#XRPETF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form N-1A

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

Pre-Effective Amendment No. ___

Post-Effective Amendment No. 338

and/or

REGISTRATION STATEMENT

UNDER

THE INVESTMENT COMPANY ACT OF 1940

Amendment No. 347

ProShares Trust

(Name of Registrant as specified in the Trust Instrument)

7272 Wisconsin Avenue, 21st Floor

Bethesda, MD 20814

(Principal Executive Office Address) (Zip Code)

(240) 497-6400

(Area Code and Telephone Number)

Richard Morris

ProShare Advisors LLC

7272 Wisconsin Avenue, 21st Floor

Bethesda, MD 20814

(Name and Address of Agent for Service)

with a copy to:

Allison M. Fumai, Esq.

Mark D. Perlow, Esq.

Dechert LLP

1095 Avenue of the Americas

New York, NY 10036

Summary of the purpose of this document:

This is a form submitted to the United States Securities and Exchange Commission (SEC) for the registration of a new investment product from ProShares Trust. They seek to have their product made available to the public, with an effective plan to take effect on April 30, 2025.