital gains so offset will not be distributed to shareholders.

Certain capital and qualified late year losses incurred after October 31 or December 31, respectively and within the current taxable year, are deemed to arise on the first business day of the Fund’s following taxable year. For the period ended September 30, 2016, the Fund did not incur capital and qualified late year losses.

8. INDEMNIFICATION

In the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on industry experience, the Fund expects this risk of loss due to these warranties and indemnities to be remote.

9. PRINCIPAL RISKS

In the normal course of business, the Fund makes investments in financial instruments where the risk of potential loss exists due to changes in the market. The following is a description of select risks of investing in the Fund.

Index Risk. The Fund is not actively managed. The Fund invests in securities included in or representative of its Index regardless of their investment merit. Therefore, the Fund would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Index, even if that security generally is underperforming.

Non-Diversified Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than diversified funds, changes in the market value of a single investment could cause greater fluctuations in share price than would a diversified fund.

The Fund’s prospectus contains additional information regarding risks associated with investments in the Fund.

10. SUBSEQUENT EVENT

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

16

Report of Independent Registered Public Accounting Firm

Board of Trustees and Shareholders
Elkhorn ETF Trust

We have audited the accompanying statement of assets and liabilities of the Elkhorn FTSE RAFI U.S. Equity Income ETF (the “Fund”) (one of the funds constituting the Elkhorn ETF Trust), including the schedule of investments, as of September 30, 2016, and the related statements of operations, changes in net assets, and financial highlights for the period from December 8, 2015 (commencement of operations) through September 30, 2016. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of September 30, 2016, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Elkhorn FTSE RAFI U.S. Equity Income ETF as of September 30, 2016, and the results of its operations, the changes in its net assets, and its financial highlights for the period from December 8, 2015 (commencement of operations) through September 30, 2016, in conformity with accounting principles generally accepted in the United States of America.

/s/ GRANT THORNTON LLP
Chicago, Illinois
November 23, 2016

17

Trustees and Officers (unaudited)

Name, Address, Year of Birth	Position(s) Held with Trust	Length of Time Served	Principal Occupation During Past 5 Years	Number of Funds in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee During Past 5 Years
Independent Trustees
Bruce Howard YOB: 1952	Trustee	Since 2015	Advisory Board Member, Performance Trust Capital Partners LLC, 2009-present; Director/Tax Consultant, Tyndale House Publishers Inc., 1980-present; Professor of Business & Economics, Wheaton College, 1980-present	6	None
Gregory D. Bunch YOB: 1958	Trustee	Since 2015	Adjunct Professor of Entrepreneurship, University of Chicago, 2009-present; President, Masterplan International Corporation, 1998-present; Co-Founder, Oration, 2012-2013	6	None
Jeffrey P. Helton YOB: 1959	Trustee	Since 2015	Pastor, The People’s Church, 2012-present; Executive/Life Coach, WellSpring Coaching, 2010-present	6	None
Interested Trustee*
Benjamin T. Fulton YOB: 1961	Trustee and President of the Trust	Trustee and President since 2015	Chief Executive Officer and President, Elkhorn Investments, LLC, 2013-present; Managing Director, Invesco PowerShares Capital Management LLC, 2005-2013	6	None

* Mr. Fulton is an ‘‘interested person,’’ as defined by the Investment Company Act of 1940, as amended, because of his employment within Elkhorn.

Name, Address, Year of Birth	Position(s) Held with Trust	Length of Time Served	Principal Occupation During Past 5 Years
Officers
Graham Day YOB: 1986	Vice President and Assistant Secretary	Since 2015	SVP- Head of Products & Research, Elkhorn Investments, LLC, 2016-present; Director of Product Development, Elkhorn Investments, LLC, 2014-2016; Senior Strategist (2013-2014), Product Manager (2011-2013), Research Analyst (2009-2011), Invesco PowerShares Capital Management LLC
Philip L. Ziesemer YOB: 1963	Principal Financial Officer and Secretary	Since 2015	Chief Financial Officer, Elkhorn Investments, LLC, 2013-present; Chief Financial Officer, Renegade Holdings, 2009-2013
Melanie H. Zimdars YOB: 1976	Chief Compliance Officer	Since 2015	Vice President and Deputy Chief Compliance Officer, ALPS Fund Services, 2009-present

The Fund’s SAI provides additional information about the Fund’s Directors and is available, without charge by calling 630-355-4676 or visiting www.elkhorn.com.

18

Approval of Investment Advisory Agreements & Board Considerations (unaudited)

BOARD CONSIDERATIONS REGARDING APPROVAL OF INVESTMENT MANAGEMENT AGREEMENT

FOR ELKHORN FTSE RAFI U.S. EQUITY INCOME ETF

At a meeting held on October 23, 2015, the Board of Trustees of Elkhorn ETF Trust (the “Trust”), including the Independent Board Members, approved the Investment Management Agreement (the “Agreement”) between Elkhorn Investments, LLC (the “Adviser”) and the Trust for Elkhorn FTSE RAFI U.S. Equity Income ETF (the “Fund”).

The Adviser provided information describing: (i) the nature, extent and quality of services to be provided, (ii) the costs of services to be provided and estimated profits to be realized by the Adviser, (iii) the extent to which economies of scale may be realized by the Adviser as the Fund grows, (iv) whether the fee levels reflect any possible economies of scale for the benefit of the Fund’s shareholders, (v) comparisons of services rendered to and amounts paid by other registered investment companies and (vi) any benefits to be realized by the Adviser from its relationship with the Fund. Based on all of the information considered and the conclusions reached, the Trustees, including the Independent Board Members, determined to approve the Agreement for the Fund. No single factor was determinative in the Board’s analysis.

Nature, Extent and Quality of Services. In evaluating the nature, extent and quality of the Adviser’s services, the Trustees considered information concerning the functions to be performed by the Adviser for the Fund and the personnel and resources of the Adviser, including the investment management team that will be responsible for the day-to-day management of the Fund. The Trustees also considered that the Adviser secured a license with respect to the index that the Fund sought to track and considered the performance history of the index as well as a benchmark index. The Trustees considered the information from the Adviser regarding its financial condition that it was sufficiently stable to support its performance of the services under the Agreement. The Trustees also considered the services to be provided by the Adviser in its oversight of the Fund’s service providers.

Based on their review, the Trustees concluded that the nature, extent and quality of the services to be provided by the Adviser to the Fund under the Agreement were expected to be appropriate and reasonable.

Fees, Expenses and Profitability. The Trustees discussed the information provided by the Adviser on the Fund’s proposed investment management fee as compared to information provided by the Adviser on other similar products. The Trustees noted that the proposed annual investment management fee to be charged to the Fund was a unitary fee, and that the Adviser has agreed to pay all other expenses of the Fund except brokerage commissions and other expenses connected with the execution of portfolio transactions, taxes, interest, distribution and service fees payable pursuant to a Rule 12b-1 Plan, if any, and extraordinary expenses. The Trustees also compared the Fund’s proposed unitary advisory fee against the median and average expense ratios of its ETF peer group and noted that the Fund’s expense ratio was slightly higher than the median and the average expense ratios of its ETF peer group. The Board noted the Adviser’s belief that the Fund is distinguishable from many in its ETF peer group and reviewed the targeted peer group competitor which had the same fee as the Fund. The Board concluded that the unitary investment management fee to be charged to the Fund is reasonable and appropriate in light of the services expected to be provided by the Adviser.

In conjunction with their review of the unitary investment management fees, the Trustees considered information provided by the Adviser on its costs to be incurred in connection with the proposed Agreement and its estimated profitability, and noted the Adviser’s statement that it will likely lose money in its two years of operating each Fund and that any profitability would not be excessive. The Trustees concluded that the estimated profits to be realized by the Adviser with respect to the Fund appeared to be reasonable.

Economies of Scale and Whether the Fee Levels Reflect These Economies of Scale. The Trustees considered the information provided by the Adviser as to the extent to which economies of scale may be realized as the Fund grows and whether the fee levels reflect economies of scale for the benefit of shareholders. The Trustees noted that any reduction in fixed costs associated with the management of the Fund would be enjoyed by the Adviser, but that a unitary fee provides a level of certainty in expenses for the Fund. The Trustees considered whether the proposed advisory fee rate for the Fund is reasonable in relation to the projected asset size of the Fund. The Trustees concluded that the flat investment management fee for the Fund was reasonable and appropriate.

The Trustees noted that the Adviser had not identified any further benefits that it would derive from its relationship with the Fund, and had noted that it will not, initially, have any soft-dollar arrangements.

Based on all of the information considered and the conclusions reached, the Board, including the Independent Trustees, determined to approve the Agreement for the Fund.

19

Supplemental Information (unaudited)

Investors should consider the investment objective and policies, risk considerations, charges and ongoing expenses of an investment carefully before investing. The prospectus contains this and other information relevant to an investment in the Fund. Please read the prospectus carefully before investing. A copy of the Prospectus may be obtained without charge by writing to the Distributor, or by calling 630-355-4676 or visiting www.elkhorn.com.

QUARTERLY PORTFOLIO HOLDING INFORMATION

The Trust is required to disclose, after its first and third fiscal quarters, the complete schedule of the Fund’s portfolio holdings with the Securities and Exchange Commission (“SEC”) on Form N-Q. Form N-Q for the Trust is available on the SEC’s website at http://www.sec.gov. The Fund’s Form N-Q may also be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Trust’s Forms N-Q are available without charge, upon request, by calling 1-844-355-3837 or by writing to Elkhorn ETF Trust, 207 Reber Street, Suite 201, Wheaton, Illinois 60187.

PROXY VOTING INFORMATION

A description of the Fund’s proxy voting policies and procedures, as well as a record of how the Fund voted proxies during the most recent 12-month period ended June 30, is available without charge upon request by calling 312-219-6285. This information is also available on the SEC’s website at www.sec.gov.

DELIVERY OF SHAREHOLDER DOCUMENTS – HOUSEHOLDING

To reduce expenses, we may only mail one copy of the Fund’s shareholder updates, such as prospectus, annual report, semi-annual report, to those addresses shared by two or more accounts. If you are a direct shareholder and wish to receive individual copies of these documents, please call us at 630-384-8700. If you are not a direct shareholder, please contact your financial institution to opt out of house holding. We will begin sending you individual copies thirty days after receiving your request.

TAX INFORMATION

Form 1099-DIV and other year-end tax information provide shareholders with actual calendar year amounts that should be included in their tax returns. Shareholders should consult their tax advisors. The Fund designates the following amounts or, if subsequently determined to be different, the maximum allowable for its period ended September 30, 2016.

Qualified Dividend Income*	Dividends Received Deduction*
100%	100%

* The above percentage is based on ordinary income dividends paid to shareholders during the Fund’s fiscal year.

FREQUENCY DISTRIBUTION OF PREMIUM AND DISCOUNT

The table below presents information about the differences between the daily market trading prices for shares of the Fund and the Fund’s net asset value (“NAV”). The Fund’s market price is based on the midpoint between the highest bid and the lowest offer on the stock exchange on which the shares of the Fund are listed for trading, as of the close of trading. Shares of the Fund will trade at market prices rather than NAV. The shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).

The NAV of the Fund will generally fluctuate with changes in the market value of the Fund’s holdings. The market prices of shares will generally fluctuate in accordance with changes in NAV as well as the relative supply of and demand for shares. Premiums or discounts are the differences (expressed as a percentage) between the NAV and market price of the Fund.

The following information in the table shows the frequency distributions of premium and discount for the Fund for the period from inception date of the Fund through September 30, 2016.

20

Supplemental Information (unaudited), continued

Each line in the table shows the number of trading days in which the Fund traded within the premium/discount range indicated. All data presented here represents past performance, which cannot be used to predict future results.

Elkhorn FTSE RAFI U.S. Equity Income ETF
December 10, 2015* – September 30, 2016

Basis Point Differential	Market Price Above or Equal to NAV	Market Price Below NAV
	Number of Days	Number of Days
0-24.99	121	51
25-49.9	24	1
50-99.9	2	—
100-149.9	2	—
150-199.9	3	—
>200	—	—

* Commencement of trading on secondary market.

21

INVESTMENT ADVISOR

Elkhorn Investments, LLC

207 Reber Street, Suite 201

Wheaton, IL 60187

DISTRIBUTOR

ALPS Distributors, Inc.

1290 Broadway, Suite 1100

Denver, Colorado 80203

ADMINISTRATOR, CUSTODIAN,
FUND ACCOUNTANT & TRANSFER AGENT

The Bank of New York Mellon

101 Barclay Street

New York, NY 10286

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Grant Thornton LLP

171 North Clark Street

Chicago, Illinois 60601

LEGAL COUNSEL

Chapman and Cutler LLP

111 West Monroe Street

Chicago, Illinois 60603

Item 2. Code of Ethics.

(a) The registrant, as of the end of the period covered by this report, 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, regardless of whether these individuals are employed by the registrant or a third party.

(c) There have been no amendments, during the period covered by this report, to a provision of the 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, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description.

(d) The registrant has not granted any waivers, including an implicit waiver, from a provision of the 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, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions.

Item 3. Audit Committee Financial Expert.

As of the end of the period covered by the report, the registrant’s board of trustees has determined that Bruce Howard is qualified to serve as an audit committee financial expert serving on its audit committee and that he is “independent,” as defined by Item 3 of Form N-CSR.

An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933, as a result of being designated as an “audit committee financial expert.”  Further, the designation of a person as an “audit committee financial expert” does not mean that the person has any greater duties, obligations, or liability than those imposed on the person without the “audit committee financial expert” designation.  Similarly, the designation of a person as an “audit committee financial expert” does not affect the duties, obligations, or liability of any other member of the Audit Committee or Board of Trustees.

Item 4. Principal Accountant Fees and Services.

Audit Fees

(a) The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $0 for 2015 and $19,950 for 2016.

Audit-Related Fees

(b) The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item are $0 for 2015 and $0for 2016.

Tax Fees

(c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $2,120 for 2015 and $3,938 for 2016.

All Other Fees

(d) The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2015 and $0 for 2016.

(e)(1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

The Trust’s Audit Committee shall pre-approve all audit and permitted non-audit services provided by a fund’s independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of non-audit services by the audit firms that audit the funds. The policies and procedures require that any non-audit service provided by a fund audit firm to an Elkhorn fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of an Elkhorn fund (“Covered Service”) are subject to approval by the Audit Committee before such service is provided.

All Covered Services shall be approved in advance of provision of the service either: (i) by the Audit Committee, or (ii) by the Chair of the Audit Committee.

(e)(2) The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:

(b) N/A

(c) 100%

(d) N/A

(f) The percentage of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees was 0%.

(g) The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $0 for 2015 and $0 for 2016.

(h) Not applicable.

Item 5. Audit Committee of Listed registrants.

Not applicable.

Item 6. Investments.

(a) Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

(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.

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(a)(3) Not applicable.

(c) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(12.other) Not applicable.

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)	Elkhorn ETF Trust
By (Signature and Title)*	/s/ Benjamin T. Fulton
	Benjamin T. Fulton, President and Chief Executive Officer
	(principal executive officer)
Date	12/08/2016

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/ Benjamin T. Fulton
	Benjamin T. Fulton, President and Chief Executive Officer
	(principal executive officer)
Date	12/08/2016
By (Signature and Title)*	/s/ Philip L. Ziesemer
	Philip L. Ziesemer, Chief Financial Officer
	(principal financial officer)
Date	12/08/2016

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