SEC Company Response from Tidal Trust I (CIK 0001742912) — Sep 16, 2025
Tidal Trust I (CIK 0001742912)
Date: Sept. 16, 2025 · CIK: 0001742912 · Accession: 0001999371-25-013379
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File numbers found in text: 333-227298, 811-23377
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CORRESP
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VIA EDGAR TRANSMISSION
Ms. Christina DiAngelo Fettig
Division of Investment Management, Disclosure Review Office
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
Tidal Trust I (the “Trust”)
Response to Comments Regarding Financial Statement Review
File Nos. 811-23377; 333-227298
Dear Ms. Christina DiAngelo Fettig:
This correspondence responds to the comments the Trust
received from the staff of the Commission (the “Staff”) on July 18, 2025, with respect to the Trust’s recent Form N-CSR
and Form N-CEN filings for the series of the Trust (each, a “Fund” and collectively, the “Funds”) and their respective
fiscal year ends as set forth in the table below:
Series ID
Series Name
FYE
Reviewed
S000075316
Residential REIT ETF
1/31/2025
S000080389
Intelligent Real Estate ETF
1/31/2025
For your convenience, the comments have been reproduced
with responses following each comment.
1. The Staff noted for the Tailored Shareholder Reports that the Dow Jones
U.S. Select REIT Index and the S&P 500 Total Return Index, each referenced by both Funds, were each tagged for XBRL purposes as the
broad-based securities market index. The Staff notes that each Fund is only allowed to identify one index for broad based comparison purposes.
Response: The Trust acknowledges and
concurs with the Staff’s assessment. The Trust undertakes to ensure that future XBRL tagging identifies only one broad-based securities
market index for each Fund.
2. The Staff noted that the disclosure required by Form N-1A Item 27A(i)
regarding Availability of Additional Information, was not fully included in the tailored shareholder report for each Fund.
Response: The Trust respectfully disagrees
with the Staff’s assessment and believes that each Fund’s tailored shareholder report includes the disclosure required pursuant
to Item 27A(i).
3. The Financial Statements dated January 31, 2025, include Note 5, addressing
Segment Reporting pursuant to FASB Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable
Segment Disclosures. Note 5 indicates that Tidal Investments LLC, each Fund’s investment adviser (the “Adviser”), serves
as the Funds’ Chief Operating Decision Maker (“CODM”) for purposes of compliance with ASU 2023-07. In accordance with
the provisions of ASU 2023-07, please consider disclosing the names of the individuals at the Adviser who are responsible for fulfilling
the CODM responsibilities.
Response: The Trust notes that ASU 2023-07
provides that a fund shall disclose “the title and position of the individual or the name of the group or committee identified”
as the CODM. Accordingly, the Trust believes that the current disclosure, identifying the Adviser as CODM, conforms to the requirements
of ASU 2023-07 and is consistent with standard industry practice. However, the Trust undertakes to consider disclosing additional information
about the individuals fulfilling the CODM role for the Adviser in future financial statements filed with the SEC.
4. Given the disclosure in Note 4 to the financial statements regarding
the Funds’ unitary management fee, the Staff requests that the Trust confirm that the Adviser is current with its obligation to
pay expenses of each Fund under the terms of the Advisory Agreement.
Response: The Trust confirms that, with
respect to the period of time covered by the financial statements reviewed by the Staff, the Adviser was in compliance with the terms
of the Advisory Agreement relating to payment of Fund expenses.
5. The Staff noted that Item 4.(c) of Form N-CSR did not include the required
description of the tax services performed by the Funds’ principal accountant. Please provide a description of the services performed
and confirm that future Form N-CSR filings will include the expected description.
Response: The Trust responds that the
services provided by the principal accountant were the review of Federal Forms 1120-RIC and 8613, preparation of state tax returns, and
calculation of excise dividends. The Trust confirms an amended filing will be made with the description of services noted in the preceding
sentence and undertakes to ensure future N-CSR filings include the required description.
6. The Staff noted that the reference to the Fund’s principal accountant
in Item 4.(e) of Form N-CSR does not appear accurate.
Response: The Trust responds that Item
4.(e) identified the incorrect principal accountant for the Funds and confirms that the amended N-CSR filing will correct the disclosure.
7. The Staff noted that the response to Form N-CEN Item C.7.n indicates
that the Funds relied on the statutory exemptions available in Rule 18f-4 under the Investment Company Act of 1940, as amended (the “1940
Act”) in order to enter into derivatives transactions. Please confirm the Item C.7.n response is accurate.
Response: The Trust responds the Funds
did not rely on Rule 18f-4 during the fiscal period ended January 31, 2025. The Trust confirms that future Form N-CEN filings will not
indicate that the Funds relied on Rule 18f-4 for the Funds unless the Funds’ investments during the period necessitated reliance
on Rule 18f-4.
8. The Staff noted that the response to Item B.23 of the Funds’ Form N-CEN indicates that the
Trust paid a dividend or made a distribution in the nature of a dividend payment that is required to be accompanied by a written statement
pursuant to section 19(a) of the 1940 Act and rule 19a-1 thereunder. The Staff further noted that the Funds’ financial statements
reported for the year ending January 31, 2025 did not indicate that the Funds made a return of capital distribution, which would require
such a written statement. Please confirm if the response to Item B.23 is reported accurately.
Response: The Trust notes that Item
B.23 to Form N-CEN is responded to at the Trust level. While the Funds did not pay a dividend or make a distribution that would have required
a written statement, other series of the Trust did during the reporting period covered by the referenced Form N-CEN. Accordingly, the
Trust believes the response to Item B.23 was responded to accurately.
If you have any questions or require further information,
please contact Aaron Perkovich at 414-699-9292 or aperkovich@tidalfg.com.
Sincerely,
/s/ Aaron Perkovich
Aaron Perkovich
Treasurer/Principal Financial Officer
Tidal Trust I