UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No.    )

Check the appropriate box:

EXCHANGE TRADED CONCEPTS TRUST

EXCHANGE LISTED FUNDS TRUST

ETC 6 Meridian Hedged Equity-Index Option Strategy ETF (SIXH)

ETC 6 Meridian Low Beta Equity Strategy ETF (SIXL)

ETC 6 Meridian Mega Cap Equity ETF (SIXA)

ETC 6 Meridian Small Cap Equity ETF (SIXS)

10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120

November 22, 2021July 20, 2022

Dear Shareholder,

On behalf of the Board of Trustees of each of Exchange Traded Concepts Trust and Exchange Listed Funds Trust (each, a(the “Trust” and together, the “Trusts”), I am writing to inform you aboutof a joint special meeting of shareholders for each series (collectively,of the ETC 6 Meridian Hedged Equity-Index Option Strategy ETF, ETC 6 Meridian Low Beta Equity Strategy ETF, ETC 6 Meridian Mega Cap Equity ETF, and ETC 6 Meridian Small Cap Equity ETF (the “Funds”) of each Trust that will be held on December 22, 2021,August 24, 2022, at 11:00 a.m., Eastern Time at the offices of the Funds’ investment adviser, Exchange Traded Concepts, LLC (the “Adviser”), located at 295 Madison Avenue, New York, New York 10017 (together with any postponements or adjournments, the “Meeting”).

At the Meeting, shareholdersyou will be asked to elect two Trustees(1) approve a new investment advisory agreement between the Trust, on behalf of each Fund, and the Adviser and (2) approve payment to the Adviser for its continued service to each Trust’sFund from May 7, 2022 until the new investment advisory agreement is approved by shareholders and effective. The original investment advisory agreement between the Trust and the Adviser with respect to the Funds inadvertently lapsed on May 6, 2022 because the Board – Ms. Linda Petrone and Mr. Stuart Strauss. Ms. Petrone has served as a Trusteeof Trustees did not renew the agreement due to each Trust since October 17, 2019. Mr. Strauss has served as a Trustee to Exchange Traded Concepts Trust since January 1, 2021. Ms. Petrone brings to each Board valuable experience she has gained serving in leadership roles in the equity derivatives group of a large financial institution, as well as her knowledgean administrative error. The material terms of the financial services industry. Mr. Strauss bringsproposed new investment advisory agreement are identical to those of the original agreement including the advisory fee payable to the Adviser. Although the original advisory agreement was not renewed by the Board valuable experience heof Trustees, the Adviser has gained as an attorney incontinued to provide the Funds with uninterrupted investment management industry, including as partneradvisory services consistent with the terms and conditions of a major law firm, representing exchange-traded funds andthat agreement. Approval of the new advisory agreement by shareholders of one Fund is not contingent on approval of the new advisory agreement by shareholders of any other investment companies as well as their sponsors and advisers and his knowledge of and experience in investment management law and the financial services industry. We now ask that you vote to elect Ms. Petrone and Mr. Strauss as Trustees for each Trust.Fund.

If you have received this mailing, you are a shareholder of record as of November 15, 2021July 11, 2022 of one or more of the Funds. You are entitled to vote at the Meeting and any adjournments of the Meeting. EachThe Trust’s Board recommends that you vote “FOR” the proposal.proposals. For additional information about the proposal,proposals, please see the accompanying Joint Proxy Statement.proxy statement.

You can vote anyany one of these four ways:

We encourage you to please vote through the website or telephone numbers provided, using the voting control number that appears on your proxy card enclosed. Your vote is extremely important to us. If you have questions, please call 1-866-796-1285 for additional information.

We appreciate your support and prompt response in this matter and look forward to continuing to serve thesethe Funds.

Respectfully,

J. Garrett Stevens

Trustee and President, Exchange Traded Concepts LLC

President, Exchange Listed Funds Trust

PROMPT EXECUTION AND RETURN OF THE ENCLOSED PROXY CARD IS REQUESTED. A SELF-ADDRESSED, POSTAGE-PAID ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE, ALONG WITH INSTRUCTIONS ON HOW TO VOTE OVER THE INTERNET OR BY TELEPHONE SHOULD YOU PREFER TO VOTE BY ONE OF THOSE METHODS.

EXCHANGE TRADED CONCEPTS TRUST

EXCHANGE LISTED FUNDS TRUST

10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120

Notice of Joint Special Meeting of Shareholders

To Be Held on December 22, 2021August 24, 2022

A joint special meeting of shareholders (the “Meeting”) of the ETC 6 Meridian Hedged Equity-Index Option Strategy ETF, ETC 6 Meridian Low Beta Equity Strategy ETF, ETC 6 Meridian Mega Cap Equity ETF, and ETC 6 Meridian Small Cap Equity ETF (the “Funds”), each a series of Exchange Traded Concepts Trust and Exchange Listed Funds Trust (each, a(the “Trust” and together, the “Trusts”), will be held at the offices of Exchange Traded Concepts, LLC, 295 Madison Avenue, New York, New York 10017, on December 22, 2021August 24, 2022 at 11:00 a.m., Eastern Time.

At the Meeting, shareholders of each TrustFund will be asked to vote on the proposal to elect Trustees to the Board of Trustees. following proposals:

Shareholders also may be asked to transact such other business as may properly come before the Meeting.

Shareholders of record of the Funds at the close of business on November 15, 2021July 11, 2022 are entitled to notice of, and to vote at, the Meeting or any adjournment(s) thereof. The proposal will be voted upon separately by each Trust; however, the vote for each Trustee will apply on a Trust-wide basis, and all applicable series of each Trust will vote together on the proposal.

After careful consideration, the Board of Trustees of eachthe Trust unanimously recommends that shareholders vote “FOR” the proposal to elect Trustees to the Board of Trustees of each Trust.proposals.

We call your attention to the accompanying Joint Proxy Statement.proxy statement. Your vote is very important to us regardless of the number of shares you hold. You are requested to complete, date, and sign the enclosed proxy card and return it promptly in the envelope provided for that purpose. Your proxy card also provides instructions for voting via telephone or the Internet if you wish to take advantage of these voting options. Proxies may be revoked prior to the Meeting by timely executing and submitting a revised proxy (following the methods noted above), by giving written notice of revocation to the applicable Trust(s)Trust prior to the Meeting, or by voting in person at the Meeting.

By Order of the BoardsBoard of Trustees,

J. Garrett Stevens

President, Exchange Listed Funds Trust

Trustee and President, Exchange Traded Concepts LLCTrust

November 22, 2021July 20, 2022

EXCHANGE TRADED CONCEPTS TRUST

EXCHANGE LISTED FUNDS TRUST

ETC 6 Meridian Hedged Equity-Index Option Strategy ETF (SIXH)

ETC 6 Meridian Low Beta Equity Strategy ETF (SIXL)

ETC 6 Meridian Mega Cap Equity ETF (SIXA)

ETC 6 Meridian Small Cap Equity ETF(SIXS)

10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120

JOINT PROXY STATEMENT

Joint

Special Meeting of Shareholders

To be Held on December 22, 2021August 24, 2022

Important Notice Regarding the Availability of Proxy Materials for the Joint Special Meeting of Shareholders to be Held on December 22, 2021:August 24, 2022:

The Join Proxy Statement is available on the Internetonline at https://vote.proxyonline.com/etc/docs/2021trustees.pdf.etc6meridian.pdf.

This Joint Proxy Statement and enclosed notice and proxy card are being furnished in connection with the solicitation of proxies by the BoardsBoard of Trustees of Exchange Traded Concepts Trust and Exchange Listed Funds Trust (each, a(the “Trust” and together, the “Trusts”). The proxies areproxy is being solicited for use at a Joint Special Meetingspecial meeting of Shareholdersshareholders of the TrustsETC 6 Meridian Hedged Equity-Index Option Strategy ETF, ETC 6 Meridian Low Beta Equity Strategy ETF, ETC 6 Meridian Mega Cap Equity ETF, and ETC 6 Meridian Small Cap Equity ETF (the “Funds”), each a series of the Trust, to be held at the offices of Exchange Traded Concepts, LLC (the “Adviser”), 295 Madison Avenue, New York, New York 10017, on December 22, 2021August 24, 2022 at 11:00 a.m., Eastern Time and at any and all adjournments or postponements thereof (the “Meeting”). This Joint Proxy Statement and the accompanying notice and the proxy card are being first mailed to shareholders on or about November 22, 2021.July 25, 2022.

The Board of Trustees of each Trust (each, a “Board” and together,At the “Boards”) have called the Meeting, and are soliciting proxies from shareholders of each series of the Trusts (each, a “Fund” and collectively, the “Funds”), as identified in these proxy materials, forFund will be asked to vote on the following purpose:proposals:

Shareholders also may be asked to transact such other business as may properly come before the Meeting. Shareholders of record of the Funds at the close of business on November 15, 2021July 11, 2022 (the “Record Date”) are entitled to vote at the Meeting or any adjournment(s) thereof. The proposal will be voted upon separately by each Trust; however, the vote for each Trustee will apply on a Trust-wide basis, and all applicable series of each Trust will vote together on the proposal. The proposal will be implemented for a Trust if approved by shareholders and is not contingent on the approval of

If you have any questions about the proposal byor about voting, please call AST Fund Solutions, LLC, the other Trust.Funds’ proxy solicitor, at 1-866-749-6383.

Shareholders can find important information about the Funds in their shareholder reports. Each FundThe Funds will furnish, without charge, a copy of thetheir most recent annual report and the most recent semi-annual report succeeding such annual report, if any, to a Fund shareholder upon request. You may obtain copies of these reports by writing to the applicable Trust at the address set forth above or by calling 1-866-749-6383 or visiting the Funds’ website at www.6meridianfunds.com.

PROPOSAL 1

Approval of a New Investment Advisory Agreement for the Funds

Background. The Adviser has served as investment adviser to the Funds since their commencement of operations.  Due to an administrative error, the Board did not approve the continuance of the investment advisory agreement between the Trust, on behalf of the Funds, and the Adviser (the “Original Agreement”) prior to the expiration of its initial term at the end of the day on May 6, 2022. As soon as the Trust’s officers and the Adviser became aware on June 14, 2022 of the unintended termination, steps immediately were taken address the situation. 

Section 15 of the Investment Company Act of 1940 (the “1940 Act”) requires that if an investment advisory agreement is to continue for more than two years from its effective date, such continuance must be approved at least annually by a fund’s board. In the event that the board fails to approve the investment advisory agreement as required, the agreement will automatically lapse at the end of its initial term. As a result, the fund would no longer have a valid advisory agreement and must arrange for a new agreement to be approved by the fund’s board and shareholders.

The Board unanimously approved a new investment advisory agreement between the Trust and the Adviser with respect to the Funds (the “New Agreement”) at a meeting on June 22, 2022, subject to shareholder approval. Despite the termination of the Original Agreement, the Adviser is providing uninterrupted services to the Funds consistent with its terms and conditions and is ensuring that the Funds continue to operate and function normally. The Board is requesting that each Fund’s shareholders approve the New Agreement to ensure there is an appropriate agreement in place providing for the Adviser to continue serving as investment adviser to such Fund.

Approval of the New Agreement will not raise the fees paid by any Fund or visiting asuch Fund’s website as set forth below:

Exchange Listed Funds Trust

Shareholdersshareholders.  The New Agreement is identical in all material respects to the Original Agreement. The effective date of the Armor US Equity Index ETF can requestNew Agreement with respect to a Fund will be the Fund’s shareholder reports by calling 1-844-880-3837 or visiting www.armoretfs.com.

When available,date shareholders of the Asian Growth Cubs ETF canFund approve the New Agreement. If the New Agreement with the Adviser is not approved with respect to a Fund, the Board will consider other options including a new request the Fund’sfor shareholder reports by calling 1-833-833-3177 or visiting www.dawnglobal.com.approval of a new investment advisory agreement.

ShareholdersAs a result of the Cabana Target Drawdown 5 ETF, Cabana Target Drawdown 7 ETF, Cabana Target Drawdown 10 ETF, Cabana Target Drawdown 13 ETF,termination of the Original Agreement, the investment sub-advisory agreement between the Adviser and Cabana Target Drawdown 16 ETF can request the Funds’ annual or semi-annual reports by calling 1-800-239-9536 or visiting www.cabanaetfs.com. When available, shareholdersinvestment sub-adviser, Hightower 6M Holding, LLC (“6 Meridian”), also may have automatically terminated. In that event, at its meeting on June 22, 2022, the Board unanimously approved (i) an interim sub-advisory agreement pursuant to which 6 Meridian is continuing to provide sub-advisory services to the Funds and (ii) a new sub-advisory agreement that will become effective immediately after the New Agreement becomes effective in reliance on the Trust’s manager of managers exemptive relief described in the Funds’ prospectus. The exemptive relief permits the Adviser to enter into a new sub-advisory agreement subject to the approval of the Cabana Target Leading Sector Aggressive ETF, Cabana Target Leading Sector Conservative ETF,Board but without shareholder approval. Both the interim and Cabana Target Leading Sector Moderate ETF can requestnew sub-advisory agreements are identical in all material respects to the Funds’original sub-advisory agreement including the annual or semi-annual reports by callingrate of compensation of 0.49% payable to 6 Meridian. Like the phone number or visitingAdviser, 6 Meridian continues to provide uninterrupted services to the website listed above.

ShareholdersFunds and ensure the day-to-day portfolio management of the Corbett Road Tactical Opportunity ETF can requestFunds is not impacted by the Fund’s shareholder reports by calling 1-866-983-0885 or visiting www.corbettroadfunds.com.

Shareholderstermination of the QRAFT AI-Enhanced US High Dividend ETF, QRAFT AI-Enhanced US Large Cap ETF, QRAFT AI-Enhanced US Large Cap Momentum ETF,Original Agreement. Shareholders are not being asked to approve the new sub-advisory agreement with 6 Meridian because the Trust and QRAFT AI-Enhanced US Next Value ETF can request the Funds’ shareholder reports by calling 1-855-973-7880 or visiting www.qraftaietfs.com.

ShareholdersAdviser will rely on the manager of the Gavekal Asia Pacific Government Bond ETF can request the Fund’s shareholder by calling 1-833-817-7116 or visiting www.agovetf.com.

Shareholders of the Saba Closed-End Funds ETF can request the Fund’s shareholder reports by calling 1-212-542-4644 or visiting www.sabaetf.com.managers exemptive relief to enter into that agreement as described above.

ShareholdersDescription of the Investment Advisory Agreement. The High Yield ETF can requestOriginal Agreement was approved by the Fund’ssole initial shareholder reportsof each Fund on May 4, 2020 and was effective on May 7, 2020. The materials terms of the Original Agreement and the New Agreement are identical including the advisory fee payable to the Adviser. The following description of the material terms of the New Agreement is only a summary and is qualified in its entirety by calling 1-844-880-3837 or visitingreference to www.hyldetf.comExhibit A – Form of Investment Advisory Agreement.

Advisory Services. Under the New Agreement, like the Original Agreement, the Adviser provides investment advisory services to the Funds and is responsible for, among other things, overseeing the Sub-Adviser, including regular review of the Sub-Adviser’s performance, trading portfolio securities on behalf of the Funds, and selecting broker-dealers to execute purchase and sale transactions, subject to the supervision of the Board. The Adviser also arranges for transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate. The Adviser administers the Funds’ business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative services, and provides its officers and employees to serve as officers or Trustees of the Trust.

Advisory Fee. Under the terms of the Original Agreement and New Agreement, each Fund pays the Adviser a fee calculated daily and paid monthly at an annual rate of 0.61% of the Fund’s average daily net assets.

Duration and Termination. The New Agreement will become effective with respect to a Fund upon approval by the shareholders of the Fund.   After the initial two-year term, the continuance of the New Agreement must be approved at least annually: (i) by the vote of the Trustees or by a vote of the shareholders of the Funds; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” or of any party thereto, in accordance with the 1940 Act. The New Agreement will terminate automatically in the event of its assignment and is terminable at any time without penalty by the Trustees of the Trust or, with respect to the Fund, by a majority of the outstanding voting securities of the Fund, or by the Adviser on not more than sixty (60) days’ nor less than thirty (30) days’ written notice to the Trust. As used in the New Agreement, the terms “majority of the outstanding voting securities,” “interested persons” and “assignment” have the same meaning as such terms in the 1940 Act.

Indemnification. The New Agreement, like the Original Agreement, provides that the Adviser shall indemnify and hold harmless the Trust, all affiliated persons thereof, and all controlling persons from and against any and all claims, losses, liabilities or damages (including reasonable attorneys’ fees and other related expenses) by reason of or arising out of the Adviser’s willful misfeasance, bad faith or gross negligence generally in the performance of its duties, or by reason of the reckless disregard of its obligations and duties under the New Agreement.

Additional Information About the Adviser. The principal address of the Adviser and its executive officers and directors is 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73013. The Adviser was formed in 2009 and is majority owned by Cottonwood ETF Holdings LLC, which is located at One Shorewood Court, P.O. Box 2008, Shelter Island, New York 11964.

The following table lists the executive officers and directors of the Adviser:

In addition, the following officers of the Adviser serve as officers of the Trust:

Pursuant to the Original Agreement, for the fiscal year ended November 30, 2021, the Funds paid advisory fees to the Adviser in the following amounts:

Below is a list of other funds managed by the Adviser with similar investment objectives as the Funds, the size of each such fund, and the rate of the Adviser’s compensation with respect to each such fund. Unlike the Funds, the advisory fee for each fund listed below is a unitary fee, except for the ETC 6 Meridian Quality Growth ETF.

¹ The Adviser has contractually agreed to waive its fees and reimburse expenses to the extent necessary to keep total annual operating expenses of the fund (excluding amounts payable pursuant to any plan adopted in accordance with Rule 12b-1, interest expense, taxes, brokerage commissions, acquired fund fees and expenses, other expenditures which are capitalized in accordance with generally accepted accounting principles, and extraordinary expenses) from exceeding 1.00% of the fund’s average daily net assets until at least March 31, 2023, unless earlier terminated by the Board of Trustees of Exchange Traded Concepts Trust for any reason at any time.

² The Adviser has contractually agreed to waive its fees and reimburse expenses to the extent necessary to keep total annual operating expenses of the fund (excluding amounts payable pursuant to any plan adopted in accordance with Rule 12b-1, interest expense, taxes, brokerage commissions, other expenditures which are capitalized in accordance with generally accepted accounting principles, and extraordinary expenses) from exceeding 0.69% of the fund’s average daily net assets until at least August 31, 2022, unless earlier terminated by the Board of Trustees of Exchange Traded Concepts Trust for any reason at any time. 

³ The Adviser has contractually agreed to waive a portion of its management fee in an amount equal to 0.21% of the fund’s average daily net assets until at least August 31, 2022, unless earlier terminated by the Board of Trustees of Exchange Listed Funds Trust for any reason at any time. 

⁴ The Adviser has contractually agreed to waive its fees and reimburse expenses to the extent necessary to keep total annual operating expenses of the fund (excluding amounts payable pursuant to any plan adopted in accordance with Rule 12b-1, interest expense, taxes, brokerage commissions, other expenditures which are capitalized in accordance with generally accepted accounting principles, and extraordinary expenses) from exceeding 0.99% of the fund’s average daily net assets until at least August 31, 2022, unless earlier terminated by the Board of Trustees of Exchange Listed Funds Trust for any reason at any time.

⁵ The Adviser has agreed to waive 0.16% of its management fees for the fund until at least April 30, 2023. This agreement may be terminated only by, or with the consent of, the fund’s Board of Trustees. 

Required Vote. Approval of Proposal 1 with respect to each Fund requires the affirmative vote of a “majority of the outstanding voting securities” of such Fund when a quorum is present. Under the 1940 Act, a “majority of the outstanding voting securities” means the affirmative vote of the lesser of (a) 67% or more of the shares of the Fund present or represented by proxy at the Meeting if the holders of more than 50% of the outstanding shares are present or represented by proxy at the Meeting, or (b) more than 50% of the outstanding shares. If Proposal 1 is approved by a Fund’s shareholders, the New Agreement with respect to such Fund is expected to become effective on the date of the Meeting.

ShareholdersIf Proposal 1 is not approved by a Fund’s shareholders, the Adviser will continue to provide services to such Fund and the Board will consider alternatives for the Fund, including seeking subsequent approval of a new investment advisory agreement by shareholders. Approval of the New Agreement by shareholders of one Fund is not contingent on approval of the New Agreement by shareholders of any other Fund.

Evaluation by the Board of Trustees. At the meeting of the Board on June 22, 2022, the Board considered the approval of the New Agreement. The Board discussed the lapse of the Original Agreement and the steps taken to address the situation. The Board noted that the Adviser continues to provide uninterrupted services to the Funds. The Board further noted that the material terms of the New Agreement, including the compensation payable to the Adviser, are identical to the terms of the Original Agreement.

In considering whether to approve the New Agreement on behalf of each Fund and its shareholders, the Board took into consideration (i) the nature, extent, and quality of the services provided by the Adviser to the Funds; (ii) each Fund’s performance; (iii) the Adviser’s costs of and profits from providing such services, including any fall-out benefits enjoyed by the Adviser or its affiliates; (iv) comparative fee and expense data for each Fund; (v) the extent to which the advisory fee for each Fund reflects economies of scale shared with shareholders; and (vi) certain other factors the Board deemed to be relevant. The Independent Trustees were assisted in their review by independent legal counsel and met with counsel separately without management present.

Nature, Extent and Quality of Services. With respect to the nature, extent and quality of the services to be provided to the Funds, the Board considered the Adviser’s specific responsibilities in its allocated aspects of the day-to-day management of the Funds. The Board noted that such responsibilities include oversight of the Funds’ sub-adviser, monitoring compliance with various policies and procedures and applicable securities regulations, trading portfolio securities and other investment instruments on behalf of each Fund, selecting broker-dealers to execute purchase and sale transactions, determining the daily baskets of deposit securities and cash components, executing portfolio securities trades for purchases and redemptions of shares, overseeing general portfolio compliance with relevant law, quarterly reporting to the Board, and implementing Board directives as they relate to the Funds. The Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel, the quality of the Adviser’s compliance infrastructure, and the determination of the Trust’s Chief Compliance Officer that the Adviser has appropriate compliance policies and procedures in place. The Board noted that it had been provided with the Adviser’s registration form on Form ADV as well as its responses to a detailed series of questions, which included a description of the Adviser’s operations, service offerings, personnel, compliance program, risk management program, and financial condition, and whether there had been any material changes to such information since it was last presented to the Board. The Board considered the Adviser’s experience working with exchange-traded funds (“ETFs”), including the Funds and other series of the Trust and other ETFs outside of the Trust.

The Board also considered other services provided to the Funds by the Adviser, such as arranging for transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate; administering the Funds’ business affairs; providing office facilities and equipment and certain clerical, bookkeeping and administrative services; liaising with and reporting to the Board on matters relating to Fund operations, portfolio management and other matters essential to the Funds’ business activities; supervising each Fund’s registration as an investment company and the offering of shares to the public, including oversight and preparation of regulatory filings; working with ETF market participants, including authorized participants, market makers, and exchanges, to help facilitate an orderly trading environment for each Fund’s shares; and providing its officers and employees to serve as officers or Trustees of the Trust.

Based on the factors discussed above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent, and quality of the services provided to the Funds by ETC.

Performance. The Board reviewed each Fund’s performance in light of its stated investment objective, noting that each Fund is actively managed. The Board was provided with reports regarding the past performance of each Fund, including a report prepared by an independent third party comparing each Fund’s performance with the performance of a group of peer funds for various time periods. In reviewing each Fund’s performance, the Board took into account that each Fund has had a relatively short operating history over which to consider the Adviser’s performance. The Board further noted that it received regular reports regarding each Fund’s performance at its quarterly meetings.

Cost of Advisory Services and Profitability. The Board reviewed the advisory fee to be paid by each Fund to the Adviser under the New Agreement, noting that the fee is the same as the fee that was payable under the Original Agreement. The Board reviewed a report prepared by an independent third party comparing each Fund’s advisory fee to those paid by a group of peer funds. The Board noted that the advisory fee for ETC 6 Meridian Hedged Equity-Index Option Strategy ETF was on the low end of its peer group range, the advisory fee for ETC 6 Meridian Low Beta Equity Strategy ETF was on the high end of its peer group range, and the advisory fee for each of ETC 6 Meridian Mega Cap Equity ETF and ETC 6 Meridian Small Cap Equity ETF can requestwas in the Funds’ shareholder reports by calling 1-866-749-6383 or visiting www.6meridianfunds.com. When available, shareholdersmiddle of the ETC 6 Meridian Quality Growth ETF can request the Fund’s shareholder reports by calling the phone number or visiting the website listed above.

When available, shareholders of the Bitwise Crypto Industry Innovators ETF can request the Fund’s shareholder reports by calling 1-833-365-2487 or visiting www.bitqetf.com.

Shareholders of the Capital Link NextGen Protocol ETF and Capital Link NextGen Vehicles & Technology ETF can request the Funds’ shareholder reports by calling 1-833-466-6383 or visiting www.cli-etfs.com.

Shareholders of the EMQQ The Emerging Markets Internet & Ecommerce™ ETF can request the Fund’s shareholder reports by calling 1-855-888-9892 or visiting www.emqqetf.com.

When available, shareholders of the FMQQ The Next Frontier Internet & Ecommerce ETF can request the Fund’s shareholder reports by calling 1-855-888-9892 or visiting www.fmqqetf.com.

When available, shareholders of the Fount Metaverse ETF and Fount Subscription Economy ETF can request the Funds’ shareholder reports by calling 1-855-425-7426 or visiting www.fountetfs.com.

Shareholders of the Hull Tactical US ETF can request the Fund’s shareholder reports by calling 1-844-485-5383 or visiting www.hulltacticalfunds.com.

Shareholders of the Nifty India Financials ETF can request the Fund’s shareholder reports by calling 1-855-212-4633 or visiting www.indiafinancials.com.

Shareholders of the North Shore Global Uranium Mining ETF can request the Fund’s shareholder reports by calling the Fund at 1-877-876-6383 or visiting www.urnmetf.com.

Shareholders of the ROBO Global^® Artificial Intelligence ETF, ROBO Global^® Healthcare Technology and Innovation ETF and ROBO Global^® Robotics and Automation Index ETF can request the Funds’ shareholder reports by calling 1-855-456-7626 or visiting www.roboglobaletfs.com.

Shareholders of the Vesper U.S. Large Cap Short-Term Reversal Strategy ETF can request the Fund’s shareholder reports by calling 1-833-835-6633 or visiting www.utrnetf.com.

TABLE OF CONTENTS

PROPOSAL

Election of Trustees to the Boards of Trustees of
Exchange Traded Concepts Trust and Exchange Listed Funds Trust

Background

The purpose of the proposal is to ask shareholders to elect Linda Petrone and Stuart Strauss (each, a “Nominee” and together, the “Nominees”) to the Board of each Trust. Each Nominee is an independent or disinterested person within the meaning of the Investment Company Act of 1940 (the “1940 Act”). A Trustee is deemed to be independent to the extent he or she is not an “interested person” of the Trust as that term is defined in the 1940 Act (“Independent Trustee”). Exchange Listed Funds Trust currently consists of three Independent Trustees, including Ms. Petrone, and one Trustee who is an “interested person” of the Trust as that term is defined in the 1940 Act (the “Interested Trustee”). Exchange Traded Concepts Trust currently consists of four Independent Trustees, including each Nominee, and one Interested Trustee. For each Trust, each Trustee was elected to the Board by the initial shareholder of the Trust at the time of the Trust’s organization, except for the Nominees and Timothy J. Jacoby, who was elected by shareholders of each Trust at a special joint meeting of shareholders held on May 12, 2015. Ms. Petrone was appointed as a Trustee of each Trust effective October 17, 2019. Mr. Strauss was appointed as a Trustee of Exchange Traded Concepts Trust effective January 1, 2021. Each Trustee, including the Nominees, has been serving as a Trustee to one or both Boards continuously since his or her election or appointment.

Section 16(a) of the 1940 Act restricts the Board’s ability to appoint new Trustees to the Board unless immediately after such appointment at least two-thirds of the Trustees then holding office have been elected by shareholders of the Trust. Presently, three-quarters of the Trustees of Exchange Listed Funds Trust and three-fifths of the Trustees of Exchange Traded Concepts Trust have been elected by shareholders. In connection with each Nominee’s consideration by the Boards, as applicable each Board’s Governing and Nominating Committee and Independent Trustees reviewed each Nominee’s biographical information, experiences, and other factors they deemed relevant. Each Board proposes that shareholders of the respective Trust elect the Nominees so each Board has the flexibility to fill vacancies and appoint new Trustees in the future without the expense of conducting additional shareholder meetings. If each Nominee is elected, all Trustees on each Board will have been elected by shareholders of their respective Trust.

If shareholders of either Trust do not elect Ms. Petrone, she would continue serving on that Trust’s Board but would not be considered to have been elected by shareholders. This could cause another proxy solicitation to be required to fill a Board vacancy in the future. Such additional proxy solicitation will not be needed if Ms. Petrone is elected at the Meeting.

If shareholders of Exchange Traded Concepts Trust do not elect Mr. Strauss, he would continue serving on that Trust’s Board but would not be considered to have been elected by shareholders. If shareholders of Exchange Listed Funds Trust do not elect Mr. Strauss, he would not serve on that Trust’s Board and the Board may consider replacement candidates for nomination. This could cause another proxy solicitation to be required to fill a Board vacancy in the future. Such additional proxy solicitation will not be needed if Mr. Strauss is elected at the Meeting.

The persons named as proxies intend, in the absence of contrary instructions, to vote all proxies on behalf of shareholders for the election of the Nominees. The Nominees have consented to being named in this Joint Proxy Statement and to serving, or continuing to serve, on each Trust’s Board of Trustees. However, if the Nominees should become unavailable for election, due to events not known or anticipated, the persons named as proxies will vote for such other nominee(s) as the current Board may recommend.

Information About the Boards

Board Responsibilities. The management and affairs of each Trust and its respective series are overseen by each Trust’s Board.peer group range. The Board elects the officers of the Trust who are responsible for administering the day-to-day operations of the Trust and the Funds. Each Board has approved contracts, as described below, under which certain companies provide essential services to each Trust and the Funds.

Like for most mutual funds, the day-to-day business of each Trust, including the management of risk, is performed by third-party service providers, such as the Funds’ investment adviser, Exchange Traded Concepts, LLC (the “Adviser”), the Funds’ sub-advisers, as applicable, each Trust’s distributor and each Trust’s administrator. The Trustees of each Trust are responsible for overseeingtook into consideration that, Trust’s service providers and, thus, have oversight responsibility with respect to risk management performed by those service providers. Risk management seeks to identify and address risks, i.e., events or circumstances that could have material adverse effects on the business, operations, shareholder services, investment performance or reputation of the Funds. Each Trust and its service providers employ a variety of processes, procedures and controls to identify many of those possible events or circumstances, to lessen the probability of their occurrence and/or to mitigate the effects of such events or circumstances if they do occur. Each service provider is responsible for one or more discrete aspects of the Trust’s business (e.g., the sub-adviser may be responsible for the day-to-day management of a Fund’s portfolio investments) and, consequently, for managing the risks associated with that function. Each Board has emphasized to the Trust’s service providers the importance of maintaining vigorous risk management.

The Trustees’ role in risk oversight begins before the inception of a fund, at which time certain of the fund’s service providers present the Board with information concerning the investment objectives, strategies and risks of the fund as well as proposed investment limitations for the fund. Additionally, the fund’s investment adviser provides the Board with an overview of, amongunlike other things, its investment philosophy, brokerage practices and compliance infrastructure. Thereafter, the Board continues its oversight function as various personnel, including the Trust’s Chief Compliance Officer, as well as personnel of any sub-adviser and other service providers such as the fund’s independent accountants, make periodic reports to the Audit Committee or to the Board with respect to various aspects of risk management. The Board and the Audit Committee oversee efforts by management and service providers to manage risks to which each series of the Trust, maythe Funds’ advisory fee was not structured as a “unitary fee”. The Board considered information provided about the costs and expenses incurred by the Adviser in providing advisory services, evaluated the compensation and benefits to be exposed.

Eachreceived by the Adviser from its relationship with the Funds, and reviewed a profitability analysis from ETC with respect to the Funds. In light of this information, the Board is responsible for overseeingconcluded that the nature, extent and qualityadvisory fee appeared reasonable in light of the services providedrendered.

Economies of Scale. The Board considered whether economies of scale have been realized with respect to the Funds by the Adviser and any sub-advisers and receives information about those services at its regular meetings. In addition, on an annual basis, in connection with its consideration of whether to renew the advisory agreements with the Adviser and any applicable sub-adviser, the Board meets with the Adviser and sub-adviser to review such services. Among other things, the Board regularly considers the Adviser’s and any sub-adviser’s adherence to each Fund’s investment restrictions and compliance with various Fund policies and procedures and with applicable securities regulations.Funds. The Board also reviews information about each Fund’s performance and the Fund’s investments, including, for example, portfolio holdings schedules.

Each Trust’s Chief Compliance Officer reports regularly to the Board to review and discuss compliance issues and Fund and Adviser risk assessments. At least annually, the Trust’s Chief Compliance Officer provides the Board with a report reviewing the adequacy and effectivenessconcluded that no significant economies of the Trust’s policies and procedures and those of its service providers, including the Adviser and any sub-advisers. The report addresses the operation of the policies and procedures of the Trust and each service provider since the date of the last report; any material changes to the policies and procedures since the date of the last report; any recommendations for material changes to the policies and procedures; and any material compliance matters since the date of the last report.

Each Board receives reports from the Trust’s service providers regarding operational risks and risks related to the valuation and liquidity of portfolio securities. Each Board also has established a valuation committee that is responsible for implementing each Trust’s Fair Value Procedures and Pricing Procedures and providing reports to the Board concerning investments for which market quotations are not readily available. Annually, the Board approved independent registered public accounting firm reviews with the Audit Committee its audit of the Funds’ financial statements, focusing on major areas of risk encounteredscale have been realized by the Funds and noting any significant deficiencies or material weaknesses in the Funds’ internal controls. Additionally, in connection with its oversight function, each Board oversees Fund management’s implementation of disclosure controls and procedures, which are designed to ensure that information required to be disclosed by the Trust in its periodic reports with the U.S. Securities and Exchange Commission (the “SEC”) are recorded, processed, summarized, and reported within the required time periods. Each Board also oversees the Trust’s internal controls over financial reporting, which comprise policies and procedures designed to provide reasonable assurance regarding the reliability of the Trust’s financial reporting and the preparation of the Trust’s financial statements.

From their review of these reports and discussions with the Adviser, sub-advisers, the Chief Compliance Officer, the independent registered public accounting firm and other service providers, the Board andwill have the Audit Committee learn in detail about the material risks of the Funds, thereby facilitating a dialogue about how management and service providers identify and mitigate those risks.

Each Board recognizes that not all risks that may affect the Funds can be identified and/or quantified, that it may not be practical or cost-effectiveopportunity to eliminate or mitigate certain risks, that it may be necessary to bear certain risks (such as investment-related risks) to achieve the Funds’ goals, and that the processes, procedures and controls employed to address certain risks may be limited in their effectiveness. Moreover, reports received by the Trustees as to risk management matters are typically summaries of the relevant information. Most of the Funds’ investment management and business affairs are carried out by or through the Adviser and other service providers each of which has an independent interest in risk management but whose policies and the methods by which one or more risk management functions are carried out may differ from the Funds’ and each other’s in the setting of priorities, the resources available or the effectiveness of relevant controls. As a result of the foregoing and other factors, each Board’s ability to monitor and manage risk, as a practical matter, is subject to limitations.

Board Committees. The Board of each Trust has established the following standing committees of the Board:

Audit Committee. The Board has an Audit Committee that is composed of each of the Independent Trustees of the Trust. The Audit Committee operates under a written charter approved by the Board. The principal responsibilities of the Audit Committee include: recommending which firm to engage as the Funds’ independent registered public accounting firm andperiodically reexamine whether to terminate this relationship; reviewing the independent registered public accounting firm’s compensation, the proposed scope and terms of its engagement, and the firm’s independence; pre-approving audit and non-audit services provided by the Funds’ independent registered public accounting firm to the Trust and certain other affiliated entities; serving as a channel of communication between the independent registered public accounting firm and the Trustees; reviewing the results of each external audit, including any qualifications in the independent registered public accounting firm’s opinion, any related management letter, management’s responses to recommendations made by the independent registered public accounting firm in connection with the audit, reports submitted to the Committee by the internal auditing department of the Trust’s administrator that are material to the Trust as a whole, if any, and management’s responses to any such reports; reviewing each Fund’s audited financial statements and considering any significant disputes between the Trust’s management and the independent registered public accounting firm that arose in connection with the preparation of those financial statements; considering, in consultation with the independent registered public accounting firm and the Trust’s senior internal accounting executive, if any, the independent registered public accounting firms’ report on the adequacy of the Trust’s internal financial controls; reviewing, in consultation with the Funds’ independent registered public accounting firm, major changes regarding auditing and accounting principles and practices to be followed when preparing a Fund’s financial statements; and other audit related matters. The Audit Committee also serves as the Trust’s Qualified Legal Compliance Committee, which provides a mechanism for reporting legal violations. The Audit Committee meets periodically, as necessary. The Audit Committee for the Board of Exchange Listed Funds Trust met six (6) times during the fiscal year ended August 31, 2021. The Audit Committee for the Board of Exchange Traded Concepts Trust met five (5) times during the fiscal year ended August 31, 2021.

Governance and Nominating Committee. The Board has a Governance and Nominating Committee that is composed of each of the Independent Trustees of the Trust. The Governance and Nominating Committee operates under a written charter approved by the Board. The principal responsibility of the Governance and Nominating Committee is to consider, recommend and nominate candidates to fill vacancies on the Board, if any. The Governance and Nominating Committee generally will not consider nominees recommended by shareholders. Each Governance and Nominating Committee has adopted a formal charter, copies of which are attached as Exhibits A and B. The Governance and Nominating Committee meets periodically, as necessary. The Governance and Nominating Committee for the Board of Exchange Listed Funds Trust met one (1) time during the fiscal year ended August 31, 2021. The Governance and Nominating Committee for the Board of Exchange Traded Concepts Trust met one (1) time during the fiscal year ended August 31, 2021.

Board Meetings and Board Committees. At any meeting of the Board, a majority of the Trustees then in office must be in attendance to constitute a quorum. For each Trust, the Trust does noteconomies have policies with respect to the Trustees’ attendance at meetings, but as a matter of practice all of the Trustees attend the Trust’s Board and committee meetings (in person or by telephone) to the extent possible. The Board of each Trust held three regular meetings during the fiscal year ended August 31, 2021. In addition, the Board of Exchange Traded Concepts Trust held five (5) special meetings and the Board of Exchange Listed Funds Trust held four (4) special meetings during the fiscal year ended August 31, 2021. During this time period, all of the Trustees attended at least 75% of all of the meetings of the Board and Board committees for which they were eligible to attend.

Members of each Board. The Chair of each Board is an interested person of the Funds. Mr. Richard Hogan serves as Chair of the Board of Exchange Listed Funds Trust and Mr. J. Garrett Stevens serves as Chair of the Board of Exchange Traded Concepts Trust. In addition to the Chair, each Trust also has a lead Independent Trustee. Mr. David Mahle serves as the lead Independent Trustee for Exchange Listed Funds Trust and Mr. Timothy J. Jacoby serves as the lead Independent Trustee for Exchange Traded Concepts Trust. Each Board is comprised of a super-majority of Independent Trustees – 75% for Exchange Listed Funds Trust and 80% for Exchange Traded Concepts Trust. Each Trust has an Audit Committee and a Governance and Nominating Committee, each of which is chaired by an Independent Trustee and comprised solely of Independent Trustees. The committee chair for each committee is responsible for running the committee meeting, formulating agendas for those meetings, and coordinating with management to serve as a liaison between the Independent Trustees and management on matters within the scope of the responsibilities of the committee as set forth in its Board-approved charter. Each Board has determined that this leadership structure is appropriate given the specific characteristics and circumstances of the Funds. Each Board made this determination in consideration of, among other things, the fact that the Independent Trustees of the Funds constitute a super-majority of the Board, the number of Independent Trustees that constitute the Board, the amount of assets under management in the Trust, the number of Funds overseen by the Board, and the total number of Trustees on the Board. Each Board also believes that its leadership structure facilitates the orderly and efficient flow of information to the Independent Trustees from Fund management.

Trustees and Officers. Information regarding the Trustees, including each Nominee, and the executive officers of each Trust is set forth in the sections below. Each Trustee holds office during the continued lifetime of the Trust until he or she dies, resigns, is declared bankrupt or incompetent by a court of appropriate jurisdiction, or is removed, or, if sooner, until the next meeting of Trust shareholders called for the purpose of electing Trustees and until the election and qualification of his successor. Any Trustee may resign at any time and may be removed by a vote of two-thirds of the outstanding shares of the Trust or by action of a majority of the Trustees. Each officer serves until he resigns or is removed by the Board or by the President of the Trust or by such other officer upon whom such power of removal may be conferred by the Board.

Legal Proceedings. Neither Board is aware of any legal proceedings involving the Nominees that would be material to an evaluation of the ability or integrity of the Nominees and that would require disclosure under Item 401(f) of Regulation S-K under the Securities Exchange Act of 1934.

Information Specific to Exchange Traded Concepts Trustbeen achieved.

Trustees and OfficersConclusion. Currently,No single factor was determinative of the Board’s decision to approve the New Agreement; rather, the Board consistsbased its determination on the total mix of fourinformation available to it. Based on a consideration of all the factors in their totality, the Board, including the Independent Trustees, Ms. Linda Petrone (Nominee) and Messrs. Timothy J. Jacoby, Stuart Strauss (Nominee), and Mark Zurack, and one Interested Trustee, Mr. J. Garrett Stevens. The address of each Trustee is c/o Exchange Traded Concepts Trust, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120. Information regardingdetermined that the Trustees,New Agreement, including the Nominees, is set forth below.

Set forth below is information about each Fund. The Board, including the Independent Trustees, therefore, determined that the approval of the persons currently serving as officers of the Trust. The address of Messrs. J. Garrett Stevens, Richard Hogan, James J. Baker, Jr., and Matthew Fleischer is c/o Exchange Traded Concepts Trust, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120; and the address of Mr. Eric Olsen is SEI Investments Company, One Freedom Valley Drive, Oaks, Pennsylvania 19456.

Individual Trustee and Nominee Qualifications. The Trust has concluded that each of the Trustees, including the Nominees, should serve on the Board because of their ability to review and understand information about the Funds provided to them by management, to identify and request other information they may deem relevant to the performance of their duties, to question management and other service providers regarding material factors bearing on the management and administration of the Funds, and to exercise their business judgmentNew Agreement was in a manner that serves the best interests of the Funds’ shareholders. The Trust has concluded that each of the Trustees should serve as a Trustee based on their own experience, qualifications, attributes and skills as described below.

Nominees. The Trust has concluded that Ms. Petrone should serve as a Trustee because of the experience she has gained serving in leadership roles in the equity derivatives group of a large financial institution, as well as her knowledge of the financial services industry.

The Trust has concluded that Mr. Strauss should serve as a Trustee because of the experience he has gained as an attorney in the investment management industry, including as partner of a major law firm, representing exchange-traded funds and other investment companies as well as their sponsors and advisers and his knowledge of and experience in investment management law and the financial services industry.

Remaining Trustees. The Trust has concluded that Mr. Stevens should serve as Trustee because of the experience he gained in his roles with registered broker-dealer and investment management firms, as Chief Executive Officer of the Adviser, his experience in and knowledge of the financial services industry, and the experience he has gained as serving as Trustee of the Trust since 2009.

The Trust has concluded that Mr. Jacoby should serve as a Trustee because of the experience he has gained from over 25 years in or serving the investment management industry. Until his retirement in June 2014, Mr. Jacoby served as a partner at the audit and professional services firm Deloitte & Touche LLP, where he had worked since 2000, providing various services to asset management firms that manage mutual funds, hedge funds and private equity funds. Prior to that, Mr. Jacoby held various senior positions at financial services firms. Additionally, he served as a partner at Ernst & Young LLP. Mr. Jacoby is a Certified Public Accountant.

The Trust has concluded that Mr. Zurack should serve as a Trustee because of the experience he has gained serving in various leadership roles in the equity derivatives groups of a large financial institution, his experience in teaching equity derivatives at the graduate level, as well as his knowledge of the financial services industry.

In its periodic assessment of the effectiveness of the Board, the Board considers the complementary individual skills and experience of the individual Trustees primarily in the broader context of the Board’s overall composition so that the Board, as a body, possesses the appropriate (and appropriately diverse) skills and experience to oversee the business of the Funds.

Ownership of Securities. As of the Record Date, no Trustee beneficially owned shares of any series of the Trust.

Board Compensation. The following table sets forth the compensation paid to the Trustees of the Trust for the fiscal year ended August 31, 2021. Independent Trustee fees are paid from the investment advisory fee paid to the Adviser by the Funds. Trustee compensation does not include reimbursed out-of-pocket expenses in connection with attendance at meetings.

Communication with Trustees. Shareholders may send communications directly to the Trustees in writing at the address specified above under “Trustees and Officers.”

Information Related to the Independent Accountants and the Audit Committee. Cohen & Company, Ltd. (“Cohen”) is located at 151 North Franklin Street, Suite 575, Chicago, Illinois 60606 and serves as the independent registered public accounting firm for each Fund comprising the Trust. More information related to Cohen and the Audit Committee, including the Audit Committee’s pre-approval policies and procedures, can be found in Exhibit C.

Required Vote. If a quorum is present, the affirmative vote of a plurality of shares of the Trust voted in person or by proxy is required for the election of a Nominee. Shareholders of the Funds of the Trust will vote together as a single class and the voting power of the shares of the Funds will be counted together in determining the results of the voting for the proposal.its shareholders.

The Board of Trustees of Exchange Traded Concepts Trust unanimously recommends that

shareholders vote “FOR” the proposal.

Information Specific to Exchange Listed Funds Trust

Trustees and Officers. Currently, the Board consists of three Independent Trustees, Ms. Linda Petrone (Nominee) and Messrs. Timothy J. Jacoby and David M. Mahle, and one Interested Trustee, Mr. Richard Hogan. Mr. Strauss (Nominee) does not currently serve on the Board of the Trust. The address of each Trustee is c/o Exchange Listed Funds Trust, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120. Information regarding the Trustees, including each Nominee, is set forth below.

Set forth below is information about each of the persons currently serving as officers of the Trust. The address of Messrs. J. Garrett Stevens, Richard Hogan, James J. Baker Jr., and Matthew Fleischer is c/o Exchange Listed Funds Trust, 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120; and the address of Mr. Christopher W. Roleke is Foreside Management Services, LLC, 10 High Street, Suite 302, Boston, Massachusetts 02110.

Individual Trustee and Nominee Qualifications. The Trust has concluded that each of the Trustees and Mr. Strauss, a Nominee, should serve on the Board because of their ability to review and understand information about the Funds provided to them by management, to identify and request other information they may deem relevant to the performance of their duties, to question management and other service providers regarding material factors bearing on the management and administration of the Funds, and to exercise their business judgment in a manner that serves the best interests of the Funds’ shareholders. The Trust has concluded that each of the Trustees should serve as a Trustee based on their own experience, qualifications, attributes and skills as described below.

Nominees. The Trust has concluded that Ms. Petrone should serve as a Trustee because of the experience she has gained serving in leadership roles in the equity derivatives group of a large financial institution, as well as her knowledge of the financial services industry.

The Trust has concluded that Mr. Strauss should serve as a Trustee because of the experience he has gained as an attorney in the investment management industry, including as partner of a major law firm, representing exchange-traded funds and other investment companies as well as their sponsors and advisers and his knowledge of and experience in investment management law and the financial services industry.

Remaining Trustees. The Trust has concluded that Mr. Hogan should serve as a Trustee because of his 26+ years of experience in senior level ETF management which began at Spear, Leeds & Kellogg (“SLK”) in 1987, becoming a Limited Partner in 1990 and a Managing Director in 1992. As Managing Director of the Index Derivatives Group, he established trading operations in Chicago, Singapore and London as well as other satellite operations and nurtured Exchange Traded Funds (“ETFs”) as a Specialist in SPDRs, WEBS, Sector SPDRs, iShares and other ETFs. Mr. Hogan became a Managing Director of Goldman Sachs when SLK was merged and played a critical role in combining the ETF operations of SLK, Goldman and Hull Trading (a prior Goldman acquisition). He has worked closely with Exchange staff, issuers, index providers and others in conceiving, designing, developing, launching, marketing and trading new ETFs, and championed the idea of a fixed income ETF. Mr. Hogan is a Founder and Director of the Adviser.

The Trust has concluded that Mr. Jacoby should serve as a Trustee because of the experience he has gained from over 25 years in or serving the investment management industry. Until his retirement in June 2014, Mr. Jacoby served as a partner at the audit and professional services firm Deloitte & Touche LLP, where he had worked since 2000, providing various services to asset management firms that manage mutual funds, hedge funds and private equity funds. Prior to that, Mr. Jacoby held various senior positions at financial services firms. Additionally, he served as a partner at Ernst & Young LLP. Mr. Jacoby is a Certified Public Accountant.

The Trust has concluded that Mr. Mahle should serve as a Trustee because of the experience he has gained as an attorney in the investment management industry of a major law firm, representing exchange-traded funds and other investment companies as well as their sponsors and advisers and his knowledge and experience in investment management law and the financial services industry. Mr. Mahle is also a professor of law at Fordham Law School, where he lectures on investment companies and investment adviser regulations.

In its periodic assessment of the effectiveness of the Board, the Board considers the complementary individual skills and experience of the individual Trustees primarily in the broader context of the Board’s overall composition so that the Board, as a body, possesses the appropriate (and appropriately diverse) skills and experience to oversee the business of the Funds.

Ownership of Securities. As of the Record Date, no Trustee beneficially owned shares of any series of the Trust.

Board Compensation. The following table sets forth the compensation paid to the Trustees of the Trust for the fiscal year ended August 31, 2021. Independent Trustee fees are paid from the unitary fee paid to the Adviser by the Funds. Trustee compensation does not include reimbursed out-of-pocket expenses in connection with attendance at meetings. 

Communication with Trustees. Shareholders may send communications directly to the Trustees in writing at the address specified above under “Trustees and Officers.”

Information Related to the Independent Accountants and the Audit Committee. Cohen & Company, Ltd. is located at 151 North Franklin Street, Suite 575, Chicago, Illinois 60606 and serves as the independent registered public accounting firm for each Fund comprising the Trust. More information related to the Cohen and the Audit Committee, including the Audit Committee’s pre-approval policies and procedures, can be found in Exhibit C.

Required Vote. If a quorum is present, the affirmative vote of a plurality of shares of the Trust voted in person or by proxy is required for the election of a Nominee. Shareholders of the Funds of the Trust will vote together as a single class and the voting power of the shares of the Funds will be counted together in determining the results of the voting for the proposal.

The Board of Trustees of Exchange Listed Funds Trust unanimously recommends that

shareholders vote “FOR” Proposal 1.

PROPOSAL 2

Approval of Payment of Accrued Advisory Fees to the proposal.Adviser

Background. Despite the lapse of the Original Agreement due to an administrative error, the Adviser continues to provide uninterrupted services to the Funds and ensure that the Funds operate and function normally. Since the date the Original Agreement terminated, however, the Adviser has not been paid for its service to the Funds. The advisory fees the Adviser would have retained had the Original Agreement continued in effect are being accrued by the Funds but have not been paid. At the meeting of the Board on June 22, 2022, the Board determined to request that shareholders approve the payment to the Adviser of the applicable amount of the accrued investment advisory fees for the services the Adviser has provided since May 6, 2022 and will continue to provide until the New Agreement is approved by shareholders.

Though the Adviser will not be paid for its services during the lapsed period unless shareholders approve such payment and the New Agreement is effective, the Board determined at the June 22 meeting that 6 Meridian, the Funds’ sub-adviser, which also has continued to provide uninterrupted services to the Funds, should continue to be paid its sub-advisory fee during this period. The Board agreed, therefore, to permit the release by each Fund of an amount equal to that portion of the accrued advisory fee (i.e., 0.49% of the 0.61% aggregate annual advisory fee) that would have been paid by the Adviser to 6 Meridian had the Original Agreement continued in effect.

The Funds have been accruing the aggregate advisory fees beginning May 7, 2022 at the annual rate of 0.61% of each Fund’s average daily net assets, as reflected in the Original Agreement and the New Agreement, and subject to any required waivers and/or reimbursements pursuant to the Funds’ expense limitation agreement with the Adviser. Therefore, approval of payment to the Adviser for its services to the Funds beginning May 7, 2022 will not increase the fees paid by the Funds or impact the Funds’ net asset value as the fees have been accruing for the duration of the lapsed period in the event shareholders approve payment. As of July 11, 2022, the amount of accrued fees reflecting the portion of each Fund’s aggregate advisory fee that would have been retained by the Adviser after having paid 6 Meridian its sub-advisory fee is $59,667 for ETC 6 Meridian Hedged Equity-Index Option Strategy ETF, $31,226 for ETC 6 Meridian Low Beta Equity Strategy ETF, $34,778 for ETC 6 Meridian Mega Cap Equity ETF, and $13,358 for ETC 6 Meridian Small Cap Equity ETF.

Evaluation by the Board of Trustees. At the meeting on June 22, 2022, the Board discussed the appropriateness of paying the Adviser the fees it would have retained had the Original Agreement remained in effect. The Board considered the nature and quality of the Adviser’s services to the Funds since their inception including the continued uninterrupted services provided since the lapse of the Original Agreement. The Board noted that the Funds and their shareholders have experienced no economic harm during the period since the inadvertent termination of the Original Agreement and that the amount payable would be no more than the amount the Funds would have paid had the Original Agreement remained in effect. The Board further noted it would be unfair to the Adviser to have to forfeit the accrued advisory fees and that shareholders should not unjustly benefit from an administrative error that has caused no harm to any Fund or from the Adviser’s performance of investment advisory services for the Funds without paying for such services. The Independent Trustees were assisted in their review by independent legal counsel and met with counsel separately without management present.

The Board of Trustees unanimously recommends that

shareholders vote “FOR” Proposal 2.

GENERAL INFORMATION

Record Date/Shareholders Entitled to Vote. Each Fund is a separate series, or portfolio, of its respectivethe Trust, each of which is a Delaware statutory trust and registered investment company under the 1940 Act. The record holders of outstanding shares of a Fund are entitled to vote one vote per share (and a fractional vote per fractional share) on all matters presented at the Meeting with respect to that Fund. The record holders of outstanding shares of each Fund of each Trust also are entitled to vote one vote per share (and a fractional vote per fractional share) on all matters presented at the Meeting with respect to the Trust.Funds.

Shareholders of each TrustFund at the close of business on November 15, 2021, the Record Date will be entitled to be present and vote at the Meeting. A table indicatingAs of the Record Date, the total number of shares outstanding and entitled to vote on behalf offor each Fund can be found in Exhibit D.is set forth below:

Voting Proxies. You should read the entire Proxy Statement before voting. If you have any questions regarding the Proxy Statement, please call toll-free 1-866-796-1285. If you sign and return the accompanying proxy card, you may revoke it by giving written notice of such revocation to the Secretary of the Trust(s) prior to the Meeting or by delivering a subsequently dated proxy card or by attending and voting at the Meeting in person. Proxies voted by telephone or internet may be revoked at any time before they are voted by proxy voting again through the website or toll-free number listed in the enclosed proxy card. Properly executed proxies will be voted, as you instruct, by the persons named in the accompanying proxy card. In the absence of such direction, however, the persons named in the accompanying proxy card intend to vote “FOR” the election of each Nomineeproposals and may vote at their discretion with respect to other matters not now known to the Boards that may be presented at the Meeting. Attendance by a shareholder at the Meeting does not, in itself,on its own, revoke a proxy.

If sufficient votes are not received by the date of the Meeting, a person named as proxy may propose one or more adjournments of the Meeting to permit further solicitation of proxies. The persons named as proxies will vote all proxies in favor of adjournment that voted in favor of the proposal (or abstained) and vote against adjournment all proxies that voted against the proposal.

Quorum Required. Each Fund must have a quorum of shares represented at the Meeting, in person or by proxy, to take action on any matter relating to that Fund. Under eachthe Trust’s Agreement and Declaration of Trust, a quorum is constituted by the presence in person or by proxy of at least one-third of the outstanding shares of each Fund or Trust (as applicable to each proposal) entitled to vote at the Meeting.

Abstentions and broker non-votes (i.e., proxies from brokers or nominees indicating that they have not received instructions from the beneficial owners on an item for which the brokers or nominees do not have discretionary power to vote) will be treated as present for determining whether a quorum is present with respect to a particular matter. Abstentions and broker non-votes will not be counted as voting on the proposal or any other matter at the Meeting when the voting requirement is based on achieving a plurality or percentage of the “voting securities present.”

If a quorum is not present at the Meeting, or a quorum is present at the Meeting but sufficient votes to approve a proposal are not received, the Secretary of the Meeting or the holders of a majority of the shares of the Funds or Trust (as applicable to each proposal) present at the Meeting in person or by proxy may adjourn the Meeting with respect to such proposal(s) to permit further solicitation of proxies.

Method and Cost of Proxy Solicitation. Proxies will be solicited by the TrustsTrust primarily by mail. The solicitation also may include telephone, facsimile, electronic or oral communications by certain officers or employees of the TrustsTrust or the Adviser or anythe sub-adviser to the Trusts,Funds, none of whom will be paid for these services, or by a third-party proxy solicitation firm. The Adviser will pay the costs of the Meeting and the expenses incurred in connection with the solicitation of proxies, and a sub-adviser or other entity may reimburse the Adviser for a portion of the expenses related to the solicitation of proxies for the Funds.proxies. The TrustsTrust also may request broker-dealer firms, custodians, nominees and fiduciaries to forward proxy materials to the beneficial owners of the shares of the Funds held of record by such persons. The Adviser may reimburse such broker-dealer firms, custodians, nominees and fiduciaries for their reasonable expenses incurred in connection with such proxy solicitation, including reasonable expenses in communicating with persons for whom they hold shares of the Funds.

Investment Adviser, Sub-Advisers, Principal Underwriters, and Administrators

Exchange Traded Concepts Trust. Exchange Traded Concepts, LLC, located at 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120, serves as the investment adviser to each Fund of the Trust.

Vident Investment Advisory, LLC, located at 1125 Sanctuary Parkway, Suite 515, Alpharetta, Georgia 30009, serves as the sub-adviser to the Trust’s ROBO Global^® Robotics and Automation Index ETF. Penserra Capital Management LLC, located at 4 Orinda Way, 100-A, Orinda, California 94563, serves as the sub-adviser to the Trust’s EMQQ The Emerging Markets Internet & Ecommerce ETF. HTAA, LLC located at 141 West Jackson Boulevard, Suite 1650, Chicago, Illinois 60604, serves as the sub-adviser to the Trust’s Hull Tactical US ETF. 6 Meridian LLC, located at 8301 E 21st St. North, Suite 150, Wichita, Kansas 67206, serves as the sub-adviser to the Trust’s ETC 6 Meridian Hedged Equity-Index Option Strategy ETF, ETC 6 Meridian Low Beta Equity Strategy ETF, ETC 6 Meridian Mega Cap Equity ETF, ETC 6 Meridian Small Cap Equity ETF, and ETC 6 Meridian Quality Growth ETF.

Other Service Providers.SEI Investments Distribution Co. and SEI Investments Global Funds Services, both located at One Freedom Valley Drive, Oaks, Pennsylvania 19456, serve as distributor and administrator, respectively, for each Fund of the Trust.

Exchange Listed Funds Trust. Exchange Traded Concepts, LLC, located at 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120, serves as the investment adviser to each Fund of the Trust.

Cabana LLC, located at 220 S. School Avenue, Fayetteville, Arkansas 72701, serves as the sub-adviser to the Trust’s Cabana Target Drawdown 5 ETF, Cabana Target Drawdown 7 ETF, Cabana Target Drawdown 10 ETF, Cabana Target Drawdown 13 ETF, Cabana Target Drawdown 16 ETF, Cabana Target Leading Sector Aggressive ETF, Cabana Target Leading Sector Conservative ETF, and Cabana Target Leading Sector Moderate ETF. MacKay Shields LLC, located at 1345 Avenue of the Americas, New York, New York 10105, and WhiteStar Asset Management LLC, located at 300 Crescent Court, Suite 200 Dallas, Texas 75201, each serve as a sub-adviser to the Trust’s High Yield ETF. Saba Capital Management, L.P., located at 405 Lexington Avenue, 58th Floor, New York, New York 10174, serves as the sub-adviser to the Trust’s Saba Closed-End Funds ETF. Corbett Road Capital Management, LLC, located at 7901 Jones Branch Drive, Suite 800, McLean, Virginia 22102, serves as the sub-adviser to the Trust’s Corbett Road Tactical Opportunity ETF. Gavekal Capital Limited, located at Suite 3101, Central Plaza, 18 Harbour Road, Wan Chai, Hong Kong, serves as the sub-adviser to the Trust’s Gavekal Asia Pacific Government Bond ETF. Kingsway Capital Partners Limited, located at Eight Floor, 6 New Street Square, New Fetter Lane, London, England, EC4A 3A, serves as the sub-adviser to the Trust’s Asian Growth Cubs ETF.

Foreside Fund Services, LLC, located at Three Canal Plaza, Suite 100, Portland, Maine 04101, serves as the distributor for each Fund of the Trust.Fund. The Bank of New York Mellon, (“BNYM”), located at 240 Greenwich Street, New York, New York 10286, serves as administratorthe custodian and transfer agent for each Fund of the Trust.Fund.

Share Ownership. To the knowledge of eachthe Trust’s management, as of the close of business on the Record Date, the officers and Trustees of eachthe Trust, as a group, beneficially owned less than one percent of each Fund’s outstanding shares and less than one percent of eachthe Trust’s outstanding shares. To the knowledge of eachthe Trust’s management, as of the close of business on the Record Date, persons owning of record more than 5% of the outstanding shares of a Fund, or the Trust, and their names and addresses, were asare listed in Exhibit E.the table below. Any shareholder listed in Exhibit Ethe table below as owning 25% or more of the outstanding shares of a Fund or Trust may be presumed to “control” (as that term is defined in the 1940 Act) that Fund or Trust, respectively.Fund. Shareholders controlling a Fund or Trust could have the ability to vote a majority of the shares of that Fund or Trust on any matter requiring the approval of Fund or Trust shareholders, respectively. From time to time, the number of shares held in “street name” accounts of various securities brokers and dealers for the benefit of their clients may exceed 5% of the total shares outstanding of a Fund or a Trust.

Affiliated Brokerage. For each Fund’s most recently completed fiscal year, no Fund paid commissions on portfolio brokerage transactions to brokers who may be deemed to be affiliated persons of a Fund or the Adviser or affiliated persons of such persons.

Other Matters to Come Before the Meeting. The Trusts’Funds’ management does not know of any matters to be presented at the Meeting other than the proposal described above. If other business should properly come before the Meeting, the proxy holders will vote thereon in accordance with their best judgment.

Shareholder Proposals. The Agreement and Declaration of Trust, as amended, and By-Laws of eachthe Trust dodoes not provide for annual meetings of shareholders, and the Trusts doTrust does not currently intend to hold such meetings in the future. Shareholder proposals for inclusion in a proxy statement for any subsequent meeting of athe Trust’s shareholders must be received by the Trust a reasonable period of time prior to any such meeting.

HouseholdingHouseholding. . If possible, depending on shareholder registration and address information, and unless you have otherwise opted out, only one copy of this Joint Proxy Statement will be sent to shareholders at the same address. However, each shareholder will receive separate proxy cards. If you would like to receive a separate copy of this Joint Proxy Statement, please contact the bank, trust company, broker, dealer, investment adviser or other financial intermediary through which you hold your shares (each, an “Authorized Institution”) directly. If you would like to receive a separate copy of future proxy statements, or you are now receiving multiple copies of proxy statements and would like to receive a single copy in the future, please contact your Authorized Institution.financial intermediary.

Reports and Other Information. Proxy materials, reports, and other information filed by the Funds can be inspected and copied at the Public Reference Facilities maintained by the SEC at 100 F Street, NE, Washington, DC 20549-0102. The SEC maintains a website (at http:(http://www.sec.gov)www.sec.gov) that contains other information about the Funds.

TO ENSURE THE PRESENCE OF A QUORUM AT THE SPECIAL MEETING, PROMPT EXECUTION AND RETURN OF THE ENCLOSED PROXY IS REQUESTED. A SELF-ADDRESSED, POSTAGE-PAID ENVELOPE IS ENCLOSED FOR YOUR CONVENIENCE, ALONG WITH INSTRUCTIONS ON HOW TO VOTE OVER THE INTERNET OR BY TELEPHONE SHOULD YOU PREFER TO VOTE BY ONE OF THOSE METHODS.

By Order of the BoardsBoard of Trustees,

J. Garrett Stevens

President, Exchange Listed Funds Trust

Trustee and President, Exchange Traded Concepts LLCTrust

November 22, 2021July 20, 2022

EXHIBIT A

FORM OF INVESTMENT ADVISORY AGREEMENT

INVESTMENT ADVISORY AGREEMENT (the “Agreement”) made as of this ___ day of ___________ 2022 by and between EXCHANGE TRADED CONCEPTS TRUST

( (the “Trust”), a Delaware statutory trust registered as an investment company under the “Trust”Investment Company Act of 1940 (the “1940 Act”), and EXCHANGE TRADED CONCEPTS, LLC, an Oklahoma limited liability company (the “Adviser”).

Governance and Nominating Committee Charter

(the “Charter”)

The Governance and Nominating Committee (the “Committee”) shall be composed entirely of “Independent Trustees” (members ofWHEREAS, the Board of Trustees of the Trust (the “Board”) agrees to engage the Adviser to act as the investment adviser to the Trust on behalf of the series set forth on Schedule A to this Agreement (each a “Fund” and, collectively, the “Funds”), as such schedule may be amended from time to time upon mutual agreement of the parties, and to provide certain related services, as more fully set forth below, and to perform such services under the terms and conditions hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual covenants and benefits set forth herein, the Trust and the Adviser do hereby agree as follows:

(a)       Discretionary Investment Management Services. The Adviser shall act as investment adviser with respect to the Funds. In such capacity, the Adviser shall, subject to the supervision of the Board, regularly provide the Funds with investment research, advice and supervision and shall furnish continuously an investment program for the Funds, consistent with the respective investment objectives and policies of each Fund. The Adviser shall determine, from time to time, what securities shall be purchased for the Funds, what securities shall be held or sold by the Funds and what portion of the Funds’ assets shall be held uninvested in cash, subject always to the provisions of the Trust’s Agreement and Declaration of Trust, By-Laws and its registration statement on Form N- 1A (the “Registration Statement”) under the 1940 Act, and under the Securities Act of 1933 (the “1933 Act”), covering Fund shares, as filed with the U.S. Securities and Exchange Commission (the “Commission”), and to the investment objectives, policies and restrictions of the Funds, as each of the same shall be from time to time in effect. To carry out such obligations, the Adviser shall exercise full discretion and act for the Funds in the same manner and with the same force and effect as the Funds themselves might or could do with respect to purchases, sales or other transactions, as well as with respect to all other such things necessary or incidental to the furtherance or conduct of such purchases, sales or other transactions. No reference in this Agreement to the Adviser having full discretionary authority over each Fund’s investments shall in any way limit the right of the Board, in its sole discretion, to establish or revise policies in connection with the management of a Fund’s assets or to otherwise exercise its right to control the overall management of a Fund.

(b)       Selection of Sub-Adviser(s). The Adviser shall have the authority hereunder to select and retain sub-advisers, including an affiliated person (as defined under the 1940 Act) of the Adviser (each a “Sub-Adviser”), for each of the Funds referenced in Schedule A to perform some or all of the services for which the Adviser is responsible pursuant to this Agreement. The Adviser shall supervise the activities of the Sub-Adviser(s), and the retention of a Sub-Adviser by the Adviser shall not relieve the Adviser of its responsibilities under this Agreement. Any such Sub-Adviser shall be registered and in good standing with the Commission and capable of performing its sub- advisory duties pursuant to a sub-advisory agreement approved by the Trust’s Board of Trustees and, except as otherwise permitted by the 1940 Act or by rule or regulation, a vote of a majority of the outstanding voting securities of the applicable Fund. The Adviser will compensate the Sub-Adviser for its services to the Funds.

(c)       Compliance. The Adviser agrees to comply with the requirements of the 1940 Act, the Investment Advisers Act of 1940 (the “Advisers Act”), the 1933 Act, the Securities Exchange Act of 1934 (the “1934 Act”), the Commodity Exchange Act and the respective rules and regulations thereunder, as applicable, as well as with all other applicable federal and state laws, rules, regulations and case law that relate to the services and relationships described hereunder and to the conduct of its business as a registered investment adviser. The Adviser also agrees to comply with the objectives, policies and restrictions set forth in the Registration Statement, as amended or supplemented, of the Funds, and with any policies, guidelines, instructions and procedures approved by the Board and provided to the Adviser. In selecting each Fund’s portfolio securities and performing the Adviser’s obligations hereunder, the Adviser shall cause each Fund to comply with the diversification and source of income requirements of Subchapter M of the Internal Revenue Code of 1986 (the “Code”), for qualification as a regulated investment company if the Fund has elected to be treated as a regulated investment company under the Code. The Adviser shall maintain compliance procedures that it reasonably believes are adequate to ensure its compliance with the foregoing. No supervisory activity undertaken by the Board shall limit the Adviser’s full responsibility for any of the foregoing.

(d)       Proxy Voting. The Board has the authority to determine how proxies with respect to securities that are held by the Funds shall be voted, and the Board has initially determined to delegate the authority and responsibility to vote proxies for each Fund’s securities to the Adviser. So long as proxy voting authority for a Fund has been delegated to the Adviser, the Adviser shall exercise its proxy voting responsibilities. The Adviser shall carry out such responsibility in accordance with any instructions that the Board shall provide from time to time, and at all times in a manner consistent with Rule 206(4)-6 under the Advisers Act and its fiduciary responsibilities to the Trust. The Adviser shall provide periodic reports and keep records relating to proxy voting as the Board may reasonably request or as may be necessary for the Funds to comply with the 1940 Act and other applicable law. Any such delegation of proxy voting responsibility to the Adviser may be revoked or modified by the Board at any time. The Trust acknowledges and agrees that the Adviser may delegate its responsibility to vote proxies for a Fund to the Fund’s Sub-Adviser(s).

(e)       Recordkeeping. The Adviser shall not be responsible for the provision of administrative, bookkeeping or accounting services to the Funds, except as otherwise provided herein or as may be necessary for the Adviser to supply to the Trust or its Board the information required to be supplied under this Agreement.

The Adviser shall maintain separate books and detailed records of all matters pertaining to Fund assets advised by the Adviser required by Rule 31a-1 under the 1940 Act (other than those records being maintained by any administrator, custodian or transfer agent appointed by the Funds) relating to its responsibilities provided hereunder with respect to the Funds, and shall preserve such records for the periods and in a manner prescribed therefore by Rule 31a-2 under the 1940 Act (the “Funds’ Books and Records”). The Funds’ Books and Records shall be available to the Board at any time upon request, shall be delivered to the Trust upon the termination of this Agreement and shall be available without delay during any day the Trust is open for business.

(f)       Holdings Information and Pricing. The Adviser shall provide regular reports regarding Fund holdings, and shall, on its own initiative, furnish the Trust and the Board from time to time with whatever information the Adviser believes is appropriate for this purpose. The Adviser agrees to immediately notify the Trust if the Adviser reasonably believes that the value of any security held by a Fund may not reflect its fair value. The Adviser agrees to provide any pricing information of which the Adviser is aware to the Trust, the Board and/or any Fund pricing agent to assist in the determination of the fair value of any Fund holdings for which market quotations are not readily available or as otherwise required in accordance with the 1940 Act or the Trust’s valuation procedures for the purpose of calculating each Fund’s net asset value in accordance with procedures and methods established by the Board.

(g)       Cooperation with Agents of the Trust. The Adviser agrees to cooperate with and provide reasonable assistance to the Trust, any Trust custodian or foreign sub- custodians, any Trust pricing agents and all other agents and representatives of the Trust, such information with respect to the Funds as they may reasonably request from time to time in the performance of their obligations, provide prompt responses to reasonable requests made by such persons and establish appropriate interfaces with each so as to promote the efficient exchange of information and compliance with applicable laws and regulations.

2.           Code of Ethics. The Adviser has adopted a written code of ethics that it reasonably believes complies with the requirements of Rule 17j-1 under the 1940 Act, which it will provide to the Trust. The Adviser shall ensure that its Access Persons (as defined in the Adviser’s Code of Ethics) comply in all material respects with the Adviser’s Code of Ethics, as in effect from time to time. Upon request, the Adviser shall provide the Trust with a (i) a copy of the Adviser’s current Code of Ethics, as in effect from time to time, and (ii) certification that it has adopted procedures reasonably necessary to prevent Access Persons from engaging in any conduct prohibited by the Adviser’s Code of Ethics. Annually, the Adviser shall furnish a written report, which complies with the requirements of Rule 17j-1, concerning the Adviser’s Code of Ethics to the Trust. The Adviser shall respond to requests for information from the Trust as to violations of the Code of Ethics by Access Persons and the sanctions imposed by the Adviser. The Adviser shall immediately notify the Trust of any material violation of the Code of Ethics, whether or not such violation relates to a security held by any Fund.

3.           Information and Reporting. The Adviser shall provide the Trust and its respective officers with such periodic reports concerning the obligations the Adviser has assumed under this Agreement as the Trust may from time to time reasonably request.

(a)       Notification of Breach / Compliance Reports. The Adviser shall notify the Trust immediately upon detection of (i) any material failure to manage any Fund in accordance with its investment objectives and policies or any applicable law; or (ii) any material breach of any of the Funds’ or the Adviser’s policies, guidelines or procedures. In addition, the Adviser shall provide a quarterly report regarding each Fund’s compliance with its investment objectives and policies, applicable law, including, but not limited to the 1940 Act and Subchapter M of the Code, as applicable, and the Fund’s policies, guidelines or procedures as applicable to the Adviser’s obligations under this Agreement. The Adviser agrees to correct any such failure promptly and to take any action that the Board may reasonably request in connection with any such breach. Upon request, the Adviser shall also provide the officers of the Trust with supporting certifications in connection with such certifications of Fund financial statements and disclosure controls pursuant to the Sarbanes-Oxley Act. The Adviser will promptly notify the Trust in the event (i) the Adviser is served or otherwise receives notice of any action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board, or body, involving the affairs of the Trust (excluding class action suits in which a Fund is a member of the plaintiff class by reason of the Fund’s ownership of shares in the defendant) or the compliance by the Adviser with the federal or state securities laws or (ii) an actual change in control of the Adviser resulting in an “assignment” (as defined in the 1940 Act) has occurred or is otherwise proposed to occur.

(b)       Board and Filings Information. The Adviser will also provide the Trust with any information reasonably requested regarding its management of the Funds required for any meeting of the Board, or for any shareholder report, amended registration statement, proxy statement, or prospectus supplement to be filed by the Trust with the Commission. The Adviser will make its officers and employees available to meet with the Board from time to time on due notice to review its investment management services to the Funds in light of current and prospective economic and market conditions and shall furnish to the Board such information as may reasonably be necessary in order for the Board to evaluate this Agreement or any proposed amendments thereto.

(c)       Transaction Information. The Adviser shall furnish to the Trust such information concerning portfolio transactions as may be necessary to enable the Trust or its designated agent to perform such compliance testing on the Funds and the Adviser’s services as the Trust may, in its sole discretion, determine to be appropriate. The provision of such information by the Adviser to the Trust or its designated agent in no way relieves the Adviser of its own responsibilities under this Agreement.

(a)       Principal Transactions. In connection with purchases or sales of securities for the account of a Fund, neither the Adviser nor any of its directors, officers or employees will act as a principal or agent or receive any commission except as permitted by the 1940 Act.

(b)       Placement of Orders. The Adviser shall arrange for the placing of all orders for the purchase and sale of securities for a Fund’s account with brokers or dealers selected by the Adviser. In the selection of such brokers or dealers and the placing of such orders, the Adviser is directed at all times to seek for each Fund the most favorable execution and net price available under the circumstances. It is also understood that it is desirable for the Funds that the Adviser have access to brokerage and research services provided by brokers who may execute brokerage transactions at a higher cost to the Funds than may result when allocating brokerage to other brokers, consistent with section 28(e) of the 1934 Act and any Commission staff interpretations thereof. Therefore, the Adviser is authorized to place orders for the purchase and sale of securities for a Fund with such brokers, subject to review by the Board from time to time with respect to the extent and continuation of this practice. It is understood that the services provided by such brokers may be useful to the Adviser in connection with its or its affiliates’ services to other clients.

(c)       Aggregated Transactions. On occasions when the Adviser deems the purchase or sale of a security to be in the best interest of a Fund as well as other clients of the Adviser, the Adviser may, to the extent permitted by applicable law and regulations, aggregate the order for securities to be sold or purchased. In such event, the Adviser will allocate securities or futures contracts so purchased or sold, as well as the expenses incurred in the transaction, in the manner the Adviser reasonably considers to be equitable and consistent with its fiduciary obligations to the Fund and to such other clients under the circumstances.

(d)       Affiliated Brokers. The Adviser or any of its affiliates may act as broker in connection with the purchase or sale of securities or other investments for a Fund, subject to: (i) the requirement that the Adviser seek to obtain best execution and price within the policy guidelines determined by the Board and set forth in the Fund’s current prospectus and statement of additional information; (ii) the provisions of the 1940 Act; (iii) the provisions of the Advisers Act; (iv) the provisions of the 1934 Act; and (v) other provisions of applicable law. These brokerage services are not within the scope of the duties of the Adviser under this Agreement. Subject to the requirements of applicable law and any procedures adopted by the Board, the Adviser or its affiliates may receive brokerage commissions, fees or other remuneration from a Fund for these services in addition to the Adviser’s fees for services under this Agreement.

5.           Custody. Nothing in this Agreement shall permit the Adviser to take or receive physical possession of cash, securities or other investments of a Fund.

(a)       Adviser’s Expenses. The Adviser will bear its own costs of providing services hereunder.

(b)       Non-Unitary Fee Structure. With respect to the Funds listed in Schedule A to this Agreement, other than as herein specifically indicated or as set forth in other agreements to which the Adviser is a party, the Adviser shall not be responsible for a Fund’s expenses including, but not limited to, brokerage and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, fund administration, fund accounting, tax, audit, blue sky, shareholder services, legal, custody, printing, insurance, trustee fees, and other ongoing expenses of the Fund.

(a)       Properly Registered. The Adviser is registered as an investment adviser under the Advisers Act, and will remain so registered for the duration of this Agreement. The Adviser is not prohibited by the Advisers Act or the 1940 Act from performing the services contemplated by this Agreement, and to the best knowledge of the Adviser, there is no proceeding or investigation that is reasonably likely to result in the Adviser being prohibited from performing the services contemplated by this Agreement. The Adviser agrees to promptly notify the Trust of the occurrence of any event that would disqualify the Adviser from serving as an investment adviser to an investment company. The Adviser is in compliance in all material respects with all applicable federal and state law in connection with its investment management operations.

(b)       ADV Disclosure. The Adviser has provided the Trust with a copy of its Form ADV as most recently filed with the Commission and will, promptly after filing any amendment to its Form ADV with the Commission, furnish a copy of such amendments to the Trust. The information contained in the Adviser’s Form ADV is accurate and complete in all material respects and does not omit to state any material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading.

(c)       Fund Disclosure Documents. The Adviser has reviewed and will in the future review, the Registration Statement, and any amendments or supplements thereto, the annual or semi-annual reports to shareholders, other reports filed with the Commission and any marketing material of a Fund (collectively the “Disclosure Documents”) and represents and warrants that with respect to disclosure about the Adviser, the manner in which the Adviser manages the Fund or information relating directly or indirectly to the Adviser, such Disclosure Documents contain or will contain, as of the date thereof, no untrue statement of any material fact and does not omit any statement of material fact which was required to be stated therein or necessary to make the statements contained therein not misleading.

(d)       Use Of The Name “Exchange Traded Concepts.” The Adviser has the right to use the name “Exchange Traded Concepts” (the “Name”) in connection with its services to the Trust and that, subject to the terms set forth in Section 8 of this Agreement, the Trust shall have the right to use the Name in connection with the management and operation of the Funds. The Adviser is not aware of any threatened or existing actions, claims, litigation or proceedings that would adversely effect or prejudice the rights of the Adviser or the Trust to use the Name.

(e)       Insurance. The Adviser maintains errors and omissions insurance coverage in an appropriate amount and shall provide prior written notice to the Trust (i) of any material changes in its insurance policies or insurance coverage; or (ii) if any material claims will be made on its insurance policies. Furthermore, the Adviser shall upon reasonable request provide the Trust with any information it may reasonably require concerning the amount of or scope of such insurance.

(f)       No Detrimental Agreement. The Adviser represents and warrants that it has no arrangement or understanding with any party, other than the Trust, that would influence the decision of the Adviser with respect to its selection of securities for a Fund, and that all selections shall be done in accordance with what is in the best interest of the Fund.

(g)       Conflicts. The Adviser shall act honestly, in good faith and in the best interests of the Trust including requiring any of its personnel with knowledge of Fund activities to place the interest of the Funds first, ahead of their own interests, in all personal trading scenarios that may involve a conflict of interest with the Funds, consistent with its fiduciary duties under applicable law.

(h)       Representations. The representations and warranties in this Section 7 shall be deemed to be made on the date this Agreement is executed and at the time of delivery of the quarterly compliance report required by Section 3(a), whether or not specifically referenced in such report.

8.           The Name “Exchange Traded Concepts.” The Adviser grants to the Trust a sublicense to use the Name as part of the name of any Fund. The foregoing authorization by the Adviser to the Trust to use the Name as part of the name of any Fund is not exclusive of the right of the Adviser itself to use, or to authorize others to use, the Name; the Trust acknowledges and agrees that, as between the Trust and the Adviser, the Adviser has the right to use, or authorize others to use, the Name. The Trust shall (1) only use the Name in a manner consistent with uses approved by the Adviser; (2) use its best efforts to maintain the quality of the services offered using the Name; and (3) adhere to such other specific quality control standards as the Adviser may from time to time promulgate. At the request of the Adviser, the Trust will (a) submit to Adviser representative samples of any promotional materials using the Name; and (b) change the name of any Fund within three months of its receipt of the Adviser’s request, or such other shorter time period as may be required under the terms of a settlement agreement or court order, so as to eliminate all reference to the Name and will not thereafter transact any business using the Name in the name of any Fund; provided, however, that the Trust may continue to use beyond such date any supplies of prospectuses, marketing materials and similar documents that the Trust had on the date of such name change in quantities not exceeding those historically produced and used in connection with such Fund.

9.           Adviser’s Compensation. The Funds shall pay to the Adviser, as compensation for the Adviser’s services hereunder, a fee, determined as described in Schedule A that is attached hereto and made a part hereof. Such fee shall be computed daily and paid not less than monthly in arrears by the Funds.

The method for determining net assets of a Fund for purposes hereof shall be the same as the method for determining net assets for purposes of establishing the offering and redemption prices of Fund shares as described in the Fund’s prospectus. In the event of termination of this Agreement, the fee provided in this Section shall be computed on the basis of the period ending on the last business day on which this Agreement is in effect subject to a pro rata adjustment based on the number of days elapsed in the current month as a percentage of the total number of days in such month.

10.         Independent Contractor. In the performance of its duties hereunder, the Adviser is and shall be an independent contractor and, unless otherwise expressly provided herein or otherwise authorized in writing, shall have no authority to act for or represent the Trust or any Fund in any way or otherwise be deemed to be an agent of the Trust or any Fund. If any occasion should arise in which the Adviser gives any advice to its clients concerning the shares of a Fund, the Adviser will act solely as investment counsel for such clients and not in any way on behalf of the Fund.

11.         Assignment. This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment (as defined in section 2(a)(4) of the 1940 Act); provided that such termination shall not relieve the Adviser of any liability incurred hereunder.

12.         Entire Agreement and Amendments. This Agreement represents the entire agreement among the parties with regard to the investment management matters described herein and may not be added to or changed orally and may not be modified or rescinded except by a writing signed by the parties hereto except as otherwise noted herein.

13.         Duration and Termination.

(a)       This Agreement shall become effective as of the date set forth above and shall remain in full force and effect continually thereafter, subject to renewal as provided in subparagraph (d) of this section and unless terminated automatically as set forth in Section 11 hereof or until terminated as follows:

(b)       The Trust may cause this Agreement to terminate either (i) by vote of its Board or (ii) with respect to any Fund, upon the affirmative vote of a majority of the outstanding voting securities of the Fund; or

(c)       The Adviser may at any time terminate this Agreement by not more than sixty (60) days’ nor less than thirty (30) days’ written notice delivered or mailed by registered mail, postage prepaid, to the Trust; or

(d)       This Agreement shall automatically terminate two years from the date of its execution unless its renewal is specifically approved at least annually thereafter by (i) a majority vote of the Trustees, including a majority vote of such Trustees who are not interested persons of the Trust as defined in Section 2(a)(19)or the Adviser, at a meeting called for the purpose of voting on such approval; or (ii) the vote of a majority of the Investment Company Actoutstanding voting securities of 1940, as amended), and consisteach Fund; provided, however, that if the continuance of allthis Agreement is submitted to the Independent Trustees with one Independent Trustee elected as chairshareholders of the Committee (the “Chair”). MattersFunds for their approval and such shareholders fail to be addressed “periodically” under the termsapprove such continuance of this CharterAgreement as provided herein, the Adviser may continue to serve hereunder as to the Funds in a manner consistent with the 1940 Act and the rules and regulations thereunder; and

Termination of this Agreement pursuant to this Section shall be addressed at least annually, normallywithout payment of any penalty.

In the event of termination of this Agreement for any reason, the Adviser shall, immediately upon notice of termination or on such later date as may be specified in conjunctionsuch notice, cease all activity on behalf of the Funds and with respect to any of the annual self-assessmentassets, except as otherwise required by Section V.C. hereof.

any fiduciary duties of the Adviser under applicable law. In addition, the Adviser shall deliver the Fund Books and Records to the Trust by such means and in accordance with such schedule as the Trust shall direct and shall otherwise cooperate, as reasonably directed by the Trust, in the transition of portfolio asset management to any successor of the Adviser.

EXCHANGE TRADED CONCEPTS TRUST

Board of Trustees Retirement Policy

Statement of General Policy

Each Trustee shall resign at the end of the calendar year in which such person first attains the age of seventy-five years.

Exemption from General Policy

A Trustee may continue to serve for one or more additional one-year terms after attaining the age of seventy-five under the following circumstances:

Prior to the end of the calendar year in which a Trustee first attains the age of seventy-five (and prior to the end of each calendar year thereafter), the Board of Trustees of the Trust shall (i) meet to review the performance such Board member; (ii) find that the continued service of such Board member is in the best interests of the Trust; and (iii) unanimously approve the exemption from the Trust’s retirement policy.

EXHIBIT B

EXCHANGE LISTED FUNDS TRUST

(the “Trust”)

Governance and Nominating Committee Charter

(the “Charter”)

The Governance and Nominating Committee (the “Committee”) shall be composed entirely(a)       “Affirmative vote of “Independent Trustees” (membersa majority of the Board of Trustees (the “Board”) who are not interested personsoutstanding voting securities of the TrustFund” shall have the meaning as definedset forth in Section 2(a)(19)the 1940 Act, subject, however, to such exemptions as may be granted by the Commission under the 1940 Act or any interpretations of the Investment CompanyCommission staff.

(b)       “Interested persons” and “Assignment” shall have their respective meanings as set forth in the 1940 Act, ofsubject, however, to such exemptions as may be granted by the Commission under the 1940 as amended), and consist of all the Independent Trustees with one Independent Trustee elected as chairAct or any interpretations of the Committee (the “Chair”). Matters to be addressed “periodically” under the terms of this Charter shall be addressed at least annually, normally in conjunction with the annual self-assessment required by Section V.C. hereof.

EXCHANGE LISTED FUNDS TRUST

Board of Trustees Retirement PolicyCommission staff.

Statement of General Policy

Each Trustee shall resign at the end15.         Liability of the calendar yearAdviser. The Adviser shall indemnify and hold harmless the Trust and all affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) and all controlling persons (as described in which such person first attainsSection 15 of the age1933 Act) (collectively, the “Adviser Indemnitees”) against any and all losses, claims, damages, liabilities or litigation (including reasonable legal and other expenses) by reason of seventy-five years.or arising out of the Adviser’s willful misfeasance, bad faith or gross negligence generally in the performance of its duties hereunder or its reckless disregard of its obligations and duties under this Agreement.

Exemption from General Policy16.         Enforceability. Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms or provisions of this Agreement or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction.

A17.         Limitation of Liability. The parties to this Agreement acknowledge and agree that all litigation arising hereunder, whether direct or indirect, and of any and every nature whatsoever shall be satisfied solely out of the assets of the affected Fund and that no Trustee, officer or holder of shares of beneficial interest of the Fund shall be personally liable for any of the foregoing liabilities. The Trust’s Certificate of Trust, as amended from time to time, is on file in the Office of the Secretary of State of the State of Delaware. Such Certificate of Trust and the Trust’s Agreement and Declaration of Trust describe in detail the respective responsibilities and limitations on liability of the Trustees, officers, and holders of shares of beneficial interest.

18.         Jurisdiction. This Agreement shall be governed by and construed in accordance with the substantive laws of the state of Delaware and the Adviser consents to the jurisdiction of courts, both state or federal, in Delaware, with respect to any dispute under this Agreement.

19.         Paragraph Headings. The headings of paragraphs contained in this Agreement are provided for convenience only, form no part of this Agreement and shall not affect its construction.

20.         Counterparts. This Agreement may continue to serve for onebe executed simultaneously in two or more additional one-year terms after attaining the age of seventy-five under the following circumstances:

Prior to the end of the calendar year in which a Trustee first attains the age of seventy-five (and prior to the end of each calendar year thereafter), the Board of Trustees of the Trust shall (i) meet to review the performance such Board member; (ii) find that the continued service of such Board member is in the best interests of the Trust; and (iii) unanimously approve the exemption from the Trust’s retirement policy.

EXHIBIT C

Information Concerning the Independent Accountants and Audit Committees

of Exchange Traded Concepts Trust and Exchange Listed Funds Trust

Cohen & Company, Ltd. (“Cohen”) serves as the independent registered public accounting firm for each Trust andcounterparts, each of their respective Funds. Cohen provides audit services, tax return reviewwhich shall be deemed an original, but all of which together shall constitute one and assistance and consultation in connection with review of SEC filings.

Representatives of Cohen are not expected to be at the Meeting to answer questions relating to the services provided or to be provided to the Funds. However, representatives of Cohen could be contacted during the Meeting if any matter were to arise requiring assistance.

The following table sets forth the aggregate fees billed by Cohen for the most recent two fiscal years:

Each Trust’s Audit Committee has adopted an Audit and Non-Audit Services Pre-Approval Policy pursuant to which the Audit Committee approves (i) all audit and non-audit services that the Trust’s independent accountants provide to the Trust and (ii) all non-audit services that the Trust’s independent accountants provide to the Trust’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides services to the Trust if the engagement relates directly to the operations and financial reporting of the Trust. De minimis non-audit services do not require pre-approval. All of the services described in the table above were pre-approved by the relevant Trust’s Audit Committee.

The following table sets forth the aggregate non-audit fees billed by Cohen for services provided to each Fund and its 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 comment control with the investment adviser that provides ongoing services to the Fund, for the most recent two fiscal years:

During each Trust’s most recent fiscal years, Cohen provided certain non-audit services to the Trusts’ investment adviser or to entities controlling, controlled by, or under common control with the Trusts’ investment adviser that provides ongoing services to the Trusts that were not subject to pre-approval. The Audit Committee for each Trust considered whether the provision of these non-audit services is compatible with maintaining Cohen’s independence.same instrument.

EXHIBIT DIN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date first above written.

SCHEDULE A

to the

INVESTMENT ADVISORY AGREEMENT

dated June 22, 022

between

EXCHANGE TRADED CONCEPTS TRUST

and

EXCHANGE TRADED CONCEPTS, LLC

Outstanding SharesThe Trust will pay to the Adviser as compensation for the Adviser’s services rendered, a fee, computed daily at an annual rate based on the average daily net assets of the respective Fund in accordance the following fee schedule:

As of the Record Date, the total number of shares outstanding and entitled to vote for each Fund is set forth in the table below:

EXHIBIT E

Beneficial Owners of 5% or More of Each Fund

As of November 1, 2021, the following persons were the owners of 5% or more of the outstanding shares of the following Funds: