ARB / AltShares Trust - AltShares Merger Arbitrage ETF - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

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February 5, 2025 VIA EDGAR CORRESPONDENCE U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, NE Washington, DC 20549 Attn: Ms. Christina Fettig Re: The Arbitrage Funds - Registration Nos. 333-30470 and 811-09815 AltShares Trust – Registration Nos. 333-233772 and 811-23475 (the “Registrants”) Dear Ms. Fettig: This letter is in response to your comments provided

ARB / AltShares Trust - AltShares Merger Arbitrage ETF / NEW YORK LIFE INVESTMENT MANAGEMENT LLC - NEW YORK LIFE INVESTMENT MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ALTSHARES TRUST (Name of Issuer) MERGER ARBITRAGE (Title of Class of Securities) 02210T108 (CUSIP Number) August 31, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] R

ARB / AltShares Trust - AltShares Merger Arbitrage ETF / IndexIQ Advisors LLC - INDEXIQ ADVISORS LLC Passive Investment

SC 13G 1 arb80323.htm INDEXIQ ADVISORS LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ALTSHARES TRUST (Name of Issuer) MERGER ARBITRAGE (Title of Class of Securities) 02210T108 (CUSIP Number) July 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

Water Island Capital, LLC

Water Island Capital, LLC 41 Madison Avenue, 42nd Floor, New York, NY 10010 June 20, 2023 VIA EDGAR Mindy Rotter, Esq.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AltShares Trust (Exact name of registrant as sp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AltShares Trust (Exact name of registrant as specified in its charter) Delaware 47-2058781 (State of incorporation or organization) (I.

September 1, 2021

September 1, 2021 VIA EDGAR Division of Investment Management United States Securities and Exchange Commission 100 F Street, N.

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CORRESP 1 filename1.htm August 23, 2021 VIA EDGAR Division of Investment Management United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Allison White Re: AltShares Trust (the “Trust”) File Nos. 333-256754 & 811-23475 Registration Statement on Form N-1A Dear Ms. White, On behalf of the Trust, we submit this letter in response to comments received by t

APPENDIX A MASTER CUSTODIAN AGREEMENT

EX-99.9(II) 6 a21-174981ex99d9ii.htm EX-99.9(II) Exhibit 9(ii) APPENDIX A TO MASTER CUSTODIAN AGREEMENT AltShares Trust AltShares Merger Arbitrage ETF AltShares Event-Driven ETF

ALTSHARES TRUST POWER OF ATTORNEY

Exhibit 16 ALTSHARES TRUST POWER OF ATTORNEY I do hereby constitute and appoint each of John S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 o Pre-Effective Amendment No. o Post-Effective Amendment No. (Check appropriate box or boxes) AltShares Trust (E

N-14 1 a21-174981n14.htm INITIAL REGISTRATION STATEMENT FOR OPEN-END INVESTMENT COMPANY As filed with the Securities and Exchange Commission on June 3, 2021 Registration Number 333-233772 1940 Act No. 811-23475 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 o Pre-Effective Amendment No. o Post-Effective Amen

ALTSHARES TRUST ADMINISTRATION AGREEMENT SCHEDULE A Listing of Fund(s)

Exhibit 13(ii)(a) ALTSHARES TRUST ADMINISTRATION AGREEMENT SCHEDULE A Listing of Fund(s) AltShares Merger Arbitrage ETF AltShares Event-Driven ETF Information Classification: Limited Access A-1 ANNEX I ALTSHARES TRUST Further to the Administration Agreement dated as of February 7, 2020 between AltShares Trust (the ?Trust?) and State Street Bank and Trust Company (the ?Administrator?), the Trust an

K&L GATES LLP

Exhibit 11 K&L GATES LLP 1601 K STREET, N.W. WASHINGTON, DC 20006-1600 T 202.778.9000 F 202.778.9100 klgates.com June 3, 2021 AltShares Event-Driven ETF a series of AltShares Trust 41 Madison Avenue New York, New York 10010 Ladies and Gentlemen: We have acted as counsel to AltShares Trust, a Delaware statutory trust (the “ETF Trust”), in connection with the ETF Trust’s registration statement on Fo

SCHEDULE A Fund Fee Rate Effective Date AltShares Merger Arbitrage ETF 0.75 % February 7, 2020 AltShares Event-Driven ETF 1.25 % May 25, 2021

Exhibit 6(ii) SCHEDULE A Fund Fee Rate Effective Date AltShares Merger Arbitrage ETF 0.75 % February 7, 2020 AltShares Event-Driven ETF 1.25 % May 25, 2021 Information Classification: Limited Access

ALTSHARES TRUST As adopted June 5, 2019 Amended and restated on October 8, 2020

Exhibit 2 ALTSHARES TRUST BY-LAWS As adopted June 5, 2019 Amended and restated on October 8, 2020 TABLE OF CONTENTS Page ARTICLE I PRINCIPAL OFFICE AND SEAL 1 Section 1.

AltShares Merger Arbitrage ETF AltShares Event-Driven ETF

Exhibit 7(ii) EXHIBIT A AltShares Merger Arbitrage ETF AltShares Event-Driven ETF A-1

ALTSHARES TRUST 12b-1 Distribution and Service Plan

Exhibit 10 ALTSHARES TRUST 12b-1 Distribution and Service Plan WHEREAS, AltShares Trust (the ?Trust?) is an open-end management investment company registered as such under the Investment Company Act of 1940, as amended (the ?1940 Act?), and organized as a series trust; WHEREAS, the Board of Trustees of the Trust (?Trustees?) desires to adopt a plan of distribution pursuant to Rule l2b-1 under the

State of Delaware

Exhibit 1(c) State of Delaware Secretary of State Division of Corporations Delivered 03:58 PM 10/08/2020 FILED 03:58 PM 10/08/2020 SR 20207728003 - File Number 7455167 STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF TRUST Pursuant to Title 12, Section 3810(b) of the Delaware Statutory Trust Act, the undersigned Trust executed the following Certificate of Amendment: 1.

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 14 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the references to our firm under the captions “Other Service Providers”, “Financial Highlights”, and “Representations and Warranties” in the Combined Information Statement/Prospectus included in this Registration Statement (Form N-14) of AltShares Trust, and to the incorporation by reference of our report dated July 28, 2020 on the financial statements and financial highlights of Water Island Long/Short Fund, included in the Annual Report to Shareholders for the fiscal year ended May 31, 2020, in this Registration Statement, filed with the Securities and Exchange Commission.

Schedule A LIST OF PORTFOLIOS

Exhibit 13(i)(a) Schedule A LIST OF PORTFOLIOS AltShares Merger Arbitrage ETF AltShares Event-Driven ETF 1

Portfolio Footnotes

AltShares Merger Arbitrage ETF Portfolio of Investments February 28, 2021 (unaudited) Shares Value COMMON STOCKS - 90.

Quarterly Report |

AltShares Merger Arbitrage ETF Portfolio of Investments August 31, 2020 (unaudited) Shares Value COMMON STOCKS - 92.

- 8-A12B

8-A12B 1 a20-1242118a12b.htm 8-A12B SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AltShares Trust (Exact name of registrant as specified in its charter) Delaware 84-3163699 (State of incorporation or organization) (I.R.S. Employer Identification No.) 41 Mad

Amended and Restated By-laws(3)

EX-2.4 4 a20-124211ex2d4.htm EX-2.4 ALTSHARES TRUST BY-LAWS As adopted June 5, 2019 Amended and restated on October 1, 2019 TABLE OF CONTENTS Page ARTICLE I PRINCIPAL OFFICE AND SEAL 1 Section 1. Principal Office 1 Section 2. Delaware Office 1 Section 3. Seal 1 ARTICLE II TRUSTEES 1 Section 1. Powers 1 Section 2. Compensation of Trustees 1 Section 3. Place of Meetings and Meetings by Telephone 1 S

Trust Instrument, Articles IV, V, VI, VII, IX and X, and By-Laws, Articles V, VI, VII and VIII(3)

Exhibit 2.3 ALTSHARES TRUST 41 Madison Avenue, 42nd Floor New York, New York 10010 TRUST INSTRUMENT June 5, 2019 AMENDED AND RESTATED October 1, 2019 Table of Contents ARTICLE I FORMATION AND DEFINITIONS 1 Section 1. FORMATION AND NAME 1 Section 2. DEFINITIONS 1 ARTICLE II PURPOSE AND THE TRUSTEES 3 Section 1. MANAGEMENT OF THE TRUST 3 Section 2. INITIAL TRUSTEES; ELECTION AND NUMBER OF TRUSTEES 3

Certificate of Amendment to the Certificate of Trust(3)

EX-2.2 2 a20-124211ex2d2.htm EX-2.2 Exhibit 2.2 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF TRUST OF WICSHARES TRUST This Certificate of Amendment to Certificate of Trust of wicShares Trust (the “Trust”), dated as of October 1, 2019 (this “Certificate of Amendment”), is being duly executed and filed pursuant to the provisions of 12 Del. C. § 3810(b) by the undersigned trustee, to amend the Certific

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March 6, 2020 VIA EDGAR Ms. Elena Stojic Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: AltShares Trust (the ?Trust?) (File Nos. 333-233772, 811-23475) Registration Statement on Form N-1A Dear Ms. Stojic: The following are responses by and on behalf of the AltShares Trust (?Registrant?) to the comments received from you on March 3, 20

ALTSHARES TRUST 41 Madison Avenue, 42nd Floor New York, NY 10010 March 6, 2020

ALTSHARES TRUST 41 Madison Avenue, 42nd Floor New York, NY 10010 March 6, 2020 VIA EDGAR U.

Code of Ethics of Registrant(2)

Exhibit 99.(p)(i) ALTSHARES TRUST CODE OF ETHICS ADOPTED UNDER RULE 17J-1 Introduction Officers(44), Trustees, and other persons involved with the Fund are required to act with integrity and good faith, particularly when their personal interests may conflict with the Trust?s interests. Potential conflicts of interests include circumstances where Officers, Trustees, and certain other persons: ? Kno

Investment Advisory Agreement between Registrant and Water Island Capital, LLC(2)

Exhibit 99.(d)(1) INVESTMENT ADVISORY AGREEMENT This Agreement made as of February 7, 2020, between ALTSHARES TRUST, a Delaware statutory trust (?Trust?), and WATER ISLAND CAPITAL, LLC (?Adviser?), a registered investment adviser under the Investment Advisers Act of 1940, as amended (?Advisers Act?). WHEREAS, the Trust is registered under the Investment Company Act of 1940, as amended (?1940 Act?)

Sublicense Agreement between Registrant and Water Island Capital, LLC(2)

Exhibit 99.(h)(iii) SUBLICENSE AGREEMENT This Sublicense Agreement (the “Agreement”) is made as of February 7th 2020, by and between Water Island Capital, LLC (“Adviser”) and AltShares Trust, a statutory trust established under the laws of the State of Delaware (“Trust”). RECITALS WHEREAS, pursuant to that certain “License Agreement” dated February 6, 2020 (the “License Agreement”) between Water I

ETF Distribution Agreement between Registrant and Foreside Financial Services, LLC(2)

Exhibit 99.(e)(i) ETF DISTRIBUTION AGREEMENT This Distribution Agreement (the “Agreement”) is made this 7th day of February 2020, by and between AltShares Trust, a Delaware statutory trust (the “Trust”) having its principal place of business at 41 Madison Avenue, New York NY 10010, and Foreside Financial Services, LLC, a Delaware limited liability company (the “Distributor”) having its principal p

Master Custodian Agreement between Registrant and State Street Bank and Trust Company(2)

Exhibit 99.(g) Execution MASTER CUSTODIAN AGREEMENT This Agreement is made as of February 7, 2020 (this ?Agreement?), between each management investment company identified on Appendix A and each management investment company which becomes a party to this Agreement in accordance with the terms hereof (in each case, a ?Fund?), acting in respect of each series of each such Fund identified on Appendix

Administration Agreement between Registrant and State Street Bank and Trust Company(2)

EX-99.(H)(II) 7 a20-80591ex99dhii.htm EX-99.(H)(II) Exhibit 99.(h)(ii) Execution ADMINISTRATION AGREEMENT This Administration Agreement (“Agreement”) dated and effective as of February 7, 2020, is by and between State Street Bank and Trust Company, a Massachusetts trust company (“State Street” or the “Administrator”) and AltShares Trust, a Delaware statutory trust (the “Trust”). WHEREAS, the Trust

As Filed with the Securities and Exchange Commission on February 18, 2020

As Filed with the Securities and Exchange Commission on February 18, 2020 1933 Act No.

Transfer Agency and Service Agreement between Registrant and State Street Bank and Trust Company(2)

EX-99.(H)(I) 6 a20-80591ex99dhi.htm EX-99.(H)(I) Exhibit 99.(h)(i) TRANSFER AGENCY AND SERVICE AGREEMENT THIS AGREEMENT is made as of the 7th day of February, 2020, by and between STATE STREET BANK AND TRUST COMPANY, Massachusetts trust company having its principal office and place of business at One Lincoln Street, Boston, Massachusetts 02111 (“State Street” or the “Transfer Agent”) and AltShares

Plan Pursuant to Rule 12b-1 with respect to shares of the Registrant(2)

Exhibit 99.(m) ALTSHARES TRUST 12b-1 Distribution and Service Plan WHEREAS, AltShares Trust (the “Trust”) is an open-end management investment company registered as such under the Investment Company Act of 1940, as amended (the “1940 Act”), and organized as a series trust; WHEREAS, the Board of Trustees of the Trust (“Trustees”) desires to adopt a plan of distribution pursuant to Rule l2b-1 under

Power of Attorney for Francis X. Tracy and Nancy M. Morris(2)

Exhibit 99.(q) POWER OF ATTORNEY Each of the undersigned Trustees of the AltShares Trust (the “Company”) appoints each of Stacy L. Fuller and Fatima S. Sulaiman as an attorney-in-fact and agent with the power to execute and to file any of the documents referred to below relating to the registration of the Company as an investment company under the Investment Company Act of 1940, as amended (the “1

Consent of Independent Registered Public Accounting Firm

Exhibit 99.(j) Consent of Independent Registered Public Accounting Firm We consent to the reference to our firm under the caption “Independent Registered Public Accounting Firm” within the Statement of Additional Information of AltShares Trust and to the use of our report dated February 14, 2020 with respect to the financial statement of Altshares Merger Arbitrage ETF (the sole series constituting

Form of Authorized Participant Agreement(2)

Exhibit 99.(e)(ii) AUTHORIZED PARTICIPANT AGREEMENT ALTSHARES TRUST This Authorized Participant Agreement (the “Agreement”) is entered into by and between [ ] (the “Distributor”) and (the “Participant”) and is subject to acceptance by [ ] (the “Transfer Agent”), and is further subject to acknowledgement and agreement by AltShares Trust (the “Trust”), a series trust offering a number of portfolios

February 18, 2020

EX-99.(I) 9 a20-80591ex99di.htm EX-99.(I) Exhibit 99.(i) K&L GATES LLP 1601 K STREET, N.W. WASHINGTON, DC 20006 T +1 202 778 9000 F +1 202 778 9100 klgates.com February 18, 2020 AltShares Trust 41 Madison Avenue, 42nd Floor New York, NY 10010 Ladies and Gentlemen: We have acted as counsel to AltShares Trust, a Delaware statutory trust (the “Trust”), in connection with the Trust’s registration stat

Code of Ethics of Water Island Capital, LLC(2)

Exhibit 99.(p)(ii) CODE OF ETHICS A. Definitions Employees are responsible for reading and being familiar with each of the definitions below, which are used throughout the Code of Ethics. It is important that you understand the meaning of the definitions as their meaning may be more expansive or restricted than in another context. All defined terms are capitalized in the Code of Ethics. · Access P

Letter of Investment Intent(2)

Exhibit 99.(l) 41 Madison Avenue 42nd Floor New York, NY 10010 800-560-8210 waterislandcapital.com February 7, 2020 AltShares Trust 41 Madison Avenue, 42nd Floor New York, NY 10010 Ladies and Gentlemen: In order to provide AltShares Trust (the ?Trust?) with initial capital, we have purchased from the Trust the amount of shares of the initial series of the Trust at the price per share as follows: N

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February 18, 2020 VIA EDGAR Ms. Elena Stojic Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: AltShares Trust (the “Trust”) (File Nos. 333-233772, 811-23475) Registration Statement on Form N-1A Dear Ms. Stojic: The following are responses by and on behalf of the AltShares Trust (“Registrant”) to the comments received from you on January

January 2, 2020

January 2, 2020 Securities and Exchange Commission Division of Investment Management 100 F Street, N.

As Filed with the Securities and Exchange Commission on January 2, 2020

As Filed with the Securities and Exchange Commission on January 2, 2020 1933 Act No.

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December 31, 2019 VIA EDGAR Ms. Elena Stojic Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: AltShares Trust (the “Trust”) (File Nos. 333-233772, 811-23475) Registration Statement on Form N-1A Dear Ms. Stojic: The following are responses by and on behalf of the AltShares Trust (formerly wicShares Trust) (“Registrant”) to the comments r

As Filed with the Securities and Exchange Commission on September 13, 2019

As Filed with the Securities and Exchange Commission on September 13, 2019 1933 Act No.

Declaration of Trust

WICSHARES TRUST 41 Madison Avenue, 42nd Floor New York, New York 10010 TRUST INSTRUMENT June 5, 2019 Table of Contents ARTICLE I FORMATION AND DEFINITIONS 1 Section 1.

Certificate of Trust (1)

CERTIFICATE OF TRUST OF WICSHARES TRUST This Certificate of Trust is being duly executed and filed on behalf of the statutory trust formed hereby by the undersigned, the sole trustee of the Trust, to form a statutory trust pursuant to the Delaware Statutory Trust Act (12 Del.

WICSHARES TRUST As adopted June [ ], 2019

EX-99.B.B 4 a19-186412ex99dbdb.htm EX-99.B.B WICSHARES TRUST BY-LAWS As adopted June [ ], 2019 TABLE OF CONTENTS Page ARTICLE I PRINCIPAL OFFICE AND SEAL 1 Section 1. Principal Office 1 Section 2. Delaware Office 1 Section 3. Seal 1 ARTICLE II TRUSTEES 1 Section 1. Powers 1 Section 2. Compensation of Trustees 1 Section 3. Place of Meetings and Meetings by Telephone 1 Section 4. Regular Meetings 2

September 13, 2019

K&L GATES LLP 1601 K STREET, N.W. WASHINGTON, DC 20006 T +1 202 778 9000 F +1 202 778 9100 klgates.com September 13, 2019 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: wicShares Trust Initial Registration Statement on Form N-1A Ladies and Gentlemen: Transmitted herewith for filing on behalf of wicShares Trust (the “Trust”), pursuant to the Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940 The undersigned investment company hereby notifies the Securities and Exchange Commission that it registers under and pursuant to the provisions of Section 8(a) of the Investment Company Act of 1940 and in connection wit